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Agenda 08-11-20 BOYN wwwBEACH "CRA '0 Community Redevelopment Agency Board Meeting Tuesday,August 11, 2020 -5:30 PM GoToWebinar Online Meeting 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 8. Information Only 9. Public Comments 10. Consent Agenda A. CRA Financial Report Period Ending July 31, 2020 B. Approval of CRA Board Meeting Minutes- June 9, 2020 C. Approval of Commercial Property Improvement Grant Program in the Amount of$20,035.20 for Laura's Sweets, LLC d/b/a Scheurer's Chocolate located in Ocean Plaza at 640 E. Ocean Avenue, Unit 10 D. Approval of Commercial Rent Reimbursement Grant Program in the amount of$13,500 for Laura's Sweets, LLC d/b/a Scheurer's Chocolate located in Ocean Plaza at 640 E. Ocean Avenue, Unit 10 E. Approval of Commercial Property Improvement Grant Program in the Amount of$25,000 for JMM Services, LLC located in Ocean Plaza at 640 E. Ocean Avenue, Unit 15 F. Approval of Commercial Rent Reimbursement Grant Program in the amount of$13,500 for JMM Services, LLC located in Ocean Plaza at 640 E. Ocean Avenue, Unit 15 G. Approval of Commercial Rent Reimbursement Grant Program in the amount of$13,050 for Link Custom Jewelry, Inc. located in Ocean Plaza at 640 E. Ocean Avenue, Unit 2 11. Pulled Consent Agenda Items 12. CRA Projects in Progress A. Marketing, Business Promotions and Social Media Update B. CRA Economic& Business Development Grant Program Update 13. Public Hearing 14. Old Business A. Discussion and Consideration of Fiscal Year 2020-2021 Project Fund Budget B. Consideration of the Second Amendment to the Purchase and Development Agreement with Ocean Breeze East Apartments, LLC for the Ocean Breeze East Project C. Discussion Regarding Prevailing Wage, Benefits and Apprenticeship Policies for CRA Procurement and Requests for Proposals D. Discussion and Consideration of Terms for a RFP/RFQ for the CRA Owned Properties located at NE 4th and NE 5th Avenue a.k.a. Cottage District E. Discussion of a Lease to the City of Boynton Beach for the CRA Owned Property located at 209 N. Seacrest Bouelvard F. Consideration of a First Amendment to the Standard Contract Agreement with Granicus, LLC for the Website Design, Build, and Maintenance Services G. Land Banking Along Boynton Beach Boulevard Corridor 15. New Business A. Discussion and Consideration of a Letter of Intent from Ocean Avenue Residences and Shoppes, LLC for the CRA Owned Property Located at 115 N. Federal Highway B. Discussion and Consideration of Letter of Request for Use of the CRA Tabled Owned Parking Lot located at 115 N. Federal Highway (1/14/20) C. Consideration of the Boynton Beach Woman's Club's Request and Terms to Use the Historic Woman's Club of Boynton Beach for FY2020-2021 Meeting Dates D. CRA Board Discussion and Consideration of Executive Director's Annual Performance Review for FY 2019-2020 16. CRAAdvisory Board A. Pending Assignments 1. Review of Commercial Properties within main areas of the CRA (Tabled 8/6/2) B. Reports on Pending Assignments C. New Assignments 17. Future Agenda Items A. MILK Jr. Boulevard Corridor Commercial Redevelopment and Affordable Multi-Family Rental Apartment Project Update B. Consideration of a Purchase and Development Agreement for the CRA Owned Property located at 1110 N. Federal Highway 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 WITHA 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 CRNS WEB SITE. INFORMATION REGARDING ITEMS ADDED TO THE AGENDA AFTER IT IS PUBLISHED ON THE CRNS WEB SITE CAN BE OBTAINED FROM THE CRA OFFICE. BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 CONSENT AGENDA AGENDAITEM: 10.A. SUBJECT: CRA Financial Report Period Ending July 31, 2020 SUMMARY: The following CRA monthly financial and budget reports for the period ending July 31, 2020 are presented to the CRA Board: Statement of Revenues, Expenditures and Changes in Fund Balance Report; and Budget Comparison Schedule - General Fund (Attachment 1). FISCAL IMPACT: FY2019-2020 Budget CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan and FY2019-2020 CRA Budget CRA BOARD OPTIONS: Approve the C RA's monthly financial and budget report for the period ending July 31, 2020. 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O L 'c N m '� r N E O o O '= O N C n N N C 7 O Ln O 14� Ln to O N -F, r O O Ln L I� f1 f1 N O n N 3 � I� 0 0 O a l0 LL. y M N Ln 41 O4 b4 '6 m 3 m [L 4) O 7 7 O R u ti ti n n Q N l6 Ln cn m m N O W ca 7 n Oi to L`no m m a c N C � W N c� 0 N Lf1 O � N Z M m I, Ln + W to M N Q N M N a o t m oo c oo 0 N N u o m N W N W W M Ln 3 Ln m N N Ln O ca -i o o t to Leo a a C N N Ln to d [L O O O O It I9 O O O O p O n rlO 3W [L oc N rl � n n H n n O to O 47 W O Lq O Lq c o a o v m o o o m m is E ti r, oo � a a W f6 i+ 0 F 0 G d 00 Z Z D U_ W W Ln � Q u W W z O m W � W ro C LL O O O O Q 41 < w 41 bb 0 3 m t G m 41 D GTj 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-July 31,2020 Total Debt Service Governmental General Fund Projects Fund Fund Funds REVENUES Tax increment revenue 13,932,896 13,932,896 Marina Rent&Fuel Sales 951,798 951,798 Contributions and donations - - - - Interest and other income 204,804 152,522 4,755 362,080 Total revenues 15,089,498 152,522 4,755 15,246,774 EXPENDITURES General government 2,739,142 - - 2,739,142 Redevelopment projects - 9,900,187 9,900,187 Debt service: - Principal - - - Interest and other charges - - 187,601 187,601 Total expenditures 2,739,142 9,900,187 187,601 12,826,930 Excess(deficiency)of revenues over expenditures 12,350,355 (9,747,665) (182,846) 2,419,844 OTHER FINANCING SOURCES(USES) Funds Transfers in - 9,553,549 2,139,852 11,693,401 Funds Transfers out (11,693,401) - - (11,693,401) Total other financing sources(uses) (11,693,401) 9,553,549 2,139,852 - Net change in fund balances 656,954 (194,116) 1,957,006 2,419,844 Fund balances-beginning of year 2,906,346 11,849,341 109,356 14,865,043 Fund balances-end of year 3,563,300 11,655,225 2,066,362 17,284,887 Footnote: Transfers between funds include monies received from TIF and carryover from general fund balance. The notes to the basic financial statements are an integral part of this statement. 1 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach,Florida) Budgetary Comparison Schedule General Fund Through Year to Date - July 31, 2020 Original Budget Final Budget Actual REVENUES Tax increment revenue $ 13,816,071 $ 13,816,071 13,932,896 Marina Rent&Fuel Sales 1,100,000 1,100,000 951,798 Interest and other income - - 204,804 Other financing sources(uses) 50,000 50,000 - Total revenues 14,966,071 14,966,071 15,089,498 EXPENDITURES General government 4,157,606 4,157,606 2,739,142 Total expenditures 4,157,606 4,157,606 2,739,142 Excess of revenues over expenditures 10,808,465 10,808,465 12,350,355 OTHER FINANCING SOURCES (USES) Carryover fund balance - Transfers out (10,808,465) (10,808,465) (11,693,401) Total other financing sources(uses) (10,808,465) (10,808,465) (11,693,401) Net change in fund balances $ - $ - 656,954 Fund balances-beginning of year 2,906,346 Fund balances-end of year 3,563,300 The notes to the basic financial statements are an integral part of this statement. 1 BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 CONSENT AGENDA AGENDAITEM: 10.13. SUBJECT: Approval of CRA Board Meeting Minutes -June 9, 2020 SUMMARY: See attached minutes. CRA BOARD OPTIONS: Approve the June 9, 2020 CRA Board Meeting Minutes ATTACHMENTS: Description Attachment I -June 9, 2020 CRA Board Minutes MINUTES OF THE COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING HELD ONLINE VIA THE GOTOWEBINAR PLATFORM BOYNTON BEACH, FLORIDA ON TUESDAY, JUNE 09, 2020, AT 5:30 P.M. PRESENT: Steven Grant, Chair Mike Simon, Executive Director Ty Penserga, Vice Chair Thuy Shutt, Assistant Director Justin Katz, Board Member Tara Duhy, Board Counsel Woodrow L. Hay, Board Member Christina Romelus, Board Member 1. Call to Order Chair called the meeting to order at 5:30 p.m. 2. Invocation Board Member Romelus gave the invocation. Chair Grant led the pledge to the flag. 3. Roll Call Roll was called. John McNally, ITS Director, explained how the meeting would proceed and how the public could participate. 4. Agenda Approval A. Additions, Deletions, Corrections to the Agenda None B. Adoption of Agenda Motion Board Member Katz moved to approve the agenda. Board Member Hay seconded the motion. The motion unanimously passed. 5. Legal None Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 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 Tara Duhy, CRA Counsel, announced there is an extension being requested by local governments to continue to have online meetings through to October. It is presently approved through until July. She noted Palm Beach County is still in moderate phasing, while the rest of the state is moving into Phase II and she would keep the Board apprised. Vice Chair Penserga and Board Members Katz had no disclosures. Board Member Hay spoke with Harry Woodworth. Board Member Romelus spoke with Ms. Allyson Sullivan regarding a pending agenda item. Chair Grant also spoke with Allyson Sullivan and Harry Woodworth of INCA and attended Del Sol Bakery's three-year anniversary. He attended Alpha Pizza, a new pizzeria in the CRA and noted there are still more businesses coming into the CRA. He commented the goal was to get people in, but there is a new reality out there. Board Member Romelus commended and thanked the CRA for their tireless work. She spoke with small business owners around the county. They have been comparing Boynton Beach with their cities and they were commending Boynton Beach on what the City and CRA was doing to support their small and local businesses. 7. Announcements and Awards None 8. Information Only A. Public Comment Log B. Public Relations Articles Associated with the CRA 9. Public Comments Chair Grant announced Public Comments will be limited to three minutes. A question was posed by Allyson Sullivan for the item regarding INCA. Ms. Sullivan commented they had an INCA meeting last night about working with the CRA in a sweat equity effort. INCA was requesting the CRA match funding for new signage. Chair Grant advised he would allow public comment on that item when heard. Imon Kareem, a new business, explained he moved in right before COVID, and he owns two companies: one is for security cameras, called Security Camera Team, and the other is Mr. UVC Lights. He noted the CRA had a program to assist businesses and 2 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 inquired if it would be re-offered. He also noted the CRA has a program for RING cameras and wanted to learn how he could make his business eligible. Mr. Simon advised he should contact him and provided him with his contact information so he could answer his questions. He also advised the CRA has a grant program and the application is on the website. Mr. Kareem asked if there was a CRA newsletter and how his business could be included in it so it would be promoted to other businesses. Mr. Simon explained about the Social Media Outreach Program (SMOP). He explained a quarterly newsletter is sent through a mass email. Once the CRA has his email as a new business, they will be included in the CRA's constant contact list. They will be part of the newsletter and part of the grant program will include providing him with information on how he could interact more with the CRA and other City businesses. Robyn Delisser, 1471 South Federal Highway 33435, inquired if the Board was familiar with the #supperclub (the Socially Distant Supper Club). She advised they had a great meeting with Mercedes Coppin, Business Promotions and Event Manager, and her team. She explained the organization was created by two guys from Delray Beach who appeared before the Delray Commission, upset indicating the restaurant To Go model did not work, and that he had to shut down all his restaurants and let his 650 employees go: He then reopened his restaurant to feed the employees he had let go as they were not eligible for unemployment and he created Hospitality Helping Hands (H3) which had amazing food programs. That video was the catalyst for them creating the Socially Distanced Supper Club. It started in Delray and spread to many other cities throughout the U.S. The program got so big, both Facebook and The Today Show flew in to interview them. Ms. Delisser runs the Boynton Chapter. They started an intern program and they are all volunteering and promoting restaurants. They have helped open Sweetwater Restaurant, which was completely closed down, and other restaurants. Each time they featured the restaurant on their pop up, they were sold out and that was why Tracy Smith-Coffey and Mercedes Coppin met with them earlier. Supper Club in Boynton Beach has 6K active members and supports local businesses. There are supper clubs in each locality. North Palm Beach has 10K members and the clubs are in Jacksonville, Chicago, L.A. and other locations. People look at the Facebook page who want to support locally owned businesses. She noted the loans the CRA gave to small businesses were effective. Other CRA's did not do very much for their local businesses. She advised the Boynton Beach CRA is an extraordinary leader. She was proud of her city and hoped other areas would follow what the CRA did. No one else coming forward, Public Comments was closed. 10. Consent Agenda A. CRA Financial Report Period Ending May 31, 2020 B. Approval of CRA Board Meeting Minutes - May 12, 2020 3 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 C. Approval of the Finance Documents Associated with the FY 2019 - 2020 BBCRA Affordable and Workforce Housing Program D. Approval of Tier III Applications for the Small Business Disaster Relief Forgivable Loan Program Motion Vice Chair Penserga moved to approve the Consent Agenda. Board Member Katz seconded the motion. The motion unanimously passed. 11. Pulled Consent Agenda Items None 12. CRA Projects in Progress A. Social Media/Marketing/Business Promotions Update Rene Roberts, Tracy Smith Coffey and Mercedes Coppin were presenting these items. Ms. Roberts, Social Media and Communications Specialist, explained the CRA worked on all these initiatives as a team and they wanted to present them as a team. She explained the SMOP has been assisting and sharing business openings, closings, change of hours and take-out and delivery options throughout COVID-19. They wanted to highlight the new Carry Out and Carry On campaign. It was a business promotional social media campaign promoting CRA restaurants, which ran for eight weeks. It highlighted various types of food and take out and informed people what was open. It was a successful campaign and the CRA saw a jump in the number of CRA followers. Mercedes Coppin, Business Promotions and Events Manager, gave an overview of the Carry Out Carry On campaign and reviewed graphics from a presentation they had made, showing appealing pictures of food from local restaurants to try and entice people and get them excited about ordering takeout. Pictures of various posts that were on the CRA Facebook page were viewed. The Board viewed social media posts about what the CRA offered such as the Small Business Stress Relief Forgivable Loan program as well as Fire Station One that recently had its opening and others. In May, four blogs were posted on the CRA Insider Blog. The COVID-19 blog was created in April which provided state and local resources as a result of the pandemic. The site was updated and emailed multiple times. Hometown Heros was a continuation of a blog started in April and featured CRA restaurants that offered free meals to the community during the COVID Pandemic. This month, Souvlaki Fast, That's Amore, Cafe Frankie's and Hurricane Alley were highlighted. They published a blog listing the businesses that reopened during Phase I, which included their location, phone and 4 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 types of food they served. The final blog was an overview of the renovated Sara Sims park to encourage people to transition back and enjoy the amenities. Tracy Smith-Coffey, Marketing and Business Development Specialist, announced the CRA will launch a social media, marketing campaign Like a Local to promote and market, restaurants, marina businesses, and retail and service businesses in the CRA area the third week in June. They will assist them to inform the public they are open and operating and encourage the public to visit Boynton and experience life like a local. B. CRA's COVID-19 Commercial Rent Reimbursement 6-month Extension Recap Mr. Simon explained Ms. Smith-Coffey and Ms. Coppin assisted Ms. Nicklien process the rent reimbursement extensions and reactivations. In April, the Board approved providing existing rent reimbursement grantees an additional six months of financial assistance and the Board approved an opportunity for businesses approved for the program within the last five years to reconnect their initial grants for another six months. Out of the 23 business under the active Rent Reimbursement recipients, all were notified of the six-month extension and as of June 2"d, 16 of the eligible 21 business from the prior five years have reapplied. He thanked Ms. Nicklien, Ms. Smith-Coffey, Ms. Coppin and the Board for their assistance. It helped 44 business and it was active commercial rent reimbursement $156,481 and a total available for the additional 21 businesses of $192K. Chair Grant thanked the Board for helping businesses so they could continue through the summer, and he looked forward to great things this winter. C. CRA Economic & Business Development Grant Program Update Bonnie Nicklien, announced there is $154,818 left in this fiscal year for new applications. There are no new businesses on this agenda, but she has met with several new businesses with leases, and it is exciting there is activity and that businesses are looking to expand and relocate in Boynton Beach. She will present new applications next month. A list of new BTRs issued by the City was included on the agenda item cover. She gave a shout out to Tokyo Ramen, a new business that opened in One Boynton Plaza. They opened a few weeks ago and are a Japanese Ramen eatery. She has heard great things about them and they are a wonderful addition to the community. D. Ocean Breeze East Affordable Multi-Family Rental Apartment Project Update Mr. Simon explained there were photo updates of the progress made at the Ocean Breeze East project financed by the 9% Tax Credits owned by Centennial Management Corp. The phone and email address for interested parties to obtain more information about tenancies at Ocean Breeze East was 305-455-5006 and obreez centennialmc:t.com. Mr. Simon explained staff provided Centennial with a list 5 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 of interested individuals that had 153 names Centennial would contact them in accordance to the Florida Housing Finance Agency rules. The Board viewed several visuals of the project and Mr. Simon explained several local businesses participated in its construction. Elizabeth, Centennial Management explained, they have a lengthy list of potential renters and they have compliance issues they have to follow. They cannot start taking applications 120 days before move in. Centennial starts 90 days out before a lease out. They will all be given an opportunity to apply at Ocean Breeze East. She noted Ocean Breeze East has not skipped a beat during the Pandemic and they are almost ahead of schedule. E. Model Block Affordable Single-Family Home Ownership Project Update Mr. Simon reviewed the location of the Model Block and gave a monthly update. There are 10 single family affordable homes that will be built on NW 11th Avenue bordered on the east by N. Seacrest Boulevard, on the west by NW 1 st Street and on the north by NW 11th Avenue which was recently improved. Five of the 10 homes will be constructed by Habitat for Humanity and five by the Boynton Beach Faith Based CDC. Images of the progress on the homes were viewed. Staff will continue to update the Board on the progress and ribbon cuttings. 13. Public Hearing 14. Old Business A. CRA's Small Business Disaster Relief Forgivable Loan Program Update Ms. Nicklien explained this program was created in response to the COVID-19 Pandemic to provide financial relief to small businesses. She recounted in April, the Board allocated $500K in the form of a forgivable loan for up to $10k for small businesses located in the CRA area and received 101 applications by May 5th staff disbursed the $500K to the first 50 complete applications. In May, the Board allocated an additional $500K for program planning and funding and directed staff to work with the pending applications as a first priority. By May 21St, an additional 27 loan checks were disbursed to that group of applicants and staff began accepting new applications on May 18th for the remainder of the funding and received 30 more applications within 24 hours. As of June 4th, $1 million was distributed to 101 businesses of varying types as contained in Attachment III. Ms. Nicklien noted there were three pending applications staff could not process due to depleted funding. The CRA staff thanked the Board for creating the program as the business community was appreciative. Mr. Simon was very proud of the program. He thanked the Board and specifically Ms. Nicklien as the main processor, with assistance from him, Ms. Shutt, Ms. Roberts, Ms. 6 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 Coppin and the Finance Department. The CRA processed 101 applications in two different 30 days and he praised staff and the Board for the program which set a precedent within CRAs around the state and the country. Board Member Romelus reiterated her gratitude to Mr. Simon, Ms. Nicklien and the CRA and City staff for taking care of its citizens. Chair Grant had spoken to Mr. Simon about the economic impact of the $1 million will have on the CRA. He noted the Great Recession of 2009, where businesses went out and housing, commercial and real estate values decreased. The Board was able to help avoid businesses from going under and landlords not being able to pay mortgages and getting foreclosed. He felt this would increase CRA property values and desirability in the future B. MLK Jr. Boulevard Corridor Commercial Redevelopment and Affordable Multi-Family Rental Apartment Project Update Mr, Simon explained the Ocean Breeze East development is being funded with the 9% Low Income Housing Tax Credits and this development is being constructed by the same developer and owner, also with 9% Low Income Tax Credits. He explained staff needed direction. Centennial Management has met with City and CRA staff and was trying to make the most of the site plans and were trying to build additional units. At last month's meeting, the Board approved financial assistance offering financial assistance for both privately held properties that are within the Corridor Redevelopment Project and Centennial was successful in getting one lot under contract, which was the small lot that butts parking lot on NE 9th Avenue through assistance from the Board's assistance. Staff wants to complete the addendum that will provide the amount of funding of$150K to Centennial which will be reimbursable to them, 10 to 5- days after the closing of that property. They have a draft but if there is consensus the addendum could be approved by legal, then the Chair and the by Centennial. They also want to address items in the project., Motion Board Member Hay moved to approve the $100K with final approval from Legal, before the Chair signs Vice Chair Penserga seconded the motion. The motion unanimously passed. Under Section 18.5 of the Purchase and Development Agreement, the reporting requirement, Centennial they would provide an update every six months. Section 19 funding options, the Board agreed as mutual parties to the agreement that the developer would present their final budget to the Board based on application to FHFC for the construction of the 124 units. The Board negotiated it in the contract because the Board wanted to assess the funding, if they were awarded funding, if there was anything else the CRA could offer, or would like to offer or see produced that may need assistance from the CRA or any other funding source. He commented these could be 7 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 items such as additional units, or upgraded landscaping or parking. He noted with the additional lot, the project will be 100% better than if it would under the original owner. There was agreement to hear from Centennial Management first. Elizabeth Roque, Asset Manager, Centennial Management, explained she was present with Paul Milton. She advised the purchase of the parcel lends itself to better parking, and really nothing else. Mr. Milton advised they looked at building a taller building, but they are capped at where they are based on the current zoning. Chair Grant understood it would add parking and landscaping, but was concerned they are capped at three stories for both locations. Ms. Roque explained the design was based on up to 45 feet. If the designation could be changed from MU1 to MU2 and they not have the height restrictions, it would provide better opportunities. Mr. Milton explained they had already envisioned part of it as a four story. Chair Grant explained the City expanded its Workforce Housing Ordinance to go outside of the Transit Oriented District (TOD) area. He hoped the City and Centennial could work together within the workforce housing to get the additional 25% height. He asked if Centennial would be interested in discussing it and learned they would. If they were able to go taller and reconfigure, they could add more green space on the back sides of both of the buildings and have a playground park-like setting. Chair Grant asked if they were familiar with the workforce housing ordinance. Mr. Milton advised they worked with zoning about total building height and that did not come up. Chair Grant did not know what the City Zoning Department would say about the Workforce Housing Ordinance, but he wanted to do what they could to make it a grand project. The TIF and the CRA already has $1.5 million invested in the MILK corridor, he thought they should work together to make the project a project that MLK Jr. Boulevard deserves. Ms. Roque said the Planning Department is very supportive of the project and thought they would do everything they could to assist to make the project a success and she thought maybe their hands are tied but they would all be happy to work together and make changes. Mr. Milton cautioned they have restrictions and timelines so any changes would need to be approved immediately to get to the credit underwriting schedule. Mr. Simon will reach out to the Building Department regarding the workforce housing ordinance to see if it applies. Chair Grant commented even if it did not work out, he was still pleased with the acquisition of that parcel and hoped they incorporate additional units if possible. Mr. Simon explained the third part of the discussion is the unfished financial structure for funding the commercial component on the first floor which must be figured out between the CRA and Centennial to construct the north buildings. He requested staff and legal meet with Centennial to develop terms for how to incorporate units and determined is the commercial component. Chair Grant was excited about the retail residential which will be part of the tax credit package and commented the CRA would like the commercial component on the same timeline as the residential component. The CRA fill fund the commercial component, and the landlord can offer different opportunities for non-profits or social services to be 8 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 included in the community. The community is considered a food desert due to lack of fresh produce and that was the main thing he would like to see included in the commercial locations. He hoped the CRA can assist in finding a vendor to sell fresh produce and perhaps meat and cheese for the community. He like the different retail location and favored having a larger one larger vendor than several smaller ones. Board Member Katz agreed. Chair Grant would direct CRA staff to focus to focus on finding a grocery store for the location whether they work with a non-profit or not, perhaps reaching out to Feeding South Florida and use their commercial kitchen as a location on MILK Jr. Blvd. They have the ability to partner with a lot of different businesses, especially going through Centennial and they are not limited to only CRA businesses. Board Member Katz and Board Member Romelus agreed. There was consensus. Mr. Simon explained he received his direction and will work quickly to return to the Board and Centennial as quickly as possible. If he needed direction from the Board before the next meeting, he would contact the Board with information from Centennial and the City. Board Member Hay asked about the Bell property and the property to the west. Mr. Simon explained the former Family Dollar store is still an option for the CRA or Centennial to look at or even another entity. Staff has an excellent relationship with the Bell's representative and they have been actively engaged with them about how they can participate. More recently, staff let them know the project is being discussed in the site plan phase and asked if they would like to participate as a rehab or for sale and the last time they were not interested at the present time. Chair Grant noted there were residential units to the east. He suggested the same offer to the property to the east be made. It may help with the commercial aspect. He asked if a motion was needed to offer financial support to Centennial to try to obtain those units and learned there was none needed as staff would continue to work with and support Centennial and could come back to the Board with any opportunities. There was consensus to do so. 15. New Business A. Consideration of Intercoastal Neighborhood Community Association's (INCA) Request for CRA Funding for Entrance Signage Mr. Simon explained they received a letter from Allyson Sullivan, President of Inlet Communities Association, Inc. (INCA) requesting funding to help them replace six signs in different locations within the boundary of their community along the Federal Highway north of Boynton Beach Boulevard. There was a map attached. The estimate, based on bids they received ranged from $1,600 to $3,000. Back in the 1990's there appeared to be a partnership between the CRA and the residents to have the signs manufactured and installed. She understood the CRA may have matched the funds raised by the residents. She noted does not have a program or funding in place for this, but three options were listed in the agenda item. 9 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 Ms. Sullivan explained they had a board meeting and the members decided to ask the CRA to match funds for the signs. They had obtained quotes which she submitted to the CRA. The signs were old and wood they were falling apart and laying on the ground. They would like new signs. INCA includes several neighborhoods east of Federal Highway including Mangrove Walk, Yachtsman Cove, and Harbor Estates. She thought the action would beautify the neighborhood and increase property values. There would be an INCA and CRA stamp on the signs to signify the partnership. Chair Grant thought it was a wonderful idea as part of the CRA's plan addresses signage. It will add value to those homes. He thought it should not go only to INCA, it should be for other neighborhoods and include different signs including lighted signs. He requested the Board approve the 50% match from Miscellaneous funds for INCA's signage with 25% paid to INCA after approval by the City sign ordinance and then the remaining 25% after the sign is installed. Board Member Hay agreed and thought it would make the two entrances on Federal Highway look much better as they need improvements. He thought a group that was willing to match the funds shows a strong image. He thought it was a first step and they should find a way to make it happen. Attorney Duhy explained it is always better to have a program with parameters so all will be treated equally and for future requests. It will beautify Federal Highway and the entrances to the City. There may or may not be similarly in terms of geography or where they land within the CRA Plan. A program would tie it to the goals of the CRA Plan. Motion Board Member Hay moved to approve INCA's offer of a 50% match up to the $3,000 estimate for the signs. Board Member Katz seconded the motion for discussion. Board Member Katz agreed with Attorney Duhy's comments and did not want to accept any more offers until a program was drafted. He noted this request was a low amount, but someone could come in wanting a $1 OK sign. He wanted a 50% match not to exceed $3K and to not accept any more requests until the staff put codified rules on the books. Ms. Sullivan explained the quotes the Board was leaning toward was for $1,600 per sign for a total of six signs which was about $10K. Chair Grant suggested giving direction to staff to create a program so they are covered with the beautification aspect of Federal Highway and if a residential association wants electric and other types of signs and the CRA can accommodate it because they thought it was a few hundred dollars when it is over $1 K per sign. He wanted the CRA can do a match of$3,000 and not spend more than $1,500 per sign or more for electric sign. Mr. Simon explained a lighted sign would be considerably higher than a $1,600 or a $3K sign. Mr. Simon thought a $5K cap is more likely a match, at least 50% wise. It did not have to be a 10 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 50% match, it could be a $3K maximum the association would receive, regardless of how many or what type of signs would be installed, but he thought going lower than that would not help much. If the CRA wants beautification, the Board would have to invest a bit more. He noted with other CRA matching grant programs are on a reimbursement basis so the CRA funds are the last funds going towards the project when the project is complete after the City signed off. He was concerned if the CRA provided funds on the front end of the project, the CRA could be vulnerable to having an incomplete project. Chair Grant understood and commented if it was a business it would be one thing, but because signs are handled in two stages of design and approval from the City and then construction and they were not be huge numbers before the completion of the sign to help fund construction. He thought the Board should give staff direction to come back with a residential association/beautification program for signage. Mr. Simon thought he may be able to develop a program by the next meeting. He felt if there is a match and the association has 50% and the CRA has 50%, the association should use their 50% to start and the CRA use their 50% to end. Board Member Hay rescinded his prior motion. Motion Board Member Katz offered a substitute motion to direct CRA staff to develop a program. Board Member Hay seconded the motion. Ms. Sullivan thought the program would be fair and explained they were looking at only three neighborhoods in INCA. They were not contemplating electric or fancy signs. The motion unanimously passed. Board Member Romelus suggested both INCA and staff, catalogue and document the program as best as possible to be used as a pilot to document the pros and cons of the program for future use. B. Discussion Regarding Prevailing Wage, Benefits and Apprenticeship Policies for CRA Procurement and Requests for Proposals Mr: Simon explained this issue was raised at the last meeting and approved to discuss on this agenda. He noted other cities or agencies use a policy for job creation, economic development, apprenticeship, prevailing wages and other type of resolutions. Two of the attachments were provided by Board Member Katz and others were from larger CRAs. The Riviera Beach CRA apprenticeship policy was also included. Board Member Katz commented there had been discussions about building wealth in the community and to create job opportunities and to hires locally from Boynton Beach, but it has not been so easy, especially if the requirements are strictly based on geography and not looking at variables to identify the right people in the community. 11 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 He thought the attached policies would foster the training and education to receive positive outcomes on CRA's investments in the community and a good template of ideas the CRA could use or expand and customize. He wanted people who need economic help to be given sustained help, not just one-time help, only to return to the CRA because they did not address the actual problem. He believed people need skills in education and training and if the CRA adopts these policies, it would not be a discussion on a development by development basis about how to get locals hired. If implemented, the policies would force anyone who tries to obtain CRA funds to abide by these rules. It was a step in the right direction. Board Member Hay felt it was a good idea and felt the CRA was behind in getting qualified people from the community to work. This way people will know what is missing so they can become qualified ahead of time. There will be projects coming down the road. Chair Grant agreed and wanted Mr. Simon to provide options from the policies and resolutions for the CRA to adopt. Once in place, the Cottage District could be the first project to use the program and local residents can help build homes in their own community. There was consensus to for the CRA to move forward. 16. CRA Advisory Board A. Pending Assignments B. Reports on Pending Assignments C. New Assignments The CRA advisory Board would meet in August to review the Board's budget discussed in July. 17. Future Agenda Items A. Consideration and Discussion of Fiscal Year 2020/2021 Budget Chair Grant added the NE 9t" Avenue property to Future Agenda Items now that the Community Caring Center merged with Feeding South Florida. He asked if the Board wanted to continue to land bank around the site, and if the Board wants to landbank around arterial and collector roads, so as they move forward with the Downtown, they can build bigger structures. He noted the reason why the Town Square was able to be constructed was because the City owned the 16 acres and he thought combining land on MLK would be very difficult. He questioned if the CRA wanted to purchase the land that has been vacant for the last four or five years next to Captain Franks. It will be valuable in the future as it is next to 1-95 and on Boynton Beach Boulevard. Chair Grant saw there are industrial areas for sale in the CRA District on Loopnet. He asked if the CRA wants to offer incentives for manufacturing jobs to come into the CRA District noting an incentive would be a benefit to future buyers. His last item was to get an update from the Palm Beach County Housing Authority and the CRA send out letters to 12 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 9, 2020 HUD and the Governor because another year has passed and nothing was done with the property. There were no objections. 18. Adjournment Motion There being no further business before the Board, Board Member Katz moved to adjourn. The motion was seconded and unanimously passed. The meeting was adjourned at 7:10 p.m. t Catherine Cherry y. ~ Minutes Specialist 13 BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 CONSENT AGENDA AGENDAITEM: 10.C. SUBJECT: Approval of Commercial Property Improvement Grant Program in the Amount of $20,035.20 for Laura's Sweets, LLC d/b/a Scheurer's Chocolate located in Ocean Plaza at 640 E. Ocean Avenue, Unit 10 SUMMARY: The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial costs associated with the construction, repair, and/or rehabilitation of commercial building improvements. The Commercial Property Improvement Grant Program provides a 50% reimbursement of the applicant's expenditure for the eligible improvements up to a maximum grant total of $50,000. Under the program guidelines eligible improvements must be permanent items that stay with the building. CRA staff has received a complete grant application from Laura's Sweets, LLC d/b/a Scheurer's Cholocate located in Ocean Plaza at 640 E. Ocean Avenue, Unit 10, Boynton Beach, FL 33435 (see Attachments I - 11). Schuerer's Chocolate, which has been family owned since 1980, uses the highest quality ingredients to create unique and delicious hand-dipped chocolates. They also provide a variety of gifts and products from other small businesses around the country including jellies,jams, shortbread, gift baskets and more. As the tenant, the applicant falls under the terms of a Tier I business, as outlined in the grant application. The applicant is seeking reimbursement for interior build-out items and signage. The total cost of eligible property improvements of the interior build-out project is approximately $33,392 (see Attachment 111). If approved, the applicant is eligible to receive a maximum grant of $20,035.20 which includes a 20% contingency in reimbursable funds provided that the applicant expends an equal amount in matching funds as required under the terms of the grant. The grant is reimbursed to the applicant once the City of Boynton Beach Building Department approves all permit requirements and the proper reimbursement documentation is submitted to CRA staff for approval. FISCAL IMPACT: FY 201-2020 Budget Project Fund, Line Item 02-58400-444, $20,035.20 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Property Improvement Grant not to exceed the maximum grant award of $20,035.20 to Laura's Sweets, LLC d/b/a Scheurer's Chocolate located in Ocean Plaza at 640 E. Ocean Avenue, Unit 10, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I -Commercial Property Improvement Grant D Attachment II - Location Map D Attachment III - Project Budget BOYNTOW, -BEACH Boynton Beach October 1, 2019 — September 30, 2020 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERICAL PROPERTY IMPROVEMENT GRANT PROGRAM Program Rules and Regulations The Commercial Property Improvement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency(the"CRA") District. The program is designed to provide financial assistance to new and existing businesses in the form of a reimbursable grant intended to reduce the initial costs associated with the repair and rehabilitation of buildings or other improvements in accordance with the CRA Community Redevelopment Plan. Improvements paid for by the CRA must be permanent and stay with the building. The CRA reserves the right to approve or deny any Commercial Property Improvement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the CRA District. For purposes of this application, the term "new business" means a company in operation for less than six months or relocating to Boynton Beach. The term "existing business" means a company that has been in operation within the CRA District for a minimum of two years at the time of application and has at least two years remaining on its existing lease. The term "project" means the eligible exterior or interior improvement project for which the applicant seeks reimbursement. Initialsy "�/ Page 1 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com The Boynton Beach CRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced the CRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Incentive Funding The Commercial Property Improvement Grant Program offers financial assistance to the landlord or business owner in the form of a reimbursable, matching grant for 50% of eligible expenses, up to $50,000, associated with the construction or renovation of the exterior and interior elements of the commercial operating space. Applicants are encouraged to take advantage of the City of Boynton Beach's PACE Program to help defer the cost of installing energy efficient items. Information regarding the PACE Program is available online at http://www.boynton-beach.org/go- green/pace_program.php or by contacting the City of Boynton Beach at (561) 742-6067. Attached is the ReNew PACE Eligible Product List. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com or view the attached brochure. Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be a new business, or an existing business that is expanding in size. • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the CRA District (see attached map). Initials Page 2 of 17 .F Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com • Must provide proof that the commercial business is properly licensed by all necessary levels of government and professional associations ora ecies (copies of City and County licenses or receipts that the licenses have been applied for). • Improvements to non-profit and residentially zoned properties are NOT eligible expenses. • Applicant must have an executed multi-year lease with at least two years remaining on the lease. • Proposed leases must be executed within 30 days of CRA Board approval or the grant award is terminated. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the CRA. A copy of the consumer report will be provided to thea lict upon request. Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • All work must be done in compliance with applicable City of Boynton each Building Codes and Land Development Regulations. All contractors must be licensed as required to work in Boynton each and/or Palm each County. For any projects valued more than $250,000 (based on the project's construction value as it appears on the Palm each County-Wide/Municipal Building Permit Application Form submitted to the City of Boynton Beach), preference will be given to projects that will use contractors with an office in Palm each County. Please contact the City of Boynton each Development Department regarding the proposed work to be performed prior to submitting a grant application. • Grant funding amounts will be based on the applicant's project budget, specified at the time of the CRA Board approval, plus an added 20% contingency funding amount. • Grant funds will be reimbursed exclusively for approved work and approved change orders. • The Commercial Property Improvement Grant Program may only be used one time in any five year period for any one property. Entities hoping to improve properties that were previously improved using a CRA improvement grant may apply for additional grants any time after five years from previous grant approval. • In order to qualify for the grant, the subject property may not have any outstanding City of Boynton each liens at the time the applicant seeks reimbursement. To ensure that the property does not have any outstanding liens, violations or monies Initials Page 3 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435-Phone: (561) 737-3256 Fax: (561) 737 -3258 www.catchboynton.com owed for utilities, the CRA will perform a lien search on the property at a cost of $115.00, which will be deducted from any grant funding awarded to the recipient. In the event that there is an outstanding lien against the property, the grant will not be awarded until the complete satisfaction of the lien. • The property owner or tenant must complete the project, obtain a Certificate of Occupancy/Completion from the City of Boynton each, and submit for reimbursement within 180 days of the issuance date of the permit for the project. If CRA Board Approves grant funding and the work being performed does not require a permit, the Certificate of Completion (or equivalent) and application for reimbursement must be within 180 days of the grant award. Failure to complete the improvements within the specified time frame will result in termination of the grant award. Only one 60 day administrative extension will be permitted, and the CRA has the sole and absolute discretion to grant or deny such extension. • Project items completed and paid for by the applicant more than 60 days prior to grant approval by the CRA Board are not eligible for reimbursement under the grant program. A complete application must be received within 60 days of payment in order for an expense to be eligible for reimbursement. Once a complete application is received, the application will be placed on the next available agenda for review and potential approval. • CRA Board approval of this grant results only in funding. Approval of CRA grant funding is NOT approval of any type of City processes including, but not limited to, permits and site plan modification. Applicants must apply for permits and site plan modification through the appropriate departments at the City. All commercial projects require permitting and site plan modification reviews. It is the responsibility of thea licnt to obtain all necessary City approvals. • Grantees shall allow the CRA the rights and use of photos and project application materials. The CRA Board may give preference to local businesses. For purposes of this grant, local business means a duly licensed business entity with an office location in Palm each County. Projects and items eligible for funding under this grant program are limited to: • Structural walls 0 Plumbing 0 Flooring • Grease trap installation 0 HVAC system 9 ADA Improvements • Electrical systems, 0 Hood Mire 0 Signage including exterior and suppression 0 Doors/windows interior lighting Initials Page 4 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435- Phone: (561) 737 -3256 Fax: (561) 737 -3258 www.catchboynton.com • Landscaping and • Parking lot re-paving, • Patio decks irrigation within the re-sealing, and/or connected to the project site restriping building • Painting • Fencing (excluding . Demolition of structure • Roofing (Not to chain link, barbed wire, and re-sodding of exceed 50% of and wood panels) vacant property total grant award) • Electric vehicle charging • Solar electricity and . Security stations — See attached water heating — See cameras/system** ReNew PACE Eligible attached ReNew PACE (not including Product List Eligible Product List security personnel) ** Notwithstanding the limitation that grants may only be used once every five years for any one property, previous grant recipients that received less than the maximum amount of grant funding from Commercial Property Improvement Grants or Economic Development Grants are eligible to reapply to receive 50% matching reimbursable funding in an amount not to exceed $3,000 for the installation of new security cameras/systems for Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Property Improvement Grant Program: • Firearm Sales/Shooting Ranges • Convenience Stores • Religion- Affiliated Retail Stores • Churches/places of worships • Non-profit Organizations • Alcohol and/or Drug Rehabilitation • Adult Gambling Arcades Centers/Housing • Check Cashing Stores • Medical Research Centers/Housing • Adult Entertainment • Massage/Personal Services • Vapor Cigarette, E Cigarette Stores • Any other use that the CRA staff or CRA Board determine will not support the redevelopment of the CRA District Grant Terms and Conditions This grant is divided into three tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. All Initials '" Page 5 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561) 737 -3258 www.catchboynton.com reimbursement checks from the CRA to the successful applicant will be made out to the applicant (the business entity). Grant funding amounts will be based on the applicant's project budget specified at the time of CRA Board approval, plus an added 20% for contingency funding. Tier One Business Tier One Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of CRA Board approval, up to a maximum amount of $50,000 in grant funding. Tier One Businesses must be one of the following types of business: • Restaurant • Bakery • Gourmet Food Market Tier Two Business Tier Two Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of CRA Board approval, up to a maximum amount of $25,000 in grant funding. Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Home Decor/Design — home • Boutiques— clothing, shoes & furnishings, art galleries, kitchen accessories wares • Law Offices • Accounting Offices • Hair/Nail Salons (no more than two • Real Estate Offices approvals per fiscal year) • Bed and Breakfast • Medical Offices • Marketing Offices • Insurance Offices • Fitness Facilities — yoga, dance • Take Out Restaurants exercise, martial arts, etc. • Tattoo Parlor/Body Piercing/Body • Specialty Retail Businesses — Art Shop (no more than two stationary, gifts, sporting goods approvals per fiscal year) • Other commercial fagade oI • Florists (no more than two improvements approvals per fiscal year) Initials Page 6 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561) 737 -3258 www.catchboynton.com Tier Three Business (no more than two approvals per fiscal year) Tier Three Businesses are subject to CRA Board for review and approval. Tier Three Businesses eligible for reimbursement of 50% of the applicant's project budget as specified at the time of CRA Board approval, up to a maximum amount of $15,000 in grant funding. Tier Three Businesses must be one of the following types of businesses: • Auto Services Facilities — • Pawn Shops repair, storage, sales, etc. • Liquor Store • Kava Tea Bar Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on lease. The commercial lease must define the landlord-tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. Application Process Applications can be obtained from the CRA office located at 710 North Federal Highway, Boynton Beach, FL 33435 or downloaded from www.catchboynton.com. All applicants are required to meet with CRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the CRA office. Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the CRA Board. Initials Page 7 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com Applicants must submit an original, "hard copy" application with all materials to the CRA for review and approval by the CRA Board. Applicants will be considered on a first-come, first-serve basis. Application packets must include the following documentation: 1. A non-refundable fee of$100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 2. Written detailed project budget describing the improvements to be done to the property. It must list all project costs for which the applicant is requesting reimbursement. The project budget must provide a total cost of the project. 3. Cost estimate(s) from a licensed contractor(s) as specified in the applicant's project budget. 4. Signage design, project color chips, material samples and material specifications, if applicable. 5. Copy of building permit receipt/application. If the permit has not been applied for prior to submission of the grant application, a copy of the building permit receipt is due within 90 days of grant approval, or the grant award may be terminated. 6. Resume for each principal/owner of the business. 7. Copy of the corporate documents for the applying business entity. 8. Copy of executed multi-year commercial lease agreement. 9. Copy of Warranty Deed. 10.Two years of corporate tax returns (for existing businesses only). 11.Two years of personal tax returns for the principal/owners of a new business. 12.Copy of design and construction plans associated with the proposed improvements. 13.List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 14.A minimum of four color digital "before" photos of the exterior and interior portions of the project. 15.Completed and signed application (attached). 16.Authorization to perform credit check for the business and each principal/owner of the business (attached). 17.W9 Form (attached). 18.City Planning and Development Department Acknowledgement Form (attached). 19.City Permit Department Acknowledgement Form (attached). Initials .F Page g , Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com The above referenced City Forms (line 18 and 19) must be completed and submitted to the appropriate departments, which are located at City Hall 3310 Quantum Boulevard, Suite 101, Boynton Beach, FL 33426. Phone (561) 742-6000. Approval of Funding Request All required documentation must be submitted no later than noon two weeks Prior to the second Tuesday of the month. CRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, CRA staff will present the funding request to the CRA Board for review and potential approval. The CRA Board meets on the second Tuesday of each month at the Intracoastal Park Clubhouse located at 2240 N. Federal Highway, Boynton Beach, FL 33435. The schedule for CRA Board meetings can be obtained at www.catchboynton.com. Applicants will be notified of the date and time that their applications will be considered by the CRA Board. The CRA recommends that applicants attend the CRA Board meeting during which the Board will consider their applications in order to answer any questions the CRA Board may have regarding their applications. CRA staff will notify the applicant of the CRA Board's approval or denial in writing. Site Visits CRA may conduct a site visit prior to transmitting the application to the CRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during, and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Reimbursement This program is designed as a matching 50% reimbursable grant. All work must be completed and paid for by the applicant prior to the release of CRA funds. The CRA will provide reimbursement to the applicant upon submittal of a complete reimbursement request package. All reimbursement requests and supporting documents must be submitted to the CRA (3) days prior to the grant expiration date. The CRA may refuse to issue grant funding if the submission is not received by the specified time. Initials � - ` Page 9 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com Once the work is Completed the Reimbursement Request shall be summarized in a report and accompanied by the following documentation: 1. Invoices, receipts or other acceptable evidence of payment from suppliers and licensed contractor(s) that have been marked "paid in full." Proposals for "work to be completed" or "bids" are not considered proper documentation. a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. 2. A "final release of lien" signed by each licensed contractor(s). See attached Sample of a Final Release of Lien form. 3. Copy of City of Boynton Beach and Palm Beach County licenses (Business Tax Receipt). 4. A minimum of 4 color "after" photos of the project. By submitting for reimbursement, the applicant warrants that all bills for which applicant is directly responsible related to the project are paid in full including, but not limited to, all contractors, labor, materials, related fees and permits. Grantees may not submit work improvements for reimbursement that have been used as part of a reimbursement request for any other grant program offered by the CRA, City of Boynton Beach, Palm Beach County or the State of Florida. The Commercial Property Improvement Grant Program will only reimburse applicants for new expenditures that have not been submitted to other grant programs for reimbursement. Initials Page 10 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING It is the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Program's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the project. Nor shall issuance of a grant result in any obligation on the part of the CRA to any third party. The CRA is not required to verify that entities that have contracted with the applicant have been paid in full, or that such entities have paid any subcontractors in full. Applicant's warranty that all bills related to the Project for which the applicant is directly responsible have been paid is sufficient assurance for the CRA to award grant funding Initials,', Page 11 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435— Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com BoYNTON ,,, 11 ' p APPLICANT INFORMATION BUSINESS INFORMATION: Business Name (d/b/a if applicable):; Current Business Address: r V Fed ID#: Business Phone Number: ` KK Cell: Website: 40 ti- . e e ,. Existing Business: Yes No Number of years in existence: Time at Current Location: .� YA New Business to Boynton Beach: Yes No Do you have an executed lease agreement: Yes t," No If so, monthly base rent: New Business Address (if applicable): ybx � � -'Si' ' �, Square footage of current location: Square footage of new location: . °; Type of Business: �_� . fu Tier 1 Business: ❑ Tier 2 Business: ❑ Tier 3 Business: ❑ (Tier Classification subject to CRA Board Approval) Number of Employees: Hours of Operation: ' °°" f ,_ List of improvements seeking reimbursement for: ' µr - > 101,1, F .,.. ,. Requested grant amount: . Page 12 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435-Phone: (561) 737 -3256 Fax: (561) 737 -3258 www.catchboynton.com t, BOYNTON r APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name:_ � ' 4 erntt_'�w Date of Birth: ,. / Email f _ µ, . Residential Address. F Cell Phone Number `6 1 63 w 2. Principal/Owner Name: 7IV 120C,4L Date of Birth: q Email tt A Residential Address: 51 Cell Phone Number. 4 � — ,9'i 3. Principal/Owner Name: (( I Date of Birth: l Email 1- i 1 ,� 'erg^ Residential Address-: Af Cell Phone Number: 6=3 1 4. Principal/Owner Name: 6 t fi Date of Birth: '19 Email: Ala Residential Address: .. V ,. e Cell Phone Number: 5-t6 0 ` _ ( j_ Are you applying for grant assistant under any other program offered by the CRA? Yes No r// If yes, what additional programs are you applying for: Page 13 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435–Phone: (561) 737 -3256 Fax: (561) 737-3258 www.catchboynton.com I,1 y�} (i7s 1 BOYNTON"""" ��,�1t•F� # �1 ,1 k CRi BEACH APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: d .61 d Date of Birth: ' Email: " 3' AA l . : . Residential Address. —. / / rI , Cell Phone Number: C 2. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 3. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 4. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: Are you applying for grant assistant under any other program offered by the CRA? Yes No If yes, what additional programs are you applying for: Page 13 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737-3258 www.catchboynton.com BOYNTON BEACH ' APPLICANT INFORMATION Are you receiving grant assistance under any other governmental agencies: Yes No If yes, list any additional grant sources and amounts. j2 V EJ LANDLORD INFORMATION: Landlord Name: � )A-2 5 od s .. .. u' ., ::s i .... Landlord's Mailing Address: yR o Vit/ JIA Landlord's Phone Number. 0 ; CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. J . Initialst Page 14 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435- Phone: (561) 737-3256 Fax: (561) 737 -3258 www.catchboynton.com BOYNTON BEACH '( APPLICANT INFORMATION understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer in furtherance of the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in this application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the CRA to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the CRA or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. Initials Page 15 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435- Phone: (561) 737 -3256 Fax: (561) 737-3258 www.catchboynton.com 1W. BOYNTON B EACH NOW APPLICANT INFORMATION APPLICpt (T SIGNATURESw! 710 P ncipal/Owner',s gn6ture Date Printed Name Title / /2r 2. % . P in cipal/Ow r s Signature Date t ,? . I'A 0(6A Printed Name Title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF F1-0 PwAr COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared , who is/are personally known to personally me or pro aced— as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of 20_22_. I Commission Expires: Page 16 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435-Phone: (561)737-3256 Fax: (561)737-3258 www.catchboynton.com 1BOYNTO wN HIM ,wil"MoNsIBEAC ' R,A APPUCANT INFORMATION ICAM -. Paie RiMed Nam a Signakwe DOW Prkted Nam Toe 3. Pfkx9w0wftw8 Signature _- - Date Printed Nom TMe e -- PrWed Nam Tide STATE OF COUNTYOF a la admirmdw 0aft MW takeSCkn0wkWqeMerft, AA 1 0; - , who Ware persoMly knmn to pemnagy nmie or prod L"f as kw"Acatim am it SM Vwd ffm inshumerit is hbftw ad wW deed. IN VWTNESS OF THE FOREGOI I haft Set my hand -all SeW in the State andC on i 3.,.�., INotay Public® _ I CmMismon + .-V '@IQ „ l MV Pap 16 of 17 r each. T -, . m BOYNTON ' HI B EAC R" ,A" APPLICANT INFORMATION APPLICANT SIGNATURES: Princra ?wner' .� nature Date Printed Nadie Title 2. - Principal/Owner's Signature Date Printed Name Title 3. - Pnncipal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to PrincipaUOwner's Signatures - Multiple notary pages may be used if signing individually STATE OF ., ,"-... COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally pp ' •. ` _� r" ;= ersonall a ear i, , who is/are personally known to me or produced ]�, i ) (,C, as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this ¢� -.. - day of " ., - ..,,®. ' 20 �. w 1 R iR NOTARY PUBLIC wlo My Commission Expires �A ; Page 16 of 17 "� ` aJ f> Property Improvement 710 North deraf inton Beach,FL 33435—Phone:(561)737-3256 Fax:(561)737-3258 p. qp www.catchboynton.com o o ° m , � t.. kl<: fksT? C p� "aify �:!s 7 fe,:++����,.a ,,,c5i o'_. and' al th ... .. V w r f orf Co r� ; �,d y OF VIRG ��1I/111100 BEACHrf' LANDLORD INFORMATION LANDLORD SIGNATURES: Landlord's SnatureDate g ,r Printed Name Title 2. Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures-Multiple notary pages may be used if signing individually STATE OF .r °l 19A- COUNTY OF BEFORE ME, an officer duly authorized b law to administer oaths and take acknowledgements, personally appeared who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official eal in the State and County aforesaid on this day of--j-I-A-4 4 Y t°I°I -. My Commission Expires: p Bonnie Nicidien NOTARY PUBLIC STATE OF FLORIDA Comm#GG108394 Page 17 of 17 v Expires 5/25/2021 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435-Phone: (561)737-3256 Fax: (561)737 -3258 www.catchboynton.com 7/7/2020 PAPA Maps DOROTHYJACKS i"i(� isi,t}.h}iA���t�!{��tzii� t`It ,; t,i St,i�.- 2�a{)1�i�{J V ,>.n,�:-: —�. r� 1 , 4115 �{`� � »��,1<S s�ti{t '�}" tr,''�4,t1 It � `� I � 1 � 115 t �t;��A�srjS ����,v{t� 1�•ii�it� , j�1#�iSJli����\« -,�, �) � �, {lst .. S t,,t ��l�tl #�41��isjx � t iS tllr, 4 �V (int' i� I Search by Owner,Address or Parcel �j V��tl {" � {,r tsl� �5{t11i ��' �t>�(}`�51� v � �T, to � IV'� if ��Nr a View Prty R Ne s _ Owners ' FOUR SONS PLAZA 640 LLC 3 Property Detail Location 640 E OCEAN AVE i Mi.micipaN4, BOYNTON BEACH Parcel o, 08434527040000560 h� Subdivisicm, LAWNS Book 27168 Pae 964 f Sale Date NOV-2014 k 3613 5 MILITARY TRL lWalling q , Addiess LAKE WORTH FL 33463 8733 tUse Type 1 100-STORES Twal 17204 t 1 Sales Information . k Sales Date Price c� s NOV-2014 2000000 JAN-2002 787500 JAN-2002 10 JAN-1975 18000 Appraisals Tax Year 2019 mprovententValue $1,523,789 I Land Value $738,375 i Total Market Value $2,262,164 i All values are as of January 1 st each year Assessed/Taxable values Tax Year 2019 Assessed Valum $2,262,164 Taxable Valum $2,262,164 Taxes Tax Year 2019 Ad Valore,,n $48,884 Non Ad Valore,,n $9,917 l tal tax $58,801 https://maps.co.palm-beach.fl.us/cwgis/papa.htmI?qvalue=08434527040000560 1/1 6030/2020 Lauras Sweets LLG Mail-Estimate Schourers Chocolate econtacta@ cheurerschocolate.com> Estimate share b <shane@eciwork.com> Mon, Jun 29, 2020 at 9:50 PM To: "contact@scheurerschocolate.com" <contact@scheurerschocolate.com> Estimate June 24 2020 Client: Laura Hinzman Jab address: 640 E Ocean Ave. Ste#10 ,Baynton Beach, FL 33435 1.) Demolition of interior partition walls ,all crown Mouldings ,casing ,baseboards and interior doors. 2.) removal of existing carpet ,glue removal and machine grinding for smooth floor finish. 3.) Removal of all existing countertops ,cabinets and window treatments. Removal of acoustical ceiling in rear of unit. 4.) General drywall repairs and patching throughout unit. New knack down texture spray over patched areas to match existing walls. 5.) Paint all interior walls ,doors and trim with 2 coats of Benjamin Moore interior grade paint. 6.) Install 350 sq feet of new 12mm Water resistant laminate flooring with foam sound proof underlayment and reducer Mouldings as needed for floor transition areas. 7.) Supply and install 2 coats of 1 part epoxy floor paint in rear half of unit for prep area. 8.)Supply and install new 5 1/4" wood baseboard throughout unit. 9.) Installation of owner supplied wire shelving and wood shelving in both customer area and prep area. 10.) Prep and paint showcases with 2 coats of interior grade paint. 11.) Installation of all show cases ,register booth ,gift wrapping cabinets and countertop. 12.) Fabricate new extended interior partition wall for new 2 way door between front of store and rear. 13.) Build up new ramp with concrete for rear door to accommodate height transition to exterior grade, Total: $9,330,00. Sent from my iPad r k https:/]mail.google,comimail/u/2?ik=38a8ec721 c&view=pt&search=all&permmsgid=msg-f`/`3A1670886829130278630&simpl=msg-f%a3A16708868291... 1/1 DSL ELECTRICAL SERVICES LLC. 22 SIOUX LN LAKE WORTH,FL 33462 (561)376-1705 nlydy72007(tP,g 2tall.c011) ADDRESS t I LAURA HINZ,MAN 640 E OCEAN AVE STE 10 BOYNTON BEACH,FL 33435 USA MINIM= i 001 e Sales 4,300D0 PROPOSAL IMCLUDES: I-PROVIDE LABOR AND MATERIALS REMOVE EXISTING 100A DET=ECTIVE FPE PANEL,REPLACE WITH IOOA GE OR SQUARED 2-PROVIDE LABOR AND MATERIALS CUT CONCRETE AND INSTALL FLOOR OUTLET AT WORKING AREA 3-PROVIDE LABOR AND MATERIALS INSTALL 2 NEW OUTLETS AT CENTER WALL 4-DELETE EXISTING;TRACK LIGHTS IN FRONT BY SHOW CASES 5-PROVIDE LABOR AND MATERIALS RUN CONDUITINSTALL 6 BOXES, ASSEMBLE AND INSTALL 6 PENDANTS PROVIDE BY OWNER 6-RELOCATE 2 EXISTING SWITCHES AND PROVIDE ONE DIMMER FOR PENDANTS 7-RUN CONDUIT,INSTALL BOXES,PROVfDE AND INSTALL I EXIT EMERGENCY COMBO AT REAR NEW DOOR S-DEMOLITION OF EXISTING SWITCHES,OUTLETS,AND LOW VOLTAGE 4-LAB OR,MATERIALS,PERMIT AND PERMIT FEES PROPOSAL EXCLUDES: I-CONCRETE PATCHING 2-DRYWALL REPAM 3-NEW LOW VOLTAGE AND COMMUNICATION MATERIALS OR FIXTURES PROVIDED BY HOME OWNER WILL NOT BE UNDER DSL ELECTRICAL SERVICES WARRANTY.LABOR PERFORMED BY DSL ELECTRICAL SERVICES IS UNDER WARRANTY FOR A YEAR FROM THE DATE OF THE COMPLETED WORK. WE PROPOSE hereby to furnish inaterial and labor-complete in accordance with above specifications,for the SLIM of.FOUR THOUSAND TLIRE HUNDRED DOLLAR Payment to be made as follows: LTC#ER 13014885 50Z Deva&REQUHRE�D TO s PAILR2 2%AFTER COMPLETION or WORE Accept d by. » ^~ E . . .. + 77/ « .7\ z A mxmz . � . mei Accepted By _ £!C&£&13014885 v. NC. Atn :ONI[A 6 1 Olm F,1 G "n, (Office)561.495.7060 a (Fax) 561.276.6454 2703 N.Dixie Highway, Delray Beach, FL 33483 Lic#CAC056988---- Li eff E C 13005407 www.airref.com CONTRACT PR(ff`0SAL,;uR\AlT1111 T 0: li � 11;,€t Scheurers Chocolate 561-634-1156 June 29,2020 STREET Lhlit L—&.,n 640 E Ocean Ave Ste 10 Ceiling and roof. 0"S.",--'j Zito- M—il Boynton Beach, FL 33435 Contact@SChertrersrhocolate.com We hereby submit the Ircillawing specifications and estimate for: Equipment: RunTrU 3.5 ton air handier with heater Model#A4AH4F42AIC30A RunTru 3.5 ton condenser ModeI4 A4AC4042A 1 OOOA Thermostat: Honeywell programmable T4 Installation: Air-Ref Co. will install a new RunTru horizontal split system with all new duct work,copper line set,drain line and outside fresh air. Includes mechanical engineered floor plan and energy calculation required for permit. Air-Ref will perform the following: -Remove existing system and duct work from site -Install new hard duct fiberglass duct system and outside fresh air metal duct work -Run new copper line set and drain line - Install new horizontal split system -File for the mechanical permit,NOC and schedule mechanical inspections -Perform startup of new equipment and check operation Exclusions: Roof penetration work for line set to be performed by a roofer. Life Safety: Florida building requires the use of a suiroke detection deN ice in most HVAC systems. If the building inspector requires this device,please add an additional$735.00 per device. In some instances,they may also require hviasmoke detectors per system. Air-Clef Co,Inc,evchuley thefiNowing ivith ALL installations runlevs w.herapise noted;engineering,plainling,Caulking,demolition,dr-trivalYplaster repairs,elearical work(abole and hejtond requirements for a MIA C installation),after hours installation,expediredpermit fees,grill can replaconeirls,reinspection fees dile to a customer scheduling eonfliet. H"hen eonn ecting inen,In'A C equipeneirr to e.visfing copper refrigerrurt lines,you have the possibility olner leak arising.Air Ref Co mill riot be resporisiblefor refrigerant leaks on e.visfing lines whore,brazinglivelding has riot occurred fllrrijrg the installation process. Warranty: I Year Labor,5 Years Parts and 10 Years Coils and Compressor Mold is a natural occurring event in Florida. As such please be aware we do not catty insurance for,or assfune liability rot damage CaLlsod by molcl. We pruposo hereby to furnish moterialand labor:complete in accordance with the above speLulealiolls.for the;urn of Eleven Thousand Five Hundred And Eighty Two Dollars: $11,582.00 Payment to be made as follows: 50%deposit and ren5aining50'%dric upon completion of job Ali material is guaranteed to be as specified. All work to be completed in a neat and professional manner by journeyman class technicians. Any alterations or deviations from Authorized Signature: PaAd174ttLvry the above speotications involving extra cost will be executed only upon written orders,and phubers(2wairref.coni will become an extra charge. Our workers are fully covered by Workmen's Compensation Insurance. Nct— Tni.-, c:cmira,.,t inay' ',,—.1-d-awn by BUYERS RIGHT TO CANCEL:You the buyer may cancel this transaction without penalty or obligation anytime prior to midnight of the third business day after the date of this transaction if not a—,,ped .-thin 30 days by nronar ratification. Acceptance of Contract -'ria above pirwes,specificati.ns,and conditions are,slisNa... It is understood by the parti-that all cqUipill—t and joilEtS Signature whi'll are sold ptlrsu'nn h—ii)dirt nor hewine fixture or pan of tie real estate where rhq are placed. Said pari,,.rnt equicn-t Mi.lt at all finies rennin iiers,,uA property arc[lio lli—th.t remain Willi th,seller ti payineril in fail is rceeivccf. Buyer hereby ugrres thar rill parts nd eqil�pn—t may be Print Natrl— in fu evefrof ilon pay"lenc. l 1 STRTE CEflTII'IEQ GENEMLG6fITRAGTOR L3MCGQ1512?24 SYATL CEftTIFIEO PLu @ING GOP7Tft.4.CFOSi LI CFCu57sQ1 Nothnagle Enterprise Ince Mail:P.C.Bax 266,Boynton Beach,FL 33425 Location:2:22 NE 3,1 Street,Boynton Beach,33435 Office:561-734-6172 Fax:561-735-3943 Email hn t tilt Yt i Chi r7ris a-com PLUMBING 7/3/21,20 CUSTOMER(S): 5cheurer's Chocolate JOB ADDRESS: 5901 S Congress Ave Atlantis,FL 33462 SCOPE OF WORK TO INCLUDE: Plumbing as per local codes Disconnect existing 3 bowl sink,hand sink and mop sink Transport sinks to new location Remove toilet in new business location and camera to locate sewer line and mark tape on concrete floor Cut open concrete floor as needed Rough in floor sink for 3-bowl sink and hand sink Rough in plumbing for a mop sink Furnish and install a new 30 gallon electric water heater on shelf Run new hot water lines as needed Install 3 bowl sink,hand sink and mop sink FOR THE SUM OF: $6,750.00 Labor and Material Payment Schedule: 50%deposit($3,375.00),25%after rough in ($1,687,50), 25%due after completion($1,687.50) Hot Water Heater: $425.00 30 gallon electric water heater(tax included) 45.00 Water heater drain pan 5470.00 Water heater only Payment Schedule. 100%Deposit Permit Fee.TBD Proposal Page 1 Please note the following:Cutting of concrete is included in labor cost.Fireproofing,cutting and patching walls and floors done by others. Platform for the water heater done by others.Ali building drawings and or product approvals that maybe needed for permitting will be supplied by others. Ali work will be completed in a professional workman like manner according to standard practices.Any deviationsfrom above specifications andlor drawing involving any extra costs will be done only upon written change order.The cost will become an extra charge over and above this work order.This is to include,but not limited to,hidden changes that are uncovered during the course of the job andjor additional work required by local codes Acceptance of Plu b' Proposal:The prices,specifications and conditions as defined on both pages of this Plu Proposal tory and are hereby accepted. Laura Hnzm Date V-' Robert Nothnagle jr, Owner&President of Nothnagle Enterprise,Inc Proposal Page 2 Graphics & Signs QUOTE 2222 Lake Worth Rd. Lake Worth, FL 33461 Quote Number: 18795 Issue Date: 07/14/2020 Due Date: 07/14/2020 Laura Hinzman Scheurer's Chocolate 5901 S. Congress Avenue Atlantis, FL 33462 Qty Item Description Unit Price Total 2 Window 58" x 12" Digital Print with Company Logo $175.00 $350.00 Graphics 2 Window 53" x 12" White Vinyl (Scheurer's Chocolate) $105.00 $210.00 Graphics 2 Aluminum 39" x 6" Aluminum Panel for Double Sided Directory Sign. $95.00 $190.00 Panel Template Provided 1 Signicade 24" x 36" A-Frame with Customer Information $315.00 $315.00 A-Frame Panel Included 1 Door Logo and Contact Info applied to door $75.00 $75.00 Graphics 1 Installation Installation for the above items $150.00 $150.00 2hrs Design Fee Design Fee $70 per hour @ 2 hours $140.00 $140.00 Subtotal $1,430.00 Total Amt $1,430.00 Thank you for your business. BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 CONSENT AGENDA AGENDAITEM: 10.D. SUBJECT: Approval of Commercial Rent Reimbursement Grant Program in the amount of $13,500 for Laura's Sweets, LLC d/b/a Scheurer's Chocolate located in Ocean Plaza at 640 E. Ocean Avenue, Unit 10 SUMMARY: The CRA's Commercial Rent Reimbursement Grant Program provides qualified new or expanding businesses located within the CRA District boundaries with rent payment assistance for a maximum period of 12 months. Due to the affects of COVI D-19, CRA staff is requesting an extension of the Rent Reimbursement Program to new businesses from 12 months to 18 months. CRA staff has received a complete grant application from Laura's Sweets, LLC d/b/a Scheurer's Chocolate located in Ocean Plaza at 640 E. Ocean Avenue, Unit 10, Boynton Beach, FL 33435 (see Attachments I - II). Schuerer's Chocolate, which has been family owned since 1980, uses the highest quality ingredients to create unique and delicious hand-dipped chocolates. They also provide a variety of gifts and products from other small businesses around the country including jellies,jams, shortbread, gift baskets and more. As a specialty bakery, Schuerer's Chocolate will be employing approximately four employees for full-time and part-time positions from chocolatier, packaging, retail, and customer service . Under the terms of their Landlord-Tenant Lease Agreement, the base rent required to be paid by the applicant is $1,500 per month (see Attachment 111). Schuerer's Chocolate qualifies as a Tier I business (as specified in the grant application) and would receive reimbursement for one-half of their monthly rent amount or maximum grant amount of $1,750 per month for a 18 month period, whichever is less. If approved, Schuerer's Chocolate would be reimbursed in the amount of $750/month for a period of 18 months or a total grant amount of $13,500 during its first year and a half of business. Grant reimbursements to the approved applicant occur on a quarterly basis with proof of rent payments. FISCAL IMPACT: FY2019 -2020 Budget, Project Fund, Line Item 02-58400-444, $13,500 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Rent Reimbursement Grant in the amount not to exceed $13,500 to Laura's Sweets, LLC d/b/a Scheurer's Chocolate located in Ocean Plaza at 640 E. Ocean Avenue, Unit 10, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I -Commercial Rent Reimbursement Grant D Attachment II - Location Map D Attachment III - Lease BOYNTON CR4 BEACH October 1, 2019 — September 30, 2020 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL RENT REIMBURSEMENT GRANT PROGRAM Program Rules and Regulations The Commercial Rent Reimbursement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the "CRA") Area. The program is designed to provide financial assistance to new and existing businesses in the form of rent reimbursement intended to help businesses during the critical first year of operation. The CRA reserves the right to approve or deny any Commercial Rent Reimbursement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the CRA Area. The receipt of past payments is not a guarantee of future payments. For purposes of this application, the term "new business" means a company in operation for less than six months or relocating to Boynton Beach. The term "existing business" means a company that has been in operation within the CRA Area for a minimum of two years at the time of application and has at least two years remaining on its existing lease. The Boynton Beach CRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced by the CRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. `, Initials .' Page 1 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561) 737-3258 www.catchboynton.com . Incentive Funding The Commercial Rent Reimbursement Grant Program offers financial assistance through a reimbursable grant in the form of a quarterly rent reimbursement. New businesses are eligible to apply for assistance for up to six months from the issuance of the City of Boynton Beach Business Tax Receipt. Rent Reimbursements will not be paid until all construction has ended, permits are closed out, City and County licenses are obtained, and the business is open for operation under a Temporary Certificate of Occupancy (TCO) or a Certificate of Occupancy (CO). For businesses that do not require any construction work, rent reimbursements will not be paid until City and County licenses are obtained and the business is open for operation. On a quarterly basis, the CRA will issue reimbursement directly to the applicant. Reimbursement is for the monthly rent payment made to the landlord, and is dependent upon receipt of verification that the payment has been cleared by the bank. The responsibility for all rental payments is between the parties to the lease, (the tenant and the landlord). As grantor, the CRA does not bear or accept any responsibility for payment of rent at any time, or for penalties incurred for the late arrival of payments by any party. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com. Initialsyl-A ' Page 2 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561)737-3258 www.catchboynton.com Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be a new business, or an existing business that is expanding in size. • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the CRA Area (see attached map). • Must provide proof that the business is properly licensed by all necessary levels of government and professional associations or agencies (copies of city and county licenses or receipts that the licenses have been applied for). • Non-profit and residentially zoned properties are NOT eligible. • An existing business must expand to occupy more than 50% of its current square footage size. Verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the CRA Board if the tenant is losing their current space due to redevelopment of the site. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the CRA Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • Applicant must have an executed multi-year lease with at least two years remaining on the lease. • Proposed leases must be executed within 30 days of CRA Board approval or the grant award is terminated. • The Commercial Rent Reimbursement Grant Program may only be used one time by any one specific business entity or business owner. • Grantees shall allow the CRA the rights and use of photos and project application materials. Initials Page 3 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561) 737-3258 www.catchboynton.com Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Rent Reimbursement Grant Program: • Firearm Sales/Shooting Range • Convenience Store • Religion-Affiliated Retail Stores • Churches/places of worship • Non-profit organizations • Take-out Foods • Check Cashing Stores • Tattoo Shops / Body Piercing / • Kava Tea Bars Body Art Shops • Adult Entertainment • Liquor Stores • Adult Arcades • Vapor Cigarette, E Cigarette Stores • Alcohol and/or Drug Rehabilitation . Pawn Shops Centers/Housing • Medical Research Centers/Housing • Any other use that the CRA staff or • Massage/Personal Services CRA Board determine will not support the redevelopment of the CRA Area Grant Terms and Conditions This grant is divided into two tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. Grant funding amounts will be based on the applicant's project budget specified at the time of CRA Board approval. Tier One Business Tier One Businesses are eligible for reimbursement for up to half (50%) of the business's base monthly rent or $1,750 per month, whichever is less (maximum amount of the grant is $21,000, distributed in four quarterly payments). Tier One Businesses must be one of the following types of businesses: • Restaurant • Bakery • Gourmet Food Market Initials Page 4 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435-Phone: (561) 737-3256 Fax: (561)737-3258 www.catchboynton.com Tier Two Business Tier Two Businesses are eligible for reimbursement for up to half(50%) of the business's base monthly rent or $1,250 per month, whichever is less (maximum amount of the grant is $15,000, distributed in four quarterly payments. Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Home Decor/Design — home • Clothing Boutique — clothing, furnishings, art galleries, kitchen shoes & accessories wares . Law Offices • Accounting Offices • Hair/Nail Salons (no more than 2 • Real Estate Offices approvals per fiscal year) • Bed and Breakfasts • Medical Offices • Marketing Offices • Insurance Offices • Fitness Centers • Florists (no more than 2 approvals • Specialty Businesses —stationary, per fiscal year) gifts, sporting goods Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on the lease. The commercial lease must define the landlord-tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. Initials '" Page 5of15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561)737-3258 www.catchboynton.com For purposes of this paragraph, the term "subject property" means the leased premises of the grant recipient, for which the applicant or grant recipient is seeking rental reimbursement, or any part thereof. Grant recipients are prohibited from subletting the subject property. If a grant recipient sublets the property, the grant recipient will be required to repay the CRA for all grant money received up to that point and will not be eligible to receive any further grant funding. For purposes of this grant, the CRA considers the following to be subletting: A) executing a sublease, assignment, or similar agreement with an entity that is not the grant recipient; B) allowing the subject property to be occupied by any business entity in which the grant recipient is not listed as the registered agent, owner, officer or director of said business, or assisting such a business in so doing; C) allowing or assisting a business entity other than the grant recipient to list its place of business as the subject property; or D) allowing or assisting a business entity other than the grant recipient to obtain a business tax license from the City of Boynton Beach for the subject property. The fact that a business entity other than the grant recipient occupies the subject property, lists its place of business as the subject property, obtains a business tax license for the subject property, or similarly appears to use the subject property is sufficient evidence that the grant recipient has allowed or assisted such other business entity to do so and is grounds for termination of any further grant payments and seeking reimbursement for previously paid grant payments. However, it shall not be considered a prohibited subleasing when the business purpose of the applicant is to provide a space for aspiring businesses, such as when the applicant is a business incubator, commissary kitchen, or business that provides co-op workspace. The CRA will determine whether a certain applicant fits into the exception described in this paragraph on a case-by-case basis. Application Process Applications can be obtained from the CRA office located at 710 North Federal Highway, Boynton Beach, FL 33435 or downloaded from www.catchboynton.com. All applicants are required to meet with CRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the CRA office. Initials ; Page 6 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561) 737 -3258 www.catchboynton.com Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the CRA Board. Applicants must submit an original, "hard copy" application with all materials to the CRA for review and approval by the CRA Board. Applicants will be considered on a first-come, first served basis. Application packets must include the following documentation: r\11. Anon-refundable fee of$100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 2. Resume for each principal/owner of the business. 3. Copy of the corporate documents for the applying business entity. 4. Copy of City and County Business Licenses (Business Tax Receipt). 5. Copy of executed multi-year commercial lease agreement. 6. Two years of corporate tax returns (for existing businesses only). 7. Two years of personal tax returns for the principal/owners of a new business. 8. List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 9. If applicant is an existing business expanding to occupy more than 50% of its current square footage size, verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the CRA Board if the tenant is losing their current space due to redevelopment of the site. 10.Completed and signed application (attached). >> 11.Authorization to perform credit check for the business and each principal/owner of the business (attached). 12.W9 Form (attached). Approval of Funding Request All required a lication documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. CRA staff will review the application to evaluate whether the applicant is eligible for reimbursement. If it meets these requirements, CRA staff will present the funding request to the CRA Board for review and potential approval. y Initials Page 7 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com The CRA Board meets on the second Tuesday of each month. The schedule for CRA Board meetings can be obtained at www.catchboynton.com. Applicants will be notified of the date and time that their applications will be considered by the CRA Board. The CRA recommends that applicants attend the CRA Board meeting during which the Board will consider their applications in order to answer any questions the CRA Board may have regarding their applications. CRA staff will notify the applicant of the CRA Board's approval or denial in writing. Site Visits CRA may conduct a site visit prior to transmitting the application to the CRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during and after the project in order.to determine and ensure compliance with the terms of the grant. 4 Procedures for Reimbursement Quarterly rent reimbursement payments will be provided to the grant recipient beginning the first month the business is open for operation subsequent to CRA Board approval. A maximum of 12 consecutive monthly rent payments are eligible to be reimbursed to the approved applicant. Reimbursement will occur on a quarterly basis. Following the initial Reimbursement Request, each reimbursement request shall be made within 30 days of the start of the next quarter beginning on January 1St, April 1St, July 1St and October 1St Months Eligible for Reimbursement Deadline to Submit for Reimbursement • October, November, December • January 30th • January, February, March • April 30th • April, May, June • July 30th • July, August, September • October 30th Initials Page 8 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435— Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com In order to receive quarterly rent reimbursement the grant applicant must submit the following: 1. Written request for reimbursement. 2. Proof of rent payments (i.e., copies of the front and back of cancelled checks for that quarter's reimbursement or proof of direct deposit). If applicant does not submit its guarterlyreimbursement reguest within 30 days following the end of the guarter in which ap,plicant is requesting reimbursement, applicant forfeits that ouarter's reimbursement. Discontinuation of Payment The receipt of past payments does not guarantee future payments. The CRA retains the right to discontinue rent reimbursement payments at any time at its sole and absolute discretion. SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING It is the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Program's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the property. Nor shall issuance of a grant result in any obligation on the part of the CRA to any third party. The CRA is not required to verify that entities that have contracted with the applicant or applicant's landlord have been paid in full, or that such entities have paid any subcontractors in full. Applicant's submittal of verification that monthly rental payments have been cleared by the bank warranty is sufficient assurance for the CRA to award grant funding. Initials -Y Page 9 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435— Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com BOYNTON 1 BEACH APPLICANT INFORMATION BUSINESS INFORMATION: Business Name (d/b/a if applicable) Current Business Address: n jklIrv.. „a ` Fed ID 1 Business Phone Number: 1- (,1 'i q, I� Fax: Website: _.._. YA =" t' Existing Business: Yes V"' No Number of years in existence: ° Time at Current Location: 1� New Business to Boynton Beach: Yes i,' No Y g {tet Do you have an executed lease agreement: Yes No If so, monthly base rent: 4 ) New Business Address: rt, F Tbc" ', Square footage of current location: U?5 Square footage of new location: '2 Type of Business ,,-',%A. ,s x ; .d .. , Number of Employees: Hours of Operation: f s a.. Page 10 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561) 737-3258 www.catchboynton.com BOYNTON BEACH APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: " , ,fi I . Date of Birth: i f Email: - Residential Address: { w..W w I'll 1 obi' .� (�' Cell Phone Number: i 2. Principal/Owner Name: ° Date of Birth: 5"' Email: A i Residential Address: 3 Cell Phone Number �6 " . 3. Principal/Owner Name: Date of Birth: w� Email: Residential Address: n _ Cell Phone Number: 4' 4. Principal/Owner Name: ri' ( / ' `- " ' - Date of Birth: `� " Email: em�e j,; IEf"' Residential Address: a " i w ... e Cell Phone Number: Page 11 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561) 737-3258 www.catchboynton.com gl+i�liit�s itil� . — t j WANUBEACH APPLICANT INFORMATION PRINCIPAUOWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: ; `" Date of Birth: " 7;7 Email: Residential Address: a, .Lil Cell Phone Number: 2. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 3. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 4. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number= Page 10 of 13 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737-3258 www.catchboynton.com BOYNTON BEACH APPLICANT INFORMATION Are you applying for grant assistant under any other program offered by the CRA? Yes No If yes, what additional programs are you applying for: Are you receiving grant assistance under any other governmental agencies: Yes No t„ f" ,� a If yes, list any additional grant sources and amounts. LANDLORD INFORMATION: Landlord Name: V� -;6Pj .. ' .. .. ... Landlord's Mailing Address: lr1 r -w - Landlord's Phone Number: CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Rent Reimbursement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Page 12 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435— Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com i BOYNTONI R,A 1 �? NO@ M0 U nY REDEVEL,OPMENI'A�k"'�","ENCY APPLICANT INFORMATION APPLIC ANT SIGNATURE rd f/L--�3,1.20 Z-0 rincipal/Owne's�icgnature Date �- Printed Name Title 2. f P incipal/Owne s Sign tura Date' I ..i Lz- Printed Name Title 3. Principal/Owner's Signature Date Printed Name Title 4. - Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF �„ COUNTY OF � y ' BEFORE ME,an officer duly authorized by law to administer oaths and take acknowledgements,personally a ear l_ t y -i who is/are personally known to me -'-of- produced ofproduced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and o icial seal in the Sta ` and.County day of "�� aforesaid on this - . �.."'� Bonnie Nicklien NOTARY PUBLIC N TARYUBLI r vto- STATE OF FLORIDA -Commission Expires. Comm#GG1a8394 Expires 5/25/2021 Page 14 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561)737-3258 www.catchboynton.com BOYNTON ., RA IBEACH Q m APPLICANT INFORMATION APPLICANT SIGNATURES: Pri i 1/0--men's ign ,t e Oate ' Printed Nam Title 2. Prineipal/Ownees Signature Date Printed Name Title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF�'. �., �;�`"� 1 C `,r`t COUNTY OF BEFORE ME, an offer duly authorized, by law to administer oaths and take acknowledgements, personally,appeared �; t� T' who islare personally known to me or produced + J,' : , � as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument Is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this 1, day of 20 , ' NOTARY PUBLIC � 4 My Commission Expires: Page 13uf14 A^, ? .x : Rent Reimbursement 710 Nort i'� d IY, l Boynton Beach,FL 33435—Phone:(561)737-3256 Fax:(561)737-3258 www.catchboynton.com W At LJ at— ART T;tle L. i' W'.' Mf. S;gra, ___. ..�.....w........,.._ _.__.....__.. Due ._.... Me d a ''3 TIE, s�C7a J; 3 d ,sod a� _~ � I k }} I� a t ... ' .s }p .. .,. "L"" .', 10 .. _� ;lv x.,e'tiMned in at ams ' f:,,,e, r lion Otf.,,;�'' a�. -,; .y '_,. � s� �✓T r„w.�..� --f l f '�Ut El�:.lad'nf"f�nG NTONICRlA BOY IMBEACHI INFORMATION RP 1&6AT APPLICANT a t 4m:VIE .. MU0W 9'i 'S100MUFe Date es Signature to TWO w 1pyincow0wrmos sionatum Cate S��OF FIT QF BEFORE E, inl , take porsomBy knasmtD lnie or wAnowtafted the OF t . No,�t M t {t l t r 4 r 11 � 3 ( rs ,rhs t�tr` tlt � 5 ;:1� 11 tY S�1�s�1 �� ,-r 1c� 14�s S��)}t,) r,,, ) � i ;f ti r ti<<>,Ur i It ir. +,•1r'�..{>,, „�f !) � -r' ) t SI t� ��� „£ r )2t! t „ir.:r,s � k�r{1 r, r ii`:•,, i �,2r,1�f � t,r,r i 4{ BOYNTON RAs BEACH„ i R „DEE,,.(,,.'I SMC'N,"AGa,NC' LANLORD INFORMATION LANDLORD SIGNATURES: �Pv. Landlord's Spn�ature Date Printed Name Title 2. _ Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures-Multiple notary pages may be used if signing individually STATE OF COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared p y pp _ _ , who is/are personally known to produced as identification, and me or roduced acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official eal in the State and County aforesaid on this day of .._.r2 . 21 l N&A14Ylit -eommission Expires Y ,_ Bonnie Nicklien NOTARY PUBLIC STATE OF FLORIDA Page 15 of 15 Comn*GG108394 Rent Reimbursement Expires 5/2512021 710 North Federal Highway, Boynton Beach, FL 33435-Phone: (561)737-3256 Fax: (561) 737-3258 www.catchboynton.com J1 BOYNTO LANLORD INFORMATION LANDLORD SIGNATURES: Landlord's Sin ure Date Printed Name Title 2. Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures- Multiple notary pages may be used if signing individually STATE OF fj,-OA j2A COUNTY OF WtA 6 BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personal) appeared _ . "r y ppT � ^ � , who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official eal in the State and County aforesaid on this day of T O Z- f' N TAY y-Commission Expires: Bonnie Nickfiien NOTARY PUBLIC +STATE OF FLORIDA Page 15 of 15Cornu*GG108394 Rent Reimbursement 4;1r Expires 5/25/2021 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561)737 -3258 www.catchboynton.com 7/7/2020 PAPA Maps DOROTHYJACKS i"i(� isi,t}.h}iA���t�!{��tzii� t`It ,; t,i St,i�.- 2�a{)1�i�{J V ,>.n,�:-: —�. r� 1 , 4115 �{`� � »��,1<S s�ti{t '�}" tr,''�4,t1 It � `� I � 1 � 115 t �t;��A�srjS ����,v{t� 1�•ii�it� , j�1#�iSJli����\« -,�, �) � �, {lst .. S t,,t ��l�tl #�41��isjx � t iS tllr, 4 �V (int' i� I Search by Owner,Address or Parcel �j V��tl {" � {,r tsl� �5{t11i ��' �t>�(}`�51� v � �T, to � IV'� if ��Nr a View Prty R Ne s _ Owners ' FOUR SONS PLAZA 640 LLC 3 Property Detail Location 640 E OCEAN AVE i Mi.micipaN4, BOYNTON BEACH Parcel o, 08434527040000560 h� Subdivisicm, LAWNS Book 27168 Pae 964 f Sale Date NOV-2014 k 3613 5 MILITARY TRL lWalling q , Addiess LAKE WORTH FL 33463 8733 tUse Type 1 100-STORES Twal 17204 t 1 Sales Information . k Sales Date Price c� s NOV-2014 2000000 JAN-2002 787500 JAN-2002 10 JAN-1975 18000 Appraisals Tax Year 2019 mprovententValue $1,523,789 I Land Value $738,375 i Total Market Value $2,262,164 i All values are as of January 1 st each year Assessed/Taxable values Tax Year 2019 Assessed Valum $2,262,164 Taxable Valum $2,262,164 Taxes Tax Year 2019 Ad Valore,,n $48,884 Non Ad Valore,,n $9,917 l tal tax $58,801 https://maps.co.palm-beach.fl.us/cwgis/papa.htmI?qvalue=08434527040000560 1/1 }x Commerdal Lease This Lease is made on _®.. between C Landlord,of `I" _ City of State of "91 City slid � �- � .— e, ``�- Tenant, of � �r� ,"9 P i 011 � 1 State of I. The Landlord agrees to rent to the Tenant and the TenanVaces tea rent from the Landlord the fallowing prop- erty: 2. The rental payments will be $ 5CO, per Month andwill be payable by the Tenant to the Land- 5t- '1�7 — 7 ) lord d- lord cin the day f each month.beginning cert �� _�' �' ' If any rental pay- ment is not paid within five 5 days of its due date,the Tenant agrees to pay an additional late charge of 5%(five percent) of the rental payment due. 3. The tcrin of this tease will be from �-� �� �� �` until_ � � � � � � If Tenant is in Rall compliance with all of the terms of this tease at the expiration of this to �Tenant shall have the option to renew this Lease for an additional term of --,with all terms and conditions of this Lease remaining the same, except that the rent shall be -7 f , . - �� Jf the Tenant rains as tenant after the expiration of this Lease with the consent of the Landlord but without signing a new lease, a month-to-month tenancy will be, reated with the same terms and conditions as this Lease,except that such new tenancy may be terminated by ninety( ) days written notice from either the Tenant or the Landlord, and that the rent shall be - . r w- . The Tenant has paid the Landlord a security deposit of � _ � � .� _ . This security deposit will be held as security for the repair of any damages to the property by the Tenant.This deposit will,be returned to the Tenant within tern(1 0) days of the termination of this tease, minus any amounts needed to repair the prop- erty, rop-er ty, but without interest. . The Tenant has paid the Landlord an additional month's rent in the amount of This reit deposit will be held as security for the payment of rent by the Tenant. This rent payment deposit will be returned to the Tenant within ten(1 0)days of the termination of this tease, minus any rent still date upon termina- tion, but without interest. PK418 Commercial Lease Pg.l (12-12) 6. The Tenant agrees to use the property only for the purpose of carrying on the fallowing lawful business'. C 7. The Landlord .cress that the Tenant may install the following equipment arid fixtures for the Rurpose of operat- ing the Tenant"s business and that such equipment and fixtures shall remain the property of the Tenant: The Tenant has inspected the property and has found it satisfactory for its intended purposes. The Landlord shall be responsible for the repair and upkeep of tile exterior of the property, including the roof, exterior walls, parking areas, landscaping,and building foundation.The Tenant shall be responsible for the repair and upkeep of the interior of the property., including all electrical, mechanical,plumbing, heating, cooling,or any,other system or equipment on the property. Tenant agrees to maintain the interior of the property,and the surrounding outside area in a clean, safe, and sanitary,manner and. not to make, any alterations to the property without the Landlord's written consent.At the termination of this Lease, the"Tenant agrees to leave the property in the same condition as when it was received, except for normal wear and tear. Tenant also agrees to comply with all rules,laws, regula- tions, arid ordinances affrecting the property, or the business activities of the Tenant. 9. The Tenant agrees to obtain and pay for all necessary utilities for the property. I O, The Tenant agrees not to sub-let the property or assign this Lease without the Landlord's written consent, which shall not be unreasonably withheld. Tenant agrees to allow the Landlord reasonable access to the property for inspection and repair. Landlord agrees to enter the property only after notifying the Tenant in advance, except in an emergency. 11. If the Tenant fails to pay the rent on time or violates any other tern of this Lease, the Landlord will provide written notice of the violation or default, allowing days to correct the violation or default. If the viola- tion or default is not completely corrected within the time prescribed,the Landlord will have the right to terminate this Lease with Z)--days notice and in accordance with state law. Upon termination of this Lease,the Tenant agrees to surrender possession of the property,The Landlord will also have the right to re-enter the property and take possession, of it, remove Tenant and any equipineni or possessions of Tenant, and to take advantage of any other legal remedies available. 12, The Landlord agrees to carry fire and casualty, insurance on the property, but shall have no liability for the operation of the Tenant's business. 'The Tenant agrees not to do anything that will increase the Landlord's insur- arice premiums and, further agrees to indem-nify,and hold the Landlord harmless from any liability or damage, whether caused by Tenant"s operations or otherwise.The Tenant agrees to carry and pay all premiums for casu- ally insuranceon any equipment or fixtures that Tenant installs at the property. In addition, the Tenant agrees to carry business liability insurance, including bodily injjury and property damage coverage,covering all Tenant's business operations in the arriount of$ f with the Landlord nained as a co-insured party. , Tenant agrees to furnish Landlord copies of the insurance policies and to not ca-ricel the policies without notifying the Landlord in advance. Tenant agrees to provide Landlord with a Certificate of Insurance which indicates that Landlord is a co-insured paM,and that Landlord shall be provided with a minimum of ten (1 0) days written notice prior to cancellation or change of coverage. 13. This Lease is subject to any mortgage or deed of trust currently on the property or which may be made against the property at any time in the future. The Tenant agrees to sl_v-rn any documents necessary to subordinate this Lease to a mortgage or deed of trust for the Landlord. 14. This Lease may only be terminated by -3 & days written notice from either party,except in the event of a violation of any terms or default of any payments or responsibilities due under this Lease,which are governed by the terms in Paragraph I I of this Lease. 15, Tenant agrees that if any legal action is necessary to recover the property, collect any amount-,due Linder this Lease, or correct a violation of any term of this Lease,Tenant shall be responsible for all costs incurred by Lando. lar in connection with such action, including any reasonable attorney's fees. 16.As required by law, the Landlord makes the following statement' "Radon gas is a naturally-€occut ring radioac- tive gas that,when accumulated in sufficient quantities in a building,may present health risks to persons exposed to it. Levels of radon gas that exceed federal and state guidelines have been found in buildings in this state.Ad- ditional information regarding radon gas and radon gas testing may be obtained from your county health depart- m. ent". 17.The following are additional terms of this Lease: 7L lei eyk,eer) Mo, 18. The parties agree that this Lease, including the following attachments: is the entire agreement between the and that no tenns of this Lease may be changed except by written agreement of both parties. This Lease is intended to comply with any and all applicable laws relating to landlord and tenant relationships in this state. This Lease binds and benefits both the Landlord and Tenant andany heirs, successors, representatives, or assigns, This Lease is governed by the laws of the State of Signature of Landlord Egn±abure of Te a _j /? Name of Landlord Name of Tenant PK41,5 Commerdal Lease Pg,2(12-12) BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 CONSENT AGENDA AGENDAITEM: 10.E. SUBJECT: Approval of Commercial Property Improvement Grant Program in the Amount of $25,000 for JMM Services, LLC located in Ocean Plaza at 640 E. Ocean Avenue, Unit 15 SUMMARY: The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial costs associated with the construction, repair, and/or rehabilitation of commercial building improvements. The Commercial Property Improvement Grant Program provides a 50% reimbursement of the applicant's expenditure for the eligible improvements up to a maximum grant total of $50,000. Under the program guidelines eligible improvements must be permanent items that stay with the building. CRA staff has received a complete grant application from JMM Services, LLC located in Ocean Plaza at 640 E. Ocean Avenue, Unit 15, Boynton Beach, FL 33435 (see Attachments I - 11). J MM is a specialized marketing and branding company that represents manufacturers and private product label owners. They are committed to providing comprehensive solutions for product development and FDA regulatory assistance. With over 15 years of experience helping businesses develop their brand globally, they are excited to make Boynton Beach their home. As the tenant, the applicant falls under the terms of a Tier II business, as outlined in the grant application. The applicant is seeking reimbursement for interior build-out items and signage. The total cost of eligible property improvements of the interior build-out project is approximately $43,821 (see Attachment III). If approved, the applicant is eligible to receive a maximum grant of $25,000 which includes a 20% contingency in reimbursable funds provided that the applicant expends an equal amount in matching funds as required under the terms of the grant. The grant is reimbursed to the applicant once the City of Boynton Beach Building Department approves all permit requirements and the proper reimbursement documentation is submitted to CRA staff for approval. FISCAL IMPACT: FY 201-2020 Budget Project Fund, Line Item 02-58400-444, $25,000 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Property Improvement Grant not to exceed the maximum grant award of $25,000 to JMM Services, LLC located in Ocean Plaza at 640 E. Ocean Avenue, Unit 15, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I -Commercial Property Improvement Grant D Attachment II - Location Map D Attachment III - Project Budget B OY N TO N RA „(,.,), ',V1 REDEVELOPMENT NC October 1, 2019 — September 30, 2020 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERICAL PROPERTY IMPROVEMENT GRANT PROGRAM Program Rules and Regulations The Commercial Property Improvement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency(the"CRA") District. The program is designed to provide financial assistance to new and existing businesses in the form of a reimbursable grant intended to reduce the initial costs associated with the repair and rehabilitation of buildings or other improvements in accordance with the CRA Community Redevelopment Plan. Improvements paid for by the CRA must be permanent and stay with the building. The CRA reserves the right to approve or deny any Commercial Property Improvement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the CRA District. For purposes of this application, the term "new business" means a company in operation for less than six months or relocating to Boynton Beach. The term "existing business" means a company that has been in operation within the CRA District for a minimum of two years at the time of application and has at least two years remaining on its existing lease. The term "project" means the eligible exterior or interior improvement project for which the applicant seeks reimbursement. Initials Page 1 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561) 737-3258 www.catchboynton.com The Boynton Beach CRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced the CRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Incentive Funding The Commercial Property Improvement Grant Program offers financial assistance to the landlord or business owner in the form of a reimbursable, matching grant for 50% of eligible expenses, up to $50,000, associated with the construction or renovation of the exterior and interior elements of the commercial operating space. Applicants are encouraged to take advantage of the City of Boynton Beach's PACE Program to help defer the cost of installing energy efficient items. Information regarding the PACE Program is available online at http://www.boynton-beach.org/go- green/pace_program.php or by contacting the City of Boynton Beach at (561) 742-6067. Attached is the ReNew PACE Eligible Product List. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com or view the attached brochure. Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be a new business, or an existing business that is expanding in size. • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the CRA District (see attached map). Initials Page 2 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737 -3256 Fax: (561) 737- 258 www.catchboynton.com • Must provide proof that the commercial business is properly licensed by all necessary levels of government and professional associations or agencies (copies of City and County licenses or receipts that the licenses have been applied for). • Improvements to non-profit and residentially zoned properties are NOT eligible expenses. • Applicant must have an executed multi-year lease with at least two years remaining on the lease. • Proposed leases must be executed within 30 days of CRA Board approval or the grant award is terminated. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the CRA. A copy of the consumer report will be provided to the applicant upon request. Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • All work must be done in compliance with applicable City of Boynton Beach Building Codes and Land Development Regulations. All contractors must be licensed as required to work in Boynton Beach and/or Palm Beach County. For any projects valued more than $250,000 (based on the project's construction value as it appears on the Palm Beach County-Wide/Municipal Building Permit Application Form submitted to the City of Boynton Beach), preference will be given to projects that will use contractors with an office in Palm Beach County. Please contact the City of Boynton Beach Development Department regarding the proposed work to be performed prior to submitting a grant application. • Grant funding amounts will be based on the applicant's project budget, specified at the time of the CRA Board approval, plus an added 20% contingency funding amount. • Grant funds will be reimbursed exclusively for approved work and approved change orders. • The Commercial Property Improvement Grant Program may only be used one time in any five year period for any one property. Entities hoping to improve properties that were previously improved using a CRA improvement grant may apply for additional grants any time after five years from previous grant approval. • In order to qualify for the grant, the subject property may not have any outstanding City of Boynton Beach liens at the time the applicant seeks reimbursement. To ensure that the property does not have any outstanding liens, violations o monied ,f Initials Page 3 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561) 737 - -58 www.catchboynton.com owed for utilities, the CRA will perform a lien search on the property at a cost of $115.00, which will be deducted from any grant funding awarded to the recipient. In the event that there is an outstanding lien against the property, the grant will not be awarded until the complete satisfaction of the lien. • The property owner or tenant must complete the project, obtain a Certificate of Occupancy/Completion from the City of Boynton Beach, and submit for reimbursement within 180 days of the issuance date of the permit for the project. If CRA Board Approves grant funding and the work being performed does not require a permit, the Certificate of Completion (or equivalent) and application for reimbursement must be within 180 days of the grant award. Failure to complete the improvements within the specified time frame will result in termination of the grant award. Only one 60 day administrative extension will be permitted, and the CRA has the sole and absolute discretion to grant or deny such extension • Project items completed and paid for by the applicant more than 60 days prior to grant approval by the CRA Board are not eligible for reimbursement under the grant program. A complete application must be received within 60 days of payment in order for an expense to be eligible for reimbursement. Once a complete application is received, the application will be placed on the next available agenda for review and potential approval. • CRA Board approval of this grant results only in funding. Approval of CRA grant funding is NOT approval of any type of City processes including, but not limited to, permits and site plan modification. Applicants must apply for permits and site plan modification through the appropriate departments at the City. All commercial projects require permitting and site plan modification reviews. It is the responsibility of the applicant to obtain all necessary City approvals. • Grantees shall allow the CRA the rights and use of photos and project application materials. The CRA Board may give preference to local businesses. For purposes of this grant, local business means a duly licensed business entity with an office location in Palm Beach County. Projects and items eligible for funding under this grant program are limited to: • Structural walls • Plumbing • Flooring • Grease trap installation • HVAC system • ADA Improvements • Electrical systems, • Hood Mire • Signage including exterior and suppression • Doors/windows interior lighting Initials i Page 4 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561)737 -3258 www.catchboynton.com • Landscaping and • Parking lot re-paving, • Patio decks irrigation within the re-sealing, and/or connected to the project site restriping building • Painting • Fencing (excluding • Demolition of structure • Roofing (Not to chain link, barbed wire, and re-sodding of exceed 50% of and wood panels) vacant property total grant award) • Electric vehicle charging • Solar electricity and • Security stations — See attached water heating — See came ras/system** ReNew PACE Eligible attached ReNew PACE (not including Product List Eligible Product List security personnel) ** Notwithstanding the limitation that grants may only be used once every five years for any one property, previous grant recipients that received less than the maximum amount of grant funding from Commercial Property Improvement Grants or Economic Development Grants are eligible to reapply to receive 50% matching reimbursable funding in an amount not to exceed $3,000 for the installation of new security cameras/systems. Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Property Improvement Grant Program: • Firearm Sales/Shooting Ranges • Convenience Stores • Religion- Affiliated Retail Stores • Churches/places of worships • Non-profit Organizations • Alcohol and/or Drug Rehabilitation • Adult Gambling Arcades Centers/Housing • Check Cashing Stores • Medical Research Centers/Housing • Adult Entertainment • Massage/Personal Services • Vapor Cigarette, E Cigarette Stores • Any other use that the CRA staff or CRA Board determine will not support the redevelopment of the CRA District Grant Terms and Conditions This grant is divided into three tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. A,II Initials L.' Page 5 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737 -3256 Fax: (561)737-3258 www.catchboynton.com reimbursement checks from the CRA to the successful applicant will be made out to the applicant (the business entity). Grant funding amounts will be based on the applicant's project budget specified at the time of CRA Board approval, plus an added 20% for contingency funding. Tier One Business Tier One Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of CRA Board approval, up to a maximum amount of $50,000 in grant funding. Tier One Businesses must be one of the following types of business: • Restaurant • Bakery • Gourmet ooMarket Tier Two Business Tier Two Businesses are eligiblefor reimbursement of 50% of the applicant's project budget s specified at the timeof CRA Boardapproval, up to a maximumo o in grantfunding. Examples of Tier Two Businesses include, r not limited o, the following businesses: • HomeD6cor/Design — home 0 Boutiques — clothing, shoes furnishings, art galleries, kitchen cssri waresics • Accounting is Hair/Nail Salons ( o more • I Estate Offices approvals per fiscal r) • Bed and Breakfast iI Offices • Marketing i Insurance Offices • Fitness cilii s —yoga, Restaurants exercise, martial arts, etc. 0 Tattoo Parlor/BodyPiercing/Body • Specialty it Businesses — Art Shop ( o more stationary, i s, sporting goods approvalsper fiscal r) • Other commercial g l 0 Florists (no more improvements rov Is per fiscal year) Initials A I Page 6 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737 -3258 www.catchboynton.com Tier Three Business (no more than two approvals per fiscal year) Tier Three Businesses are subject to CRA Board for review and approval. Tier Three Businesses eligible for reimbursement of 50% of the applicant's project budget as specified at the time of CRA Board approval, up to a maximum amount of $15,000 in grant funding. Tier Three Businesses must be one of the following types of businesses: Auto Services Facilities — . Pawn Shops repair, storage, sales, etc. . Liquor Store • Kava Tea Bar Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on lease. The commercial lease must define the landlord-tenant relationship and at minimum provide the following information: • A description of the space-being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. Application Process Applications can be obtained from the CRA office located at 710 North Federal Highway, Boynton Beach, FL 33435 or downloaded from www.catchboynton.com. All applicants are required to meet with CRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the CRA office. Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the CRA Board. InitialV�v Page 7 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737 -3256 Fax: (561)737 -3258 www.catchboynton.com Applicants must submit an original, "hard copy" application with all materials to the CRA for review and approval by the CRA Board. Applicants will be considered on a first-come, first-serve basis. Application packets must include the following documentation: 1. A non-refundable fee of$100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 41� 2. Written detailed project budget describing the improvements to be done to the property. It must list all project costs for which the applicant is requesting reimbursement. The project budget must provide a total cost of the project. 3. Cost estimate(s) from a licensed contractor(s) as specified in the applicant's project budget. ,A 4. Signage design, project color chips, material samples and material specifications, if applicable. 5. Copy of building permit receipt/application. If the permit has not been applied for prior to submission of the grant application, a copy of the building permit receipt is due within 90 days of grant approval, or the grant award may be terminated. 6. Resume for each principal/owner of the business. 7. Copy of the corporate documents for the applying busi ess entity, 8. Copy of executed multi-year commercial lease agreement. V-01% 9. Copy of Warranty Deed. 10.Two years of corporate tax returns (for existing businesses only). 11.Two years of personal tax returns for the principal/owners of a new business 12.Copy of design and construction plans associated with the proposed improvements. 13.List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all urrent positions including job descriptions, pay range and weekly schedule. 14.A minimum of four color digital "before" photos of the exterior and interior portions of the project. 15.Completed an signed application (attached). 16.Authorization to perform cr dit check for the business and each principal/owner of the business (attached): 17.W9 Form (attached). 18.City Planning and Development Department Acknowledgement Form (attached} 19.City Permit Department Acknowledgement Form (attached). Initials Page 8 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561)737 -3258 www.catchboynton.com The above referenced City Forms (line 18 and 19) must be completed and submitted to the appropriate departments, which are located at City Hall 3310 Quantum Boulevard, Suite 101, Boynton Beach, FL 33426. Phone (561) 742-6000. Approval of Funding Request All rewired documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. CRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, CRA staff will present the funding request to the CRA Board for review and potential approval. The CRA Board meets on the second Tuesday of each month at the Intracoastal Park Clubhouse located at 2240 N. Federal Highway, Boynton Beach, FL 33435. The schedule for CRA Board meetings can be obtained at www.catchboynton.com. Applicants will be notified of the date and time that their applications will be considered by the CRA Board. The CRA recommends that applicants attend the CRA Board meeting during which the Board will consider their applications in order to answer any questions the CRA Board may have regarding their applications. CRA staff will notify the applicant of the CRA Board's approval or denial in writing. Site Visits CRA may conduct a site visit prior to transmitting the application to the CRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during, and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Reimbursement This program is designed as a matching 50% reimbursable grant. All work must be completed and paid for by the applicant prior to the release of CRA funds. The CRA will provide reimbursement to the applicant upon submittal of a complete reimbursement request package. All reimbursement requests and supporting documents must be submitted to the CRA(3) days prior to the grant expiration date. The CRA may refuse to issue grant funding if the submission is not received by the specified time. Initials Page 9 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561)737 -3258 www.catchboynton.com Once the work is completed the Reimbursement Request shall be summarized in a report and accompanied by the following documentation: 1. Invoices, receipts or other acceptable evidence of payment from suppliers and licensed contractor(s) that have been marked "paid in full." Proposals for "work to be completed" or "bids" are not considered proper documentation. a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. 2. A "final release of lien" signed by each licensed contractor(s). See attached Sample of a Final Release of Lien form. 3. Copy of City of Boynton Beach and Palm Beach County licenses (Business Tax Receipt). 4. A minimum of 4 color "after" photos of the project. By submitting for reimbursement, the applicant warrants that all bills for which applicant is directly responsible related to the project are paid in full including, but not limited to, all contractors, labor, materials, related fees and permits. Grantees may not submit work improvements for reimbursement that have been used as part of a reimbursement request for any other grant program offered by the CRA, City of Boynton Beach, Palm Beach County or the State of Florida. The Commercial Property Improvement Grant Program will only reimburse applicants for new expenditures that have not been submitted to other grant programs for reimbursement. Initials Page 10 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fak (561) 737-3258 www.catchboynton.com SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING It is the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Program's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the project. Nor shall issuance of a grant result in any obligation on the part of the CRA to any third party. The CRA is not required to verify that entities that have contracted with the applicant have been paid in full, or that such entities have paid any subcontractors in full. Applicant's warranty that all bills related to the Project for which the applicant is directly responsible have been paid is sufficient assurance for the CRA to award grant funding Initials Page 11 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737 -3256 Fax: (561) 737 -3258 www.catchboynton.com ,rt BOYNTON 't NOMBEACH APPLICANT INFORMATION BUSINESS INFORMATION: Business Nam (d/b/a if applicable): Current Business Address: ,,,..�, .w. Fed I D#: Business Phone Number: _ Cell: Website: --- - -' Existing Business: Yes V No Number of years in existence: 13 Time at Current Location: New Business to Boynton Beach: Yes No Do you have an executed lease agreement: Yes_ No _ If so, monthly base rent: 4-9-1p New Business Address (if applicable): Square footage of current location: Square footage of new location: Type of Business: LeIZ, "�� Tier 1 Business: ❑ Tier 2 Business: Tier 3 Business: ❑ (Tier Classification subject to CRA Board Approval) Number of Employees: Hours of Operation: List of improvements seeking reimbursement for: Requested grant amount: Page 12 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435-Phone: (561) 737-3256 Fax: (561) 737 -3258 www.catchboynton.com BOYNTON !' imam, B E AC H APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: Date of Birth: Email: 't'Eticaje, Residential Address: ' m Cell Phone Number: .._ 2. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 3. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 4. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: Are you applying for grant assistant under any other program offered by the CRA? Yes No If yes, what additional programs are you applying for: Page 13 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561)737 -3258 www.catchboynton.com F BOYNTON"' }W „ aye _BEACK� �' .A ,. APPLICANT INFORMATION Are you receiving grant assistance under any other governmental agencies: Yes_ No If yes, list any additional grant sources and amounts: LANDLORD INFORMATION: Landlord Name: �2gbeg;r ��b, Landlord's Mailing Address: Vo Landlord's Phone Nu Aber: CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award o ga t is at the sole discretion of the Boynton Beach Community Redevelopment Agency B Initials Page 14 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737 -3256 Fax: (561) 737 -3258 www.catchboynton.com BOYNTON '', "M NVAMBEACK, �. . APPLICANT INFORMATION understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer in furtherance of the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in this application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the CRA to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the CRA or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. initials/ Page 15 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561)737-3258 www.catchboynton.com BOYNTON BEACH 1�I II Prin al/Own, r' ' Date Printed h M Title 2. Principal/ miner's Signature Cate _ Printed Name Title 3. Principal/Owner's Signature fete Printed Name Title 4. Principal/Owner's Signature _ Date Printed Name _ Notary as to Pr/n l allOwner's Signatures ® Multiple notary Sages may be used if signing individually STATE O w COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared _ _-- who is/are personally known to me or produced 4° _" _ _._____ as identification, and acknowledgedhe/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS F THE FOREGOING, I have set my hand and official seal in the tate and County aforesaid on thisy da of o�v°6e' GENAROMELENDEZCF 9�'�1• Notary Public-State of Florida 4: Commission u GG 220918 y Commission Expires. My Comm.Expires Jun 24,2022., e 16 of 17 Property Improvement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561) 737-3253 www,catc.hboynton,corn BOYNTON ,; 0000BEACH LANDLORD INFORMATION LANDLORD SIGNATURES: ES: a ndlord's ignat re Date Printed Name Title 2. . Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures -Multiple notary pages may be used if signing individually STATE OF _ COUNTY OF / BEFORE ME, an officer duly authorized b law to administer oaths and take acknowledgements, is/ar ers_,. personally appeared � �, who e`'"p onally known l me or produced as ider tiSi ation; and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and off iciaseal in the State and County aforesaid on this 20 ��\tttll�Nl1/���� �� \-*A ii NO E� ?. Mygar i s r //�l�l�ql N�lij'111�11Ntt�\ Page 17 of 17 Property Improvement --- 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561)737 -3258 www.catchboynton.com 7/7/2020 PAPA Maps DOROTHYJACKS i"i(� isi,t}.h}iA���t�!{��tzii� t`It ,; t,i St,i�.- 2�a{)1�i�{J V ,>.n,�:-: —�. r� 1 , 4115 �{`� � »��,1<S s�ti{t '�}" tr,''�4,t1 It � `� I � 1 � 115 t �t;��A�srjS ����,v{t� 1�•ii�it� , j�1#�iSJli����\« -,�, �) � �, {lst .. S t,,t ��l�tl #�41��isjx � t iS tllr, 4 �V (int' i� I Search by Owner,Address or Parcel �j V��tl {" � {,r tsl� �5{t11i ��' �t>�(}`�51� v � �T, to � IV'� if ��Nr a View Prty R Ne s _ Owners ' FOUR SONS PLAZA 640 LLC 3 Property Detail Location 640 E OCEAN AVE i Mi.micipaN4, BOYNTON BEACH Parcel o, 08434527040000560 h� Subdivisicm, LAWNS Book 27168 Pae 964 f Sale Date NOV-2014 k 3613 5 MILITARY TRL lWalling q , Addiess LAKE WORTH FL 33463 8733 tUse Type 1 100-STORES Twal 17204 t 1 Sales Information . k Sales Date Price c� s NOV-2014 2000000 JAN-2002 787500 JAN-2002 10 JAN-1975 18000 Appraisals Tax Year 2019 mprovententValue $1,523,789 I Land Value $738,375 i Total Market Value $2,262,164 i All values are as of January 1 st each year Assessed/Taxable values Tax Year 2019 Assessed Valum $2,262,164 Taxable Valum $2,262,164 Taxes Tax Year 2019 Ad Valore,,n $48,884 Non Ad Valore,,n $9,917 l tal tax $58,801 https://maps.co.palm-beach.fl.us/cwgis/papa.htmI?qvalue=08434527040000560 1/1 JMM ONE Project Budget Brief Description Approx. Costs .,.,. ..n .... ... «�au� v � ���w.,r „a �,r�.m �.� n,,._,,.� ,,, _' Remodeling Cost (contractor) See Proposal $19,000.00 n JMM Logo Signs (TBD) $ 1,800.00 Tile (Wall Entrance) TBD — Contractor to add to scope of work $ 3,000.00 Pending Change Track lighting from already chosen $ 4,000.00 Architect $ 1,021.00 Pending Possible Change Orders —ADA Complaint, Electric, AC, Architect $15,000.00 Total: MOffltt Construction Services LLC. Email: ChrisMoffitt.MCSCgmail.com CGC1527096 Certified General Contractor CCC1331774 Certified Roofing Contractor Phone: 561-558-6365 CVC 57108 Certified Solar Contractor Customer. AMM ONE LLC Date: July 5,2020 Address: 640 E Ocean Ave. Deposit: k 50%to commence and ; Ste. 15 Balance due upon completion Boynton Beach, FL 33435 Cost of work to be performed: $19,000 Scope of work to be performed.Any deviation outside of material already chosen and/or scope of work will require a change order to continue and deposit of the change order. • Remove and Haul Carpet • Remove imitation brick wall board in the- lhailway and any debris from premises • Supply and install customer selected 700 Sq. Ft. porcelain tile wood planks throughout the whole office area • Move 2 existing walls, supply materials and replace Dry wall on both sides Supply materials and install new walls for conference area Supply and install customer selected New door for conference room Supply and install Drywall and fix walls in the bathroom hallway Supply customer selected Paint and Paint all the walls • Supply customer selected Paint and Paint ceilings Remove the upper wall section of the hallway to back area and finish for painting Move existing doors, provide new door frames and materials Supply and Install 6" baseboard throughout office Supply customer selected paint, Paint all the doors, baseboards and frames Provide and Install an 80"x 72" glass window opening in the conference room Remove existing and Supply and Install customer selected NEW track lighting fixtures and and/ or NEW lights to existing. Patch the holes on the entrance doors and clean the metal frames Supply and Install Wallpaper(TBD) on walls selected by customer Customer is to pay a he permit fees required,-As per agreed customer will provide a CC to pay for the fees. Customer: - t�5 , -- ^� 50%Paid Date: Date Signed'.- CA Balance Paid Date: Change Order Date: Change Order$: W E •Q m CL O �O C O O . ai U TO p o 0 W o _0 0 U U N E O i cc (3) p = > Z IL U Q ee Ln 'L cc� G a �o 'on Cf) a� O cc O O C CO 0 cmO 3 � o CZ CO 3 N cz N c cz c� Q L.L L L ob }, � E N CZo (� N CZ CIOLL_ _ cn � L) at i z waJ 4�w� amxt n m 4��9 m 8 A tt 76 LU CL ng Add t�3 00 51m plU ! � dnU' � II'1 '4f �F �+ k gig- LU n icw � r rvms Ya�r,n (O ���fl�i� �� txro der Gvi a � Q �dr �w�ar ta�uta 1 a � * - v4 ��a xT uj c� a "1.m tl "j ig ar'P ¢j v nom' =vm 'P� w to I mp CL 3 � -._ _ -- urikn a�R1✓,*a��"� �4�s�YGai �". ytl iNj 'NI -p� F �fM xW Mph N .) 11 � gym ' ' W � �`w � � a � « r{ 1a a1��rf-*�r�r�.� 'e��9�'�,p���4ti •U J a W F- a W c� a z 4- 0 a, C. E m x LU IT Y toll { r d o at m m x zo x O L a CL E N cr _M a N L aj to .L w O U T C t N L O cU G Z . ' IXCS O WA Ula LU otiMm NAM owl OSALim �i t +1 CL C/) ' U Q) win ca +r � c - w 0 C r4 ItOD Z is BOYN wasuBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 CONSENT AGENDA AGENDAITEM: 10.F. SUBJECT: Approval of Commercial Rent Reimbursement Grant Program in the amount of $13,500 for J MM Services, LLC located in Ocean Plaza at 640 E. Ocean Avenue, Unit 15 SUMMARY: The CRA's Commercial Rent Reimbursement Grant Program provides qualified new or expanding businesses located within the CRA District boundaries with rent payment assistance for a maximum period of 12 months. Due to the affects of COVI D-19, CRA staff is requesting an extension of the Rent Reimbursement Program to new businesses from 12 months to 18 months. CRA staff has received a complete grant application from JMM Services, LLC located in Ocean Plaza at 640 E. Ocean Avenue, Unit 15, Boynton Beach, FL 33435 (see Attachments I - II). JMM represents manufacturers and private product label owners. They are committed to providing comprehensive solutions for product development and FDA regulatory assistance. With over 15 years of experience helping businesses develop their brand globally, they are excited to make Boynton Beach their home. As a professional office, JMM Services, LLC will be employing approximately 2 full-time employees. Under the terms of their Landlord-Tenant Lease Agreement, the base rent required to be paid by the applicant is $1,500 per month (see Attachment I11). JMM Services, LLC qualifies as a Tier I I business (as specified in the grant application) and would receive reimbursement for one-half of their monthly rent amount or maximum grant amount of $1,250 per month for a 18 month period, whichever is less. If approved, JMM Services, LLC would be reimbursed in the amount of$750/month for a period of 18 months or a total grant amount of $13,500 during its first year and a half of business. Grant reimbursements to the approved applicant occur on a quarterly basis with proof of rent payments. FISCAL IMPACT: FY 2019 -2020 Budget, Project Fund, Line Item 02-58400-444, $13,500 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Rent Reimbursement Grant in the amount not to exceed $13,500 to JMM Services, LLC located in Ocean Plaza at 640 E. Ocean Avenue, Unit 15, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I -Commercial Rent Reimbursement Grant D Attachment II - Location Map D Attachment III - Lease I , BOYNTON ,, H ` C RA moomBEAC C0C.1WVUNr REDEVELOPMENT AGENCY October 1, 2019 — September 30, 2020 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL RENT REIMBURSEMENT GRANT PROGRAM Program Rules and Regulations The Commercial Rent Reimbursement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the "CRA") Area. The program is designed to provide financial assistance to new and existing businesses in the form of rent reimbursement intended to help businesses during the critical first year of operation. The CRA reserves the right to approve or deny any Commercial Rent Reimbursement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the CRA Area. The receipt of past payments is not a guarantee of future payments. For purposes of this application, the term "new business" means a company in operation for less than six months or relocating to Boynton Beach. The term "existing business" means a company that has been in operation within the CRA Area for a minimum of two years at the time of application and has at least two years remaining on its existing lease. The Boynton Beach CRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced by the CRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Ini*1 `,1 Page 1 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561) 737-3258 www.catchboynton.com Incentive Funding The Commercial Rent Reimbursement Grant Program offers financial assistance through a reimbursable grant in the form of a quarterly rent reimbursement. New businesses are eligible to apply for assistance for up to six months from the issuance of the City of Boynton Beach Business Tax Receipt. Rent Reimbursements will not be paid until all construction has ended, permits are closed out, City and County licenses are obtained, and the business is open for operation under a Temporary Certificate of Occupancy (TCO) or a Certificate of Occupancy (CO). For businesses that do not require any construction work, rent reimbursements will not be paid until City and County licenses are obtained and the business is open for operation. On a quarterly basis, the CRA will issue reimbursement directly to the applicant. Reimbursement is for the monthly rent payment made to the landlord, and is dependent upon receipt of verification that the payment has been cleared by the bank. The responsibility for all rental payments is between the parties to the lease, (the tenant and the landlord). As grantor, the CRA does not bear or accept any responsibility for payment of rent at any time, or for penalties incurred for the late arrival of payments by any party. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com. r InitialS Page 2 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561) 737-3258 www.catchboynton.com Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be a new business, or an existing business that is expanding in size. • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the CRA Area (see attached map). • Must provide proof that the business is properly licensed by all necessary levels of government and professional associations or agencies (copies of city and county licenses or receipts that the licenses have been applied for). • Non-profit and residentially zoned properties are NOT eligible. • An existing business must expand to occupy more than 50% of its current square footage size. Verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the CRA Board if the tenant is losing their current space due to redevelopment of the site. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the CRA Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • Applicant must have an executed multi-year lease with at least two years remaining on the lease. • Proposed leases must be executed within 30 days of CRA Board approval or the grant award is terminated. • The Commercial Rent Reimbursement Grant Program may only be used one time by any one specific business entity or business owner. • Grantees shall allow the CRA the rights and use of photos and project application materials. Initials Page 3 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561)737-3258 www.catchboynton.com Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Rent Reimbursement Grant Program: • Firearm Sales/Shooting Range • Convenience Store • Religion-Affiliated Retail Stores • Churches/places of worship • Non-profit organizations • Take-out Foods • Check Cashing Stores • Tattoo Shops / Body Piercing / • Kava Tea Bars Body Art Shops • Adult Entertainment • Liquor Stores • Adult Arcades • Vapor Cigarette, E Cigarette Stores • Alcohol and/or Drug Rehabilitation • Pawn Shops Centers/Housing • Medical Research Centers/Housing • Any other use that the CRA staff or • Massage/Personal Services CRA Board determine will not support the redevelopment of the CRA Area Grant Terms and Conditions This grant is divided into two tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. Grant funding amounts will be based on the applicant's project budget specified at the time of CRA Board approval. Tier One Business Tier One Businesses are eligible for reimbursement for up to half(50%) of the business's base monthly rent or$1,750 per month, whichever is less (maximum amount of the grant is $21,000, distributed in four quarterly payments). Tier One Businesses must be one of the following types of businesses: • Restaurant • Bakery • Gourmet Food Market Initials Page 4 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561) 737-3258 www.catchboynton.com Tier Two Business Tier Two Businesses are eligible for reimbursement for up to half(50%) of the business's base monthly rent or $1,250 per month, whichever is less (maximum amount of the grant is $15,000, distributed in four quarterly payments. Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Home Decor/Design — home • Clothing Boutique — clothing, furnishings, art galleries, kitchen shoes & accessories wares • Law Offices • Accounting Offices • Hair/Nail Salons (no more than 2 • Real Estate Offices approvals per fiscal year) • Bed and Breakfasts . Medical Offices • Marketing Offices • Insurance Offices • Fitness Centers • Florists (no more than 2 approvals • Specialty Businesses — stationary, per fiscal year) gifts, sporting goods Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on the lease. The commercial lease must define the landlord-tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. Initials Page 5 of 15 Rent ReimbursementF 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561) 737-3258 www.catchboynton.com For purposes of this paragraph, the term "subject property" means the leased premises of the grant recipient, for which the applicant or grant recipient is seeking rental reimbursement, or any part thereof. Grant recipients are prohibited from subletting the subject property. If a grant recipient sublets the property, the grant recipient will be required to repay the CRA for all grant money received up to that point and will not be eligible to receive any further grant funding. For purposes of this grant, the CRA considers the following to be subletting: A) executing a sublease, assignment, or similar agreement with an entity that is not the grant recipient; B) allowing the subject property to be occupied by any business entity in which the grant recipient is not listed as the registered agent, owner, officer or director of said business, or assisting such a business in so doing; C) allowing or assisting a business entity other than the grant recipient to list its place of business as the subject property; or D) allowing or assisting a business entity other than the grant recipient to obtain a business tax license from the City of Boynton Beach for the subject property. The fact that a business entity other than the grant recipient occupies the subject property, lists its place of business as the subject property, obtains a business tax license for the subject property, or similarly appears to use the subject property is sufficient evidence that the grant recipient has allowed or assisted such other business entity to do so and is grounds for termination of any further grant payments and seeking reimbursement for previously paid grant payments. However, it shall not be considered a prohibited subleasing when the business purpose of the applicant is to provide a space for aspiring businesses, such as when the applicant is a business incubator, commissary kitchen, or business that provides co-op workspace. The CRA will determine whether a certain applicant fits into the exception described in this paragraph on a case-by-case basis. Application Process Applications can be obtained from the CRA office located at 710 North Federal Highway, Boynton Beach, FL 33435 or downloaded from www.catchboynton.com. All applicants are required to meet with CRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the CRA office. Initial Page 6 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737 -3256 Fax: (561)737-3258 www.catchboynton.com Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the CRA Board. Applicants must submit an original, "hard copy" application with all materials to the CRA for review and approval by the CRA Board. Applicants will be considered on a first-come, first served basis. Application packets must include the following documentation: 1. A non-refundable fee of$100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 2. Resume for each principal/owner of the business. 421 3. Copy of the corporate documents for the applying business entity.` A. Copy of City and County Business Licenses (Business Tax Receipt).. 5. Copy of executed multi-year commercial lease agreement.. 6. Two years of corporate tax returns (for existing businesses only) 7. Two years of personal tax returns for the principal/owners of a new business. %8. List of jobs to be created and filled including job descriptions, pay range and weekly, schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 9. If applicant is an existing business expanding to occupy more than 50% of its current square footage size, verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the CRA Board if the tenant is losing their current space due to redevelopment of the site. 10.Completed and signed application (attached). 11.Authorization to perform credit check for the business and each principal/owner of the business (attached). 12.W9 Form (attached). Approval of Funding Request All re uired application documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. CRA staff will review the application to evaluate whether the applicant is eligible for reimbursement. If it meets these requirements, CRA staff will present the funding request to the CRA Board for review and potential approval. h�F5 h4 1 Initials Page 7 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561) 737-3258 www.catchboynton.com The CRA Board meets on the second Tuesday of each month. The schedule for CRA Board meetings can be obtained at www.catchboynton.com. Applicants will be notified of the date and time that their applications will be considered by the CRA Board. The CRA recommends that applicants attend the CRA Board meeting during which the Board will consider their applications in order to answer any questions the CRA Board may have regarding their applications. CRA staff will notify the applicant of the CRA Board's approval or denial in writing. Site Visits CRA may conduct a site visit prior to transmitting the application to the CRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Reimbursement Quarterly rent reimbursement payments will be provided to the grant recipient beginning the first month the business is open for operation subsequent to CRA Board approval. A maximum of 12 consecutive monthly rent payments are eligible to be reimbursed to the approved applicant. Reimbursement will occur on a quarterly basis. Following the initial Reimbursement Request, each reimbursement request shall be made within 30 days of the start of the next quarter beginning on January 1St, April 1St, July 1St and October 1St Months Eligible for Reimbursement Deadline to Submit for Reimbursement • October, November, December • January 30th • January, February, March . April 30th • April, May, June • July 30th • July, August, September . October 30th �t Initials 4 Page 8 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737-3258 www.catchboynton.com In order to receive quarterly rent reimbursement the grant applicant must submit the following: 1. Written request for reimbursement. 2. Proof of rent payments (i.e., copies of the front and back of cancelled checks for that quarter's reimbursement or proof of direct deposit). If applicant does not submit its uarterl reimbursement request within 30 days following the end of the quarter in which applicant is re uestin= reimbursement, applicant forfeits that quarter's reimbursement. Discontinuation of Payment The receipt of past payments does not guarantee future payments. The CRA retains the right to discontinue rent reimbursement payments at any time at its sole and absolute discretion. SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING It is the responsibility of the applicant to READ AND UNDERSTANDall aspects of the Grant Program's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the property. Nor shall issuance of a grant result in any obligation on the part of the CRA to any third party. The CRA is not required to verify that entities that have contracted with the applicant or applicant's landlord have been paid in full, or that such entities have paid any subcontractors in full. Applicant's submittal of verification that monthly rental payments have been cleared by the bank warranty is sufficient assurance for the CRA to award grant funding. Initial k;r' Page 9 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561)737-3258 www.catchboynton.com BOYNTON ' BEACH CRA 0'30AM fit REDEVELOPMENT AGENCY APPLICANT INFORMATION BUSINESS INFORMATION: Business Named/b/a if applicable): � pp :) Current Business Address: Fed ID#: Business Phone Number: 15& 1 14 4Ve e Fax: Website: Existing Business: Yes No Number of years in existence: 15 Time at Current Location: New Business to Boynton Beach: Yes_ No _ Do you have an executed lease agreement: Yes No If so, monthly base rent: 11500 New Business Address: Square footage of current location: Square footage of new location: Type of Business: Number of Employees: Hours of Operation: Page 10 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561)737-3258 www.catchboynton.com BOYNTON ' A, womBEACH CR/110111-1 COMUMUNPIN, AGENCY APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: Date of Birth: Email Residential Address: 47 Cell Phone Number: " 2. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 3. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 4. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: Page 11 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561) 737-3258 www.catchboynton.com BOYNTON rINUMBEACH ', m � a APPLICANT INFORMATION Are you applying for grant assistant under any other program offered by the CRA? Yes No If yes, what additional programs are you applying for: Are you receiving grant assistance under any other governmental agencies: Yes_ No If yes, list any additional grant sources and amounts: LANDLORD INFORMATION: Landlord Name: - Landlord's Mailing Address: . . Landlord's Phone Number: CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Rent Reimbursement Grant Program, and it is true and complete to the best of my knowledge and belief. further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Page 12 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737 -3256 Fax: (561) 737 -3258 www.catchboynton.com BOYNTON ' g Rwift, RA BEACH C ) U a ma- REDEVELOPMENT AGENCY Cn g APPLICANT INFORMATION Community Redevelopment Agency Commercial Rent Reimbursement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. I understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer furthering the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in my application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the Boynton Beach Community Redevelopment Agency to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the Boynton Beach Community Redevelopment Agency or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. Page 13 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737 -3258 www.catchboynton.com i BOYNTO e 111CRA BEACH ' wa AGENCY /APPLICANT INFORMATION APPLICANT SIGNATU l 1. Principal ner's Si a r ;" Date Printed Name Title 2. Principal/O per's Signature Date Printed Name Title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF 7E,2LI, -Pr _COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, ersonally appeared "" L.,L _ who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in thq State and County aforesaid on this Q Ll day of ' y T'ARY M, mmission Expires *E1 Bonnie Nickliien NOTARY PUBLIC Page 14 of 15 STATE OF FLORIDA Comm#GG108394 Rent Reimbursement Expires 5/25/2021 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737 -3256 Fax: (561)737-3258 www.catchboynton.com �. BOYNTON :! da"BEACH (% .� LANLORD INFORMATION LANDLORD SIGNATURES: Landlo d's Signat r a Date Printed Name Title 2. Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures -Multiple notary pages may be used if signing individually STATE OF COUNTY OF ' . - ' BEFORE ME, an officer Iy authorized by law to administer oaths and take acknowledrments, personally appeared who is/ar personally kno In to me or produced as id" ion, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and 6fficial sea in the State and County aforesaid on this of II 20 s `�� w '• ��,hy� NOTA 'Y LIC • off, My`gypion Expires: $ • NNW" ••.;wa„y 5..� �`` Page 15 of 15 �����i ••STA��` '�`�\, Rent Reimbursement 710 North Federal Highwla�y� oynton Beach, FL 33435-Phone: (561) 737 -3256 Fax: (561) 737 -3258 www.catchboynton.com 7/7/2020 PAPA Maps DOROTHYJACKS i"i(� isi,t}.h}iA���t�!{��tzii� t`It ,; t,i St,i�.- 2�a{)1�i�{J V ,>.n,�:-: —�. r� 1 , 4115 �{`� � »��,1<S s�ti{t '�}" tr,''�4,t1 It � `� I � 1 � 115 t �t;��A�srjS ����,v{t� 1�•ii�it� , j�1#�iSJli����\« -,�, �) � �, {lst .. S t,,t ��l�tl #�41��isjx � t iS tllr, 4 �V (int' i� I Search by Owner,Address or Parcel �j V��tl {" � {,r tsl� �5{t11i ��' �t>�(}`�51� v � �T, to � IV'� if ��Nr a View Prty R Ne s _ Owners ' FOUR SONS PLAZA 640 LLC 3 Property Detail Location 640 E OCEAN AVE i Mi.micipaN4, BOYNTON BEACH Parcel o, 08434527040000560 h� Subdivisicm, LAWNS Book 27168 Pae 964 f Sale Date NOV-2014 k 3613 5 MILITARY TRL lWalling q , Addiess LAKE WORTH FL 33463 8733 tUse Type 1 100-STORES Twal 17204 t 1 Sales Information . k Sales Date Price c� s NOV-2014 2000000 JAN-2002 787500 JAN-2002 10 JAN-1975 18000 Appraisals Tax Year 2019 mprovententValue $1,523,789 I Land Value $738,375 i Total Market Value $2,262,164 i All values are as of January 1 st each year Assessed/Taxable values Tax Year 2019 Assessed Valum $2,262,164 Taxable Valum $2,262,164 Taxes Tax Year 2019 Ad Valore,,n $48,884 Non Ad Valore,,n $9,917 l tal tax $58,801 https://maps.co.palm-beach.fl.us/cwgis/papa.htmI?qvalue=08434527040000560 1/1 �B THIS LEASE AGREEMENT' jade and entered into this d of � , �bY and between Four Sons Plaza LLC or it's successors, hereinafter referred t as Landlord, whose address is PO BOX 211685, Royal Palm Beach, Florida 33421 and hereinafter referred to as Tenant, whose address is Florida d6L WITNESSETH : FOR VALUE RECEIVED, it is hereby agreed that: PREMISES 1.. The Landlord, by these presents does hereby lease and rent unto the said Tenant, and said Tenant hereby agrees to- lease and take upon the terms and conditions which hereinafter appear, the following described property: n /�,'?`, hereinafter called ed the D mised Premises or Leased Premises. Said mised Premises being a art of r r located in Palm Beach County, n.. _. Florida. The Tenant agrees that at all times during the term of this Lease it shall, at i s own cost and expense: (a) Obtain and maintain in effect all permits and licenses necessary for the operation of Tenant's business as herein provided. (b) Comply with all rules and regulations for the use and occupancy of the Shopping Center/Office as Landlord, in its sole discretion, from time to time promulgates for the best interests of the Shopping Center/Office. Landlord shall have no liability for violation by any other tepant of the Shopping Center/Office of any rules or regulations nor shall such violation or the wai'@!!hereof excuse Tenant from compliance. (c) Be responsible for and shall pay before delinquency all municipal, county or state taxes assessed during the term of this Lease against any leasehold interest or property of any kind owned by or placed in, upon or about the Leased Premises by the Tenant. (d .Msi. her encumber nor obstruct the sidewalks adjoining said premises nor allow the same t&tbee'obslyructed or encumbered in any manner, and keep said sidewalks free of rubbish and dirt The Tenant shall not place or cause to be placed any merchandise, vending machines, or anything on the sidewalk or exterior of premises without written consent of the Landlord. � CyCx' 4llGl4d� 641- TERM 2. (a) The term of this Lease shall be for t (a) years commencing on the "Commencement Date" which shall be -T 2,C2,4 If the Commencement Date does not occur on the first day of a month, the Tenant shall pay rent for the fractional month on a per diem basis ca lculated on the basis of a 30-day month until the first day of the month when the term hereunder commences; and thereafter the minimum rent shall be paid in equal installments on the first day of each and every month in advance. Each of the parties hereto agrees that, upon the Commencement Date of this Lease or from I Each of the parties hereto ,^sees that, upon the Commencement" -jte of this Lease or from time to time thereafter, ul. . the reasonable request of the other party, it will execute and deliver such further instruments as may be appropriate setting forth the date of commencement and the date of expiration of the terms of this Lease. (b) In the event Tenant receives notice that the Leased Premises are ready for occupancy as herein defined and fails to take possession and to open the Leased Premises for business fully fixtured, stocked and staffed within the time herein provided, then the Landlord shall have, in addition to any and all remedies herein provided, the right at it's option to collect not only the minimum rental per day for each and every day that the Tenant shall fail to commence to do business as herein provided. RENTAL 3. a) Beginning with the "Commencement Date" as herein above provided and through- out the term hereof, Tenant agrees to pay to Landlord, or it's agents, at the address first above written, or at any other place designated by Landlord in writing, a monthly rental of C°mc: +� Drib - ) Dollars* in advance on the first day of each month. (see Paragraph 36) As security for the faithful performance by Tenant of all the terms and conditions upon the Tenant's part to be, performed, Tenant has this day deposited with Landlord the sum f'!i/e, hi/ _) Dollars* which shall be returned to Tenant, without interest, on the day set forth for the expiration of the term herein notwithstanding this Lease may be sooner terminated; provided, however, that Tenant has fully and faithfully carried out all of the terms, covenants and conditions on it's part to be performed. Landlord shall have the right to apply any part of said deposit to cure any default of Tenant and if Landlord does so, Tenant shall, upon demand, deposit with Landlord the amount applied so that Landlord shall have the full deposit on hand at all times during the term of this Lease. Tenant's failure to make such deposit within five (5) days after demand by Landlord shall, at the option of the Landlord, constitute a breach of this Lease. (b) Taxes. Tenant pay as additional rent, within ten (10) days after demand is made by Landlord, it's proportionate share of all real property taxes levied or assessed against the land and improvements in the Shopping Center/Office for any calendar year during the term of this Lease. Tenant shall pay as additional rent within the time limit stated above, any and all assessments and/or taxes levied against Landlord for any reason whatsoever, by any municipal or governmental agency, as a direct result of the operation and existence of Tenant's business. The proportion to be paid is based upon the ratio of the square feet of the r Leased Premises to the total square feet of leasable building space in the Shopping Center/Office. Tenant shall pay all assessments and all taxes levied on it's own personal property. Tenant shall further pay any tax that may be levied or assessed upon the rent reserved thereunder by any governmental authority acting under any present or future laws as a substitute in whole or in part for any real estate taxes. (see Paragraph 37 regarding payment of estimated amount on a monthly basis). (c) Tenant agrees to pay to Landlord, as additional rental, in the same manner as set forth in Subparagraph B hereof, it's proportionate share of all liability, fire and extended coverage insurance determined by Landlord to be required or beneficial to Landlord or Tenant in connection with the buildings. * see page Za attached hereto and made a part hereof 2 nt To Bet' 'I'ro-Rata Share of Sho each lease year nor partiai lease r,e yeaas defined herein, ire Operating_Costs. In nt will pay to Landlord, in addition to all other rentals specified in this Article 3, as further additional rent, a portion of the "Shopping Center/Office Operating Cost", as.defined below calculated by multiplying the total Shopping Center/Office Operating Cost by a fraction, the numerator of which shall be the number of square feet contained in the Leased Premises, and the denominator of which shall be the aggregate number of square feet of leasable building space in the Shopping Center/Office. Such payment shall be made as provided hereinafter. Landlord shall operate, maintain and repair the Common Areas in such manner as Landlord shall, in its sole discretion determine. For these services Tenant shall pay as additional rent it's proportionate share of the "Shopping Center/Office Operating Cost" from and after the Commencement Date and continuing during the term, of this Lease, including any period during which Tenant shall transact business in the Leased Premises prior to the Commencement Date of the term of this Lease. For the purposes of this Article, the term"Shopping Center/Office Operating Cost" shall include but not be limited to, the costs and expenses of the following subsections (1) through (10) are for definition only and are not to be constructed to as to impose any obligations on Landlord: (1) garbage and trash removal; maintenance, repair and replacement of all parking lot surfaces, service areas and courts, including cleaning, sweeping, painting, striping and repaving; maintenance, repair and replacement of sidewalks, curbs, guardrails, bumpers, fences, screens, flagpoles, bicycle racks, Shopping Center/Office identification signs, directional signs, traffic signals, and other traffic markers and signs; (2) maintenance, repair and replacement of the (1) storm and sanitary drainage systems, including disposal plants and life stations and retention ponds or basins; (ii) irrigation systems; (iii) electrical, gas, water and telephone systems; (iv) lighting systems including bulbs, poles and fixtures; (v) emergency water and sprinkler systems; (vi) other utility systems (vii) heating, ventilating and air conditioning systems; and (viii) security systems, including any utility charges in connection with any of the foregoing systems; (3) and interior and exterior planting, replanting and replacing of flowers, shrubbery, plants, trees other landscaping; (4) maintenance, repair, replacement and substitution of and for all portions of the stores, both interior and exterior, in the Shopping Center/Office excluding the Leased Premises and premises leased to other. tenants, including, but not limited to, floors, floor coverings, ceilings, walls, roofs and roof flashings, canopies, skylights, signs, planters, benches, fountains, elevators, escalators and stairs, fire exits, doors and hardware, windows, glass and glazing; (5) premiums or contributions for insurance, including, without limitation, liability insurance for personal injury, death and property damage; insurance against liability for defamation and claims of false arrest occurring in and about the Common Areas; workmen's compensation; broad form and peril insurance covering the Common Areas in .the Shopping Center/Office which may include flood insurance, earthquake insurance, boiler insurance and/or rent insurance as is commonly provided in an All-Risk type policy for the purposes of the provision of subsection (5), Common Area shall be deemed to include the Leased Premises and premises leased to other tenants; (6) real estate taxes as defined in Section 3(b) of this Lease imposed upon the Landlord and buildings for any calendar year during the term of this Lease; (7) maintenance, repair and acquisition costs rental fees and/or purchase price or in lieu of purchase price, the annual depreciation allocable thereto of all security devises, machinery and equipment used in the operation and maintenance of the Common Areas, and all personal property taxes and other charges incurred in connection with such security 3 devices, machinery and et ment; (8) all license and permit fees, and all parking surcharges that may result from any environmental or other laws, rules, regulations, guidelines or orders; the cost of obtaining and operating public transportation or shuttle bus systems as used in connection with bringing customers to the Shopping Center/Office or if required by any environmental or other laws, rules, regulations, guidelines or orders; (9) installation and operation of music program service and loudspeaker systems; (10) personnel, if any, including, without limitation, security and maintenance people on the Shopping Center/Office, the Shopping Center/Office manager and assistant Shopping Center/Office manager, or a management fee in lieu thereof, secretaries and Shopping Center/Office management bookkeepers including, without limitation, the payroll taxes and employee benefits of such personnel; and (11) Landlord's administrative overhead in an amount equal of ten (10%) percent of the total Shopping Center/Office Operating Cost. Not withstanding the foregoing provisions, Shopping Center/Office Operating Cost shall not include: (i) depreciation other than depreciation as above specified; (iii) costs of repairing and replacing to the extent that proceeds of insurance or condemnation awards are received therefore; (iii) costs of a capital nature to the extent they improve the Common Areas to beyond their original condition or utility as they may be made from time to time by Landlord; (iv) costs incurred by Landlord in the construction of the Shopping Center/Office and Landlord's work in the Leased Premises; (v) the cost to Landlord of readying other tenant space for occupancy. Landlord shall estimate the proportion of the Shopping Center/Office Operating costs attributable to Tenant and Tenant shall pay one-twelfth (1/12) thereof monthly in advance, together with the payment of Fixed Minimum Annual Rental. After the end of each calendar year, Landlord shall furnish Tenant a statement of the actual Shopping Center/Office Operating Cost and there shall be an adjustment between Landlord and Tenant, with payment to or repayment by Landlord, as the case may require, to the end that Landlord shall receive the entire amount of Tenant's annual share for such period. If the Commencement Date occurs in the calendar year during which the Shopping Center/Office initially opens for business, then the Shopping Center/Office Operating costs for such partial calendar year shall be reduced by a fraction, the numerator of which shall be the number of days from the Commencement Date through the following December 31st and the denominator of which shall be the number of days from the date the Shopping Center/Office opened for business through the following December 31st. Tenant's obligations with respect tb payments due during the term of this Lease pursuant to this Article shall survive the expiration or termination of this Lease. (e) Additional Ren . Any and all sums of money or charges required to be paid by Tenant under this Lease, whether or not the same be so designated, shall be considered additional rent". If such amounts or charges are not paid at the time provided in this Lease, they shall nevertheless, be collectible as additional rent with the next installment of Minimum Annual Rent thereafter falling due hereunder, but nothing herein contained shall be deemed to suspend or delay the payment of any amount of money or charges as the same becomes due and payable hereunder, or limit any other remedy of the Landlord. (f) Tenant shall pay to Landlord, in addition to and along with any and all rental 4 otherwise payable hereu ir, any excise, transaction, sales, G. ,privilege taxes, other than income and estate taxes, now or hereinafter imposed by any government or governmental agency upon Landlord and attributable to or measured by rent or other charges or prorations payable by Tenant hereunder. (g) In the event Tenant is late in the payment of rent or other sums of money required to be paid under this Lease, Tenant agrees to pay to Landlord a late charge of five cents for each dollar of each payment five days or more in arrears. Said payment shall be to cover extra expenses incurred by Landlord in handling delinquent payments. In addition to the late charge referred to above, any and all payments in arrears for more than fifteen (15) days shall bear interest, payable as rent to Landlord at the highest interest rate the Landlord is allowed to charge under applicable law; provided, however, that said interest rate shall in no event exceed fifteen (15%) percent per annum. The provisions of this Section are available to Landlord in the event of Tenant's default as provided for under this Lease. TENANT IMPROVEMENTS 4. Tenant accepts the Leased Premises on an,"as-is" basis. Tenant shall, at Tenant's expense, complete all necessary Tenant improvements so as to complete construction of he Leased Premises as a completed unit, in a good and workmanlike manner, and in compliance with all rules, regulations and ordinances of any governmental agency or department having jurisdiction. All plans and specifications for Tenant improvements shall be subject to approval by Landlord, which approval shall not be unreasonably withheld. SITE PLAN 5. The purpose of the site plan attached hereto as Exhibit "A" is to show the approximate location of the Leased Premises. Landlord reserves the right at any time to relocate the various buildings, automobile parking areas, and other common areas as shown on said site plan. Notations and designations found thereon are intended only for the convenience of the Landlord and in no way define, limit, construe or describe the scope or extent or in any way affect this Lease. FIXTURES 6. All fixtures installed by Tenant shall be new or reasonably reconditioned. Tenant shall not make or cause to be made any alterations, additions, or improvements, or install or cause to be installed any trade fixtures, exterior signs, floor covering, interior or exterior lighting, plumbing fixtures, shades or awnings, or make any changes to the storefront without first obtaining Landlord' written approval and consent, not to be unreasonably withheld. Tenant shall present to the Landlord plans and specifications for such work. at the time approval is sought. All alterations, decorations, additions or improvements made,by the Tenant, or made by the Landlord on the Tenant's behalf by agreement under the Lease, shall remain the property of the Tenant for the term of the Lease or any extension or renewal thereof. The Tenant shall at all times maintain fire insurance with extended coverage naming the Landlord as an additional insured and the Tenant, in an amount adequate to cover the cost of replacement of all alterations, decorations, additions or improvements n the event of fire or extended coverage loss. Tenant shall deliver to the Landlord certificates of such fire insurance policies which shall contain a clause requiring the insurer to give Landlord ten days' notice of cancellation of such policies. Such alterations, decorations, additions and improvements shall not be removed from the premises without prior consent in writing from the Landlord. 5 i If after default in paymen ` rent or violation of an other provisil, , of this Lease, or upon the expiration of this Lease, the Tenant moves out or is dispossessed and fails to remove any trade fixtures, signs or other property prior to such said default, removal, expiration of lease, or prior to the issuance of final order or execution of warrant, then and in that event, the said fixtures, signs and property shall be deemed abandoned by Tenant and shall become the property of the Landlord, or Landlord may notify Tenant to remove same at Tenant's own cost and expense, and upon the failure of Tenant to do so, Landlord may, in addition to any other remedies available to it, remove said property as the duly authorized agent of Tenant, at Tenant's expense. ALTERATIONS 7. (a). Tenant may, at it's expense, make such alterations and improvements to the Demised Premises and install interior partitions as it may require, provided the written approval of the Landlord, such approval shall not be unreasonably withheld, be first obtained and that such improvements and alterations are done in a workmanlike manner in keeping with all building codes and regulations and in no way harm the structure of the Demised Premises, provided that at the expiration of this Lease or any extension thereof, Tenant, at it's expense, restores the within Demised Premises to it's original condition and repairs any damage to the premises resulting from the installation or removal of such partitions, fixtures, or equipment as may have been installed by Tenant, if requested to do so by Landlord The Landlord shall not be liable for any labor or materials furnished or to be furnished to the Tenant upon credit, and no mechanic's or other lien for any such labor or materials shall attached to or effect the reversion or other estate or interest of the Landlord in and to the leased property, based upon any act or interest of the Tenant or of anyone claiming through the Tenant, or if any security agreement shall have been filed for or effecting any materials, machinery, or fixtures used thereto by the Tenant, the Tenant shalt immediately take such action by bonding, deposit or payment as will remove the lien or security agreement. If the Tenant has not removed the lien within ten days after notice to the Tenant, the Landlord may pay the amount of such mechanic's lien or security agreement or discharge the same by deposit, and the amount so paid or deposited, with interest thereon, shall be .deemed additional rent reserved under this Lease, and shall be payable forthwith with interest at the highest legal rate from the date of such advance, and with the same remedies to the Landlord as in the case of default in the payment of rent as herein provided. (b). Tenant shall at all times keep the Leased Premises including maintenance of exterior entrances, all glass and window moldings, and all partitions, equipment and a doors, fixtures, appurtenances thereof including lighting, heating and plumbing fixtures, escalators, elevators, and any air conditioning system in good order, condition and repair including reasonably periodic painting as determined by Landlord, except for structural portions of the premises which shall be maintained by Landlord, but if Landlord is required to make repairs to structural portions by reason of the acts or omissions of Tenant, it's agents, employees or invitees, Landlord may add the cost of such repairs to the rent which shall thereafter become due. LANDLORD/TENANT RESPONSIBILITIES TO PREMISES S. Landlord gives to Tenant exclusive control of premises and shall be under no obligation to inspect said premises. Tenant shall at once report in writing to Landlord any defective condition known to him which Landlord is required to repair, and failure to so report such defects shall make Tenant responsible to Landlord for any liability incurred by Landlord by reason of such defect. Notwithstanding any provision in this Lease to the contrary, Landlord shall not be responsible or liable to Tenant for any injury or damage from acts or omissions of persons occupying the property adjoining the Leased Premises or any part of the building of which the Leased 6 p} P k Premises is a part, or for injury or damage resulting to the 1 .int, or its property, from bursting, stoppage, or leaking of water, gas, sewer, or steam pipes or from any structural defect in the roof, exterior walls or the like. Except as caused by whole or in part by the actions or inactions of Landlord. USE g. a Premises shall be used for `�° ' "" and n other without the O prior written consent of Landlord. Premises shall not be used for any illegal purposes, nor in any manner to create any nuisance or trespass, nor in any manner to vitiate the insurance or increase the rate of Insurance on premises, and subject to right of other Tenant's issues. (b) Tenant shall operate 100% of the Leased Premises during the entire term of this Lease with due diligence and efficiency se as te pr-eduee ail ef the gress sales which may be , unless prevented from doing so by causes beyond Tenant's control. Tenant shall conduct it's business in the Leased Premises during the regular customary days and hours for such type of business in the city or trade area in which the Shopping Center/Office is located and will keep the Leased Premises open for business during the same days, nights and hours as the majority of the chains and department stores located in the Shopping Center/Office. (c) During the term of this Lease Tenant shall not directly or indirectly engage in any similar or competing business within a radius of three miles from the outside boundary of the Shopping Center/Office. Tenant shall not perform any acts or carry on any practices which may injure the building or be a nuisance or menace to other tenants in the Shopping Center/Office. (d) Tenant will not at any time use or occupy the Demised Premises in violation of the certificate of occupancy issued for the building of which the Demised Premises form a part. If any governmental license or permit shall be required for the proper and lawful conduct of Tenant's business or other activity carried on in the Leased Premises or if failure to procure such license or permit might or would, in any way, affect Landlord, the Shopping Center/Office or the Leased Premises, then Tenant, at Tenant's expense, shall, at all times, comply with the requirements of each such license or permit. Tenant shall promptly comply with all laws and ordinances and lawful orders and regulations affecting the premises hereby leased and the cleanliness, safety, occupancy and use of same, including, without limitation, any zoning laws and ordinances affecting the Premises. (e) Tenant, at Tenant's sole cost and expense, shall promptly comply with all laws and ordinances and lawful orders and regulations affecting the Leased Premises and the cleanliness, safety, occupancy, alteration and use of same, including, but not limited to, the Americans with Disabilities Act of 1990 ("ADA"), as more fully set forth below, and the Clean Air Act. Tenant, at its sole cost and expense, shall be responsible for complying with all applicable provisions of the ADA relating to: (A) the physical condition of the Leased Premises; (B) Tenant's policies.and the operation of its business in or from the Leased Premises; and (C) Tenant's employment and employment related practices. Landlord shall have no responsibility whatsoever for compliance with the ADA within the Leased Premises. Tenant shall indemnify, defend and hold harmless, Landlord from and against any and all claims, actions, damages, liability, cost and expense, including attorney fees, in connection with or resulting from compliance or noncompliance with the ADA relating to those matters described in Sub-parts (A), (B), and (C) above. (f) Tenant agrees that Landlord shall have the right to prohibit the continued use by Tenant of any unethical or unfair method of business operation, advertising or interior display, if, in Landlord's opinion, the continued use thereof would impair the reputation of the Shopping Center/Office as a desirable place to shop or is otherwise out of harmony with the general character thereof, and upon notice from Landlord, Tenant shall forthwith refrain from 7 or discontinue such activi' ;. CONDITIONS TO GRANT 10. The provisions against subletting elsewhere contained in this Lease shall not prohibit Tenant from granting concessions for the operation of one or more departments of the business which Tenant is permitted by this Lease to conduct in or upon the Leased Premises; provided, however, that (a) each such concession may be granted only upon receipt by Tenant of the written consent of the Landlord and shall be subject to all the terms and provisions of this Lease; i,eessien; and (d�at least 75 be epeFeted-by Tenai*.- Tenant expressly convenants that it will not assign, mortgage or encumber this agreement nor under-let, suffer or permit the Demised Premises or any part thereof to be used by others without the prior written consent of Landlord in each instance. If this Lease be assigned or if the Demised Premises or any party thereof be under-let or occupied by anyone other than Tenant without the express written consent of Landlord had and obtained, Landlord may collect rent from the assignee, under-tenant, or occupant and apply the net amount collected to all rent herein reserved, but no assignment, under-letting, occupancy or collection shall be deemed a waiver of this covenant or the acceptance of the assignee, under-tenant, or occupant as Tenant, or a release of the performance of the covenants on Tenants part herein contained. In the event the Landlord's written consent is given to an assignment or subletting, the Tenant shall nevertheless remain liable to perform all covenants and conditions thereto and to guarantee such performance by his assignee or sub-tenant. QUIET ENJOYMENT 11. The Landlord covenants that the Tenant, upon payment of the rent and additional rent above reserved, upon the due performance of the covenants and agreements herein contained, shall and may at all times during the term hereby granted peaceably and quietly have, hold and enjoy the Demised Premises for the term of this Lease. However, the Landlord shall have no liability whatsoever to the Tenant for any breach of this covenant occasioned by the acts or omissions of any transferee, successor, or assignee of the Tenant. TENANT NEGLECT 12. If Tenant refuses or neglects to repair property as required hereunder to the reasonable satisfaction of Landlord as soon as reasonably possible after written demand, Landlord may make such repair without liability to Tenant for any loss or damage that may accrue to Tenant's merchandise, fixtures, or other property or to Tenant's business by reason thereof, and upon completion thereof, Tenant shall pay Landlord's costs for making such repairs plus 20% for overhead, upon presentation of bill therefore, as additional rent payable with the next rent payment due under this Lease. Said bill shall include interest at the highest legal rate on said cost from the date of completion of repairs by Landlord. P UTILITIES 13. Tenant shall be solely responsible for and promptly pay all charges for heat, water, 8 I i gas, electricity and/or ar ether utility used or consumed in d. ceased Premises. Should Landlord elect to supply Lne water, gas, heat, electricity and/or any other utility used or consumed in the Leased Premises, Tenant agrees to purchase and pay for the same as additional rent at the applicable rates filed by the Landlord with the proper regulatory authority. In no event shall Landlord be liable for an interruption or failure in the supply of any such utilities to the Leased Premises unless caused by the actions or inactions of the Landlord. The Tenant shall use reasonable diligence in the conservation of these utilities. Nothing contained in this Section shall be construed as a representation by Landlord that any of said utilities are available at the premises. Tenant agrees to keep the Demised Premises heated and air- conditioned at such levels as may be reasonably required by the Landlord to protect the buildings and prevent dissipation of the heat and air-conditioning in those areas immediately adjacent to the premises. INSURANCE 14. (a) Liability Insurance. Tenant shall, during the entire term hereof, keep in full force and effect: bodily injury and public liability insurance in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per accident and injury; property damage insurance in an amount not less than THREE HUNDRED THOUSAND DOLLARS ($300,000.00); and workman's compensation insurance in the maximum amount permitted under law. The policy shall name Landlord, and any appropriate person, firm or corporation designated by Landlord, and Tenant as insured, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the Landlord thirty (30) days prior written notice. The insurance shall be in an insurance company approved by Landlord and a copy of the policy or a certificate of insurance shall be delivered to Landlord prior to the Commencement Date. In no event shall the limits of said insurance policy be considered a limitation of liability of Tenant under this Lease. Landlord shall maintain public liability insurance either through the purchase of insurance or a self-insurance plan on the Common Areas providing coverage in such amounts as may be determined by Landlord, but in no event less than FIVE HUNDRED THOUSAND DOLLARS ($500,000.00), against liability for injury to or death of any one person and ONE MILLION DOLLARS ($1,000,000.00) for any one occurrence, or in lieu of the foregoing a combined single bond of at least ONE MILLION DOLLARS ($1,000,000.00). (b) Plate Glass In rancg. The replacement of any plate glass damaged or broken from any cause whatsoever in and about the Leased Premises shall be Tenant's responsibility. Tenant shall, during the entire term hereof, keep in full force and effect a policy of plate glass insurance covering all the plate glass of the Leased Premises, in amounts satisfactory to Landlord. The policy shall name Landlord and any appropriate person, firm or corporation designated by Landlord and Tenant, as insured and shall contain a clause that the insurer will not cancel or change the insurance without first giving the Landlord thirty (30) days prior written notice. The insurance shall be in an insurance company approved by the Landlord and a copy of the policy or a certificate of insurance shall be delivered to Landlord prior to the Commencement Date. (c) All Risk Insurance. Tenant shall at all times during the term hereof, and at it's own cost and expense, maintain in effect policies of insurance covering it's fixtures and equipment located on the Leased Premises, in an amount not less than one hundred (100%) percent of their actual cash value, providing protection against any peril included within the standard classification of "All Risk" together with insurance against sprinkler damage, vandalism and malicious mischief. The proceeds of such insurance, so long as this Lease remains in effect, shall be used to repair or replace the fixtures and equipment so insured. an ametint equal to the ameufit ef Fixed �NA4FHHFA Aniqual Rent t be paid by Te9afgt tegethel: 9 With the aMFIWal ad V Gests, and all etheF ehargtzi payable as additiefgal Fent Hnder- this Lease tj ef9e (4) yeaF a HqUAF TV 4- c. moi--Cl~'1 a ITC7T L J in th-e Me ef Gttt"f'�Z7Tg'IIL, 1 I (f) Increase to Fire Insurance Premium. Tenant agrees that it will not keep, use, sell or offer for sale in or upon the Leased Premises an article which may be prohibited by the standard form of All Risk insurance policy. Tenant agrees to pay any increase in premiums for All Risk insurance that may be charged during the term of this Lease on the amount of such insurance which may be carried by Landlord on said Leased Premises or the building of which they are a part, resulting from the type of merchandise sold by Tenant in the Leased Premises, whether .or not Landlord has consented to the same. In determining whether increased premiums are the result of Tenant's use of the Leased Premises, a schedule issued by the organization making the insurance rate on the Leased Premises, showing the various components of such rate, shall be conclusive evidence of the several items and charges which make up the fire insurance rate on the Leased Premises. Tenant agrees to promptly make, at Tenant's cost, any repairs, alterations, changes and/or improvements to Tenant's equipment in the Leased Premises required by the company issuing Landlord's All Risk Insurance so as to avoid the cancellation of or the increase in premiums on said insurance. In the event Tenant's occupation and use of the Leased Premises causes any increase of premium in the fire and/or casualty insurance rates on the Leased Premises or any part thereof above the rate for the least hazardous type of occupancy legally permitted in the Leased Premises, the Tenant shall pay the additional premium on the fire and/or casualty insurance policies by reason thereof. The Tenant shall also pay in such event, any additional premium on protection against rent loss. Bilis for such additional premiums shall be rendered by Landlord to Tenant at such times as Landlord may elect and shall be due from and payable by Tenant when rendered, and the amount thereof shall be deemed to be additional rent. (g) Waiver of Subrogation. Landlord and Tenant waive, unless said waiver should invalidate any such insurance, their right to recover damages against each other to the extent the damaged party recovers for same from it's insurance carrier. Any insurance policy procured by either Tenant or Landlord which does not name the other as a named insured shall, if obtainable, contain an express waiver of any right of subrogation by the insurance company, including but not limited to Tenant's workmen's compensation carrier, against Landlord or Tenant, whichever the case may be. All public liability and property damage policies shall contain an endorsement that either party, although named as an insured, shall nevertheless be entitled to recover for damages caused by the negligence of either party. INSURANCE DEFAULT BY TENANT 15. On default by Tenant in obtaining any insurance required hereunder or delivering any policies or paying the premiums or other charges thereon as aforesaid, it shall be the privilege, though not the obligation, of Landlord to effect fully such insurance and likewise to pay any premiums or charges thereon. All sums so paid by Landlord and all costs and expenses incurred by Landlord in connection therewith, together with interest thereon at the highest legal rate from the respective dates of Landlord's making of each such payment, shall constitute additional rent payable by Tenant under this Lease and shall be paid by Tenant to Landlord on demand. io i DESTRUCTION OF PREMISES 15. If all or part of the Leased Premises is damaged or destroyed by fire or other casualty, this Lease and all of it's terms, covenants and conditions shall, subject to the provisions hereinafter set forth, continue in full force and effect. (a) In the event that the damage to the shopping center of which the Leased Premises is a part is so extensive as to amount practically to the substantial destruction of the Shopping Center/Office, then and in that event, this Lease shall cease and the rent shall be apportioned to the time of the destruction. (b) In the event that the Shopping Center/Office is not so destroyed as to require that the Lease be terminated as provided for in (a) above, then, provided that such loss is insured and that all of the proceeds of said insurance coverage are made available to the Landlord by any fee or leasehold mortgagee whose interest may be superior to the Landlord; and provided the destruction does not result in a termination or cancellation of an underlying ground lease, if any; and further provided that the term of this Lease shall have at least three (3) years to run or in the event that said Lease is in it's last three years provided that the Tenant herein agrees to extend the term of this Lease in accordance with the terms and conditions of the section of this Lease dealing with Option to Renew, if any, then and in that event the Landlord shall repair and rebuild to Shopping Center/Office with reasonable diligence. (c) e€less. (d) In the event of any loss or destruction which is not provided for in Sections (a), (b) and (c) above, the Landlord may at its sole option elect to terminate this Lease effective the date of loss or elect to repair the premises and have said Lease continue in full force and effect subject to the provisions herein. To the extent that the loss or destruction of the Shopping Center/Office of which the Leased Premises is a part substantially interferes with the operation of the Tenant's business thus required the Tenant to temporarily close it's business to the public, the fixed minimum rental shall be abated from the date of such closing to the date the damage shall have been substantially repaired so as to .enable the Tenant to continue it's business. Tenant acknowledges and agrees that Landlord will not carry insurance of any kind on Tenant's furniture and furnishings or on any trade fixtures, equipment, improvements or appurtenances removable by Tenant under the provisions of this Lease, and that Landlord shall not be obligated to repair any damage thereto or replace the same except in the event of Landlord's gross negligence or misconduct. SUBORDINATION 17. This Lease is subject and subordinate to all ground or underlying leases which may now or hereinafter affect the real property of which the Demised Premises form a part and to all mortgages which may now or hereinafter affect such leases or the real property of which the Demised Premises form a part and to all renewals, modifications, consolidations, replacements and extensions thereof, provided that such mortgages shall provide that this Lease may not be cut off by foreclosure so long as Tenant shall not be in default in the performance of any Tenant's obligations hereunder. This clause shall be self-operative and no further instrument of subordination shall be required by mortgagee. In confirmation of such subordination, Tenant shall execute promptly any certificate that Landlord or mortgagee may request. Tenant hereby constitutes and appoints Landlord as Tenant's attorney-in-fact to I1 execute any such certificz -Dr certificates for and on behalf of Te. ..nt. Tenant agrees that at any time and from time to time within ten days following written notice from the Landlord it will execute, acknowledge and deliver to Landlord or any proposed mortgagee or purchaser, in recordable form, a statement in writing certifying that this Lease is unmodified and in full force and effect or if there shall have been modifications, that the same is in full force and effect as modified and stating the modifications, that there are no defenses or offsets thereto or stating those claimed by Tenant and the dates to which the rent and other charges have been paid in advance, if any, and stating whether or not the Landlord is in default in the performance of any covenant, agreement, or condition contained in this Lease, and, if so, specifying each such default and setting forth such other matters and information as may be reasonably required from a prospective mortgagee or purchaser of the Shopping Center/Office, it being intended that any such statement delivered pursuant to this Section may be relied upon by any prospective purchaser of the fee or any mortgagee thereof or any assignee of any mortgage upon the fee of the Demised Premises. Failure by the Tenant to comply with the provisions of this Section shall make the Tenant liable for all costs and damages suffered by the Landlord as a result of said failure to act. CONDEMNATION IS. In the event that the whole of the Shopping Center/Office shall be lawfully condemned or taken in any manner for any public or quasi-public use, this Lease and the term and estate hereby granted shall forthwith cease and terminate as of the date of actual taking. In the event of a condemnation or taking of a substantial part of the Demised Premises so as to destroy the usefulness of the premises for the purpose for which the premises were leased. Tenant shall have the right, by delivery of notice in writing to Landlord with thirty (30) days after the vesting of title, to terminate this Lease and the term and estate hereby granted as of the date of actual taking. If the whole of the Common Areas in the Shopping Center/Office shall be acquired or condemned by eminent domain for any public or quasi-public use or purpose, then the term of this Lease shall cease and terminate as of the date of title vesting in such proceeding unless Landlord shall take immediate steps to provide other parking facilities substantially equal to the previously existing ratio between the common parking areas and the Leased Premises, and such substantially equal parking facilities shall be proved by Landlord at it's own expense within ninety (90) days from the date of acquisition. In the event that Landlord shall provide such other substantially equal parking facilities, then this Lease shall continue in full force and effect. In any event, Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease. In the event of a partial condemnation which is not substantial enough to destroy the usefulness of the premises for the purposes for which they were leased, or in the event Tenant shall not terminate this Lease within the time above limited, Landlord shall, provided that the proceeds of the condemnation award are made available to the Landlord by any fee or leasehold mortgagee whose interest may be superior to that of the Landlord; and further provided that the condemnation does not result in a termination or cancellation of any underlying ground lease, promptly, but subject to reasonable delays, restore the Demised Premises to an architectural unit as nearly like it's condition prior to such taking as shall be practicable, not including Tenant's fixtures, furnishings, floor coverings, equipment, stock, or other personalty, and this Lease shall continue in full force and effect, except that, effective as of the date of actual taking, the fixed minimum rent shall be diminished by the amount j representing the part of said rent applicable to that portion, if any, of the Demised Premises which is so condemned or taken. In the event of termination in any of the cases herein above provided, this Lease and the term and estate hereby granted shall expire as of such taking in the same manner and with the same effect as if that were the date hereinbefore set for the expiration of the term of this 12 I Lease, and the rent shall [ 'apportioned as of such date. In the event of any condemnation or taking mentioned in this Section, whether or not this Lease shall be terminated, Landlord shall be entitled to receive the entire award in the condemnation proceeding without deduction therefrom for any estate vested by this Lease in Tenant, and Tenant shall receive no part of such award. Tenant hereby expressly assigns to Landlord any and all right, title, and interest of Tenant now or hereafter arising in or to any such award or any part hereof. Although all damages in the event of any condemnation are to belong to the Landlord whether such damages are awarded as compensation for diminution in value of the leasehold or to the fee of the Leased Premises. Tenant shall have the right to claim and recover from the condemning authority, but not from Landlord, such compensation as may be separately awarded or recoverable by Tenant in Tenant's own right on account of any and all cost or loss to which Tenant might be put in removing Tenant's merchandise, furniture, fixtures, leasehold improvements and equipment, as well as any award given for the unamortized value of Tenant's improvements, excluding those paid for by Landlord. INDEMNIFICATION OF LANDLORD 19. Tenant will indemnify Landlord and save it harmless from and against any and all clalms, actions, damages, liability and expense in connection with loss of life, personal injury and /or damage to property arising from or out of an occurrence in, upon or at the Leased Premises, or the occupancy or use by Tenant of the Leased Premises or any part thereof, or occasioned wholly or in part by any act or omission of Tenant, it's agents, contractors, employees, servants, lessees or concessionaires. In case Landlord shall, without fault on it's part, be made a party to any litigation commenced by or against Tenant, then Tenant shall protect and hold Landlord harmless and shall pay all costs, expenses and reasonable attorneys fees incurred or paid by Landlord in connection with such litigation. Tenant shall also pay all costs, expenses and reasonable attorneys' fees that may be incurred or paid by Landlord in enforcing the covenants and agreements in this Lease. BROKER'S COMMISSION 20. Tenant represents and warrants that there are no claims for brokerage commission or finder's fees in connection with the execution of this Lease, and Tenant agrees to indemnify the Landlord against and hold it harmless from all liabilities arising from any such claim including, without limitations, the cost of counsel fees in connection therewith. PARKING AND COMMON AREA 21. The parking area, employee parking space, driveways, entrances and exits and all other common areas and facilities provided by Landlord for the general use, in common, of Tenants, their employees and customers, shall at all times be subject to the exclusive control and management of Landlord, and Landlord shall have the right to establish, modify, change and enforce uniform and non-discriminatory rules and regulations with respect to the parking area, employee parking area, and other Common Areas and facilities herein above mentioned, and Tenant agrees at all times to abide by and conform to such rules and regulations. Tenant agrees that it and it's officers and employees will park their automobiles only in such space as Landlord may from time to time designate as employee parking space, which may at the election of Landlord, be adjacent to the Center and separated therefrom by intervening streets. 13 Landlord shall have the right to close any part of the parking area or the employee parking space or other Common Areas and facilities for such time as Landlord in it's sole discretion deems necessary for the benefit of the Shopping Center/office. All Common Areas and facilities not within the Leased Premises which Tenant may be permitted to use and occupy are to be used and occupied under a revocable license, and if any such license be revoked, or if the amount of such areas be diminished, Landlord shall not be subject to any liability nor shall Tenant be entitled to any compensation or diminution or abatement of rent, nor shall such revocation or diminution of such areas be deemed constructive or actual eviction. DEFAULT 22. If Tenant shall default in the payment of any rent or other payments required to Tenant or any part thereof, and if such default shall continue for five days after the payment shall be due; or if Tenant shall default in the performance or observance of any other agreements or conditions on it's part to be performed or observed, and if Tenant shall fail to cure said default within ten days after notice of said default from Landlord; or if any person shall levy upon, take, or attempt to take this leasehold interest or any party thereof upon execution, attachment, or other process of law; or if Tenant shall default with respect to any other lease between it and Landlord; or if the premises shall be deserted, vacated, abandoned, or business operations shall not be conducted therein for a period of three or more days; or if this Lease or any interest therein shall by operation of law devolve upon or pass to any person or persons other than Tenant; or if Tenant shall fail to move into and take possession of the Demised Premises and open for business within 30 days after Landlord's giving notice to Tenant that the Demised Premises are ready for occupancy by Tenant, then, in any of said cases Landlord lawfully may immediately, or at any time thereafter and without any further notice or demand, terminate this Lease and Tenant will forthwith quit and surrender the Demised Premises, but Tenant shall remain liable as hereinafter provided. If this Lease shall be terminated as provided in this Section: The Landlord may immediately, or any time thereafter, re-enter and resume possession of the Demised Premises and remove all persons and property therefrom either by summary dispossess proceedings or by a suitable action or proceeding at law or in equity, or by force or otherwise, without being liable for any damages therefore. No re-entry by the Landlord shall be deemed an acceptance of a surrender of this Lease. The Landlord may relet the whole or any part of the Demised Premises for a period equal to, or greater, or less than the remainder of the term of this Lease, at such rental and upon such terms and conditions as the Landlord shall deem reasonable, to any tenant or tenants which it may deem suitable and satisfactory for any use and purpose which it may deem appropriate. In no event shall the Landlord be liable in any respect for failure to relent the"Demised Premises or in the event of such reflecting, for failure to collect the rent thereunder. Any sums received by the Landlord on a reflecting in excess of the rent reserved in this Lease shall belong to the Landlord. EXPENSES OF ENFORCEMENT 23. In the event any payment due Landlord under this Lease shall not be paid on the due date, said payment shall bear interest at the rate of fifteen (15%) percent per annum from the due date until paid unless otherwise specifically provided herein, but the payment of such interest shall not excuse or cure any default by Tenant under this Lease 14 In no event, however, shall interest rate charge pursuant heretr '- pursuant to any other provision of this Lease be greater than the maximum rate permitted uy law. In the event that is shall be necessary for Landlord to give more than one (1) written notice to Tenant of any violation of this Lease, Landlord shall be entitled to make an administrative charge to Tenant of Twenty-Five ($25.00) Dollars for each additional notice. Tenant recognizes and agrees that the charges which Landlord is entitled to make upon the conditions stated in this Section represent, at the time this Lease is made, a fair and reasonable estimate and liquidation of the costs of Landlord in the administration of the Shopping Center/Office resulting from the events described, which costs are not contemplate or included in any other rent or charges to be paid by Tenant to Landlord under this Lease. Any charges becoming due under this Section of this Lease shall be added to and become due with the next ensuing monthly payment of Fixed Minimum Annual Rent and shall be collectible as a part thereof. LEGAL EXPENSES 24. In the event that is shall become necessary for Landlord to employ the services of any attorney to enforce any of it's rights under this Lease or to collect any sums due to it under this Lease or to remedy the breach of any covenant of this Lease on the part of the Tenant to be kept or performed, regardless of whether suit be brought, Tenant shall pay to Landlord such reasonable Fee as shall be charged by Landlord's attorney for such services. Should suit be brought for the recovery of possession of the Leased Premises, or for rent or any other sums due under this Lease, or because of the breach of any of Tenant's covenants under this Lease, Tenant shall pay to Landlord all expenses of such suit and any appeal thereof, including a reasonable attorneys' fee. SIGNS 25. Tenant may install and maintain electric or other artistic signs capable to being illuminated, advertising it's business or products sold in the Demised Premises, provided that Tenant obtains the necessary permits from proper governmental authorities for the erection and maintenance of said sign, and the prior written approval and consent of the Landlord as to size, type, design and location of the sign on the premises, which approval will not be unreasonably withheld. Signs installed by Tenant shall be non-audible and non-flashing. (FORCE MA3EURE 26. In the event that either party hereto shall be delayed or hindered in or prevented from the performance of any act required hereunder by reason of strikes, lockouts, labor troubles, inability to procure materials, failure of power, restricting governmental laws of regulations, riots, insurrection, war or other reason of a like nature not the fault of the party delayed in performing work or doing acts required under the terms of this Lease, then performance of such act shall be excused for the period of such delay. The provisions of this Section shall not operate to excuse Tenant from the prompt payment of rent, percentage rent, additional rent, or any other payments required by the terms of this Lease. HOLDING OVER 27. If the Tenant shall occupy said premises with consent of the Landlord after the expiration of this Lease and rent is accepted from said Tenant, such occupancy and payment shall be construed at an extension of this Lease for the term of one month only from the date of such expiration and occupation thereafter shall operate to extend the term of this Lease for but one month at a time unless other terms of such extension are endorsed hereon in writing and signed by the parties hereto. In such event, if either Landlord or Tenant desires to terminate said occupancy at the end of any month after the termination of this Lease, the party so desiring to terminate the same shall give the other party at least 30 days written 15 notice to that effect. RUBBISH REMOVAL 28. The Tenant shall keep the premises clean, both inside and outside, at it's own expense, and will remove the ashes, garbage, excelsior, straw and other refuse from said premises. The Tenant shall not burn any materials or rubbish of any description upon said premises. Tenant agrees to keep all accumulated rubbish in covered containers and to have same removed regularly, and to store the same in those areas of the Shopping Center/Office designated by the Landlord from time to time for the storage of rubbish awaiting collection. If no such area is designated by the Landlord, then to store said rubbish awaiting collection within the interior of the Leased Premises. All contractors employed by Tenant for removal of refuse and rubbish must be approved, in advance of employment, in writing by Landlord. In the event the Tenant fails to keep the Demised Premises and other portions theretofore described in the proper condition, the Landlord may cause the same to be done for that Tenant and the Tenant hereby agrees to pay the expenses thereof on demand, as additional rent. GENERAL CONDITIONS 29. This Lease shall be subject to the following general conditions: (a) If the Tenant shall default in the performance of any covenant or condition in this Lease required to be performed by the Tenant, the Landlord may perform such covenant or condition for theaccount and at the expense of the Tenant. If the Landlord shall incur any expenses, including reasonable attorneys' fees, in instituting, prosecuting or defending any action or proceeding, instituted by reason of any default of the Tenant, the Tenant shall reimburse the Landlord for the amount of such expense or additional rent. The provisions of this Paragraph shall survive the termination of this Lease. (b) Landlord hereby reserved the right to make alterations or additions to and to build additional stories on the building in which the premises are contained and to build adjoining the same. Landlord also reserves the right to construct other buildings or improvements in the Shopping Center/Office from time to time and to make alterations thereof or additions thereto and to build additional stores on any such building or buildings and to build adjoining same. (c) If any excavation shall be made upon land adjacent to the Leased Premises, or shall be authorized to be made, Tenant shall afford to the person causing or authorized to cause such excavation, license to enter upon the Leased Premises for the purpose of doing such work as Landlord shall deem necessary to preserve the wall or the building of which the Leased Premises form a part from injury or damage and to support the same by proper foundations, without any claim for damages or indemnification against Landlord for diminution or abatement of rent. (d) No failure of Landlord to exercise any power given Landlord hereunder, or to insist upon strict compliance by Tenant with it's obligation, hereunder, and no custom or practice of the parties at variance with the terms hereof shall constitute a waiver of Landlord's right to demand exact compliance with the terms. I (e) This Lease and the Exhibits, and Riders, if any, attached hereto and forming a part hereof, contain all the covenants, promises, agreements, conditions, representations and understandings between Landlord and Tenant with respect to the subject matter hereof, and supersede any prior agreements between the parties hereto, with respect to the subject matter hereof. Tenant hereby acknowledges that there are no covenants, promises, 16 i agreements, conditions, resentations or understandings, eiti. oral or written, between the parties hereto, other than those set forth herein or provided for herein, with respect to the subject matter hereof. Tenant further acknowledges and represents that it has not relied on any covenants, promises, agreements, conditions, representations or understandings, either oral or written, other than those set forth herein or provided for herein, with respect to subject matter hereof, as an inducement to enter into this Lease. No alteration, amendment, change or addition to this Lease shall be binding upon Landlord or Tenant unless reduced to writing and signed by each party. This Agreement is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder. (f) Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Tenant being evicted or dispossessed of the Leased Premises by reason of the violation by Tenant of any of the covenants or conditions to this Lease, or otherwise. (g) Tenant waives all homestead rights and exemptions which he may have under any law as against any obligations owing under this Lease. Tenant hereby assigns to Landlord his homestead and exemption. (h) Tenant agrees not to change the advertised name of the business operated in the Leased Premises without the written permission of the Landlord. (1) All rights and liabilities herein given to or imposed upon the respective parties hereto shall extend to and bind the several respective heirs, executors, administrators, successors, and assigns of the said parties and if there shall be more than one tenant, they shall all be bound jointly and severally by the terms, covenants and agreements herein. (j) Landlord may card the premises "For Sale" at any time and "For Rent" thirty (30) days before the termination of this Lease. Landlord may enter the premises at reasonable hours on reasonable advance notice to exhibit same to prospective purchasers or tenants and to make repairs required of Landlord under the terms hereof, or to make repairs to Landlord's adjoining property, if any. (k) In cases which this Lease provides for the settlement of a dispute or question by arbitration, the same shall be settled by arbitration before three arbitrators unless the Landlord and Tenant shall agree to one arbitrator designated by the American Arbitration Association and in accordance with the rules of such association. The expense of arbitration proceedings conducted hereunder shall be borne equally by the parties. (1) Tenant agrees that whenever is it necessary to avoid a strike, boycott or other work stoppage in or about the Shopping Center/Office that is will employ union labor for the purpose of making any alterations, additions or improvements on or about the Demised Premises. (m) Tenant agrees, at it's own expense, to promptly comply with all requirements of any legally constituted public authority made necessary by reason of Tenant's occupancy of the Leased Premises. (n) Tenant agrees that, !H the event the tenants eer:upyi,-.V- ffi—ffe thaFi -59% --f the ffieFc-hants' asseeiatien, pay all Feasenable dues, and abide by all FeaSeiqable-Fuk-s--r� (o) In every instance where Landlord's approval is required, said approval shall not be unreasonably withheld. (p) Confidentiality. Tenant agrees that it shall not disclose the terms of this Lease to persons who are not parties to this Agreement unless required by lawful court order or otherwise by law. Tenant recognizes and agrees that the subject of this Paragraph is unique 17 and that the failure of Te' it to perform or fulfill its obligatio, hereunder will result in irreparable harm to the Landlord. Accordingly, Tenant agrees and consents that specific performance of the terms of this Paragraph and/or other equitable relief may be obtained through the Courts of the State of Florida. However, equitable relief shall not preclude any action for damages arising from a violation of the provisions of this Paragraph. (q) In every instance where Landlord's consent or approval is required, the consent or approval shall not be unreasonably withheld, denied or delayed. NOTICES 30. Tenant hereby appoints at it's agent to receive service of all dispossessory or distraint proceedings and notice thereunder and all notices required under this Lease, the person in charge of Leased Premises at the time of occupying said premises; and if no person is in charge of or occupying said premises, then such service of notice may be made by attaching the same on the main entrance of said premise. A copy of all notices under this Lease shall also be sent to Tenant's last known address, if different from said premises. Any written notice required by this Lease must be served by certified or registered mail, postage prepaid, addressed to the intended recipient, at the address first herein above given or at such other address as said party may designate from time to time by written notice. RECORDING OF LEASE 31. Landlord, in order to protect the benefits of this Lease for the Tenant, may whenever Landlord deems necessary, record this Lease. and abstracts and memorandums thereof, whether required or permitted by law, in whatever states or jurisdiction in which the same is recordable, at Tenant's sole cost and expense including, but not limited to, the recording fees, taxes and all other costs and expenses of recordation. Simultaneously with the execution of this Lease, the parties agree to execute a memorandum of lease for recording purposes. VALIDITY OF LEASE 32. This Lease and the attached exhibits contain the entire agreement between the parties and shall not be modified in any manner except by an instrument in writing executed by the parties. If any term or provision of this Lease, or the application thereof, to any person or circumstance shall to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term and provision of this Lease shall be valid and be enforced to the fullest extent permitted by law. LIABILITY OF LANDLORD 33. Tenant shall look solely to Landlord's interest in the premises and the Shopping Center/Office of which the premises are a part for the satisfaction of any judgment or decree requiring the payment of money by Landlord, based upon any default under this Lease, and no other property of assets of the Landlord shall be subject to levy, execution or other enforcement procedure or satisfaction of any such judgment or decree. ARBITRATION 34. Notwithstanding any of the foregoing, all disputes that arise in connection with this Agreement shall be settled by arbitration in the State of Florida pursuant to the rules of the 18 American Arbitration Associ' ')n for commercial arbitration using 3 arbitrator selected by each of the parties hereto ana one arbitrator selected by the two aroitrators so selected. The award rendered by the arbitrators shall be conclusive and binding upon the parties hereto and judgment may be rendered thereon by a court of competent jurisdiction. Each party shall pay its own expenses of arbitration and the expenses of the arbitrators shall be paid equally by the parties hereto; except that if any matter or dispute raised by a party or any defense or objection was unreasonable, the arbitrators may, in their discretion, assess as part of their award, all or any part of the arbitration expenses (including reasonable attorneys' fees) of the other party and of the arbitrators against the party raising any such unreasonable matter, dispute, defense or objection. CAPTIONS AND SECTION 35. The captions, sections, numbers article numbers, and index appearing in this Lease are inserted as a matter of convenience and in no way define, limit, construe, or describe the scope or intent of such sections or articles of this Lease nor in any way affect this Lease. ADDITIONAL PROVISIONS 36. The following provisions are to be construed as part of this Lease and to the extent that the provisions of this Section are inconsistent with the preceding sections of this Lease, these Sections shall prevail: 37. The basic rent for the period from - 20 through g 20_ shall be �5c,t DOLLARS per month, payable in advance on the first day of each month. 38. Subject to the adjustments hereafter provided, Tenant shall pay in addition to the basic monthly rent provided in Paragraph 36 hereof `-.- 1-11: A --- ($ __ Dollars per month on the first day of each month as an estimate of Tenant's proportionate share of the utilities used by Tenant; the real property taxes as defined in Paragraph 3(b) hereof and its proportionate share of the cost of insurance as defined in Paragraph 3(c) hereof, and it's proportionate share of Operating Expenses as defined in Paragraph 3(d) hereof 39. In addition to the basic rent and Tenant's share of expenses which are to be paid to Landlord hereunder, Tenant shall also pay to Landlord on a monthly basis the Florida Sales Tax and any other taxes which may hereafter be imposed, all as more specifically provided in Paragraph 3(f) of this Lease. 40. Lggse Renewal Option Based on the Consumer Price Index (CPI). While this Lease is in full force and effect, provided that Lessee is not in default of any of the terms, covenants, and conditions thereof, Lessee shall have the right . r, .option to extend the original term of this 2 additional terms of '�..r Lease for_I�w� (_) ( } �-..�ti.� .,.__ �`�) year(s). Such extension or renewal of the original term shall be on the same terms, covenants, or conditions as provided for in the original term except that the rental during the option period shall be increased on an annual basis for each renewal period determined by multiplying the base rental during the primary term by the percentage increase in the Consumer Price Index, as prepared by the United States Bureau of Labor Statistics, CPI as used herein shall mean the Consumer Price Index issued by the United States Bureau of Labor Statistics of the Monthly Labor Review. The base rental shall be determined on an annual basis. The percentage increase shall be determined by subtracting the CPI for the eighth month prior to the beginning of the Lease Term from the CPI for the eighth month prior to the end of the Lease Term and dividing that difference by the CPI for the eighth month prior to the beginning date of the Lease Term. If an increase shall be applicable for each month during such three 19 :,rie\e triat is nio-st recent to -7e Ja`L_ai � the CPI si '-);%se year Changed, the parties k. -1,;0 U�G L 'ne pub�ication ol- - . ; ti - r e L -- nsu,, IC= nor the United States -ereto, shall thereafter accept ipara�i= -esponsible financial y a YS shall be computed by an o is .'a parsties hereto, or if the parties !,,eriodical of recognized authcirit,/ NI---n 'o L­ frr ra t-- ev-., J use o co !pa be statistics in L ,Dr­i,-:.-:)t agree upon a selection; :Face iJr -he CPI as above ment!%)Iled U f'a at other than monthly a s, -here shall be made n tl-12: provided for such revisions n,te provision in any equitable me circumstances may requ�­_ to ci�rry is Wirier, and any dispute between t7fa Ds -M M.-Er'T'g, Or Such adjustment shall be Determined by arbitration. Should arbit.-,P'Lion beCorne ­ecessar,,-, f*C;r the resolution of a dispute n ;.,C. appropriaterules of the , cer this Subparagraph, it shBil ;_,2 rnerican Arbitration As-sociation E event Lessee eiects tc ;.!�2_­_--ribed, Lessee shall so notify i. in .vriting no later thanto "-7miration of the terms of this ease. in no event shall thie �hc ­_a%v b= the rental in the original rr-ris of the Lease. W I T N E S S W H E R E 0 F set their hands and seals the ,Lf and year first above written t!_; "Ns Aoire-_,mant irc, lhas been annexed Exhibit (',-ease Floor Plan). -�q!'TNESS: _A�LN EDL'C'R,D, FOUR SCNS PLAZA LLC o A Y, 14" -,v4A 14- G a b s o 1 u t e i y V' -i'tc u r o .:-ji --o_ -le, -j e r ormance by Tenant its obligation under the above v->ril'en Upon execution andlord of this L PAGE ZA ease folio acknowledges "" Agreement ws. ''I) Tenant Shall has . . Pa I, Dollars of receiv d„"`_.--�-_.. D a total Of 3' s ,' to the Frs rh,s amount 7-hese rnoni am untf which es shall be aPPIIed as $ to the Securrty dernOntposrtnt� CAM Paym The base Of ward the last eposit ent and Florid rent during th Month's rent a Sales rax Year a initi 1 al Three 2 (3 Year Period Shall be 3 MOnthl as Follows: r _An < y E i i a R 21 BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 CONSENT AGENDA AGENDAITEM: 10.G. SUBJECT: Approval of Commercial Rent Reimbursement Grant Program in the amount of $13,050 for Link Custom Jewelry, I nc. located in Ocean Plaza at 640 E. Ocean Avenue, Unit 2 SUMMARY: The CRA's Commercial Rent Reimbursement Grant Program provides qualified new or expanding businesses located within the CRA District boundaries with rent payment assistance for a maximum period of 12 months. Due to the affects of COVI D-19, CRA staff is requesting an extension of the Rent Reimbursement Program to new businesses from 12 months to 18 months. CRA staff has received a complete grant application from Link Custom Jewelry, Inc., located in Ocean Plaza at 640 E. Ocean Avenue, Unit 2, Boynton Beach, FL 33435 (see Attachments I - II). Link Jewelry works with customers to create one-of-a-kind pieces that cannot be found in chain stores. They begin with hand sketches, progress to wax or resin models and finish with a completed jewelry piece. They also offer expert repair of all fine jewelry. As a retail store, Link Custom Jewelry will be employing approximately two employees for full- time positions for a jewelry associate and bench jeweler. Under the terms of their Landlord-Tenant Lease Agreement, the base rent required to be paid by the applicant is $1,450 per month (see Attachment 111). Link Custom Jewelry qualifies as a Tier I I business (as specified in the grant application) and would receive reimbursement for one-half of their monthly rent amount or maximum grant amount of $1,250 per month for a 18 month period, whichever is less. If approved, Link Custom Jewelry would be reimbursed in the amount of$725/month for a period of 18 months or a total grant amount of $13,050 during its first year and a half of business. Grant reimbursements to the approved applicant occur on a quarterly basis with proof of rent payments. FISCAL IMPACT: FY 2019 -2020 Budget, Project Fund, Line Item 02-58400-444, $13,050 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Rent Reimbursement Grant in the amount not to exceed $13,050 to Link Custom Jewelry located in Ocean Plaza at 640 E. Ocean Avenue, Unit 2, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I -Commercial Rent Reimbursement Grant Application D Attachment II - Location Map D Attachment III - Lease 1 BOYNTONi' -.,� .. RegulationsBE AC H ROctober 1, 2018 - September 30, 2019 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL RENT REIMBURSEMENT GRANT PROGRAM Program Rules and The Commercial Rent Reimbursementr ro r is designedo help facilitate the establishment sisses and aidin the expansion of existingbusinesses within the Boynton Beach Community Redevelopment Agency ( ") District. The programis designedprovide financial assistance to new and existingusin ss s in the form of rent reimbursement intended o help businessesduring critical first year of operation. The CRA reserves the right to approve or deny any Commercial Rent Reimbursement Grant Program application and to deny paymentn i i , in its sole and absolute discretion, it determines that the businessill not advance the goals and objectives established for redevelopment of the CRA District. The receipt of pas s is not guaranteeof future payments. For purposes of this application, the term "new business" means a company i operation for less than six months or relocating to Boynton Beach. The term "existing business" means a company that has been in operation within the CRA District for minimum f two yearsi lic tion and has at least two yearsremaining its existing lease. The Boynton Beach CRA is a publice is governedthe "Floridalic Records L " under Florida State Statutes, ter 119. Any documentsprovided i � Initials Page 1 of 1 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561) 737-3258 www.catchboynton.com the Applicant(s) may be produced by the CRA upon receipt of a public records request, subject to any exemptions provided by Florida Law, Incentive Funding The Commercial Rent Reimbursement Grant Program offers financial assistance through a reimbursable grant in the form of a quarterly rent reimbursement. New businesses are eligible to apply for assistance for up to six months from the issuance of the City of Boynton Beach Business Tax Receipt. Rent Reimbursements will not be paid until all construction has ended, permits are closed out, City and County licenses are obtained, and the business is open for operation under a Temporary Certificate of Occupancy (TCO) or a Certificate of Occupancy (CO). For businesses that do not require any construction work, rent reimbursements will not be paid until City and County licenses are obtained and the business is open for operation. On a quarterly basis, the CRA will issue reimbursement directly to the applicant. Reimbursement is for the monthly rent payment made to the landlord, and is dependent upon receipt of verification that the payment has been cleared by the bank. The responsibility for all rental payments is between the parties to the lease, as such the tenant and the landlord. As grantor, the CRA neither bears nor accepts any responsibility for payment of rent at any time, nor penalties incurred for the late arrival of payments by any party. Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the CRA District (see attached map). Initials_� b Page 2 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737 -3256 Fax: (561)737-3258 www.catchboynton.com • Must provide proof that the business is properly licensed by all necessary levels of government and professional associations or agencies (copies of city and county licenses or receipts that the licenses have been applied for). • Non-profit and residentially zoned properties are NOT eligible. • An existing business must expand to occupy more than 50% of its current square footage size. Verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the CRA Board if the tenant is losing their current space due to redevelopment of the site. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the CRA. A copy of the consumer report will be provided to the applicant upon request. Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • Applicant must have an executed multi-year lease with at least two years remaining on the lease. • Proposed leases must be executed within 30 days of CRA Board approval or the grant award is terminated. • The Commercial Rent Reimbursement Grant Program may only be used one time by any one specific business entity or business owner. • Grantees shall allow the CRA the rights and use of photos and project application materials. Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Rent Reimbursement Grant Program: • Firearm Sales/Shooting Range • Convenience Store • Religion-Affiliated Retail Stores • Churches/places of worship • Non-profit organizations • Take-out Foods • Check Cashing Stores • Tattoo Shops / Body Piercing / • Kava Tea Bars Body Art Shops • Adult Entertainment . Liquor Stores • Adult Arcades • Vapor Cigarette, E Cigarette Stores ,7 A r Initials °°".m,""1,x,:;3 Page 3 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561) 737-3258 www.catchboynton.com • Alcohol and/or Drug Rehabilitation . Pawn Shops Centers/Housing . Medical Research Centers/Housing • Any other use that the CRA staff or . Massage/Personal Services CRA Board determine will not support the redevelopment of the CRA District Grant Terms and Conditions This grant is divided into two tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. Grant funding amounts will be based on the applicant's project budget specified at the time of CRA Board approval. Tier One Business Tier One Businesses are eligible for reimbursement for up to half (50%) of the business's base monthly rent or $1,750 per month, whichever is less (maximum amount of the grant is $21,000, distributed in four quarterly payments). Tier One Businesses must be one of the following types of businesses: • Restaurant • Bakery • Gourmet Food Market Tier Two Business Tier Two Businesses are eligible for reimbursement for up to half (50%) of the business's base monthly rent or $1,250 per month, whichever is less (maximumo of the grant i $15,000, distributed in four quarterly payments. ..,: Initials ''xu,., Page 4 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561)737-3258 www.catchboynton.com Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Home Decor/Design — home • Clothing Boutique — clothing, shoes furnishings, art galleries, kitchen & accessories wares • Law Offices • Accounting Offices • Hair/Nail Salons (no more than 2 • Real Estate Offices approvals per fiscal year) • Bed and Breakfasts • Medical Offices • Marketing Offices • Insurance Offices • Fitness Centers • Florists (no more than 2 approvals • Specialty Businesses — stationary, per fiscal year) gifts, sporting goods Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on the lease. The commercial lease must define the landlord-tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. For purposes of this paragraph, the term "subject property" means the leased premises of the grant recipient, for which the applicant or grant recipient is seeking rental reimbursement, or any part thereof. Grant recipients are prohibited from subletting the subject property. If a grant recipient sublets the property, the grant recipient will be required to repay the CRA for all grant money received up to that point and will not be eligible to receive any further grant funding. Initials("JAI Is Page 5 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737-3258 www.catchboynton.com For purposes of this grant, the CRA considers the following to be subletting: A) executing a sublease, assignment, or similar agreement with an entity that is not the grant recipient; B) allowing the subject property to be occupied by any business entity in which the grant recipient is not listed as the registered agent, owner, officer or director of said business, or assisting such a business in so doing; C) allowing or assisting a business entity other than the grant recipient to list its place of business as the subject property; or D) allowing or assisting a business entity other than the grant recipient to obtain a business tax license from the City of Boynton Beach for the subject property. The fact that a business entity other than the grant recipient occupies the subject property, lists its place of business as the subject property, obtains a business tax license for the subject property, or similarly appears to use the subject property is sufficient evidence that the grant recipient has allowed or assisted such other business entity to do so and is grounds for termination of any further grant payments and seeking reimbursement for previously paid grant payments. However, it shall not be considered a prohibited subleasing when the business purpose of the applicant is to provide a space for aspiring businesses, such as when the applicant is a business incubator, commissary kitchen, or business that provides co-op workspace. The CRA will determine whether a certain applicant fits into the exception described in this paragraph on a case-by-case basis. Application Process Applications can be obtained from the CRA office located at 710 North Federal Highway, Boynton Beach, FL 33435 or downloaded from www.catchboynton.com. All applicants are required to meet with CRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the CRA office. Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the CRA Board. Applicants must submit an original, "hard copy" application with all materials to the CRA for review and approval by the CRA Board. Applicants will be considered on a first- come, first served basis. Application packets must include the following documentation: P Initials,h::.., q:.0 Page 6 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737-3258 www.catch boynton.com 1. A non-refundable fee of $100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 2. Resume for each principal/owner of the business. 3. Copy of the corporate documents for the applying business entity. 4. Copy of City and County Business Licenses (Business Tax Receipt). 5. Copy of executed multi-year commercial lease agreement. 6. Two years of corporate tax returns (for existing businesses only). 7. Two years of personal tax returns for the principal/owners of a new business. 8. List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 9. If an existing business must expand to occupy more than 50% of its current square footage size, verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the CRA Board if the tenant is losing their current space due to redevelopment of the site. 10.Completed and signed application (attached). 11.Authorization to perform credit check for the business and each principal/owner of the business (attached). 12.W9 Form (attached). Approval of Funding Request All re uired application documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. CRA staff will review the application to evaluate whether the applicant is eligible for reimbursement. If it meets these requirements, CRA staff will present the funding request to the CRA Board for review and potential approval. The CRA Board meets on the second Tuesday of each month. The schedule for CRA Board meetings can be obtained at www.catchboynton.com. Applicants will be notified of the date and time that their applications will be considered by the CRA Board. The CRA recommends that applicants attend the CRA Board meeting during which the Board will consider their applications in order to answer any questions the CRA Board Initials Page 7 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737-3258 www.catchboynton.com may have regarding their applications. CRA staff will notify the applicant of the CRA Board's approval or denial in writing. Site Visits CRA may conduct a site visit prior to transmitting the application to the CRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Reimbursement Quarterly rent reimbursement payments will be provided to the grant recipient beginning the first month the business is open for operation subsequent to CRA Board approval. A maximum of 12 consecutive monthly rent payments are eligible to be reimbursed to the approved applicant. Reimbursement will occur on a quarterly basis. Following the initial Reimbursement Request, each reimbursement request shall be made within 30 days of the start of the next quarter beginning on January 1St, April 1St July 1St and October 1St Months Eligible for Reimbursement Deadline to Submit for Reimbursement • October, November, December • January 30th • January, February, March • April 30th • April, May, June • July 30th • July, August, September • October 30th In order to receive quarterly rent reimbursement the grant applicant must submit the following: 1. Written request for reimbursement. 2. Proof of rent payments (i.e., copies of the front and back of cancelled checks for that quarter's reimbursement or proof of direct deposit). If applicant does not submit its quarterly reimbursement request within 30 days following the end of the quarter in which applicant is reguesting reimbursement,---applicant forfeits that quarter's reimbursement. t Initials Page 8 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561)737-3258 www.catchboynton.com Discontinuation of Payment The receipt of past payments does not guarantee future payments. The CRA retains the right to discontinue rent reimbursement payments at any time at its sole and absolute discretion. SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING It is the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Program's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the property. Nor shall issuance of a grant result in any obligation on the part of the CRA to any third party. The CRA is not required to verify that entities that have contracted with the applicant or applicant's landlord have been paid in full, or that such entities have paid any subcontractors in full. Applicant's submittal of verification that monthly rental payments have been cleared by the bank warranty is sufficient assurance for the CRA to award grant funding. ,- Initials ' Page 9 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737-3258 www.catch boynton.com B'OYNTOK"-',,'r CRA APPLICANT INFORMATION BUSINESS INFORMATION: Business Name (d/b/a if applicable): Current Business Address: 4+Q) G ; ,1" Fed I D#: I Business Phone Number: ?W i - Fax: Website: J5l4. Existing Business: Yes No Number of years in existence: Time at Current Location: I New Business to Boynton Beach: Yes X No Do you have an executed lease agreement: Yes X No If so, monthly base rent: Vf z New Business Address: Square footage of current location: '1oo Square footage of new location: Type of Business: 1 �- t? �%�t. ,A-° 6- Number of Employees: ( Hours of Operation: f G o - fAT- Page 10 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435-Phone: (561)737 -3256 Fax: (561)737-3258 www.catchboynton.com BOYNTOR",,1 WWMBEACHI,�!!CRA APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: i L=°' -a I Email g Y Date of Birth: � a�� �"� � �i �F�, ���fi. t,,,,Zr ��>, ,�� _�... Residential Address: }} kYT Cell Phone Number: "j - 79,q 5772'7 2. Principal/Owner Name: y, -T- L Date of Birth: I ° Email: Residential Address: Cell Phone Number: T_--4 r - 3. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 4. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number Page 11 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737-3258 www.catchboynton.com BOYNTONI(,i�' APPLICANT INFORMATION Are you applying for grant assistant under any other program offered by the CRA? Yes No c If yes, what additional programs are you applying for: Are you receiving grant assistance under any other governmental agencies: Yes_ No If yes, list any additional grant sources and amounts: LANDLORD INFORMATION: Landlord Name: �-- Landlord's Mailing Address: ►1r , Landlord's Phone Number: L- CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Rent Reimbursement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Page 12 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737-3258 www.catchboynton.com BONTONI,"",� 8 BEACS if s`. _. APPLICANT INFORMATION Community Redevelopment Agency Commercial Rent Reimbursement Grant Program Rules and Requirements. understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. I understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer furthering the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in my application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. specifically authorize the Boynton Beach Community Redevelopment Agency to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the Boynton Beach Community Redevelopment Agency or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. Page 13 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737-3258 www.catchboynton.com BOYNTORi( C: R' A HlBEACH ,. APPLICANT INFORMATION APPLICANT SIGNATURES: `kincip /Owners Signature Date -j Printed }f Printed Name, Title .r 2. Principal/Owner's Signature Date S`r'i AP,K, lo. �k(cs;""o"J" Printed Name Title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF COUNTY OF � BEFORE ME, an off' r dul honzed law)o ad inister oaths and takenowled�e ac ments, personally appeared lar personally known to or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE F. R GING, I have set my haPA tad fficial s I in the State and County aforesaid on this day of m e . .R V-111PATRICIAG.RICALTON NOTARUB C MY COMMISSION#GG 065852 My Commission Expires: �: aF EXPIRES:April 29,2021 Bonded Thru Notary Public Under fAm Page 14 of 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561)737-3256 Fax: (561)737 -3258 www.catchboynton.com BOYNTON iim I!c .1 {t LANLORD INFORMATION LANDLORD SIGNATURES: 7 ' Landlord's Signature Date 0 e-J c,-- Printed Name Title 2. Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures-Multiple notary pages may be used if signing individually — ` 4 � , STATE OF COUNTY OF BEFORE ME, an officer duly authorized y law t4 administer oaths and take acknowledgements, personally appeared __ ,t f , who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand nd,,official se l"fri t� State and County aforesaid on this ,•J' day ofC�,� , 20 ':2-0 . s;% �it ,s+a 1r t- rcoon : Vy ® = NOTAR PL1 LIC � d 4/ a7 Q.s My Commission Expires: ML ®®®®® $ 15 Rent Reimbursement 710 North Federal Highway, Boynton Beach, FL 33435—Phone: (561) 737-3256 Fax: (561)737-3258 www.catchboynton.com 7/7/2020 PAPA Maps DOROTHYJACKS i"i(� isi,t}.h}iA���t�!{��tzii� t`It ,; t,i St,i�.- 2�a{)1�i�{J V ,>.n,�:-: —�. r� 1 , 4115 �{`� � »��,1<S s�ti{t '�}" tr,''�4,t1 It � `� I � 1 � 115 t �t;��A�srjS ����,v{t� 1�•ii�it� , j�1#�iSJli����\« -,�, �) � �, {lst .. S t,,t ��l�tl #�41��isjx � t iS tllr, 4 �V (int' i� I Search by Owner,Address or Parcel �j V��tl {" � {,r tsl� �5{t11i ��' �t>�(}`�51� v � �T, to � IV'� if ��Nr a View Prty R Ne s _ Owners ' FOUR SONS PLAZA 640 LLC 3 Property Detail Location 640 E OCEAN AVE i Mi.micipaN4, BOYNTON BEACH Parcel o, 08434527040000560 h� Subdivisicm, LAWNS Book 27168 Pae 964 f Sale Date NOV-2014 k 3613 5 MILITARY TRL lWalling q , Addiess LAKE WORTH FL 33463 8733 tUse Type 1 100-STORES Twal 17204 t 1 Sales Information . k Sales Date Price c� s NOV-2014 2000000 JAN-2002 787500 JAN-2002 10 JAN-1975 18000 Appraisals Tax Year 2019 mprovententValue $1,523,789 I Land Value $738,375 i Total Market Value $2,262,164 i All values are as of January 1 st each year Assessed/Taxable values Tax Year 2019 Assessed Valum $2,262,164 Taxable Valum $2,262,164 Taxes Tax Year 2019 Ad Valore,,n $48,884 Non Ad Valore,,n $9,917 l tal tax $58,801 https://maps.co.palm-beach.fl.us/cwgis/papa.htmI?qvalue=08434527040000560 1/1 2 THIS LEASE AGREEMENT, made and entered into this day of^, - I I, by and berween Four Sons Plaza LLC or it's successors, hereinafter referred to as Landlord, whose address Is PO BOX 211685, Royal Palm Beach, Florida 33421 and L-.1W1F -tL1 'FL=Je hereinafter referred to as Tenant, whose address is da WITNESSETH : FOR VALUE RECEIVED, it is hereby agreed that: PREMISES 1. The Landlord, by these presents does hereby lease and rent unto the said Tenant, and said Tenant hereby agrees to lease and take upon the terms and conditions which hereinafter appear, the following described property: Ll- hereinafter called the Dernised Premises or Leased Premises. Said Demised Premises being a part of Z21 /? -- located in Palm Beach County, 6 - —/"— Florida. The Tenant agrees that at all times during the term of this Lease it shall, at it's own cost and expense: (a) Obtain and maintain in effect all permits and licenses necessary for the operation of Tenant's business as herein provided. (b) Comply with all rules and regulations for the use and occupancy of the Shopping Center/Office as Landlord, In its sole discretion, from time to time promulgates for the best Interests of the Shopping Center/Office. Landlord shall have no liability for violation by any other tepant of the Shopping Center/Office of any rules or regulations nor shall such violation or the Waive-rlfllereof excuse Tenant from compliance. (c) Be responsible for and shall pay before delinquency all municipal, county or state taxes assessed during the term of this Lease against any leasehold interest or property of any kind owned by or placed in, upon or about the Leased Premises by the Tenant. (4),Neloer encumber nor obstruct the sidewalks adjoining said premises nor allow the same to,beobstructed or encumbered in any manner, and keep said sidewalks free of rubbish and dlrk`' the Tenant shall not place or cause to be placed any merchandise, vending machines, or anything on the sidewalk or exterior of premises without written consent of the Landlord. TERM 2. (a) The term of this Lease shall be for years commencing on the "commencement Date'" which shall be 4 10-/ P-- -)v.) - If the Commencement Date does not occur on the first day of a month, the Tenant shall pay rent for the fractional month on a per them basis calculated' on the basis of a 30-day Month until the first day of the month when the term hereunder commences; and thereafter the minimum rent shall be paid in equal installments on the first day of each and every month In advance. Each of the parties hereto agrees that, upon the Commencement Date of this Lease or from Each of the parties hereto agrees that, upon the Commencement Date of this Lease or from time to time thereafter, upon the reasonable request of the other party, it will execute and deliver such further instruments as may be appropriate setting forth the date of commencement and the date of expiration of the terms of this Lease. ( ) In the event Tenant receives notice that the Leased Premises are ready for occupancy as herein defined and fails to take possession and to open the Leased Premises for business fully fixtured, stocked and staffed within the time herein provided, then the Landlord shall have, in addition to any and all remedies herein provided, the right at it's option to collect not only the minimum rental per day for each and every day that the Tenant shall fail to commence to do business as herein provided. RENTAL Beginning with the "Commencement Date" as herein above provided and through- out the term hereof, Tenant agrees to pay to Landlord, or it's agents, at the address first above written, or at any other place designated by Landlord In writing, a monthly rental of 5 ) ll in advance on the first day of each month. (see Paragraph 3 As security for the faithful performance by Tenant of all the terms and conditions upon the Tenant's part to be performed, Tenant has this day deposited with Landlord the sum ,/ )-0 ' ($ Dollwhich shall be returned to Tenant, without interest, on theay set forth for the expiration of the term herein notwithstanding this Lease may be sooner terminated; provided, however, that Tenant has fully and faithfully rried out all of the terms, covenants and conditions on it's part to be performed. Landlord shall have the right to apply any part of said deposit to cure any default of Tenant and if Landlord does so, Tenant shall, upon demand, deposit with Landlord the amount applied so that Landlord shall have the full deposit on handall times during the term of this Lease. Tenant's failure to make such deposit within five ( ) days after demand by Landlord shall, at the option of the Landlord, constitute a breach of this Lease. ( Ta Tenant pay as additional rent, within ten (1 ) days after demand is made by Landlord, it's proportionate share of all real property taxes levied or assessed against the land and improvements in the Shopping Center/OfficeCenter/Office for any calendar year during the term of this Lease. Tenant shall pay as additional rent within the time limit stated above, any and all assessments and/or taxes levied against Landlord for any reason whatsoever, by any municipal or governmental agency, as a direct result of the operation and existence of Tenant's business. The proportion to be paid is based upon the ratio of the square feet of the Leased Premises to the total square feet of leasable building space in the Shopping Center/Office. Tenant shall pay all assessments and all taxes levied on it's own personal property. Tenant shall further pay any tax that may be levied or assessed upon the rent reserved thereunder by any governmental authority acting under any present or future laws as a substitute in whole or in part for any real estate taxes. (see Paragraph 37 regarding payment of estimated amount on a monthly basis). (c) Tenant agrees to pay to Landlord, as additional rental, in the same manner as set forth in Subparagraph B hereof, it's proportionate share of all liability, fire and extended coverage insurance determined by Landlord to be required or beneficial to Landlord or Tenant in connection with the buildings. * see page 2a attachedret and made a part hereof 2 (d) Tenant To Bear Pro-Rata Share of Sh000ing Cente o—ffice Qi2erating Costs. In each lease year or partial lease year, as defined herein, Tenant will pay to Landlord, in addition to all other rentals specified in this Article 3, as further additional rent, a portion of the "Shopping Center/Office Operating Cost", as defined below calculated by multiplying the total Shopping Center/Office Operating Cost by a fraction, the numerator of which shall be the number of square feet contained in the Leased Premises, and the denominator of which shall be the aggregate number of square feet of leasable building space in the Shopping Center/Office. Such payment shall be made as provided hereinafter. Landlord shall operate, maintain and repair the Common Areas in such manner as Landlord shall, in its sole discretion determine. For these services Tenant shall pay as additional rent it's proportionate share of the "Shopping Center/Office Operating Cost" from and after the Commencement Date and continuing during the term. of this Lease, including any period during which Tenant shall transact business in the Leased Premises prior to the Commencement Date of the term of this Lease. For the purposes of this Article, the term"Shopping Center/Office OperatingCenter/0c Cost"shall include but not be limited to, the costs and expenses of the following subsections (1) through (1 ) are for definition only and are not to be constructed to as to impose any obligations on Landlord: 1 garbage and trash removal; maintenance, repair and replacement of all parking lot surfaces, service areas and courts, including cleaning, sweeping, painting, striping and repaving; maintenance, repair and replacement of sidewalks, curbs, guardrails, bumpers, fences, screens, flagpoles, bicycle racks, Shopping Center/Office Center/Officeidentification signs, directional signs, traffic signals, and other traffic markers and signs; ( ) maintenance, repair and replacement of the (i) storm and sanitary drainage systems, including disposal plants and life stations and retention ponds or basins; (ii) irrigation systems; (iii) electrical, gas, water and telephone systems; (Iv) lighting systems including bulbs, poles and fixtures; (v) emergency water and sprinkler systems; (vi) other utility systems (vii) heating, ventilating and air conditioning systems; and (viii) security systems, including any utility charges in connection with any of the foregoing systems; ( ) and interior and exterior planting, replanting and replacing of flowers, shrubbery, plants, trees other landscaping; ( ) maintenance, repair, replacement and substitution of and for all portions of the stores, both interior and exterior, in the Shopping Center/Office excluding the Leased Premises and premises leased to other. tenants, including, but not limited to, floors, floor coverings, ceilings, walls, roofs and roof flashings, canopies, skylights, signs, planters, benches, fountains, elevators, escalators and stairs, fire exits, doors and hardware, windows, glass and glazing; ( ) premiums or contributions for insurance, including, without limitation, liability insurance for personal injury, death and property damage; insurance against liability for defamation and claims of false arrest occurring in and about the Common Areas; workmen's compensation; broad form and peril insurance covering the Common Areas in the Shopping Center/Office which may include flood insurance, earthquake insurance, boiler ` insurance and/or rent insurance as is commonly provided in an All-Risk type policy for the purposes of the provision of subsection ( ), Common Area shall be deemed to include the Leased Premises and premises leased to other tenants; ( ) real estate taxes as defined in Section 3(b) of this Lease imposed upon the Landlord and buildings for any calendar year during the term of this Lease; ( ) maintenance, repair and acquisition costs rental fees and/or purchase price or in lieu of purchase price, the annual depreciation allocable thereto of all security devises, machinery and equipment used in the operation and maintenance of the Common Areas, and all personal property taxes and other charges incurred in connection with such security 3 devices, machinery and equipment; ( ) all license and permit fees, and all parking surcharges that may result from any environmental or other laws, rules, regulations, guidelines or orders; the cost of obtaining and operating public transportation or shuttle bus systems as used in connection with bringing customers to the Shopping Center/Office or if required by any environmental or other laws, rules, regulations, guidelines or orders; ( ) installation and operation of music program service and loudspeaker systems; ( personnel, if any, including, without limitation, security and maintenance people on the Shopping Center/Offlce, the Shopping Center/Office manager and assistant Shopping Center/Office manager, or a management fee in lieu thereof, secretaries and Shopping Center/Office management bookkeepers including, without limitation, the payroll taxes and employee benefits of such personnel; and ( ) Landlord's administrative overhead in an amount equal of ten (10%) percent of the total Shopping Center/Office Operating Cost. Not withstanding the foregoing provisions, Shopping Center/Office Operating Cost shall not include: (1) depreciation other than depreciation as above specified; (il) costs of repairing and re placing to the extent that proceeds of insurance or condemnation awards are received therefore; (lit) costs of a capital nature to the extent they improve the Common Areas to beyond their original condition or utility as they may be made from time to time byLandlord; (iv) costs incurred by Landlord In the construction of the Shopping Center/OfficeCenter/Office andLandlord's work in the Leased Premises; ( ) the cost to Landlordof readyingother tenant space for occupancy. Landlord shall estimate the proportion of the Shopping Center/Office Operating costs attributable to Tenant and Tenant shall pay one-twelfth (1/12) thereof monthly In advance, together with the payment of Fixed Minimum Annual Rental. After the end of each calendar year, Landlord shall furnish Tenant a statement of the actual Shopping Center/Offlce Operating Cost and there shall be an adjustment between Landlord and Tenant, with payment to or repayment by Landlord, as the case may require, to the end that Landlord shall receive the entire amount of Tenant's annual share for such period. If the Commencement Date occurs in the calendar year during which the Shopping Center/Office initially opens for business, then the Shopping Center/Office Operating costs for such partial calendar year shall be reduced by a fraction, the numerator of which shall be the number of days from the Commencement Date through the following December 31st and the denominator of which shall be the number of days from the date the Shopping Center/Office opened for business through the following December 31st. Tenant's obligations with respect to payments due during the term of this Lease pursuant to this Article shall survive the expiration or termination of this Lease. Additional--Re-d. Any and all sums of money or charges required to be paid by Tenant under this Lease, whether or not the same be so designated, shall be considered "additional rent". If such amounts or charges are not paid at the time provided in this Lease, they shall nevertheless, be collectible as additional rent with the next installment of Minimum Annual Rent thereafter failing due hereunder, but nothing herein contained shall be deemed to suspend or delay the payment of any amount of money or charges as the same becomes due and payable hereunder, or limit any other remedy of the Landlord. (f) Tenant shall pay to Landlord, in addition to and along with any and all rental 4 otherwise payable hereunder, any excise, transaction, sales, or privilege taxes, other than income and estate taxes, now or hereinafter imposed by any government or governmental agency upon Landlord and attributable to or measured by rent or other charges or prorations payable by Tenant hereunder. ( In the event Tenant is late in the payment of rent or other sums of money required to be paid under this Lease, Tenant agrees to pay to Landlord a late charge of five cents for each dollar of each payment five days or more in arrears. Said payment shall be to cover extra expenses incurred by Landlord in handling delinquent payments. In addition to the late charge referred to above, any and all payments in arrears for more than fifteen (15) days shall bear interest, payable as rent to Landlord at the highest interest rate the Landlord is allowed to charge under applicable law; provided, however, that said interest rate shall in no event exceed fifteen (15%) percent per annum. The provisions of this Section are available to Landlord In the event of Tenant's default as provided for under this Lease. TENANT IMPROVEMENTS 4. Tenant accepts the Leased Premises on n•""as-is" basis. Tenant shall, at Tenant's expense, complete all necessary Tenant improvements so as to complete construction of he Leased Premises as a completed unit, in a good and workmanlike manner, and in compliance with all rules, regulations and ordinances of any governmental agency or department having jurisdiction. All plans and specifications for Tenant improvements shall be subject to approval by Landlord, which approval shall not be unreasonably withheld. SITE PLAN S. The purpose of the site plan attached hereto as Exhibit "A" is to show the approximate location of the Leased Premises. Landlord reserves the right at any time to relocate the various buildings, automobile parking areas, and other common areas as shown on said site plan. Notations and designations found thereon are intended only for the convenience of the Landlord and in no way deme, limit, construe or describe the scope or extent or in any way affect this Lease. FIXTURES 6. All fixtures installed by Tenant shall be new or reasonably reconditioned. Tenant shall not make or cause to be made any alterations, additions, or improvements, or install or cause to be installed any trade fixtures, exterior signs, floor covering, interior or exterior lighting, plumbing fixtures, shades or awnings, or make any changes to the storefront without first obtaining Landlord" written approval and consent, not to be unreasonably withheld. Tenant shall present to the Landlord plans and specifications for such work at the time approval is sought. All alterations, decorations, additions or improvements made by the Tenant, or made by the Landlord on the Tenant's behalf by agreement under the Lease, shall remain the property of the Tenant for the term of the Lease or any extension or renewal thereof. The Tenant shall at all times aintai fire insurance with extended coverage naming the Landlord as an additional insured and the Tenant, in an amount adequate to cover the cost of replacement of all alterations, decorations, additions or improvements n the event of fire or extended coverage loss. Tenant shall deliver to the Landlord certificates of such fire insurance policies which shall contain a clause requiring the insurer to give Landlord ten days' notice of cancellation of such policies. Such alterations, decorations, additions and improvements shall not be removed from the premises without prior consent in writing from the Landlord. 5 If after default in payment of rent or violation of an other provisions of this Lease, or upon the expiration of this Lease, the Tenant moves out or is dispossessed and fails to remove any trade fixtures, signs or other property prior to such said default, removal, expiration of lease, or prior to the issuance of final order or execution of warrant, then and in that event, the said fixtures, signs and property shall be deemed abandoned by Tenant and shall become the property of the Landlord, or Landlord may notify Tenant to remove same at Tenant's own cost and expense, and upon the failure of Tenant to do so, Landlord may, in addition to any other remedies available to it, remove said property as the duly authorized agent of Tenant, at Tenant's expense. ALTERATIONS . ( . Tenant may, at it's expense, make such alterations and improvements to the Demised Premises and install interior partitions as it may require, provided the written approval of the Landlord, such approval shall not be unreasonably withheld, be first obtained and that such improvements and alterations are done in a workmanlike manner in keeping with all building codes and regulations and in no way harm the structure of the Demised Premises, provided that at the expiration of this Lease or any extension thereof, Tenant, at it's expense, restores the within Demised Premises to it's original condition and repairs any damage to the premises resulting from the Installation or removal of such partitions, fixtures, or equipment as may have been installed by Tenant, If requested to do so by Landlord The Landlord shall not be liable for any labor or materials furnished or to be furnished to the Tenant upon credit, and no mechanic's or other lien for any such labor or materials shall attached to or effect the reversion or other estate or Interest of the Landlord in and to the leased property, based upon any act or Interest of the Tenant or of anyone claiming through the Tenant, or if any security agreement shall have been filed for or effecting any materials, machinery, or fixtures used thereto by the Tenant, the Tenant shall immediately take such action by bonding, deposit or payment as will remove the lien or security agreement. If the Tenant has not removed the lien within ten days after notice to the Tenant, the Landlord may pay theamount such mechanic's lien or security agreement or discharge the same by deposit, and theamount so paid or deposited, with interest thereon, shall be .deemed additional rent reserved under this Lease, and shall be payable forthwith with interest at the highest legal rate from the date of such advance, and with the same remedies to the Landlord as in the case of default in the payment of rent as herein provided. (b). Tenant shall at all times keep the Leased Premises including maintenance of exterior entrances, all glass and window moldings, and all partitions, doors, fixtures, equipment and appurtenances thereof Including titin , heat ng and plumbing fixtures, escalators, elevators, and any air conditioning systemin good order, condition and repair including reasonably periodic painting as determined No , except for structural portions of the premises which shall be maintained by Landlord, but if Landlord is required to make repairs to structural portions by reason of the acts or omissions of Tenant, it's agents, employees or invitees, Landlord may add the cost of such repairs to the rent which shall thereafter become due. LANDLORD/TENANT a. Landlord gives to Tenant exclusive control of premises and shall be under no obligation to inspect said premises. Tenant shall at once report in writing to Landlord any defective condition known to him which Landlord is required to repair, and failure to so report such defects shall make Tenant responsible to Landlord for any liability incurred Landlord b reason of such defect. Notwithstanding any provision in this Lease to the contrary, Landlord shall not be responsible or liable to Tenant for any injury or damage from acts or omissions of persons occupying the property adjoining the Leased Premises or any part of the building of which the Leased 6 a Premises is a part, or for any injury or damage resulting to the Tenant, or its property, from bursting, stoppage, or leaking of water, gas, sewer, or steam pipes or from any structural defect in the roof, exterior walls or the like. Except as caused by whole or in part by the actions or inactions of Landlord. USE 9. ( ) Premises shall be used for and no other without the prior written consent of Landlord. Premises shall not be used for any illegal purposes, nor in any manner to create any nuisance or trespass, nor in any manner to vitiate the insurance or increase the rate of insurance on premises, and subject to right of other Tenant's issues. Tenant shall operate 100% of the Leased Premises during the entire term of this Lease with due diligence and efficiency , unless prevented from doing so y causes beyond Tenant's control. Tenant shall conduct it's business in the Leased Premises during the regular customary days and hours for such type of business in the city or trade area in which the Shopping Center/Office is located and will keep the Leased Premises open for business during the same days, nights and hours as the majority of the chains and department stores located in the Shopping Center/Office. ( ) During the term of this Lease Tenant shall not directly or Indirectly engage in any similar or competing business within a radius of three miles from the outside boundary of the Shopping Center/ c . Tenant shall not perform any acts or carry on any practices which may injure the building or be a nuisance or menace to other tenants in the Shopping Center/Office. (d) Tenant will not at any time use or occupy the Demised Premises In violation of the certificate of occupancy Issued for the building of which the Demised Premises form a part. If any governmental license or permit shall be required for the proper and lawful conduct of Tenant's business or other activity rrie on In the Leased Premises or if failure to procure such license or permit might or would, in any way, affect Landlord, the Shopping Center/ cCenter/Offlce or the Leased Premises, then Tenant, at Tenant's expense, shall, at all times, comply with the requirements of each such license or permit. Tenant shall promptly comply with all laws and ordinances and lawful orders and regulations affecting the premises hereby leased and the cleanliness, safety, occupancy and use of same, including, without limitation, any zoning laws and ordinances affecting the Premises. (e) Tenant, at Tenant's sole cost and expense, shall promptly comply with all laws and ordinances and lawful orders and regulations affecting the Leased Premises and the cleanliness, safety, occupancy, alteration and use of same, including, but not limited to, the Americans with Disabilities Act of 1990 ("ADA"), as more fully set forth below, and the Clean Air Act. Tenant, at its sole cost and expense, shall be responsible for complying with all applicable provisions of the ADA relating to: (A) the physical condition of the Leased Premises; ( ) Tenant's policies and the operation of its business in or from the Leased Premises; and (C) Tenant's employment and employment related practices. Landlord shall have no responsibility whatsoever for compliance with the ADA within the Leased Premises. Tenant shall indemnify, defend and hold harmless, Landlord from and against any and all claims, actions, damages, liability, cost and expense, including attorney fees, in connection with or resulting from compliance or noncompliance with the ADA relating to those matters described in Sub- (A), (B), and (C) above. (f) Tenant agrees that Landlord shall have the right to prohibit the continued use b Tenant of any unethical or unfair method of business operation, advertising or interior display, if, inLandlord's opinion, the continued use thereof would impair the reputation of the Shopping Center/Office as a desirable place to shop or is otherwise out of harmony with the general character thereof, and upon notice from ndlord, Tenant shall forthwith refrain from 7 or discontinue such activities. CONDITIONS TO GRANT 10. The provisions against subletting elsewhere contained in this Lease shall not prohibit Tenant from granting concessions for the operation of one or more departments of the business which Tenant is permitted by this Lease to conduct in or upon the Leased Premises; provided, however, that ( ) each such concession may be granted only upon receipt by Tenant of the written consent of the Landlord and shall be subject to all the terms and provisions of this Lease; ditlenall l Tenant expressly convenants that it will not assign, mortgage or encumber this agreement nor under-let, suffer or permit the Demised Premises or any part thereof to be used by others without the prior written consent of Landlord in each instance. If this Lease be assigned or if the Demised Premises or any party thereof be under-let or occupied by anyone other than Tenant without the express written consent of Landlord had and obtained, Landlord may collect rent from the assignee, under-tenant, or occupant and apply the net amount collected to all rent herein reserved, but no assignment, under-letting, occupancy or collection shall be deemed a waiver of this covenant or the acceptance of the assignee, under-tenant, or occupant as Tenant, or a release of the performance of the covenants on Tenant's part herein contained. In the event theLandlord's written consent Is given to an assignment or subletting, the Tenant shall nevertheless remain liable to perform all covenants and conditions thereto and to guarantee such performance by his assignee or sub-tenant. QUIETJ . The Landlord covenants that the Tenant, upon payment of the rent and additional rent above reserved, upon the due performance of the covenants and agreements herein contained, shall and may at all times during the term hereby granted peaceably and quietly have, hold and enjoy the Demised Premises for the term of this Lease. However, the Landlord shall have no liability whatsoever to the Tenant for any breach of this covenant occasioned by the acts or omissions of any transferee, successor, or assignee of the Tenant. TENANT NEGLECT . If Tenant refuses\or neglects to repair property as required hereunder to the reasonable satisfaction of Landlord as soon as reasonably possible after written e and, Landlord may make such repair without liability to Tenant for any loss or damage that may accrue to Tenant's merchandise, fixtures, or other property or to Tenant's business by reason thereof, and upon completion thereof, Tenant shall pay Landlord's costs for making such repairs plus 20% for overhead, upon presentation of bill therefore, as additional rent payable with the next rent payment due under this Lease. Said bill shall include interest at the highest legal rate on said cost from the date of completion of repairs by Landlord. UTILITIES 13. Tenant shall be solely responsible for and promptly pay all charges for heat, water, 8 gas, electricity and/or any other utility used or consumed in the Leased Premises. Should 'Landlord elect to supply the water, gas, heat, electricity and/or any other utility used or consumed in the Leased Premises, Tenant agrees to purchase and pay for the same as additional rent at the applicable rates filed by the Landlord with the proper regulatory authority. In no event shall Landlord be liable for an interruption or failure in the supply of any such utilities to the Leased Premises unless caused by the actions or inactions of the Landlord. The Tenant shall use reasonable diligence in the conservation of these utilities. Nothing contained in this Section shall be construed as a representation by Landlord that any of said utilities are available at the premises. Tenant agrees to keep the Demised Premises heated and air- conditioned at such levels as may be reasonably required by the Landlord to protect the buildings and prevent dissipation of the heat and air-conditioning in those areas immediately adjacent to the premises. INSURANCE . ( Liability Insurance. Tenant shall, during the entire term hereof, keep in full force and effect: bodily injury and public liability insurance in an amount not less than ONE LLION DOLLARS ($1,000,,000.0o) per accident and Injury; property damage insurance in an amount not less than THREE HUNDRED THOUSAND DOLLARS ($300,000.00); and workman's compensation insurance in the maximum amount permitted under law. The policyshall name Landlord, and any appropriate person, firm or corporation designated by Landlord, and Tenant as insured, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the Landlord ti (3 ) days prior written notice. The insurance shall be in an insurance company approved by Landlord and a copy of the policy or a certificate of insurance shall be delivered to Landlord prior to the Commencement Date. In no event shall the limft of said insurance policy be considered a limitation of liability of Tenant under this Lease. Landlord shall maintain public liability insurance either through the purchase of insurance or a self-insurance plan on the Common Areas providing coverage in such amounts as may be determined ndlo , but in no event less than FIVE HUNDRED T ($500,,000.00), in liability for Injury to or death of any one person and ONE MILLION , ) for any one occurrence, or in lieu of the foregoing combined single bond of at - least ONE MILLION DOLLARS s, ). ( ) Plate Glass Insurance. The replacement of any plate glass damaged or broken from any cause whatsoever in and about the Leased Premises shall be Tenant's responsibility. Tenant shall, during the entire term hereof, keep In full force and effect a policy of plate glass insurance covering all the plate glass of the Leased Premises, in amounts satisfactory to Landlord. The policy shall name Landlord and any appropriate person, firm or corporation designated by Landlord and Tenant, as insured and shall contain a clause that the insurer will not cancel or change the insurance without first giving the Landlord ti O days prior written notice. The insurance shall be in an insurance company approved by the Landlord and a copy of the policy or a certificate of insurance shall be delivered to Landlord prior to the Commencement Date. c) All Risk Insurance. Tenant shall at all times during the term hereof, and at it's own cost and expense, maintain in effect policies of insurance covering it's fixtures and equipment located on the Leased Premises, in an amount not less than one hundred (100%) percent of their actual cash value, providing protection against any peril included within the standard classification o "All is " together with insurance against sprinkler damage, vandalism and malicious mischief. The proceeds of such insurance, so long as this Lease remains in effect, shall be used to repair or replace the fixtures and equipment so insured. 9 All r-en* Tenen , Wimp IIF the j 4 VB r r —1er-d shall r r ( ) Increase to Fire Insurance Premium. Tenant agrees that it will not keep, use, sell or offer for sale in or upon the Leased Premises an article which may be prohibited by the standard form of All Risk insurance Policy. Tenant agrees to pay any increase In premiums for All Risk insurance that may be charged during the term of this Lease on the amount of such insurance which may be carried by Landlord on said Leased Premises or the building of which they are a part, resulting from the type of merchandise sold by Tenant in the Leased Premises, whether or not Landlord has consented to the same. In determining whether increased premiums are the result of Tenant's use of the Leased Premises, a schedule issued by the organization making the insurance rate on the Leased Premises, showing the various components of such rate, shall be conclusive evidence of the several items and charges which make up the fire insurance rate on the Leased Premises. Tenant agrees to promptly make, at Tenant's cost, any repairs, alterations, changes and/or improvements to Tenant's equipment in the Leased Premises required by the company issuing Landlord's All Risk insurance so as to avoid the cancellation of or the increase in premiums on said insurance. In the event Tenant's occupation and use of the Leased Premises causes any increase of premium in the fire and/or casualty insurance rates on the Leased Premises or any part thereof above the rate for the least hazardous type of occupancy legally permitted in the Leased Premises, the Tenant shall pay the additional premium on the fire and/or casualty insurance policies by reason thereof. The Tenant shall also pay in such event, any additional premium on protection against rent loss. Bills for such additional premiums shall be rendered by Landlord to Tenant at such times as Landlord may elect and shall be due from and payable by Tenant when rendered, and the amount thereof shall be deemed to be additional rent. ( ) Waiver of Subro anon. Landlord and Tenant waive, unless said waiver should invalidate any such insurance, their right to recover damages against each other to the extent the damaged party recovers for same from it's insurance carrier. Any insurance policy procured by either Tenant or Landlord which does not name the other as a named insured shall, if obtainable, contain an express waiver of any right of subrogation by the insurance company, including but not limited to Tenant's workmen's compensation carrier, against Landlord or Tenant, whichever the case may be. All public liability and property damage policies shall contain an endorsement that either party, although named as an insured, shall nevertheless be entitled to recover for damages caused by the negligence of either pa INSURANCE DEFAULT BY TENANT IS. On default by Tenant in obtaining any insurance required hereunder or delivering any policies or paying the premiums or other charges thereon as aforesaid, it shall be the privilege, though not the obligation, of Landlord to effect fully such insurance and likewise to pay any premiums or charges thereon. All sums so paid by Landlord and all costs and expenses incurred by Landlord in connection therewith, together with interest thereon at the highest legal rate from the respective dates of Landlord's making of each such payment, shall constitute additional rent payable by Tenant under this Lease and shall be paid by Tenant to Landlord on demand. 10 DESTRUCTION OF PREMISES . If all or part of the Leased Premises is damaged or destroyed by fire or other casualty, this Lease and all of it's terms, covenants and conditions shall, subject to the provisions hereinafter set forth, continue in full force and effect. (a) In the event that the damage to the shopping center of which the Leased Premises is a part is so extensive as to amount practically to the substantial destruction of the Shopping Center/Office, then and in that event, this Lease shall cease and the rent shall be apportioned to the time of the destruction. (b) In the event that the Shopping Center/Office is not so destroyed as to require that the Lease be terminated as provided for in ( ) above, then, provided that such loss is insured and that all of the proceeds of said insurance coverage are made available to the Landlord b any fee or leasehold mortgagee whose interest may be superior to theLandlord; and provided the destruction does not result In a termination or cancellation of an underlying ground lease, if any; and further provided that the term of this Lease shall have at least three ( ) years to run or in the event that said Lease is in it's last three years provided that the Tenant herein agrees to extend the term of this Lease in accordance with the terms and conditions of the section of this Lease dealing with Option to Renew, if any, then and in that event the Landlord shall repair and rebuild to Shopping Center/Office with reasonable diligence. ( ) Neff n4frated-,4hen--a" ( In the event of any loss or destruction which is not provided for in Sections (a), (b) and (c) above, the Landlord may at it's sole option elect to terminate this Lease effective the date of loss or elect to repair the premises and have said Lease continue in full force and effect subject to the provisions herein. To the extent that the loss or destruction of the Shopping Center/Office of which the Leased Premises is a part substantially interferes with the operation of the Tenant's business, thus required the Tenant to temporarily close it's business to the public, the fixed minimum rental shall be abated from the date of such closing to the date the damage shall have been substantially repaired so as to enable the Tenant to continue it's business. Tenant acknowledges and agrees that Landlord will not carry insurance of any kind on Tenant's furniture and furnishings or on any trade fixtures, equipment, improvements or appurtenances removable by Tenant under the provisions of this Lease, and that Landlord shall not be obligated to repair any damage thereto or replace the same except in the event of Landlord's gross negligence or misconduct. SUBORDINATION 17. This Lease is subject and subordinate to all ground or underlying leases which may now or hereinafter affect the real property of which the Dernised Premises form a part and to all mortgages which may now or hereinafter affect such leases or the real property of which the Demised Premises form a part and to all renewals, modifications, consolidations, replacements and extensions thereof, provided that such mortgages shall provide that this Lease may not be cut off by foreclosure so long as Tenant shall not be in default in the performance of any Tenant's obligations hereunder. This clause shall be self-operative and no further instrument of subordination shall be required by mortgagee. In confirmation of such subordination, Tenant shall execute promptly any certificate that Landlord or mortgagee may request. Tenant hereby constitutes and appoints Landlord as Tenant's attorney-in-fact to 11 execute any such certificate or certificates for and on behalf of Tenant. Tenant agrees that at any time and from time to time within ten days following written notice from the Landlord it will execute, acknowledge and deliver to Landlord or any proposed mortgagee or purchaser, in recordable form, a statement in writing certifying that this Lease is unmodified and in full force and effect or if there shall have been modifications, that the same is in full force and effect as modified and stating the modifications, that there are no defenses or offsets thereto or stating those claimed by Tenant and the dates to which the rent and other charges have been paid in advance, if any, and stating whether or not the Landlord is in default in the performance of any covenant, agreement, or condition contained in this Lease, and, if so, specifying each such default and setting forth such other matters and information as may be reasonably required from a prospective mortgagee or purchaser of the Shopping Center/Office, it being intended that any such statement delivered pursuant to this Section may be relied upon by any prospective purchaser of the fee or any mortgagee thereof or any assignee of any mortgage upon the fee of the Demised Premises. Failure by the Tenant to comply with the provisions of this Section shall make the Tenant liable for all costs and damages suffered by the Landlord as a result of said failure to act. CONDEMNATION . In the event that the whole of the Shopping Center/Office' enter/ c shall be lawfully condemned or taken in any manner for any public or quasi-public use, this Lease and the term and estate hereby granted shall forthwith cease and terminate as of the date of actual taking. In the event of a condemnation or taking of a substantial part of the Demised Premises so as to destroy the usefulness of the premises for the purpose for which the premises were leased. Tenant shall have the right, by delivery of notice In writing to Landlord with ti ( ) days after the vesting of title, to terminate this Lease and the term and estate hereby granted as of the date of actual taking. If the whole of the Common Areas In the Shopping Center/Office shall be acquired or condemned by eminent domain for any public or quasi-public use or purpose, then the term of this Lease shall cease and terminate as of the date of title vesting in such proceeding unless Landlord shall take Immediate steps to provide other parking facilities substantially equal to the previously existing ratio between the common parking areas and the Leased Premises, and such substantially equal parking facilities shall be proved by Landlord at it's own expense within nine ( 0) days from the date of acquisition. In the event that Landlord shall provide such other substantially equal parking facilities, then this Lease shall continue in full force and effect. In any event, Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease. In the event of a partial condemnation which is not substantial enough to destroy the usefulness of the premises for the purposes for which they were leased, or in the event Tenant shall not terminate this Lease within the time above limited, Landlord shall, provided that the proceeds of the condemnation award are made available to the Landlord by any fee or leasehold mortgagee whose interest may be superior to that of the Landlord; and further provided that the condemnation does not result in a termination or cancellation of any underlying ground lease, promptly, but subject to reasonable delays, restore the Demised Premises to an architectural unit as nearly like it's condition prior to such taking as shall be practicable, not including Tenant's fixtures, furnishings, floor coverings, equipment, stock, or other personalty, and this Lease shall continue in full force and effect, except that, effective as of the date of actual taking, the fixed minimum rent shall be diminished by the amount representing the part of said rent applicable to that portion, if any, of the Demised Premises which is so condemned or taken. In the event of termination in any of the cases herein above provided, this Lease and the term and estate hereby granted shall expire as of such taking in the same manner and with the same effect as if that were the date hereinbefore set for the expiration of the term of this 12 Lease, and the rent shall be apportioned as of such date. In the event of any condemnation or taking mentioned in this Section, whether or not this Lease shall be terminated, Landlord shall be entitled to receive the entire award in the condemnation proceeding without deduction therefrom for any estate vested by this Lease in Tenant, and Tenant shall receive no part of such award. Tenant hereby expressly assigns to Landlord any and all right, title, and interest of Tenant now or hereafter arising in or to any such award or any part hereof. Although all damages in the event of any condemnation are to belong to the Landlord whether such damages are awarded as compensation for diminution in value of the leasehold or to the fee of the Leased Premises. Tenant shall have the right to claim and recover from the condemning authority, but not from Landlord, such compensation as may be separately awarded or recoverable by Tenant in Tenant's own right on account of any and all cost or loss to which Tenant might be put in removing Tenant's merchandise, furniture, fixtures, leasehold improvements and equipment, as well as any award given for the unamortized value of Tenant's improvements, excluding those paid for by Landlord. INDEMNIFICATION OF LANDLORD 19. Tenant will Indemnify Landlord and save it harmless from and against any and all claims, actions, damages, liabilityand expense in connection with loss of life, personal injury and/ or damage to property arising from or out of an occurrence in, upon or at the Leased Premises, or the occupancy or use by Tenant of the Leased Premises or any part thereof, or occasioned wholly or in part by any act or omission of Tenant, it's agents, contractors, employees, servants, lessees or concessionaires. In case Landlord shall, without fault on it's part, be made a party to any litigation commenced by or against Tenant, then Tenant shall protect and hold Landlord harmless and shall pay all costs, expenses and reasonable attorneys' fees incurred or paid by Landlordin connection with such litigation. Tenant shall also pay all costs, expenses and reasonable attorneys' fees that may be Incurred or paid by Landlord in enforcing the covenants and agreements in this Lease. BROKER'S COMMISSION 20. Tenant represents and warrants that there are no claims for brokerage commission or finder's fees in connection with the execution of this Lease, and Tenant agrees to indemnify the Landlord against and hold it harmless from all liabilities arising from any such claim including, without limitations, the cost of counsel fees in connection therewith. PARKING AND COMMON AREA . The parking area, employee parking space, driveways, entrances and exits and all other common areas and facilities provided by Landlord for the general use, in common, of Tenants, their employees and customers, shall at all times be subject to the exclusive control and management of Landlord, and Landlord shall have the right to establish, modify, change and enforce uniform and non-discriminatory rules and regulations with respect to the parking area, employee parking area, and other Common Areas and facilities herein above mentioned, and Tenant agrees at all times to abide by and conform to such rules and regulations. Tenant agrees that it and it's officers and employees will park their automobiles only in such space as Landlord may from time to time designate asemployee parking space, which may at the election of Landlord, be adjacent to the Center and separated therefrom intervening streets. 13 Landlord shall have the right to close any part of the parking area or the employee parking space or other Common Areas and facilities for such time as Landlord in it's sole discretion deems necessary for the benefit of the Shopping Center/Office. All Common Areas and facilities not within the Leased Premises which Tenant may be permitted to use and occupy are to be used and occupied under a revocable license, and if any such license be revoked, or if the amount of such areas be diminished, Landlord shall not be subject to any liability nor shall Tenant be entitled to any compensation or diminution or abatement of rent, nor shall such revocation or diminution of such areas be deemed constructive or actual eviction. DEFAULT 22. If Tenant shall default in the payment of any rent or other payments required to Tenant or any part thereof, and if such default shall continue for five days after the payment shall be due; or if Tenant shall default in the performance or observance of any other agreements or conditions on it's part to be performed or observed, and if Tenant shall fail to cure said default within ten days after notice of said default from ndlord; or if any person shall levy upon, take, or attempt to take this leasehold interest or any party thereof upon execution, attachment, or other process of law; or if Tenant shall default with respect to any other lease between it andLandlord; or if the premises shall be deserted, vacated, abandoned, or business operations shall not be conducted therein for a period of three or more days; or if this Lease or any interest therein shall by operation of law devolve upon or pass to any person or persons other than Tenant; or if Tenant shall fall to move into and take possession of the Demised Premises and open for business within 30 days afterLandlord's giving notice to Tenant that the Demised Premises are ready for occupancy Tenant, then, in any of said cases Landlord lawfully may immediately, or at any time thereafter and without any further notice or demand, terminate this Lease and Tenant will forthwith quit and surrender the Demised Premises, but Tenant shall remain liable as hereinafter provided. If this Lease shall be terminated as provided in this Section: The Landlord may Immediately, or any time thereafter, re-enter and resume possession.of the Demised Premises and remove all persons and property therefrom either by summary dispossess proceedings or by a suitable action or proceeding at law or in equity, or by force or otherwise, without being liable for any damages therefore. No re-entry by the Landlord shall be deemed an acceptance of a surrender of this Lease. The Landlord may relet the whole or any part of the Demised Premises for a period equal to, or greater, or less than the remainder of the term of this Lease, at such rental and upon such terms and conditions as the Landlord shall deem reasonable, to any tenant or tenants which it may deem suitable and satisfactory for any use and purpose which it may deem appropriate. In no event shall the Landlord be liable in any respect for failure to relent the Demised Premises or in the event of such reflecting, for failure to collect the rent thereunder. Any sums received by the Landlord on a reflecting in excess of the rent reserved in this Lease shall belong to the Landlord. EXPENSES OF ENFORCEMENT 23. In the event any payment due Landlord under this Lease shall not be paid on the due date, said payment shall bear interest at the rate of fi een °f° the due date until paid unless otherwisespecificallyt } Percent per nn from provide herein, but the payment of such interest shall not excuse or cure any default by Tenant under this Lease 1 In no event, however, shall the interest rate charge pursuant hereto or pursuant to any other provision of this Lease be greater than the maximum rate permitted by law. In the event that is shall be necessary for Landlord to give more than one (1) written notice to Tenant of any violation of this Lease, Landlord shall be entitled to make an administrative charge to Tenant of Twenty-Five ($25.00) Dollars for each additional notice. Tenant recognizes and agrees that the charges which Landlord is entitled to make upon the conditions stated in this Section represent, at the time this Lease is made, a fair and reasonable estimate and liquidation of the costs of Landlord in the administration of the Shopping Center/Office resulting from the events described, which costs are not contemplate or included in any other rent or charges to be paid by Tenant to Landlord under this Lease. Any charges becoming due under this Section of this Lease shall be added to and become due with the next ensuing monthly payment of Fixed Minimum Annual Rent and shall be collectible as a part thereof. LEGAL 24. In the event that is shall become necessary for Landlord to employ the services of any attorney to enforce any of it's rights under this Lease or to collect any sums due to it under this Lease or to remedy the breach of any covenant of this Lease on the part of the Tenant to be kept or performed, regardless of whether suit be brought, Tenant shall pay to Landlord such reasonable Fee as shall be charged byLandlord's attorney for such services. Should suit be brought for the recovery of possession of the Leased Premises, or for rent or any other sums due under this Lease, or because of the breach of any of Tenant's covenants under this Lease, Tenant shall pay to Landlord all expenses of such suit and any appeal thereof, including a reasonable attorneys' fee. SIGNS . Tenant may Install and maintain electric or other artistic signs capable to being illuminated, advertising it's business or products sold in the Demised Premises, provided that Tenant obtains the necessary permits from proper governmental authorities for the erection and maintenance of said sign, and the prior written approval and consent of the Landlord as to size, type, design and location of the sin on the premises, which approval will not be unreasonably withheld. Signs installed by Tenant shall be non-audible and non-flashing. FORCE MAJEURE 26. In the event that either party hereto shall be delayed or hindered in or prevented from the performance of any act required hereunder by reason of strikes, lockouts, labor troubles, inability to procure materials, failure of power, restricting governmental laws of regulations, riots, insurrection, war or other reason of a like nature not the fault of the party delayed in performing work or doing acts required under the terms of this Lease, then performance of such act shall be excused for the period of such delay. The provisions of this Section shall not operate to excuse Tenant from the prompt payment of rent, percentage rent, additional rent, or any other payments required by the terms of this Lease. HOLDING OVER 27. If the Tenant shall occupy said premises with consent of the Landlord after the expiration of this Lease and rent is accepted from said Tenant, such occupancy and payment shall be construed at an extension of this Lease for the term of one month only from the date of such expiration and occupation thereafter shall operate to extend the term of this Lease for but one month at a time unless other terms of such extension are endorsed hereon in writing and signed by the parties hereto. In such event, if either Landlord or Tenant desires to terminate said occupancy at the end of any month after the termination. of this Lease, the party so desiring to terminate the same shall give the other party at least 30 days written 15 notice to that effect. RUBBISH REMOVAL . The Tenant shall keep the premises clean, both inside and outside, at it's own expense, and will remove the ashes, garbage, excelsior, straw and other refuse from said premises. The Tenant shall not burn any materials or rubbish of any description upon said premises. Tenant agrees to keep all accumulated rubbish in covered containers and to have same removed regularly, and to store the same in those areas of the Shopping Center/Office designated by the Landlord'from time to time for the storage of rubbish awaiting collection. If no such area is designated by the Landlord, then to store said rubbish awaiting collection within the interior of the Leased Premises. All contractors employed by Tenant for removal of refuse and rubbish must be approved, In advance of employment, in writing by Landlord. In the event the Tenant fails to keep the Demised Premises and other portions theretofore described in the proper condition, the Landlord may cause the same to be done for that Tenant and the Tenant hereby agrees to pay the expenses thereof on demand, as additional rent. GENERAL CONDMONS 29. This Lease shall be subject to the following general conditions: ( ) If the Tenant shall default in the performance of any covenant or condition in this Lease required to be performed by the Tenant, the Landlord may perform such covenant or condition for the account and at the expense of the Tenant. If the Landlord shall incur any expenses, including reasonable attorneys' fees, in Instituting, prosecuting or defending any action or proceeding, instituted by reason of any default of the Tenant, the Tenant shall reimburse the Landlord for the amount of such expense or additional rent. The provisions of this Paragraph shall survive the termination of this Lease. ( Landlord hereby reserved the right to make alterations or additions to and to build additional stories on the building in which the premises are contained and to build adjoining the same. Landlord also reserves the right to construct other buildings or improvements in the Shopping Center/Office from time to time and to make alterations thereof or additions thereto and to build additional stores on any such building or buildings and to build adjoining same. (c) If any excavation shall be made upon land adjacent to the Leased Premises, or shall be authorized to be made, Tenant shall afford to the person causing or authorized to cause such excavation, license to enter upon the Leased Premises for the purpose of doing such work as Landlord shall deem necessary to preserve the wall or the building of which the Leased Premises form a part from injury or damage and to support the same by proper foundations, without any claim for damages or indemnification against Landlord for diminution or abatement of rent. (d) No failure of Landlord to exercise any power given Landlord hereunder, or to insist upon strict compliance by Tenant with it's obligation, hereunder, and no custom or practice of the parties at variance with the terms hereof shall constitute a waiver of Landlord's right to demand exact compliance with the terms. (e) This Lease and the Exhibits, and Riders, if any, attached hereto and forming a part hereof, contain all the covenants, promises, agreements, conditions, representations and understandings between Landlord and Tenant with respect to the subject matter hereof, and supersede any prior agreements between the parties hereto, with respect to the subject matter hereof. Tenant hereby acknowledges that there are no covenants, promises, 16 agreements, conditions, representations or understandings, either oral or written, between the parties hereto, other than those set forth herein or provided for herein, with respect to the subject matter hereof. Tenant further acknowledges and represents that it has not relied on any covenants, promises, agreements, conditions, representations or understandings, either oral or written, other than those set forth herein or provided for herein, with respect to subject matter hereof, as an inducement to enter into this Lease. No alteration, amendment, change or addition to this Lease shall be binding upon Landlord or Tenant unless reduced to writing and signed by each party. is Agreement is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder. (f) Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Tenant being evicted or dispossessed of the Leased Premises by reason of the violation by Tenant of any of the covenants or conditions to this Lease, or otherwise. ( Tenant waives all homestead rights and exemptions which he may have under any law as against any obligations owing under this Lease. Tenant hereby assigns to Landlord his homestead and exemption. ( Tenant agrees not to change the advertised name of the business operated in the Leased Premises without the written permission of the Landlord. (1) All rights and liabilities herein given to or imposed upon the respective parties hereto shall extend to and bind the several respective heirs, executors, administrators, successors, and assigns of the said parties and if there shall be more than one tenant, they shall all be bound jointly and severally by the terms, covenants and agreements herein. (J) Landlord may card the premises "For Sale" at any time and "For Rent" thirty ( 0) days before the termination of this Lease. Landlord may enter the premises at reasonable hours on reasonable advance notice to exhibit same to prospective purchasers or tenants and to make repairs required of Landlord under the terms hereof, or to make repairs toLandlord's adjoining property, if any. ( In cases which this Lease provides for the settlement of a dispute or question b arbitration, the same shall be settled by arbitration before three arbitrators unless the Landlord and Tenant shall agree to one arbitrator designated by the American Arbitration Association and in accordance with the rules of such association. The expense of arbitration proceedings conducted hereunder shall be borne equally by the parties. (1) Tenant agrees that whenever is it necessary to avoid a strike, boycott or other work stoppage in or about the Shopping Center/Office that is will employ union labor for the purpose of making any alterations, additions or improvements on or about the Demised Premises. (m) Tenant agrees, at it's own expense, to promptly comply with all requirements o any legally constituted public authority made necessary by reasonof Tenant's occupancy o the Leased Premises. (n) r ll , { ) In every instance where Landlord's approval is required, said approval shall not be unreasonably withheld. ( Confidentiality. Tenant agrees that it shall not disclose the terms of this Lease to persons who are not parties to this Agreement unless required by lawful court order or otherwise by law. Tenant recognizes and agrees that the subject of this Paragraph is unique 17 and that the failure of Tenant to perform or fulfill its obligations hereunder will result in • ` irreparable harm to the Landlord. Accordingly, Tenant agrees and consents that specific performance of the terms of this Paragraph and/or other equitable relief may be obtained through the Courts of the State of Florida. However, equitable relief shall not preclude any action for damages arising from a violation of the provisions of this Paragraph. (q) In every instance where Landlord's consent or approval is required, the consent or approval shall not be unreasonably withheld, denied or delayed. NOTICES 30. Tenant hereby appoints at it's agent to receive service of all dispossessory or distraint proceedings and notice thereunder and all notices required under this Lease, the person in charge of Leased Premises at the time of occupying said premises; and if no person is in charge of or occupying said premises, then such service of notice may be made by attaching the same on the main entrance of said premise. A copy of all notices under this Lease shall also be sent to Tenant's last known address, if different from said premises. Any written notice required by this Lease must be served by certified or registered mail, postage prepaid, addressed to the intended recipient, at the address first herein above given or at such other address as said party may designate from time to time by written notice. RECORDING OF LEASE 31. Landlord, In order to protect the benefits of this Lease for the Tenant, may whenever Landlord deems necessary, record this Lease, and abstracts and memorandums thereof, whether required or permitted by law, in whatever states or jurisdiction in which the same is recordable, at Tenant's sole cost and expense including, but not limited to, the recording fees, taxes and all other costs and expenses of recordation. Simultaneously with the execution of this Lease, the parties agree to execute a memorandum of lease for recording purposes. VALIDITY OF LEASE 32. This Lease and the attached exhibits contain the entire agreement between the parties and shall not be modified In any manner except by an instrument in writing executed by the parties. If any term or provision of this Lease, or the application thereof, to any person or circumstance shall to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term and provision of this Lease shall be valid and be enforced to the fullest extent permitted by law. LIABILITY OF LANDLORD 33. Tenant shall look solely to Landlord's Interest in the premises and the Shopping Center/ 'c of which the premises are a part for the satisfaction of any judgment or decree requiring the payment of money by Landlord, based upon any default under this Lease, and no other property of assets of the Landlord shall be subject to levy, execution or other enforcement procedure or satisfaction of any such judgment or decree. ARBITRATION 34. Notwithstanding any of the foregoing, all disputes that arise in connection with this Agreement shall be settled by arbitration in the State of Florida pursuant to the rules of the 18 American Arbitration Association for commercial arbitration using one arbitrator selected by each of the parties hereto and one arbitrator selected by the two arbitrators so selected. The award rendered by the arbitrators shall be conclusive and binding upon the parties hereto and judgment may be rendered thereon by a court of competent jurisdiction. Each party shall pay its own expenses of arbitration and the expenses of the arbitrators shall be paid equally by the parties hereto; except that if any matter or dispute raised by a party or any defense or objection was unreasonable, the arbitrators may, in their discretion, assess as part of their award, all or any part of the arbitration expenses (including reasonable attorneys' fees) of the other party and of the arbitrators against the party raising any such unreasonable matter, dispute, defense or objection. CAPTIONS AND SECTION 35. The captions, sections, numbers article numbers, and index appearing in this Lease are inserted as a matter of convenience and in no way define, limit, construe, or describe the scope or intent of such sections or articles of this Lease nor in any way affect this Lease. PROVISIONSADDITIONAL 36. The following provisions are to be construed as part of this Lease and to the extent that the provisions of this Section are inconsistent with the preceding sections of this Lease, these Sections shall prevail: The basic rent for the period f � � through ' 2 37. The shall be f ' " � per month, payable in advance on the first day of each month. 38. Subject to the adjustments hereafter provided, Tenant shall pay in addition to the basic monthly rent provided in Paragraph 36 hereof � —C'"IX–c– Dollars per month on the first day of each month as an estimate of Tenant's proportionate share of the utilities used by Tenant; the real property taxes as defined in Paragraph (b) hereof and it's proportionate share of the cost of insurance as defined in Paragraph 3(c) hereof, and it's proportionate share of operating Expenses as defined in Paragraph ( ) hereof 39. In addition to the basic rent and Tenant's share of expenses which are to be paid to Landlord hereunder, Tenant shall also pay to Landlord on a monthly basis the Florida Sales Tax and any other taxes which may hereafter be imposed, all as more specifically provided in Paragraph (f) of this Lease. as on the Consumer Price Index (CPI). While this Lease is in full force and effect, provided that Lessee is not in default of any of the terms, covenants, and conditions thereof, Lessee shall have the right or option to extend the original term of this Lease for - ) additional ter (s) o "� year(s). Such extension or renewal of the original term shall be on the same terms, covenants, or conditions as provided for in the original term except that the rental during the option period shall be increased on an annual basis for each renewal period determined by multiplying the base rental during the primary term by the percentage increase in the Consumer Price Index, as prepared by the United States Bureau of Labor Statistics, CPI as used herein shall mean the Consumer Price Index issued by the United States Bureau of Labor Statistics of the Monthly Labor Review. The base rental shall be determined on an annual basis. The percentage increase shall be determined by subtracting the CPI for the eighth month prior to the beginning of the Lease Term from the CPI for the eighth month prior to the end of the Lease Term and dividing that difference by the CPI for the eighth month prior to the beginning date of the Lease Term. If an increase shall be applicable for each month during such three 19 index that is most recent to the date in question. If the publication of the CPI should be discontinued or the base year changed, the parties hereto shall thereafter accept comparable statistics on consumer prices for the United States as they shall be computed by an agency of the United States or by a responsible financial periodical of recognized authority then to be selected by the parties hereto, or if the parties cannot agree upon a selection, by arbitration. In the event of use of comparable statistics in place of the CPI as above mentioned or publication of the Index figure at other than monthly intervals, there shall be made n the method of computation herein provided for such revisions as the circumstances may require to carry out the intention of this provision in any equitable manner, and any dispute between the parties as to the making of such adjustment shall be determined by arbitration. Should arbitration become necessary for the resolution of a dispute under this Subparagraph, it shall be conducted according to the appropriate rules of the American Arbitration Association . In the event Lessee elects to exercise the option herein described, Lessee shall so notify Lessor in writing no later than Three (3) months prior to the expiration of the terms of this Lease. In no event shall the rental in the renewal term be below the rental in the original terms of the Lease. IN WITNESS W HERE OF, the parties have hereunto set their hands and seals the day and year first above written to this Lease Agreement to which has been annexed Exhibit "A" (Lease Floor Plan). WITNESS: LANDLORD: FOUR SONS PLAZA LLC -13y: M ROBERT NEBB 7 TENAN -13y: F GUAMMTY --- ------------ absolutely and unconditionally guarantees the performance by Tenant of its obligation under the above written Lease. 20 G 4 4( 1 lit} , 1 y Upon executi Land}ora °" AGIE 2A of this lease P ack Follows: - notees he AgreemeI r "ant has — shall pay Dollars o f this ao nt ive the Dolt a Qftt of 2. ,yu ars 3' ttoo the fj o these monies s a nOUant which the sec month's rent, hall aC4Mpplied aof The b toward the last month• payrnent and ase ren h s rear Florida sates rax t aurins the ►nit}al Three ya � (3) 2 Year period shat/be 3 Mo tht as follows: r Iq s£ �k s. ,1 x 4 t� �1 BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 CRA PROJECTS IN PROGRESS AGENDAITEM: 12.A. SUBJECT: Marketing, Business Promotions and Social Media Update SUMMARY: The BBCRA Marketing, Business Promotions, and Social Media staff continued to focus on a combination of print and digital marketing efforts to promote and support local BBCRA area businesses. Please see Attachment I for an overview of monthly initiatives. SOCIAL MEDIA INITIATIVES The BBCRA social media platforms have continued to be utilized to promote local business offerings and provide updates about CRA and City projects, such as the Ocean Breeze East Project, Town Square Project, Boynton Beach Cultural Center, and the Historic Woman's Club of Boynton Beach. See Attachment I I fora full listing of all of the Facebook posts that were published in July. LIKE A LOCAL SOCIAL MEDIA CAMPAIGN This social media campaign, which was initially launched in June as the Like a Local Social Media Contest, continued to promote the marine businesses located at the Boynton Harbor Marina. In the month of July, dedicated social media posts were created to spotlight the local fishing charters and jet ski rental companies. Social media followers were encouraged to enter a bi-weekly contest for their chance to win a charter or rental to one of the following businesses: Fish Like a Local: Billable Hours Fishing Charters, Chip's Ahoy Fishing Charters, Fish Envy, Found at Sea, Ham'r Time Sport Fishing Charters, Miller Time Fishing Charters, Seamist I II Driftboat Fishing. Play Like a Local: Intracoastal Jet Ski & Boat Rental and Boynton Beach Boat&Jet Ski Rental. Participation was as simple as following these three steps: Step 1: Follow @BoyntonBeachCRA on Facebook or I nstagram. Step 2: Pick their favorite business from the weekly list and tag them in the post comments along with three friends that they would like to enjoy a fun waterway adventure with. Step 3: Leave a review on the Boynton Harbor Marina's Facebook page about the marina and why they love living Like a Local in Boynton Beach. Two winners were awarded prizes to be redeemed at Sea Mist III Driftboat Fishing and Intracoastal Jet Ski and Boat Rentals. See Attachment I I I for examples of the print marketing that was created for the campaign. Print ads for the campaign were published in the following publications: Coastal Angler - A quarter-page ad in the Coastal Angler Magazine featured the Live Like a Local campaign and showcasing a listing of the jet ski rentals companies that are available at the Boynton Harbor Marina. 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 circulations per month in Palm Beach, Broward, Dade, and Monroe counties (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 July full-page ad featured Live Like a Local with a listing of marine businesses in the Boynton Harbor Marina and an editorial on the social media contest. This publication was 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 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 each month for a total distribution of more than 17,000 copies.. The 1/2 page Live Like A Local ad featured a listing of the marine businesses in the Boynton Harbor Marina was published in the northern addition also as a bonus it appeared in the Southern addition, which cover Boca Raton and Highland Beach (see Exhibit C). Cost: $1,000.00 BLOG: NEW BUSINESSES ARE OPENING ON EAST OCEAN AVENUE This blog featured content about both established and new businesses that are located within the 500 block of East Ocean Avenue. The following businesses were featured: Hurricane Alley, Oyer, Macoviak and Associates, Chez Andrea Gourmet Provence, E & C's Beauty Salon Experience, The Butcher&The Bar, Guaca Go, and Pio Pio. Click here to read the blog. BUSINESS DEVELOPMENT POSTCARD Business Development Postcard -The BBCRA staff created a business development postcard to be mailed out to the new businesses on the Business Tax Receipts (BTR) list and another postcard to be distributed to existing businesses displaying the BBCRA programs. The postcard provides a brief description of BBCRA business development programs such as the Economic Development Grants, Social Media Outreach Program, Marketing, and Business Promotions & Events. Cost: $360.00 See Attachment IV for example of postcard. FISCAL IMPACT: FY 2019 - 2020 Budget, Project Fund, Line Item 02-58500-480, Like a Local Contest Giveaways $620; Marketing $2,110. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action required unless otherwise determined by the CRA Board. ATTACHMENTS: Description D Attachment I -Marketing, Business Promotions, and Social Media Overview D Attachment II -July Social Media D Attachment III - Print Marketing D Attachment IV - Business Development Postcard C3 Cf) z C) wp � O baLU C/) a WZ � 2N J Q m U p OZ c/) Q Q cn LLI w � � Q J � az U - O cn M 70 U (� � �A N O •� O O � N � O N O O � O C6 NC6 0 ,2 >O W Q U EOms-+ W 4OU U (mn U J a U O t S y Y }} 4; 8 O a Ull VA cog J A g s Ca a W J z t� CL a �� Um r7� "D E C7 A,. T-I w V, 0 uj vJ a � e,, ti Cd a, o LLI z Q a U Q U Cl) U J . w a W J Z 019 a -81 U W M J � nA, J � a U O Cl) vw Q a VI 3. O J Wx x ,s O ISI V to i �k fL 4� W 1�- i rc v a Li A 1 — s r. 0 w J GL LM. ! m ' ,!sl ! �I 1 r I fir" �sy 9 4 r i t i LLI zo W 21 1- 41 x 10) �V . a � � I u ry h n S. � k z, s Cn D a z a € � c u � 6 C 4 u ¢ u,q 4e ou Op oe"" �m a wny �N N O p G II 87 t Fes. u rn o o u v, o ll w e t uj 4uj z 0 10 toK v*, > ■�4, O C� O J m W ZD z w O Q O z J Q m w U W ~ QOL W Z o L - 0 X 0 -' z U ui t o s W t05 ,a Z C O w 1 � W � OLa "M aw , Z) W W z H p w � o (f) 0 w (f) U) 0 w z m u"7 :D C a GI �iY7 W_l W W a ( W r zu.j WE V U W}: 0 0 — a O t1` cc � _ � u D C J y y C S V —� YJ f a u `J J75, m D C W P O Jr y 7ID f- 9 u U, r r 1 T � � �' v c ry C tl v :r r JCri WCCr U m _ a 7 i c Sct: uj f• . C o C U) > E O -c 5 C ✓' V E ' L i WLn 6 4; r Wcc 2 r eta („3 � � � t✓ �� r Q) C6 • n cc u, co - i ®. w( � (- O t� ,tea l� rr fy ,Z x D C VI CU St '•' ! ,l 0 O 1 .-0 • < C.0 a 1Ur _ c c Attachment II July 2020 Social Media Posts 07,0712020 Ar ea Living Studic,has 133 ,t 07a/0t2020 S 0 Ct,4_11 ED A 157 %l;° P �3K ,i 5 ViewPr48'k'E $8tit z.:EL�P�lT J Enterto,+"It i 5�: .4U .�7 {s�Jtm 07"05x2020 The,neo,5ovrt r each r t =;1 CRs 11 m,fll' e ope,t to 8 07104,12020 All c"us a!flhe Borio, 11 v68, Beacil CRA,.volulclllklrO } a I"trv,summnf she call 1`.1alKe 07103,12020 a I`e B ni In Beach CRA y e los,c'Ill tial � � li 07"02/2020 ")A n " )OAL I IEDIA 4.1 206 110 07102.2020 C} ' r SOCIAL I F DIA 1 I ,47 7 a i C, Alt `.i Filiel tx�'e1:4' 07 02,,2020 xal<e a IIi K,ar me`t.Tito,Brain C ,A n&a, I,ttel l 0 37.012320 ' PIS Fit �l -q tll 'u IV r 5 tea to 5,.The Sraick E-y 071'01 x'2020 I-C)OKIlIg Im Mal i s i 195 1 t=t sttC rix -oak no 1 OTIO'2020 l ca i tlll i is back k,ak m 3?3 31 Is J>P josh s^gist.male You can t:�'' 4 e 07=13:`2020 `I h Envv`"r1aO f a=lf;ri's a 14 l i4itr for tile whcle 31 �a 071212020 TI-e nem.Ea4 e 3each a CRA Board l ieelr_l 1^.iii =k �.P +°.if ,y 07+12`2020 F!sn;7 Iia,Loy al � y � 6 07-111,12020 Do youn,-,-ecl some gear so kA 34 i ',% you can i rs;.I. Lia�.aL.u��al ' ._ TY 071,,10,.2020 C:ti i E9 Mloll ill Health 3,f 12 Clinic 220 07 510-"2020 IDSOCIAL MEICIA 2 CONTESTS Tber=:i5 stiff 113 „i } 07'O92020 s aVe YOU aE 5 i it r9 a A, 10 a( uniIF-r;s 61)c-tOc„oa,'I roi 7_x5 c 07=00'2020 Fish 7ILIK ",Lie al,+i bnafr-Ig 7 8 the Sea LIrS.Ill -inr0€heir! IN 11, 311 U e 0710&'2020 ma ve vcu 1neard'GLi Cif 17 lr is con-ono socon Io FiCt'y nf.7;l 6' � 070&"2020 FishLil<?aLie al vith � � 8 a, 32 1 Billable Homs ChaiJefs 7 OT071,2020 Fish;;L iKr-,,aLocal ilh 312 la/III €lin L;•,,✓ISMIIL <'li=3.tT�el`: ? OTM2020 Bovin-lon Beach CPA 45 rk',' 2 24' 0 Updated d-,eh-riulsiness 07,19ID/2020 B-ovinion Beach CRA k1b 263 updated MselF address, J O712D,2020 Flat YOLIF IIoncaa Ifltlh= betl�r wilIla vlv,,like tills 227 07"19,'2020 I's vour lasT dhigince to enle.� hkA 355 ocal scdal Me'15:11#,Likeal- 07,1 9..20201 39 1i.1.-I h e PL r d%,,,,a IV Ilalian qua526 27 07113/2020 Aft,e--Isji I ng-4�-i ke a L:)r-a 1, 12 bring your catch',rj V4 63��' 42 OT 17,12020 Fishing is fun forilhe'vdidg, 17 fn ilr E! 4115 he OT 172026 t As identified in rhe 20-16 Q a? u� , %! CCZA Redvelopinlent Pian, 22 07.1r3i2020 FDid ctrl cane say ee i 4 "7 kig& wicker any cnicken dish from 3 OT 15,,2020 a Havf-vou 3eei fine nev, 119 cuns i�lk 1 K -limphilheatef slruz-�ion 52 See ho the Sea Nfl,st III is 0711x;2626 2K -41 0 5 Sol ialkino eMalDrecautions and 179 11,31113 0711412020 CjSOC1W IJEDIA x 34 F" CONITESTeD 422 Ent, looin a �mw . 16 07€25'2020 PIaV i ea tical v I€ ilhea4 1 i� 1u1 Like a 1 oval social I:lediia 07,25 2020 Pia lkeaL t al M {1} 2 Bovl tan Beacin Boat 2 f 07124t2020 TGfl it coed`5111 eet Alee. ,35 14. s:ri ,I� iii qnd l.nT e,e,n tadeouL ._� 8 1 07,'24i202'0 alke a o[Wf k at Ile pfugres'3 692 60 on Me Soyntoi,Fieach Mi 67123'2020 €o t clo , u PlaV 3 to I_Ie.Local a!lh-�Eim to "� 336 07,2312626 K.7 ainv rromin,is tree Ede[r c'`klllc,v v'-,It 07''22,,'2020 rrFI rLikeaLli alt lth k 383 113 ,401111110, BBV I ton Be, .ii Eoa!: 5 ^ 21:2026 TC t 7, -3.v h a a gl ea,L Y fe 7,' 61 fC tel {3(.1 e tL eP7 nnia.1 F"� &, " 62 OR 67E21,2026 Plgv Ikea oC aP v Rll x eF L,rti 4E 17 111 ac as"al Jel Ski and 2 t 6712112026 L; IUIo._ ;ory ice,sold .2e it 3:11 14 L , 'w 67126a2026 (RS '.I&LttEVIF + 38 C, 't �A, 1 7K 48 View Promotion X7,20 2"02''0 � Bovnion Beadh CRA 14 380 38J updated Ilell „rasltle 7 07131,2020 e Four Palm Beach h Coui-av 11 2l 4 i"•s tihe'tl'e rS F i11 Y1,3PI1 i'C+r 1 07�31T-GIF! .,rr.0 !for 10 3177 07/31,12020 Nevv business r'il E &C32 ' Beraw Salon Ex,lEiiprlie' IS. F_a F, ��'� 14 ' 073D 2020 (ASCCIAL i 1F1 IA 04 kAz 23 -9 07130120231I r s Edend7;_: 1 ,. celeb lking..hrisuma- 111 323247 07125 2023 .at is HE' 19 ti ti,•,rt I .:t 4 26 07 29,,2020 t� Book Go gar next No u,,end at 9 ow 2-,) 0'2&2020 The Boyncm Deach C'ity431 22 aq IM LOrarr Is i e:,,gpenl The 11� 07 27 2020 Check ol-A our laY St dog iu_r i :177 210' iir Utic �% Iean 1 more an,l.`�1ome os 264 07272020 Ax: Gird vou knc YOU fir :fie yYi s 1.3 i` L .1eII�iC�sa I Ic'ci5 3 f Attachment III Exhibit A - Coastal Angler Like, a Local i 9 oynW BOYNTO,q�CRA"" "BEACI CQ 't ffY REDEVELOPMENT AGENCY Ma,rina L INFORMATION - 561-735-7 735 CASA LOMA BLVDfi 13loqvitovi h Marivia j PR ` t 5 k� it AT rIT L FISHING CHARTERS LIVE QHARTk, Boynton Beach Boat Rentals Sea Mist Illi Drift Fishing Loggerhead Enterprise (5+41)735-2149 (561)732-9974 (561)588-8486 BoynionBoatRentals.com IAIestR almBea-WishingfLcom Log gerHeadCharters.com Gulfstream Beat Club Billable hours Charters Splashdown Divers (561)865-7797 (561)866.336a (561)736-0712 CulfstrearnBoatClub.corn BillableHoursChcarters.com SplaxshdowrnDlvers.com Intracoastal Boat Rentals (561)735-0612 Chip's Ahoy Charter Starfish Scuba "ualaveJumpers.com (561)436-1417 (561)212-2954 ChipsAhoyCharters.com Starfish cuba.com INTRACLOASTAL PLEASURE CRIB SCHAFish Envy �"�,.�..�'.RTER (561)451-7645 'Llncleewrotee Explorers Limbo Charters BocaRKatonFishingCharfers.com (561)577-3326 (5 1)735-3433 Found at Seca DiveBoyntonBeach.com LimboChcarters.com 703-8194 (561) JT SRI RENTALS PARASAWNGTRfPS FoundAtSeaChcarters.com Boynton Beach Jet Ski Rentals Boynton Beach Patasailinrg Nom"r Time Sport (561)735-2149 (561)359-8359 Fishing Charters BoyntonSoORentcals.corn BoyntonBeachl'arasailing,com (541)685.1207 HcamrtimeCharters.com Intracoastal Jet Ski Rentals ,Miller Time(Fishing Charters (561)735-0612 (561)732-3597 W aveJumpers.com MilleriimeFishing.co m Exhibit C - Coastal Star n Local � . t , OWN is ( r M E. E "E E. 1 t ( t ) 1 t t t t t ?��� �1 )�i3Sf�i1t�1�i�Sij)l�) i��t )i�) lJ��fill)�ttl�liiil�i)17S�i )lil��)�) 1)iiii33ib)) i_� fl.rrrrrrrrrrrrrrrrrr.rrrrrr.rrrrrr.rrrrrrrrrrrrr—rrrrrr.rrrrrr.rrrrrr.rrrrrrrrrrrrrrrrrrrrrrrrrrrr,, Attachment IV Exhibit A — Business Development Postcard Postcard (Front) 0 ID I� 00 k, a, p I' M 9 � - F nm�t Fara MW � r 3rd �Ic 4�.* i f f ADVANCE YOUR BUSINESS TODAY! The BBCRA is cos i-pitted to helping you develop and maintain a sustaCable competitive advantage for your business. Contact the BBCRA team to learn more about exclusive assistance programs available to support your business and expand your reach within the corn Unity. Boynton BeechCRA.com Postcard Mailer (Back) "A-IIlIjIC grog ali,, P,(",,cls I-r,-,e rrw� keLjng throuLlIi a I;Jam_e_d- f rran rol trs�st �r Ce U-)i.e t �e1 e1igit�_rl and tracl�t,ona6"a-,-c niqum:y for xi cas�rs �•�,!mac r_ ,�, ithsr,the Lurson�e r i;rr the CC:Ptk err . LI C: ii ed. Miarke:ing ad r rni:)aign in lira culalir trans • 'L..orr rr eir..i�jl I*er)l F��r'ik`,�a,rser�rternt ' idrl Fir p-n-4-ty PF,-,fessaonal2 rriinuae tau fines5 video, BOY p� NIBE �g Ia a r E va.ae rtl.G r,i it pI QC:am f,c:tl1 I t 111 rnn Rc%arla li sa�r I k? t� C R, bloF Ccnt,c <arrie Nkhen � G i a CY rl:Ekliii IS,jihefafl,a,trr t 600-9090 F t_,f It .L r'.0 OF CI � e; � .i�<r 100 EAST+ �" EAN /-\\/ENUE r . B ') 'N7'w,IN BL:f` CI 1, l:L 33435 I-ree program" aill ie, to all busire=,sr .•on-�h!irrr-nt:ar, ,i^,r.otirrna€ in the 9133CRA area that vuill h,ll>ycu; �f, rt,raerxs that allow yc,u tc Exhibit s car`k r odut :=� ur ,deur, , rvlces !�5�=. ��lay��.i >r�n-fii��brand X it. I + al event 6rrr�3�� brand.xI;.e=pure and vi.,Fillty utrt_n ,err,ffirrnry with or ling Nthin Tl)(-3CJC31 r Or r ini r m,aik eting COn rrt witl 7•.fide d,elrno.gralpkic of ! c..enLlal rust rm..!rs C €'itr ct[,"tenep I obert.s rArc:-6�.,l.,c,k:pin �'rakz rrtsF2,;_: hr.r r 561-327-615,1 Copp i-,rra<@diAfE a or 561-6,,",0-9097 Postcard Distribution (Back) � r i Multiple programs that provide Free marketing through a balance financial assistance to new and of digital and traditional techniques existing businesses located within for businesses in the BBCRA area. the BBCRA area: • Marketing ad campaigns in local' publications Commercial Rent. Reimbursment • Social media marketing campaigns Grant. Program • Professional 2-minute business • Commercial Property videos Improvement Grant Program • Spotlight in Boynton Beach Insider blog Contact Bonnie N%cklien Contact Tracy Smith Corey N'icklienBpbbfl.us Smith-CoffeyTpbbl=l.us 561-600-9090 561-600-9096 Free program available to all Complimentary promotional businesses in the BBCRA area opportunities that allow you to: that will help you: . Exhibit your products and/or • [develop your on line brand services at special events • Create Content • Increase brand exposure and visibility within the local' • Improve efficiency with on-line community marketing • Connect with a wide demographic of potentialcustomers Contact Renee Roberts Contact Mercedes Coppin Robe rtsR cbbfl.us CoppnM bbfl.us 561-327-6154 561-600-9097 BOYNTON RA 100 EAST OCEAN A'V'ENUE • B 'YNTC N BEACH, FL 33435 BOYN owwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 CRA PROJECTS IN PROGRESS AGENDAITEM: 12.13. SUBJECT: CRA Economic & Business Development Grant Program Update SUMMARY: Below is a status report of the CRA's Economic Development Grant Program and Business Development activities for FY 2019-2020: FY 2019-2020 Budget plus mid-year reallocation: $848,000 April 21, 2020 Reallocation +$100,000 Total Budget: $948,000 Grant Dollars awarded year-to-date -$545,149 COVID-19 Rent Reimbursement 6-month extensions*-$289,118 Remaining Fund Balance as of 8/5/2020: $113,733 *Attachment I provides an overview of the 44 businesses eligible to receive the COVI D-19 Rent Reimbursement and their funding amounts. As of August 5, 2020, 19 of the eligible 21 businesses from the previous five years have reapplied for the rental assistance. List of CRA Board approved Economic Development Grants awarded since October 1, 2019: Total Funds Business Name Business Business Grant Funds Dispersed Address Type ApprovedYear-to-date $178,697.45 510 E. Rent Guaca Go Corp. Ocean Restaurant Reimbursement $65,924.96 $50,000 Avenue, Unit Property 106 1 mprovement 1120S. Rent Beach House Salon, Federal Salon Reimbursement $40,000 $0 1 nc. Highway Property I mprovement 510 E. Rent The Butcher and The Ocean Restaurant Reimbursement $71,000 $40,000 Bar, LLC Avenue, Unit Property 101 1 mprovement 510 E. E & C's Beauty Ocean Hair Salon Rent $15,000 $16,355.52 Experience, LLC Avenue, Unit Reimbursement 102 510 E. Rent Pio Pio 3, LLC Ocean Restaurant Reimbursement $71,000 $0 Avenue, Unit Property 105 1 mprovement Palm Beach Chefs, 640 E. Rent Gourmet LLC d/b/a Organic Ocean Food Reimbursement $405328.40 $23,178 Kitchen and Mercantile Avenue, Unit Market Property 6 Improvement 612, 614, Civic Center Condo 618 N. Commercial Property $7,096.50 $3,778.93 Association, I nc. Federal Plaza I mprovement Highway J R Watersports, Inc. 725 N. Rent d/b/a South Florida Federal Retail Reimbursement $15,000 $7,500 Marine Highway The Coffee and Ale 615 E. Rent Exchange, LLC d/b/a Boynton Restaurant Reimbursement $71,000 $32,000 Bond Street Ale and Beach Property Coffee Boulevard I mprovement Magic Scissors Pet 640 E. Grooming, Inc. d/b/a Ocean Pet Rent $14,124 $5,885 Jackie's Grooming Avenue, Unit Grooming Reimbursement Spa & Hotel 18-19 Chez Andrea Gourmet 480 E. Rent Restaurant Rent $31,500 $0 Provence, LLC Avenue Reimbursement Marketing I nnovations 810 N. Property Marketing Property $2,727.50 $0 Enterprises, Inc. Highway Improvement Saikrupa 1900, LLC 1900 N. Property d/b/a Inlet Inn Motel Federal Motel I mprovement $13,249.85 $0 Highway Pending Approval August 11, 2020 Laura's Sweets, LLC 640 E. Rent dba Scheurer's Ocean Bakery Reimbursement $335535.20 $0 Chocolate Avenue, Unit Property 10 1 mprovement 640 E. Link Custom Jewelry, Ocean Rent I nc. Avenue, Unit Retail Reimbursement $135050 $0 2 640 E. Rent JMM Services, LLC Ocean Professional Reimbursement $40,612.60 $0 Avenue, Unit Office Property 15 1 mprovement FISCAL IMPACT: FY 2019 -2020 Budget, Project Fund, Line Item 02-58400-444, $948,000 CRA P LAN/P ROJ ECT/P ROG RAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action required by the CRA Board at this time. ATTACHMENTS: Description D Attachment I -COVID-19 Rent Extensions O 00 N N N N N p p p p p p p p p 0 0 0 0 0 0 00 m m m m m m m m m = N N N N N N C N N a � U U C bfJ bA- bA r r r r r r r r r � bA bA bA bA bA bA a '. bfJ bA v v ac aa a ac aaaaaa ac 'aa i 0 O' v 0 t E t E t0+ IE t0 E O E E O J N J J N o o o o o o o N a m o o o o o 00 0) o o m o o o M 000 O Oc 0 0 0 0 0 0 0 to to to 0 0 0 0 0 c O O n O N O c O O v1 v1 v1 N v1 O O U v1 v1 v1 v1 v1 0m 0m 0) O O � 1 ko Q. O V1 V1 O 'N 3 to n n O n n M n n O n O O n 01 'tn 3 tD tD M � tD � O Q 'N C n O W c N N O M l�0 Qt i .� N IV W Q ri C W w £'.. O f6 O N O a O C7 ei C7 ~ L}L}L}L}L}L}L}L}L}L}L}L}L}L}L}L}L} L} dL}L}L}L}L}L} L} iA .0 W 0 0 0 0 0 0 0 r" .-y n 0 0 0 0 0 0 0 u 0 0 0 0) O i 0 0 t O O v1 v1 v1 O v1 n N N v1 v1 v1 v1 v1 v1 Ln O O co O v1 O t0 L v1 Ln --I V1 O O O� O tD X N a O : N n 'O in = .-i .--i N O CO in fn N. T ,�,, .--i O O e L m a e L v1 o� O N L �. c E O o N a \ (? - a O y IV 3 a• u. 7 m z3 a u'.W Ln CU LM 7 CL w c C a +n K a s +, O N a E +. O .N > > E 3 m � � I uaifa E 3 ami o °t m E O $ ti � L Q ti ^s L L G Q m Y L L Q CO M ate.\ E ,li. C CL N as tO 4 L a ti a aQ ,£ Ow E "� E O w .� mLL LL o ai c C (7 p 7 C V C' 7 O Ln L LL N LL o v c N O O N � rn o o - c-I t O Ol m v1 O .-I n M" a L O O W O M O " a U. 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':G C7 yO C7 LL O C7 t W LA LA LA tw L T T T s s s c c c m > 2 2 2 o L �n IV w O N N d N Z O Z N Z N N Y N C a a c a a d u c c w c m m .. m 3 N 3 cj o c o m c 00 i c -o `" v — v v Q io C N Y O U c7 m c Y O E O N N U b0 U 3 N K p m m O a O m OOU Y c OJ In N U L w C �T N C N C in Y O fa -, E O N O U O t O O O N N L ',. 2 co D 2 v1 d LL m F =% O r m 2 c'1 Q F BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 OLD BUSINESS AGENDAITEM: 14.A. SUBJECT: Discussion and Consideration of Fiscal Year 2020-2021 Project Fund 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-valorem property taxes paid to the City of Boynton Beach and Palm Beach County. The CRA's annual budget is comprised of three accounting funds: 1. The General Fund which contains the administrative, general operation, insurances, property maintenance and CRA/CRAAB and marina related items; 2. The Debt Service Fund which contains the CRAs financial debt obligations and encumbrances such as bond repayments and developer's tax increment funding agreements; and, 3. The Project Fund which contains all of the capital projects, development projects or initiatives, property acquisitions, local business grant programs or promotional events, as well as eligible innovative policing activities such as the Neighborhood Officer Program; At this first CRA budget meeting, the Board's FY 2020-2021 Project Fund budget allocation discussion will assist in identifying the priority projects for the upcoming fiscal year as well as deciding what funding amounts to provide to each proposed Project (see Attachment 1). The Project Fund and overall budget breakdown will identify bond debt obligations, existing tax increment revenue funding agreements obligations and available funding for priority projects, programs, or funding requests such as but not limited to the Neighborhood Officer Police Program, District Improvement Projects, Business Development and Promotional Events (see Attachment 11). The CRA's FY 2020-2021 Budget discussion will occur again at the CRA Advisory Board's (CRAAB) September 3rd meetings as well as the CRA Board's August 11 th and September 8th meetings. Final approval and adoption of the CRA's annual budget for Fiscal Year 2020-2021 by the Boynton Beach City Commission is anticipated to occur at their September 15, 2020 meeting. FISCAL IMPACT: To be determined based on Board discussion and action. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRAAB RECOMMENDATION: Assignment: At their August 6, 2020 meeting, the CRA Advisory Board supported the FY 2020- 2021 Project Fund Allocations made by the CRA Board at their July 14, 2020 meeting. CRA BOARD OPTIONS: To be determined by CRA Board based on discussion and direction. ATTACHMENTS: Description D Attachment I - FY 2020-2021 CRA Board Budget D Attachment II - Project Fund Maps M O M V M_ O V O N Cr O N N O M M Cr O (C GD CO CO Qf EA EA EA EA EA EA EA H V O V V O V O V 7 C, 07M O M � � O M � Cr N } Cr N M M N M N LL N O N N N O O N O N r 0) M O M M M O C � O (CM N WO O O O CO I� O M O N N O OD CO CO O N CO h LL M O M O O O O N O N N O N CO CO O M M O CO O pp M O M M N CO O O N N O M Cr O N n m o m 0 0 0 O N N CO LL n N O N N N O C (CO COO CGM O M O O O V V O N N N � r LL CO O r O N M O M O Cr h N NO O N O N N N O N LL N N O N V O V O Cr CO �O O O N N LL � M O M N O N O O CO N Nm O Qf O m O CO h M N O N V O Cr M �O (r �O CD N N LL O O Cr O M N O CO M CO O w O N O Cr O ' Cr CO lO O M � NCO O CD N O h N CO Qf } LL N O OD N N CO O �O M O �O O O M Qf �O O h N N O N N O O h N O N N Cr O N cl M C O N Cr O O LL N 0N o m o0 0 0 0 0 0 0 0 0 o o N o 0 0 0 0 0 0 o iy io o � o p o o N o o r- is 0 n n r.- m 0 N o N v v oo o N N M o 0o C O. w o b m m o v v r- r co cocli r N N cf M cf 0 4 L6 Vk EA ER EA EA b9 b9 EA EA EA EA EA EA b9 ER A A A A A A r W 1� O N M N N N N N N O c a C N LL N LL W X d m M c ro } W N m ami v "m w ca co W a am .� a m m� a o N wO (� � d O r N O Y Q c } } N m a) YV m m .c o6 u a).2 o 6 �+ v d V .o y m m E v } 0 r > m y o 0 D 3 7 9 p o LL W d C >• °N' A LL LL O o v , °\oma ^, LL d m C C LL 0 O © ' c X ui ~ wu N N O m LL 5 +� 7 > f 0' c >- a) O oo m x m a)?a 2no o of Z, v m a! m x m m 2 E � O O C a� °' •� ... E A >CL p c r E E a m p E LL u « `m >,c O u y m > > m s : N m O 4! N m.� O 'a A m N N p U o U m o ❑¢ ¢� m t- 12 U) U) a O � MO O O O 1O O O M 0 O 1O d' M O d O 0 L1) 0 00 O O O O N N O N ti w O G IA N co ti -0 Lf) O O O O 0 ti O ti O r O J a G I L6 O 00 L6 O L6 L6 M M O I L6 ti O G R O coN (coo 000 M Lf -0 N M ~ L� O r r O O r r LL. O v Q L > 'o E c � L ate+ 0 CL V o 40, 40 40 40 401 40 40 401 401 40 40 401 1 40 1 401 40 401 401 co .a -O 0 LO 00 O O O O O N O O O w O O O (p 'R L a ti M) O O N C O (O O O O (O O � O R 0 7 O a LO 00 O LO le O LO M LO O O LO LO ti LO 00 O 0 LL N � M N (O O N (O N O LO r N LO N � CQ CO 0 V R (O (O O M M ler r L6O N p L) CL ° a a r O Cl) 00 O LO O O O O O (O O m m M O (7 Q a O 0 O N O O O O O N O N N t` O O � t O ccO O 00 O O t` O LO t` a7 LO O LO ZN aOOLL > 000 � O 00 O 00 (O t` N O Z LO M (O m M O O c 00 R O O N N O lLLL OD! m W W U = Z o Q o Mh J 0 LULU M u m W R m O Q Z 0 0 0 o v CO � Q N O O M N O Y c J N N N 0 M V GJ LL M C O wQ HT 40 E '0 � OJ 5 v m J J O M2:1 Z N C9 y O N N OL Q Q C p N N p o y 0LL CD u R o v a LL V p p ai at v � o o > rn ~ N v Lu O 0 a a >, x v 0 t c W w O v v Y m 'y .N t >- L u o a, a o_ = O O u� E c LY 0 p d d m y � v U U y c O N _ +N E 0 aai U 0Ei m a a O E c N 3 U O aai N N d U C __ > p c > > Z C Ln �' N m ai w v r im O E v N v 8 _ 0 m m O cv Q rn 0 y c c v N ^ y a > a m C= c E v Q C7 O O J O >y 2 2C C. a E E R c ai w m '" W -0 N d v v E v c v Lq m O v ` W v C E m W c O a. U T Ey Z W C7 Y c p R O v v 0_ ;oad C O O Y m y v N N a1 N R N O c E 0! N a a p a C ui v a Z Z v C c N U 0 U 0_ C y Y ` O O ~ O v N Lm O .� Q C F rnO > O (A N N E R c f�6 E 0. > > N a R y o 0 0 o W o o °' E C9 E w > F c c c O R O 0 atS E Q p R v c tm v N O O O O y O vNi vNi E c Y C E (� v R O N `� `� `� t E t c c > N y ? O c CO Y Y O M = c m N a' a' a' O E L 7A N 'p N N N 4J 6 > c J J W O R m >- v v v @ O 'w v R v " v O LL 0 Z U m LL Q Q Q Z 01 Z I m I m 0!I fA fA W 2 fA 0. 0 U VN > m c c c c 4 m m m m c O c O A WUm TOL1, 10, mT 'e IL 46 16 0 0 Y Y Ym° °2jOm° T T T O O O O O O VyOd VyOd tLLOl OVyd O 22Ommmm Vyd BOYNTON BEACH CRA FY 2020 -2021 BUSINESS PROMOTIONS & EVENTS BUDGET PROPOSAL 2020/202 EVENTS/CAMPAIGNS DATE BUDGET BUSINESS PROMOTIONAL VIDEO AD Eight plaza highlightsSunshine 6quare,Hiverwalk, CAMPAIGN FOR PLAZAS One Boynton,Casa Costa,500 Ocean,Ocean Plaza, Ocean Palm Plaza,Boynton Harbor Marina $6,000 Marketing $1,600 Business Promotional Video Ad Campaign Total $7,600 BUSINESS PROMOTIONS SOCIAL MEDIA Four social media marketing'campaigns to promote AD CAMPAIGN/CONTEST businesses located in the BBCRA area. $10,000 E. Ocean Ave. (between Federal Hwy.and NE 3rd St.) Marketing' $3,000 Business Promotions Social Media Campaign Total $13,000 BOYNTON BEACH BUCKS Incentive program for patronage of BBCRA area businesses $5,000 Marketing` $500 Boynton Beach Bucks Total $5,500 DINNER&A MOVIE AT THE PLAZA Ocean Palm Plaza TBD $6,500 Sunshine Square Plaza TBD $6,500 Riverwalk Plaza TBD $6,500 Event Marketing' $10,000 Dinner&A Movie At The Plaza Total $29,500 PLAZA CRAWL 500 Ocean TBD $7,200 Riverwalk Plaza TBD $7,200 Casa Costa TBD $7,200 One Boynton TBD $7,200 Ocean Palm Plaza TBD $7,200 Sunshine Square TBD $8,700 Ocean Plaza TBD $7,200 Event Marketing' $25,000 Total Plaza Crawl' $51,900 HOLIDAY BOAT PARADE Friday,December<11,2020 1 $11,250 735 Casa Loma Blvd. Event Marketing' $3,500 Total Light up the Parki $14,750 BLARNEY BASH Saturday March 13,2021' $45,000 E. Ocean Ave. (between Seacrest Blvd.and NE 1st St. Event Marketing; $10,000 Total'BlarnFy Bash' $55,000 ROCK THE MARINA&LIONFISH DERBY TBD $19,820 735 Casa Loma Blvd. $5,180 $25,000 EQUIPMENT&SUPPORT $51,373 CEREMONIAL EVENTS $25,000 Sub-Total Events $244,843 Sub-Total Events Marketing $58,780 TOTAL COST OF EVENTS► $303,623 6 Actual Cost per FY 2021 Budget Category Quantity Unit Cost per Unit Notes Officer Salary&Incentive(Paramore) 1 $ 92,562.00 $ 92,562.00 Salary,Education Incentive Officer Benefits-Pension 1 $ 41,567.00 $ 41,567.00 Pension Officer Benefits 1 $ 16,542.00 $ 16,542.00 Healthcare,Dental,Vision,FICA Officer Salary&Incentive(J Rivera) 1 $ 71,516.00 $ 71,516.00Salary,Education Incentive Officer Benefits-Pension 1 $ 32,116.00 $ 32,116.00 Pension Officer Benefits 1 $ 14,932.00 $ 14,932.00 Healthcare,Dental,Vision,FICA Officer Salary&Incentive(NEW) 1 $ 59,240.00 $ 59,240.00 Salary,Education Incentive(AVG) Officer Benefits-Pension(NEW) 1 $ 28,050.00 $ 28,050.00 Pension(AVG) Officer Benefits(NEW) 1 $ 13,993.00 $ 13,993.00' Healthcare,Dental,Vision,FICA(AVG) (Civilian)Salary&Incentive Community 1 $ 34,320.00 $ 34,320.00 Salary,Education Incentive(AVG) Service Officer(NEW) (Civilian)Benefits-Pension(NEW) 1 $ 15,412.00 $ 15,412.00 Pension(AVG) (Civilian)Benefits(NEW) 1 $ 13,500.00 $ 13,500.00 Healthcare,Dental,Vision,FICA(AVG) Total Personnel Costs $ 433,750.00 Bike(Replacement) 1 $ 1,300.00 $ 1,300.00` Bike replacement Bike Maintenance 1 $ 1,000.00 $ 1,000.00 Tires,Tubes,Seat,Lights Uniform 4 $ 500.00 $ 2,000.00 uniforms,belts Misc.Equipment-As needed 1 $ 2,500.00 $ 2,500.00 Community Events/Promotions 1 $ 4,000.00 $ 4,000.00 Youth Programs Vehicle Prefunding 4 $ 6,669.52 $ 26,678.08'FY 21 Interceptors Vehicle Maintenance 4 $ 3,500.00 $ 14,000.00 Fuel,maintenance GEM Polaris E2 Vehicle 1 $ 10,249.00 $ 10,249.00 Electric specialty vehicle Segway(Maintenance) 3 $ 1,000.00 $ 3,000.00 Battery Replacement Total Equipment Costs $ 64,727.08 r Cell Phones Service Plan 4 $ 675.00 $ 2,700.00 $56.25/mo for staff Office Supplies/Misc Supplies 1 $ 2,000.00 $ 2,000.00 Office Supplies(includes printer/copier) Office Electric,Cable/Internet, 12 $ 515.00 $ 6,180.00 Monthly operating costs water/sewage Office Space Monthly Maintenance 12 $ 650.00 $ 7,800.00 Monthly Maint.Ocean Palm Plaza Office Cleaning 1 $ 1,500.00 $ 1,500.00 City Cleaning Crew(Gail) Computer equipment 4 $ 500.00 $ 2,000.00 Misc,Cameras Training 4 $ 2,000.00 $ 8,000.00 CPTED,CSO academy Total Office Expenses $ 30,180.00 ILA Amount for FY 20-21 $ 528,657.08 NOTE:All amounts provided by Police Department with exception of Contingency and ILA amount for FY 2021 Revised by CRA to include promotional/marketing materials and additional equipment. ur ................ . $30MM MLK CORRIDOR PROJECT CRA PROJECT 136 UNITS&RETAIL A ��h u5-NG $3MM MODEL BLOCKPW 10 SINGLE FAMILY HOMES CITY�CRA PROJECT )WIWI;r N. 1� @ �P�Rrt�ra 3 ❑ Nr�rFr�criu4t 19rt�rroC�a41rie� D,�krY rtra�L4tlt1�01 Ktaac Jr IwtJ $26MM OCEAN BREEZE EAST W1 w ,u CRA PROJECT 123 UNITS 15a s,� a •� $2MM SARA SIMS PARK CITY/CRA PROJECTS �4 $8MM OCEAN BREEZE WEST CRA PROJECT—COTTAGE DISTRICT 21 SINGLE FAMILY HOMES 4.4123 ACRES SINGLE FAMILY WORKFORCE HOUSING a ' 1S $300MM TOWN SQUARE CITY/CRA PROJECT EV +� ( 16.5 ACRES r �' PUBLIC/PRIVATE PARTNERSHIP � �, i t �i , Y a � Shu t r tvCi�11 i � t , p raa- r- , r � ¢ti t ilo u r t maj a, �{ k 11 ecf W'Wfl 1 }� r Ty 1 s v � 1 } - IT I i Q ME d V � ������ •,'�"urs i � 2 . s fi 1 rm F r, s !lL�,iLL _ 1 ver k 014 i �e 08434521260060040 k l r��S SCf�, l YP4> s s } � i S - t y _ r qs..,� II 9� t; s I! t i i r L-:x.. i'tsV�rl4 +�s s 1''ti tt, Ixa`frtu< rs- ti ,V '� s ate!}{ 0- 4 s,t ._ 4s,+tfil�Virtr{�`4t;} st'1ri - F�` MI MI %1t1 ". r� 4 6 S fi y } w� r �,;,V f � ,,. -� 7 � ixF�shs4s\�F1rvI>{s•�{it�?t StA sCi sssiy.F $V 2§�'Irtt£ sh � YJ7�{� `�r`7�,— �y�i.V)l �, yrtr�r,r�a�tsr a, 5 4i'I July 30, 2020 1:2,257 0 0.0175 0.035 0.07 mi 0 0.03 0.06 0.12 km Q d rt. C lb V L a� � L ,x _ CC� , c G lj' > ad 5r�S 1 W , v � Q s c,xyx* ; r � A (, f f I f U r I! li r � a t z t � C co � YI T u 0,=) z OD 0 z 7� D 0 33 i J ` r yV Ip ! Y$ i 4 t ! r ,r �ls , F ! v �I j i v j i E � tl x d — r t l4 r ni.5� �� �� I����sl � 4� , f ti��� ��G.4 �� ;; ��� ` �'`�i ? 1' � .i S,\11. �s`� �; i� � � is, E 4 4 �j . �� ` �' � �� r � �� i���� ,� �� S, "'°�� �s ' .,'7 � s � �>�, ��k���� � ���ark, �£�� ���� ��S 9 �� � �� � F nom. k1� � ! J p`.�. S � � 1 �� t i 02, 5 € y 1. � q �� �� "�_ i s , �� � � S_ �� i i l,j� 3 F=, s � +I��i � a„1=, 4� 1c i ia:. ��, '�. f i BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 OLD BUSINESS AGENDAITEM: 14.13. SUBJECT: Consideration of the Second Amendment to the Purchase and Development Agreement with Ocean Breeze East Apartments, LLC forthe Ocean Breeze East Project SUMMARY: At the July 14, 2020 CRA Board meeting, the Board requested that staff look into if the flex space for the Neighborhood Officer Program (NOP) office and community space in the Ocean Breeze East Apartments (OBEA) concerning the interior build out and who is the responsible party under the Purchase and Development Agreement (see Attachment 1). In accordance with Paragraph 19.2.(h) of the Purchase and Development Agreement, as amended, (see Attachments I I and 111), OBEA is only required to construct the NOP office and community flex space and to provide it rent free but there are no requirements for OBEA to build out the interior space. This financial responsibility will fall on the CRA. In order to maintain consistent design, construction quality and OBEA's supervision for the remainder of the project, staff recommends utilizing the OBEA project design professionals and contractors to build out the 2,300 square foot flex space while the teams are still on the project. In consultation with OBEA's design and construction teams, staff received a cost proposal of $25,500 ($23,000 plus a not-to-exceed $2,500 for related expenses) and an estimated cost for the interior build out of $40 per square foot (total of $101,200, including a ten percent contingency). Staff anticipates that the build out will take approximately 3-4 months to complete if it can be expedited through permitting. Staff recommends a project fund allocation amount not-to-exceed of $130,000 (permit fees included) to complete the build out of the NOP office and community flex space. A draft Second Amendment to the Ocean Breeze East Purchase and Development Agreement is attached for the Board review and approval (see Attachment V). OBE Construction Update: Construction for the 123 unit, affordable multi-family rental Ocean Breeze East Apartment project is proceeding on schedule and as previously mentioned with an anticipated completion date by the end of 2020. As of August 5, 2020, all exterior painting on the buildings is completed and interior work on the units is currently underway for all four buildings (see Attachment VI). Centennial Management Corp anticipates starting the leasing process in September 2020. FISCAL IMPACT: FY 2019-2020 Project Fund Budget; #02-58100-203: $25,500 FY 2019-2020 Project Fund Budget; #02-58200-405: $104,500 CRA P LAN/P ROJ ECT/P ROG RAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: 1. Approve the Second Amendment to the Purchase and Development Agreement for the Ocean Breeze East project to allow the build-out of the flex space for the Neighborhood Officer Program Office and community space by Ocean Breeze East Apartments, LLC for an amount not-to-exceed $130,000. 2. Do not approve the Second Amendment to the Purchase and Development Agreement for the Ocean Breeze East project. 3. Alternative direction as determined by the CRA Board. ATTACHMENTS: Description D Attachment I - Flex Space for NOP and Community Space Site and Floor Plans D Attachment II - Executed Purchasing and Development Agreement D Attachment III - Executed First Amendment to the Purchase and Development Agreement D Attachment IV -Gallo Architects Proposal and Project Schedule D Attachment V -Second Amendment to the Purchase and Development Agreement for Ocean Breeze East Apartments D Attachment VI -Construction Progress Photos U Z - Q CO Y QQ N6a? � ... a xx a® R gipp= wa o _ - 4 Shy �� `�i F ��>E o a'ry NE 1st STREET y r } i G Wit k; �a 1fVtt Joe 21 21 1u3+�1 �13%i��+�+� Al wu �a -9— silk _ 9e o �u ._ Wall Cf) LIR3IMIXINWhA1 ��j Q�Q � k R �1095�'�OL I � �I n I Ilk lk y � s: e sl LL c„ 0 F1 F1 El El F1 Ell in LU g y N SEACREST BLVD 8 1181HX3 s _ m � ..................................... 1 4 g � � 16-W � 12'-T 4 WC4 [ W ' 44JJ m v u N1C8 5' 1T4" 13'-4" l9 hd1 T A1_S °P S7 YWC-3 < T4 �.�. .. — r S'tl' T-0' �" ... 814r ......... ......... II" �Q0r Plan 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 8OYNTDN BEACH COMMUNITY REDEVELOPMENT AGENCY, apublic agency created pursuant toChapter 1G3, Part /||, of the Florida Statutes (hereinafter "SELLER") and OCEAN BREEZE EAST APARTMENTS LLC or its affiliated assignee (hereinafter"PURCHASER",and together with the SELLER, the "Parties"). In consideration of TEN DOLLARS AND 00/100 DOLLARS ($10.00) and the mutual covenants and agreements herein set forth, the receipt and sufficiency of which is hereby acknowledged the Parties hereto agree as follows: l. . SELLER agrees tosell and convey tuPURCHASER 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 ofthe Property will be effected inorder toreduce slum and blight and toenable the construction ofanaffordable new housing community as set forth herein (the °9rojecƒ\ on the site nfthe former housing project known aoOcean Breeze East. 2. PURCHASE PRICE AND . The Purchase Price for the Property shall be EIGHT HUNDRE0THOUSAND AND 00/100 DOLLARS ($800,000.00) to be paid in full at Closing. SELLER has complied with Section 163.300\ Florida Statutes, in proceeding with the sale of the Property toPURCHASER, 3. DE]P3S[TS, AnInitial Deposit inthe amount ofTWENTY-FIVE THOUSAND AND 00/100 ($2S,000.00) (hereinafter "Initial Deposit") shall be deposited with Lewis, Longman8i Walker, P.A. (hereinafter "Escrow Agent") within two /Z> business days following execution hereof bythe Parties, The Initial Deposit shall be fully refundable toPURCHASER, lfprior 1othe expiration of the Feasibility Period /as hereinafter defined>, the PURCHASER advises SELLER in writing that itdoes not intend tocomplete the purchase of the Property. 3.1 Second Deposit. An additional deposit in the amount of TWENTY-FIVE THOUSAND AND QO/1OO /$25,DOO.0O\, which together with the Initial Deposit shall be referred to as the"Deposit,"shall be deposited with the Escrow Agent,at the end of the Feasibility Period (as hereinafter described). The Deposit shall be non-refundable to PURCHASER, except upon (i) failure by SELLER to satisfy any conditions precedent to closing; or (ii) default by SELLER hereunder.. All interest accruing onthe Deposit, ifany, shall becredited tothe Party entitled 10 retain the Deposit in the event of the cancellation ortermination hereof.At closing,the Purchase Price shall he payable in cash, less the Deposit, and subject to proradonaand adjustments set forth herein. 4. EFFECTIVE DATE. The date of this Agreement (the "Effective Dote") shall be the date when the last one ofthe SELLER and PURCHASER has signed this Agreement. Mo7724.2 5. CLOSING. The PURCHASER'S obligationtoclose onthe purchase ofthe Property iscontingent onthe following: a) PURCHASER'ssubmittal ofaformal application for anallocation of99&Low Income Housing Tax Credit's (UHTC)from Florida Housing Finance Corporation (the "AUocation") prior to the last date of the applicable Florida Housing Request for Applications period ("RFA") which is estimated to he not later than December 28, 2017 (the "ZO17Tax Credit Application Per|od"); b) Seller's delivery ofmarketable title tothe Property toPURCHASER subject only tnthe Permitted Exceptions asset forth herein, 6. CLOSING DATE. PURCHASER shall make every reasonable effort toclose on mrbefore January 31, 2O18, atsuch location towhich the parties may mutually agree inwriting. in the event closing is delayed for any reason,it is agreed that the Agreement shall terminate on June 3O, 2O18, ifclosing has not occurred. 7. TITLE TO BE CONVEYED. At Closing,SELLER shall convey toPURCHASER,bySpecial Warranty Deed complying with the requirements of the Title Commitment(hereinafter defined), valid,good,marketable and insurable title infee simple tothe Property,free and clear mfany and all liens, encumbrances, conditions, easements, assessments, restrictions and other conditions except only the following (coUective|y,the"Permitted Exoeptions°): (a)general real estate taxes and special assessments for the year ofClosing and subsequent years not yet due and payable; (b) covenants, conditions, easements,dedications, rights-of-way and matters mfrecord included on the Title Commitment or shown on the Survey(as hereinafter defined),to which PURCHASER fails to object,orwhich PURCHASER agrees to accept. 8. INVESTIGATION OF THE PROPERTY. For a period of thirty (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 toenter upon the Property,at any time and from time totime with reasonable notice toSELLER and solong 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 | and Phase 11 environmental investigations, which PURCHASER may deem necessary. During the Feasibility Period, PURCHASER may elect, /n PURCHASER'S sole and absolute discretion, toterminate 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; (N)to the extent practicable, repair and restore any damage caused | tothe Property byPURCHASER'S testing and investigation;and /ii|\ release tVSELLER,atnocost, all reports and other work generated as a result of the PURCHASER'S testing and investigation. mmmr+z rDrv\Duvh0esxCemtennia1 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 the termination, expiration or Closing of this Agreement. 8.1 Seller's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within five (5) days of the Effective Date of this Agreement: any existing title policies, appraisals, copies of any reports or studies (including environmental, engineering, surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition of the Property, copies of all permits, authorizations and approvals issued by Governmental Authorities for the Property and any correspondence which discloses claims, allegations or adverse information regarding the Property or SELLER with respect to the Property. 8.2 Title Review. Within thirty (30) days of the Effective Date, 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 Purchase Price subject only to the Permitted Exceptions, together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than 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 diligently and in good faith undertake all necessary activities to cure and remove the PURCHASER'S Title Objections (hereinafter "Cure Period"). Notwithstanding anything to the contrary in this Section, SELLER shall have an affirmative duty to satisfy all title requirements which are liquidated claims, outstanding mortgages,judgments, taxes (other than taxes which are subject to adjustment pursuant to this Agreement), or are otherwise curable by the payment of money without resort to litigation (collectively, the "Mandatory Objections"), which may, at SELLER'S election, be done at Closing by the Closing Agent's withholding of the applicable amount from the proceeds of sale. In the event that SELLER is unable to cure and remove, or cause to be cured and removed, the PURCHASER'S Title Objections which are not Mandatory 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 00%7724-2 T:Drv\DevR0Bh-\Centennja1 those expressly provided herein tosurvive termination ofthis 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. |fanyTit|eUpdate contains any conditions which did not appear in the Title Commitment, and such items render title unmarketable, PURCHASER shall have the right toobject tosuch new mrdifferent 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 tothe provisions ofthis Section. 8.3 PURCHASER, at PURCHASER'S expense, may obtain a current boundary survey (the =Survey") of the Property, indicating the number of acres comprising the Property tothe nearest 1/1UOthofanacre. |fthe Survey discloses encroachments on the Property or that improvements located thereon encroach on setback lines, easements, lands of others or violate any restrictions, covenants of this Agreement, or applicable governmental regulations, the same shall constitute a title defect and shall be governed by the provisions ofSection 8.2concerning title objections. 9. CONDITIONS TO CLOSING. PURCHASER shall not beobligated toclose on the purchase ofthe Property unless each ofthe following conditions(coUective|y,the "Conditions to L|osing")are either fulfilled orwaived byPURCHASER inwri1ing- 9.1 Representations and Warranties. All of the representations and warranties VfSELLER contained inthis Agreement shall be true and correct asofClosing. 9.2 Pend Proceedims. 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 dosing, and accepted by PURCHASER. 93 . The Property shall be in compliance with all applicable federal, state and |noa|laws,ordinances, rules, regulations,codes, requirements, licenses,permits and authorizations as of the date of Closing. 10. CLOSING DOCUMENTS. The SELLER shall prepare, orcause to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the Title Company. AtClosing,SELLER shall execute and deliver, orcause tobeexecuted and delivered tu PURCHASER the following documents and instruments: 10.1 Deed and Authorizing Resolutions. SELLER shall furnish aWarranty 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 oOWv72+z Permitted Exceptions,together with such resolutions orother applicable authorizing documents evidencing approval of the transaction by the SELLER's governing body as the Closing Agent and the title Company may require. 10.2 Sellees Affidavits. SELLER shall furnish toPURCHASER anowner'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 orenter into documents affecting the Property after the last effective date on the Title Commitment, and that there are noparties inpossession ofthe Property other than SELLER.SELLER shall also furnish 10 PURCHASER a non-foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits referenced above, the same shall be deemed an uncured Title Objection. 10.3 Closing Statement. Aclosing statement setting forth the Purchase Price, all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which SELLER shall also execute and deliver atClosing. 10.4 Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 10.5 Additional Documents. Such other documents asPURCHASER mrthe 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. 21. PRORATION�,CLQSING COSTS AND CLOSING PROCEDURES. 11.1 Pnorations. 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 cu/rent year's tax with due allowance made for maximum allowable discount. |fClosing occurs atadate when the current year's mi||age |snot fixed and current year's assessment isavailable,taxes will beprorated based upon such assessment and prior year's noi||age. !fcurrent year's assessment is not available, then taxes will be prorated on prior year's tax. ALen proration based on an estimate shall, at request of either party, be readjusted upon receipt of tax bill which discloses an actual difference in the amount of the taxes estimated at Closing that exceeds$1,000. 11.2 Closing Costs. SELLER shall pay for documentary stamps onthe deed, recording the deed and any cost associated with curing title. Purchaser shall pay all other closing expenses. Each party shall be responsible for their respective attorneys'fees. 11.3 Closinfl, Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and p/oretiunsset forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, at �07'724-2 T:on^mv|mBsvc~mteuniu/ Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked-up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 11,4 Existing Mortgages and Other Liens. At Closing, SELLER shall obtain, or cause to be obtained, satisfaction or release of record of all mortgages, liens and judgments applicable to and encumbering the Property. 12. REPRESENTATIONS, COVENANTS AND WARRANTIES. SELLER hereby represents, covenants and warrants to PURCHASER, as of the Effective Date and as of the Closing Date, as follows: 12.1 Authority. The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms.The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 12.2 Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free and clear of all liens, encumbrances and restrictions of any kind,except the Permitted Exceptions(and encumbrances of record which will be discharged at Closing). 12.3 1Lif!gptiqp. There are no actions, suits, proceedings or investigations pending or threatened against Seller or the Property affecting any portion of the Property, including but not limited to condemnation actions. 12.4 Parties in Possession. There are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 12.4 Acts Affect in�F19rierty. From and after the Effective Date, SELLER will refrain from (a) performing any grading, excavation, construction, or making any other change or improvement upon or about the Property; (b) creating or incurring, or suffering to exist, any mortgage, lien, pledge, or other encumbrances in any way affecting the Property other than the Permitted Exceptions (including the mortgages, liens, pledges, and other encumbrances existing on the Effective Date) and (c) committing any waste or nuisance upon the Property. 13. DEFAULT PRIOR TO CLOSING. 13.1 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 0090ir-4-2 T:Drv\Dev1\0BE\Centennia1 expressly provided to survive the termination of this Agreement; prodded, however, that PURCHASER shall also be responsible for the removal of any liens asserted against the Property bypersons claiming by, through orunder PURCHASER. 13.2SELLER'S . /mthe event that SELLER fails tofully and timely perform any ofits obligations and covenants hereunder prior to Closing or if SELLER is in breach of any representations herein prior to dosing, PURCHASER may, at its option declare SELLER in default under this Agreement in which event PURCHASER's rights shall include the right todemand specific performance ofthe provisions ofthis Agreement. 13.3 Notice of..Default Prior to Closin . Prior to declaring a default prior to closing and exercising the remedies described in this Section,the non-defaulting Party shall issue anotice ofdefault to the defaulting Party describing the event orcondition ofdefault insufficient detail toenable areasonable person todetermine the action necessary tocure the default. The defaulting Party shall have fifteen (15)days from delivery ofthe notice during which tocure the default, provided, however, that as to afailure to dose, the cure period shall only be three (3) business days from the delivery ofnotice. Both Parties agree that if an extension is requested, such extension shall not be unreasonably withheld. If the default has not been cured within the aforesaid period, the non-defaulting Party may exercise the remedies described above. 13.4 Survival. The provisions of this Section 13 shall survive the termination of this Agreement. 14. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery tothe following addresses: |ftqSeller: Boynton Beach Community Redevelopment Agency Executive Director, Michael Simon 71ON. Federal Highway Boynton Beach, Florida 33435 With acopy to: Kenneth Dodge, Esquire Lewis, Longman &VVa!ker, P.A. 515 North Aag|erDrive,Suite 150A West Palm Beach, Florida 33401 If to Purchaser: Ocean Breeze East Apartments LLC Attn.: LevvisSw/ezy 7735NVV146Street,Suite 306 Miami Lakes, F| 3]OlG w907724-z With a copy to: James Hurchafla, Esq, 888 E Las Olas Blvd Fort Lauderdale, FL 33301. 15, BINDiNG 0BL1GATlQN/ASSjG-NMENT. The terms and conditions of this Agreement are hereby made binding oil, and shall inure to the benefit of, the successors and permitted assigns of the Parties hereto, SELLER may not assign its interest in this Agreement without the prior written consent of PURI HASER,which shall not be Unreasonably withheld. This Agreement rnay be freely assigned by PURCHASER to an affiliated assignee of PURCHASER, and thereafter PURCHASER'S assignee shall be obligated to close the transaction contemplated herein as if such assignee were the original party to this Agreement. Any assignment by PURCHASER to are unaffiliated party shall be subject to the written approval of SELLER, which shall not be unreasonably withheld. 16. RISK OF LOSSe In the event the condition of the Property, or any part thereof, is rnaterWly 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 obfigations 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 eryflnent domain prior to Closhig, SELLER shall promptly notify PURCHASER and PURCHASER stroll thereafter have the right and option to terminate this Agreement by giving SELLER written notice of PURCHASER's election to ternnina"te within fifteen (1175) 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 SELL PR'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. ShoWd PURCHASER elect not to terminate,the parties hereto shall proceed to dosing and SELLER shall assign all of its right,title and Interest in all awards in connection with such taking to PURCHASER. 17. BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement, Each Party shall indemnify,defend and hold harniless 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 indernnification 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 sur hie Closing or terminaflon of this Agreement. 00907724.2 TOMDevROBETentennial 18. ENVIRONMENTAL CONDITIONS. To the best ofSELLER'S knowledge, the Property and the use and operation thereof are incompliance with all applicable county and governmental laws, ordinances, regulations, licenses, permits and authorizations, including, without limitation, applicable zoning and environmental laws and regulations. 19. DEVELOPMENT AND SALE OF THE PROPERTY. SELLER and PURCHASER acknovv|edgethat the Property isbeing sold toPURCHASER for the sole purpose ofdeveloping a mnu|ti'tarni|yaffordab|e development as described herein. 19.1 SELLER DESIGN APPROVAL. The PURCHASER agrees that the SELLER shall have the right to reasonably approve the design of the Project. PURCHASER shall submit plans to the SELLER for review prior to submission to the City for formal site plan approval. SELLER shall provide comments orapproval ofthe design toPURCHASER atits next regularly scheduled Board meeting after PURCHASER submits plans for approval. 19.2RECLUIRED PROJECT ' The Project shall include the following elements and improvements: a) if requested or required by the SELLER, the Project will be designed to be a gated community to enhance the value of the Property. A decorative fence may be installed around the buildings comprising the Project tocreate anenclosed space. |frequested mrrequired 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. b) The Project will have a minimum of G' sidewalk constructed around the entirety ofthe Project. C) The Project will include street lights installed along the entire perimeter of the Project that are complimentary tothose existing along the east side ofN.SeacrestBoulevard adjacent to the Property. d) The Project will include on-street parking spaces,where feasible. e> The Project will include street and site trees that exceed the size and caliper requirement ofthe City's Land Development Regulations which will beinstalled along the entire perimeter of the Project. f) The Project will include enhanced resident amenities within the proposed project boundaries. g) The Project will include plaza style open space that exceeds the requirement ofthe City's Land Development Regulations with landscape, hardocape and accent lighting features preferably located on N. Seacrest Boulevard or at the corner of N. Seacrest Boulevard and NE 7 tx Avenue. mm,72+, h) The Project will include construction of three (3) story, 100-123 unit affordable multi-family rental housing development, approximately 2,50Qsq.ft. offlex space for a new Neighborhood Officer Program office and community space, which shall be provided to the CRA for said use rent free. 19.3 LOCAL,CONTRACTORS:Purchaser commits toprioritize using local contractors and sub-contractors during construction and to make efforts to hire local residents as part of the Project's operations 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 hairs or other employment opportunities within the community. Prior to and during the construction of the Project,the Developer shall: a\ Hire ajob placement consultant during the construction ofthe Project; b\ Host ajub hair; c) Give priority to Contractors that are Locally Owned Small Businesses to participate inthe construction ofthe Project; d\ Include in all contracts with Contractors requirements that the Contractors use Good faith Efforts to hire and train City residents to participate in the construction of the Project; e) Provide alist ofjob positions and descriptions tmaCommunity Outreach Partner and agree to give priority to qualified job applicants referred by the Community Outreach Partner toparticipate inthe construction ofthe Project; M Use Good Faith Efforts tooffer permanent job positions resulting from the Project toqualified City residents; 8} Notify and refer job training and job placement opportunities tothe Boynton Beach Community High School and South Tech Academy inBoynton Beach in the event each are able and willing toprovide such training; and h) Pay orcause to bepaid new hires inall permanent post-construction positions residing within the City aminimum ofthe Living Wage 19.4 Construction Perm it.Aoaroval. 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 ofthe Project including the formulation of the Project's design and construction documents as well any and all applicable permit fees associated with the Project. 20. FUNDINGOPTIONS. BUYER shall have the following options toobtain funding for the Project. wm772^z T:nnxoev/moEvccnmmom/ a) PURCHASER shall submit an application for g96 Low Income Housing Tax Credits (UHTC) from Florida Housing Finance Corporation (FHFC) in the 2017 Tax Credit Application Period. a) |fPURCHASER'sapplication toFHFCduring the 2O17Tax Credit Application Period is successful and 996 Tax Coedits are awarded to Seller for the Project, then the development of the Project shall commence pursuant to FHFC underwriting schedule. b) If PURCHASER is NOT successful, and no 996 Tax Credits are awarded through the 2O17TaxCredit Application Period,then SELLER shall,atits option,either: (i)instruct PURCHASER to apply to FHFCfor g SAIL loan and/or 9% L|HTCfunds through FHF['s 2018 RFA cycle ("2018 Tax Credit Application Period"); or (ii) instruct PURCHASER to obtain non- competitive Tax oncornpetit/veTax Exempt Multifamily Revenue Bond funding from FHFC or from the Palm Beach County Housing Finance Authority as well as non-competitive 496Tax Credits from FHFC, and SELLER shall provide Tax Increment Revenue(T|R)funding(TIR)10the PURCHASER for the Project |nanamount to cover the difference between total Project development costs and the sum total of all Bond and 496 L|HT[ funds received by Purchaser for the Project, which amount ofT|R funding provided bySeller shall not exceed $350,O0d.D0per year over afifteen (15)year period without the approval mfSeller (hereinafter"Gap Funding"). }fSeller instructs Purchaser topursue option(ii}above, SELLER shall return toPURCHASER anamount equal tothe$8O0,U0Opurchase price paid for the Property and provide $S0D,000 in local government grant as proffered in PUKCHASER'sRFA response. C) If SELLER instructs PURCHASER to apply for SAIL funds in the 2018 Tax Credit Application Period and and SAIL funds are awarded to PURCHASER for the Project, then the development of the Project shall commence pursuant to FHFC underwriting schedule. d\ /fSeller instructs PURCHASER toapply for 9Y6L|HTCinthe 2O1QTax Credit Application Period, and 9%Tax Credits are awarded to the PURCHASER for the Project through the 2018 cycle,the development of the Project shall commence pursuant to FHFC underwriting schedule. |fSeller instructs Purchaser to apply for both SAIL funds and 9V6L|HTCinthe 2018 Tax Credit Application Period, the development of the Project shall commence pursuant to FHFC underwriting schedule atthe earliest ofeither SAIL funds nr996Tax Credits being awarded tothe PURCHASER for the Project. e) \fPURCHASER isinstructed toapply for SAIL funds and/or 996L|HTCin2OI8 and neither is successful,and no SAIL loan and no 9%Tax Credits are awarded to PURCHASER for the Project, the development ufthe Project shall commence pursuant to Section 21and SELLER shall: I) Instruct PURCHASER toobtain non-competitive Tax Exempt Multifamily Revenue Bond funding from FHFCorfrom the Palm Beach County Housing Finance Authority as well asnon-competitive 4%Tax Credits from FHFC, and 00Q077274-2 T:ommc,/\oBacente^n/u/ |U Provide TlRfunding 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% L|HTChmnds received by Purchaser for the Project, which amount ofT|R funding provided by Se||ersha||not exceed$35O,8OO.00per year over a fifteen(15)year period without the approval of Seller (hereinafter "Gap Funding") . If Seller instructs Purchaser-to pursue option (ii) above, shall returnto PURCHASER an amounteclual tothe$800,000 purchase price paid forthe Property and provide$5OO,OOOinlocal government grant as proffered inPUR[HASER'aRFP response. g) 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 toFHFCinboth 2O17and 2018 Tax Credit Application Periods for SAIL or996 L|HTCfunding for the Project. SELLER shall inatimely fashion execute this Agreement aswell as other documents required to be submitted as part of PURCHASER's applications to FHFC pursuant to this Agreement and SELLER shall Provide a $567,500 Local Government Contribution to the Purchaser for the Project, which funds shall only be disbursed upon award ofeither SAIL or9% LIHTC funds toPURCHASER for the Project. h) |fthe Project bfunded by9Y6L|HTCsorSAIL,financing will be obtained and documentation provided tothe CRA within the time frame set forth inFHF['s credit underwriting procedures for the SAIL with bonds and 4%L|HTCor996UHTCaothe case may be. 21. DEVELOPMENT TIMELINE FOR TAX INCREMENT FUNDING OPTION. PURCHASER shall commence development of the Project by conducting the following actions pursuant to the development timeline set forth |mthis Section. Completion ofeach action set forth below must be documented in writing, and all such documentation must be provided to SELLER upon completion ofeach action. a> PURCHASER shall submit anapplication and all necessary supporting documents tothe City for site plan approval within ninety(9Q) days ofnotice toPURCHASER from FHFC that it has not received either SAIL or 9%LIHTC funding in either the 2017 and 2018 Tax Credit Application Periods and written confirmation by SELLER that the Project will be funded pursuant toSection 2U(f)above. b> Purchaser shall submit applications and all necessary supporting documents tmthe City for abuilding permit within one hundred twenty (12O) days ofthe City's approval of the site plan for the Project. Proof ofpermit 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 upon issuance of the same by the City. w*m72+2 T:DrwDev/maEvreute^nm| C) SELLER shall assist PURCHASER's request for site plan approval and building permit issuance 1othe extent practicable and permitted by |avo and to the extent the same isconsistent with the terms ofthis Agreement. d> If the Project is funded by T|R, PURCHASER shall obtain non-competitive Tax Excennpt Multifamily Revenue Bond funding from FHFCorfrom the pa|nn Beach County Housing Finance Authority as well as non-competitive 4%Tax Credits from FHFC. Financing shall beobtained and documentation provided tothe CRA within the time frame set forth inthe HFA's and/or FHFC'scredit underwriting procedures for the SAIL with bonds and the 496L|HT[. e\ Regardless offunding source, PURCHASER shall conduct a groundbreaking ceremony and commence construction of the Project within sixty(60)days following the issuance ofabuilding permit bythe City for the Project.SELLER will beinattendance atthe ceremony with limited participation in its planning. d\ Temporary orpermanent certificate ofoccupancy shall beobtained within twenty-four(24) months following issuance ofthe building permit for the Project bVthe City, regardless offunding source. g) Purchaser shall diligently pursue and use all reasonable efforts to obtain all necessary approvals for the construction and development ofthe Project. Upon receipt mfthe building permit for the Project from the City, PURCHASER shall diligently pursue completion of construction ofthe project re8ard|essoffumdingaource. 22. DEFAULT AFTER CLOSING, Failure of PURCHASER to strictly comply with the any of the provisions set forth in this Agreement after the Closing shall constitute a default and breach ofthis Agreement. |f PURCHASER has not provided SELLER with written notice explaining the reason or circumstances not under the control of PURCHASER that has prevented PURCHASER from complying with the provisions mfthis Agreement and SELLER has not agreed in writing to same, then the PURCHASER shall be required to reconvey the Property to the SELLER, and this Agreement shall be terminated,and SELLER shall be released from any and all obligations under this Agreement, and, assuming the SELLER has not otherwise returned to Purchaser an amount equal 10the purchase price for the Property pursuant toSection 20(b)above orany other provisions of this Agreement, SELLER shall reimburse PURCHASER the purchase price of the property described herein. 23. REVERTER CLAUSE. The Warranty Deed of conveyance 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 neconveyed to SELLER by quit claim deed should PURCHASER default under the terms of this Agreement. In the event the SELLER exercises its right ofreverter, SELLER shall reimburse PURCHASER the purchase price of the property described herein. To carry out the terms of this paragraph, PUR[HASERoha|| executeareverLeragreernentinthefmrnosetforthonExhibit"8". 009(3n24-2 ro^^m=v/\0morcutenma1 24. RIGHT OF FIRST REFUSAL. |nthe event SELLER provides 7lRFfunds toPURCHASER for the Project under this Agreement, PURCHASER shall grant SELLER a Right mfFirst 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: (i) 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 bvdelivering a copy ofthe contract or letter of intent to Seller("Notice") pursuant to the Notice requirements VfSection 14above. (ii) Within ten (10) days of receipt of the Notice, Seller shall either waive or exercise its right of first refusal. /f 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 asset forth inthe Notice including the delivery of a deposit (if applicable), and upon receipt by the Purchaser ofthe foregoing from the Seller, Purchaser and Seller shall enter into a Purchase and Sale Agreement pursuant tothe same terms and conditions as the Notice. (|O) |fSeller fails tnexercise orwaive its right offirst refusal inaccordance with the terms and conditions stated herein, within ten (10) days after receipt of the Notice, then Seller's right offirst refusal shall bedeemed tohave been waived. 25. 25.1 General. This Agreement, and any amendment hereto, may beexecuted in any number of counterparts, each of which shall be deemed to be an original and all of which shall, together, constitute one and the same instrument. The section and paragraph headings herein contained are for the purposes of identification only and shall not be considered in construing this Agreement. Reference tua Section shall be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall beofany force oreffect unless inwriting executed byParties. 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 nroral,between the Parties. This Agreement shall beinterpreted inaccordance 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 ofFlorida. 25.2 . Any reference herein totime periods which are not measured in business days and which are less than six(6)days, shall exclude Saturdays, Sundays and legal holidays inthe computation thereof. Anytime period provided for inthis Agreement which ends on a Saturday, Sunday or legal holiday shall extend to 5:00 p.m. on the next full business day. Time isofthe essence inthe performance ofall obligations under this Agreement. 00907z4-2 rom^me,/\oBeceutenn/u Time periods commencing with the Effective Date shall not include the Effective Date in the calculation thereof. 25.3 Waiver. Neither the failure ofaparty tPinsist 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 mfthis Agreement and the Closing. 25.4 The Parties to this Agreement, through counsel, have participated freely in the negotiation and preparation hmreof. Neither this Agreement nor any amendment hereto shall be more strictly construed against any of the Parties. Asused inthis 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 requine. Provisions of this Agreement that expressly provide that they survive the Closing shall not merge into the Deed. 25.5 SeverWifty. |fany provision ofthis Agreement orthe application thereof shall,for any reason and toany extent,beinvalid orunenforceable,neither the remainder ofthis Agreement nor the application of the provision toother persons, entities orcircumstances shall beaffected thereby,but instead shall be enforced tothe maximum extent permitted bylaw,The provisions of this Section shall apply to any amendment of this Agreement. 25.6 Handwritten Provisions. Handwritten provisions inserted inthis Agreement and initialed by SELLER and PURCHASER shall control all printed provisions in conflict therewith. 25.7 Waiver of Jury Trial. As an inducement to PURCHASER agreeing to enter into this Agreement,PURCHASER and SELLER hereby waive trial byjury inany action orproceeding brought byeither party against the other party pertaining to any matter whatsoever arising out of mr|nany way connected with this Agreement. 25.8 Attornevs Fees and Costs. Should it be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys' fees and costs, including those atthe appellate level,shall beawarded tothe prevailing party. 25.9 . Each party hereby represents and warrants to the other that each person executing this Agreement onbehalf ofthe PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 25.10 No Recording. This Agreement shall not berecorded inthe Public Records of Palm Beach County, Florida. m907724-2 T:m,\Dmv'wnMCnmxnouu 25.11 Survival. The covenants, warranties, representations, indemnities and undertakings of SELLER set forth in this Agreement, shall survive the Closing, the delivery and recording of the Deed and PURCHASER'S possession of the Property. 25.12 SELLER Attorneys' Fees and Costs. SELLER acknowledges and agrees that SELLER shall be responsible for its own attorneys' fees and all costs, if any, incurred by SELLER in connection with the transaction contemplated by this Agreement. 25,13 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 by the SELLER in connection with this Agreement; b. Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in chapter 119, Fla. Stat.,or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and d. Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt. All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. SELLER shall, upon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. The failure of PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. If PURCHASER fails to cure the default within seven (7) days' notice from the SELLER the SELLER may terminate the Agreement. SIGNATURES APPEAR ON FOLLOWING PAGES T:Drv\DevJ\0BE\Centennia1 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: SELLER: OCEAN BREEZE EAST APARTMENTS LLC BOYNTON BEACH COMMUNITY By ELOI�IENT,1AGENCY B Ocean Breeze East GP LLC RED • f` f _.c Printed Name: Printed Name:Steven B.Grant f" Title: Authorized Member Title:Chair Date: Date: x�a WITNESS: WITNESS: e Printed Name: mm,._w Printed ►ame: • i ,n ° WITNESS: WIT SS: f u. z f � Primed Name: 4 Printed Name: x .... , Approved as to form and legal sufficiency:e.m,,,.n. CRA Attorney r L''?sttC?rci OBB':Ceniennia€ EXHIBIT"A" LEGAL DESCRIPTION Lots 3 through 12 inclusive, in Block 1, Lots 1 and 2, in Block 1, LESS all that portion of lots 1 and lying West of the East right-of-way lire for "Se orest Boulevard" s shown on Rod Plat Book , at Page 182 and less a 20 foot return curve area for road right-of-way, PALM BEACH COUNTRY CLUB ESTATES,accordingto the Platthereof,as recorded in Plat Book 11,at Page 43,of the Public Records of Penn Beach County, Florida, and the South Half(S1/2) of the East Half(E1/2) Lot 2 of Subdivision of the West Half( /2) of the Southeast Quarter / ) Of Section 21,Township 45 South, Range 43 East, LESS the South 125 feet thereof; Less parcels conveyed tat e City of Lynton Beach by Official Records Book 852, Page 542 and LESS the right-of-way for "Se crest Boulevard"as shown on Road Plat Book 5, at Page 182, according tO the Plat thereof, s recorded in Plat Book 1, at Page 4, Public Records of Palm Beach County, l ri . 00907724-2 T:Drv\Devl\OBE\Centennial EXHIBIT B REVERTER AGREEMENT This REVERTER AGREEMENT Is dated as of thls2. J, _dayof 2017 by aid between the BOYNTON EACH COMMUNITY REDEVELOPMENT AGENCY (the "SELLER") and OCEAN BREEZE EAST APARTMENTS, LLC or its affiliated assignee (the "PURCHASER", and together with the SELLER,the "Parties"). RECITALS A. The SELLER has conveyed to the PURCHASER that certain real estate described on Exhibit "A" attached hereto (the "Property") pursuant to a Deed of even data 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, C. 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: 1, 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. 2, In the event the Improvements are not timely completed (unless extended pursuant to the terms of the Agreement), the Property shall revert to and thereafter become fee simple real estate owned by the SELLER. Within 30 days of the written request of the SELLER,the PURCHASER will provide a 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, 1 During the construction of the Improvements,PURCHASER will not place any additional liens or encumbrances on the Property except as consented to by the SELLER. In that regard,the SELLER agrees not to unreasonably withhold Its consent to any construction loan financed with a commercial bank or similar lender intended to fund the construction and development of the Improvements. In such an event, the SELLER will enter into a Subordination Agreement satisfactory to such lender. Upon completion of the Improvements satisfactory to 1°: vllOElGent�t�neal 0086062-2 the SELLER,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 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: OCEAN BREEZE EAST APARTMENTS, (LC BOYNTON BEACH COMMUNITY REDEVf.LOPWENTAGfrNCY Printed Name: Printed Name:Steven B. Grant Title: Title: Chairman Date: Date: T:Drv%Dcyh09EkCvn4cnWa1 FIRST AMENDMENT TO PURCHASE AND DEVELOPMENT AGREEMENT THIS FIRST AMENDMENT TO PUR�HASE AND DEVELOPMENT AGREEMENT (the "First Amendment") made as of 5"—, 2019 by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part 111, of the Florida Statutes (the "Seller"), and OCEAN BREEZE EAST APARTMENTS LLC, a Florida limited liability company(the"Purchaser"). WHEREAS, the parties entered into that certain Purchase and Development Agreement dated effective as of December 15,2017 ("PDA"); WHEREAS,the PDA contained an or inthe legal description of the real property; WHEREAS, pursuant to the PDA, the Purchaser and Seller closed on the purchase and sale of the Property and recorded that certain Warranty Deed on March 2, 2018; WHEREAS, the Purchaser closed on equity financing for the Project inthe approximate amount of $20,594,440 and construction debt financing for the Project in the approximate amount of$13,700,000 (altogether the equity and construction debt financing is hereby referred to as the "Financing") and building permits for the Project have been approved; WHEREAS, Purchaser has agreed to repay the City the full amount of the City's $567,500 Local Government Contribution in accordance with the to documents attached hereto as Exhibit A (the "Loan Documents") and, Lewis V. Swezy, a principal of Purchaser has agreed to provide to the Seller the Completion Guaranty attached hereto as Exhibit B (the "Guaranty"); WHEREAS, the Purchaser and the Seller desire to amend the PDA in accordance with the terms hereof; and NOW, THEREFORE, in consideration of the recitals, covenants and agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged,the parties agree as follows: 1. Capitalized terms herein shall have the meaning assigned to them in the PDA, unless otherwise specifically provided herein. 2. The definition of"Property" in the PDA is amended, as of the date of the Warranty Deed, to identify the property more particularly described on Exhibit D. 3. Purchaser represents and warrants that the Financing has closed or will close concurrently with the consummation hereof. 4. on execution and delivery of the Loan Documents by the Purchaser and the Guaranty by Lewis V. Swezy (a) Seller's sole and exclusive remedy for any default relating to the PDA shall be an action to enforce the Completion Guaranty, which shall be subject to senior lender's subordination agreement, except that Seller shall retain the right to bring First Amendment to Purchase and Development Agreement—Ocean Breeze East an action to enforce Section 19.2(h) of the PDA, (b) the Reverter Agreement shall be terminated in accordance with that certain Reverter Termination Agreement attached hereto as Exhibit C, and (c) Sections 22, 23 and 24 shall be terminated in connection herewith. 5. Section 19.2(h) of the PDA shall be amended and restated as follows: The Project will include construction of a three (3) story, 100-123 unit affordable multi-family rental housing development, with flex space for a new Neighborhood Officer Program office and community space, is shall be provided to the CRA for said use rent free and be constructed in accordance with the site plan. 6. The provisions set forth in Section 25 of the PDA shall survive and are incorporated herein by reference. 7. By its joinder hereto, the City approves of the Loan Documents and will execute the Note and Loan Agreement and a subordination agreement in form and substance reasonably acceptable to the first mortgage lender and any refinancing thereof. [Remainder of this page intentionally left blank] First Amendment to Purchase and Development Agreement—Ocean Breeze East IN WITNESS WHEREOF, the parties have caused this First Amendment to be duly executed as of the date first written above. SELLER: BOYNTON BEACH COMM UNITY REDEV lI7NT By. Name: Title: e PURCHASER: OCEAN BREEZE EAST APARTMENTS LLC, a Florida limited liability company By: Ocean Breeze Manager LLC, a Florida limited liability company,its manager By: Lewis V. Swezy,Manager �. LEWIS V. SWEZY THE CITY OF BOYNTON BEACH, a political subdivi, rida By: r Name: Title: _ Q First Amendment to Purchase and Development Agreement—Ocean Breeze East TN 'WITNESS WHEREOF, the parties have caused this First Amendment to be duly executed as of the date first written above. SELLER: BOYNTON BEACH CONiiMUi'VITY REDEVELOPMENT AGENCY By: Name: Title: PURCHASER: OCEAN BREEZE EAST APARTMENTS LLC, a Florida limited liability company By: Ocean Breeze tvtana +r'1�C,'a Florida limited liab ]it c an j r i nager B SN e, anagen WIS 'AWE'ZY(— THE CITY OF BOYNTON BEACH, a political subdivision of the State of Florida By: Name: Title: First Amendment to Purchase and Development Agreement Ocean Breeze East EXHIBIT A First Amendment to Purchase and Development Agreement—Ocean Breeze East Prepared by and return to: Randal M.Alligood,Esq. Nelson Mullins Broad and Cassel 390 N.Orange Avenue, Suite 1400 Orlando,FL 32801 THIS MORTGAGE IS GIVEN TO SECURE TILE FINANCING OF HOUSING UNDER PART V OF CHAPTER 420, FLORIDA STATUTES, AND IS EXEMPT FROM TAXATION PURSUANT TO SECTION 420.513, FLORIDA STATUTES ACCORDINGLY, NO DOCUMENTARY STAMP TAX OR INTANGIBLE TAXIS DUE'IN CONNECTION WITH THISMORTGAGE. Folio#s• MORTGAGE THIS MORTGAGE,hereinafter referred to as the"Mortgage"is made on or as of the 7th day of November , 2019, by and between OCEAN BREEZE EAST APARTMENTS LLC, a Florida limited liability company, hereinafter referred to as "Borrower," whose principal address is 7735 NW 146 Street, Suite 306,Miami Lakes,FL 33016, and THE CITY OF BOYNTON BEACH,a political subdivision of the State of Florida,whose principal address is 3301 Quantum Blvd,Suite 101,Boynton Beach,FL 33426 hereinafter referred to as"Lender". WITNESSETH: THAT to secure the payment of an indebtedness in the principal amount of Five Hundred Sixty- Seven Thousand Five Hundred and NO/100 Dollars($567,500.00), hereinafter referred to as the "Loan", which shall be payable in accordance with that certain Promissory Note and Loan Agreement,bearing even date herewith, inclusive of the signature of the Borrower, which is affixed hereto and made a part hereof, hereinafter referred to as the "Note", and all other indebtedness which Borrower is obligated to pay to Lender pursuant to the provisions of the Note and this Mortgage, Borrower hereby grants, conveys and mortgages to Lender all of its right,title and interest in: ALL THAT certain lot,piece or parcel of land situated in Palm Beach County and State of Florida,bounded and described in Exhibit"A" TOGETHER with all of Borrower's right, title and interest in the improvements now or hereafter erected on the property, and all easements,rights,appurtenances, rents,royalties,mineral,oil and gas rights and profits,water,water rights,and water stock,and all fixtures now or hereafter attached to the property,all of which,including replacements and additions hereto,shall be deemed to be and remain a part of the property covered by this Mortgage and all of the foregoing, together with said property are herein referred to as the "Property";and TOGETHER with any and all of Borrower's right,title and interest in awards now or hereafter made for the taking of the property mortgaged hereby,or any part thereof(including any easement)by the exercise of the power of eminent domain, including any award for change of grade of any street or other roadway, which awards are hereby assigned to Lender and are deemed a part of the property mortgaged hereby; and Lender is hereby authorized to collect and receive the same toward the payment of indebtedness secured by this Mortgage,notwithstanding the fact that the amount thereon may not then be due and payable; and 4839-3055-9657 v.8 TOGETHER with all rights, title and interest of Borrower in and to the land lying in the streets, roads, or alleys adjoining to the above-described land. All the above described land, buildings, other structures, fixtures, articles of personal property, awards and other rights and interests being hereinafter collectively referred to as the "Mortgaged Property." TO HAVE AND TO HOLD the Mortgaged Property and every part thereof unto Lender, its successors and assigns forever for the purposes and uses herein set forth. AND Borrower further covenants and agrees with Lender,as follows: 1. PAYMENT OF PRINCIPAL AND INTEREST. Borrower shall promptly pay the principal of the indebtedness evidenced by the Note,and all other charges and indebtedness provided therein and in this Mortgage,at the times and in the manner provided in the Note. Payment of principal shall be due in full on twentieth annual anniversary of the date hereof (hereinafter referred to as the"Loan Term")or prior to the expiration of the Loan Tenn if the Property is sold without the Lender's prior written consent. The Loan may be forgiven any time after the end of the Compliance Period (as defined in the Borrower's Amended and Restated Operating Agreement) in the sole and absolute discretion of the Lender. 2. FUNDS FOR TAXES,ASSESSMENTS AND LIENS. Borrower shall pay before the same become delinquent, as hereinafter provided, all taxes, assessments, and other governmental charges, fines and impositions, of every kind and nature whatsoever, now or hereafter imposed on the Mortgaged Property,or any part thereof,and will pay when due every amount of indebtedness secured by any hen to which the lien of this Mortgage is expressly subject. 3. COMPLETION OF IMPROVEMENTS. This Mortgage and the attached Note were executed and delivered to secure moneys advanced in full to Borrower by Lender as or on account of a loan evidenced by the Note for the purpose of constructing on the Mortgaged Property one hundred twenty-three (123) rental apartments, hereinafter collectively referred to as the "Improvements." Borrower shall make or cause to be made all of the improvements. 4. BUILDING REMOVAL, ADDITIONS AND COMPLIANCE WITH REQUIREMENTS. No building,structure,improvement,fixture or personal property mortgaged hereby shall be removed or demolished without the prior written consent of Lender except for obsolete or worn property replaced by adequate substitutes equal or greater in value than the replaced items when new and inventory and goods in the ordinary course of business. Borrower will not make,permit,or suffer any alteration of or addition to any building, structure or improvement which may hereafter be erected or installed upon the Mortgaged Property,or any part thereof,except the Improvements required to be made pursuant to Paragraph 3 hereof,nor will Borrower use,or permit or suffer the use of,any of the Mortgaged Property for any purpose other than the purpose or purposes for which the same is now intended to be used,without the prior written consent of Lender.Borrower will maintain the Mortgaged Property in good condition and state of repair and will not suffer or permit any waste to any part thereof,and will promptly comply with all the requirements of Federal, State and local governments or of any departments,divisions or bureaus thereof,pertaining to such property or any part thereof. 5. CHARGES AND LIENS. 4839-3055-9657 v.8 Borrower will not voluntarily create,or permit or suffer to be created or to exist,on or against the Mortgaged Property or any part thereof, any lien superior to the lien of this Mortgage, exclusive of the lien or liens to which this Mortgage is expressly subject,and will keep and maintain the same free from the claims of all parties supplying labor and/or materials which will enter into the construction or installation of the improvements.The Lender hereby acknowledges and agrees that the Mortgage will be subordinate tote first construction loan and first permanent mortgage to and any refinancing thereof, including increases in the first mortgage loan amounts(collectively,the" rior Mortgage"). All oft e provisions herein shall be subject to the terms of the for Mortgage. 6. NOTICE OF FIRE OR CASUALTY. Borrower will give immediate notice by registered or certified mail to Lender of any fire, damage or other casualty affecting the Mortgaged Property, or of any conveyance, transfer or change in ownership of such property, or any part thereof excepting a transfer otherwise permitted in the Borrower's Amended and Restated Operating Agreement. 7. COVERAGE OF INSURANCE POLICIES. a. Borrower will keep all buildings,other structures and improvements insured against loss by fire, flood (when applicable) and other hazards, casualties and contingencies in such amounts and manner and for such periods as may be reasonably required by Lender.Lender's insurance requirements may change from time to titne throughout the term of the indebtedness.All such insurance policies must include standard fire and extended coverage in amounts not less than necessary to comply with the coinsurance clause. Flood insurance IS NOT required for the subject property during the to of the mortgage to unless required by the Prior Mortgage. When required,flood insurance shall be in an amount at least equal to the outstanding principal balance of all mortgage(s), or the maximum amount of insurance available with respect to the project under the National Flood Insurance Act,whichever is lesser. All such insurance shall be carried by companies reasonably approved by Lender,and all policies shall be in such form and shall have attached thereto loss payable clauses in favor of Lender and any other parties as shall be reasonably satisfactory to Lender. All such policies and attachments thereto shall be delivered promptly to Lender,unless they are required to be delivered to the holder of a lien or a mortgage or similar instrument to which this Mortgage is expressly subject, in which latter event certificates thereof, satisfactory to Under, shall be delivered promptly to Lender. Borrower will pay promptly when due, as hereinafter provided, any and all premiums on such insurance.The Lender shall be listed as an additional insured on all such insurance policies. b° In the event of loss or damage to the Mortgaged Property, Borrower will give to Lender immediate notice thereof by mail, at the address herein above stated and Lender may make and file proof of loss if not made otherwise promptly by or on behalf of Borrower. Unless Borrower and Lender otherwise agree in writing, insurance proceeds shall be applied to restoration or repair, provided such restoration or repair is economically feasible and the security of this Mortgage is not thereby impaired,If such restoration or repair is not economically feasible or if the security of this Mortgage would be impaired, the insurance proceeds shall be applied tote sums secured by this Mortgage with the excess, if any, paid to Borrower, If the Property is abandoned by Borrower, for more than thirty (30) days unless due to events described in Paragraph 3,or if Borrower fails to respond to Lender within thirty(30)days from the date notice is mailed by Lender to Borrower that the insurance carrier offers to settle a claim for insurance benefits,Lender is authorized to collect and apply the insurance proceeds at Urider's option either to restoration or repair of the Property or to the sums secured by this Mortgage. Usage of condemnation proceeds shall be subject to the same provisions of this Section 7(b). C. At least thirty (30) days prior to the expiration of each policy, the Borrower will 'famish the Lender with evidence satisfactory to the Lender of the payment of premium and the reissuance of a policy continuing insurance in force as required by this Mortgage. All policies, including policies for any amounts carried in excess of the required minimum and policies not specifically required by the Lender, 4839-3055-9657 v.8 will be in a form satisfactory to the Lender,and will be maintained in full force and effect.All policies will contain a provision that the policies will not be cancelled or materially amended (including any reduction in the scope or limits of coverage),without at least ten(10)days prior written notice to the Lender. If all or any part of the insurance will expire,or be withdrawn,or become void or unsafe,by reason of the Borrower's breach of any condition, or if for any reason whatsoever the insurance will be unsatisfactory to the Lender, the Borrower will place new insurance on the premises, satisfactory to the Lender. Notwithstanding anything to the contrary herein, Borrower's compliance with the insurance requirements of the Prior Mortgage shall be deemed compliance with the terms of this Section 7. 8. TAXES. In order to protect more fully the security of this Mortgage,Borrower shall promptly submit to Lender upon request,or Lender's designated agent,the Palm each County Tax Invoice for the Mortgaged Property. Such invoice shall show either that no taxes are due or be accompanied by a receipt showing taxes have been paid in lull. 9. LOCAL ORDINANCES. The Improvements and all plans and speccations shall comply with all applicable local ordinances,regulations and rules made or promulgated with lawful authority,including without limitation the Palm each County Construction Code and the Palm each County Property Maintenance Code. 10. PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Mortgage or the Agreement, excluding any lien to which this Mortgage is expressly subject, or if any action or proceeding is commenced which materially affects Lender's interest in the Property, including, but not limited toeminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, then Lender at Lender's option, upon notice to Borrower, may make such appearances,disburse such sums,and take such action as is necessary to protect Lender's interest,including, but not limited to, disbursement of reasonable attorney's fees. Any amounts disbursed by Lender pursuant to this Paragraph with interest thereon, shall become additional indebtedness of Borrower secured by this Mortgage, Unless Borrower and Lender agree to other to of payments, such amounts shall be payable upon notice from Lender to Borrower requesting payment thereof, and shall be interest from the to of disbursement at the rate payable from time to time on outstanding principal under the Note unless payment of interest at such time would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate permissible under applicable law. Nothing contained in this Paragraph shall require Lender to incur any expense or take any action hereunder. 11. LENDER INSPECTIONS. Lender,or any of its Agents or Representatives,shall have the right to inspect the Mortgaged Property upon reasonable notice,which shall not be less than 3 business days.Should the Mortgaged Property, or any part thereof, require repair,care or attention,then, after written notice as provided herein(Paragraph 16)to Borrower,and Borrower's failure to so perform.Lender may enter or cause entry to be made upon the Mortgaged Property and repair, protect and maintain the property as Lender may deem necessary. Any and all money that Lender must pay to accomplish the proper maintenance on the mortgaged property shall become due and payable under the provision of Paragraph 10. 12. EVENT OF DEFAULT. An Event of Default will be the occurrence of any one of the following events and expiration of the applicable cure period set forth in Paragraph 13 below, and upon that occurrence Lender may, at Lender's option.,declare all sums secured by this Mortgage to be immediately due and payable, 4839-3055-9657 v.8 a. Failure to pay the amount of any installment of principal and interest, or other charges payable on the Note,which shall have become due,prior to the due to of the next such installment; b. Nonperformance by Borrower of any covenant,agreement,term,or condition of this Mortgage,the Note,the Agreement,or of any other agreement made by Borrower with Lender in connection with such indebtedness,after Borrower has been given due notice in accordance with Paragraph 13 below by Lender to cure such nonperformance and thirty(30)days to cure; C. Failure of Borrower to perform any covenant, agreement,to or condition in any instrument creating a lien upon the Mortgaged Property, or any part thereof, which shall have priority over the lien of this Mortgage which continues beyond any applicable grace or cure period and for which a default has been declared; d. Lender's discovery of Borrower's failure in any application of Borrower to Lender to disclose any fact deemed by Lender to be material, or the making herein, or in any of the agreements entered into by Borrower with Lender (including, but not limited to, the Note and this Mortgage) of any misrepresentation by,on behalf of,or for the benefit of Borrower; . e. Failure by the Borrower to submit promptly to the Lender or Lender's designated agent proof of payment of all insurance and taxes,as required herein; f If the construction or installation of the Improvements shall not be carried out with reasonable diligence,or shall be discontinued at any time fora period of thirty(30)consecutive days for any reason other than strikes,lock-outs,acts of God, fires, floods or other similar catastrophes, such as riots,war or insurrection,or other events beyond the control of Borrower;or 9. IF BORROWE R DOES NOT REMAIN OWNER, OR ]IF ALL OR ANY PART OF THE PROPERTY OR AN INTEREST THEREIN IS RE,NTED,LEASED OR SOLD BY BORROWEIR, EXCEPT IN THE ORDINARY COURSE OF BUSINESS AS AN AFFORDABLE HOUSING RENTAL DEVELOPMENT,WITHOUT LENDER'S PRIOR WRITTEN CONSENT. 3® OPTION OF MORTGAGEE UPON EVENT OIrDEFAULT. Upon the occurrence of An Event of Default,Lender,prior to acceleration, shall mail notice to Borrower and its Investor Member as is provided in Paragraph 16 hereof,specifying: a. The breach; b. The action required to cure such breach; C. A date not less than ten(10)days from the date the notice is mailed to Borrower by which such breach must be cured if the default is a monetary default,and a date not less than thirty(30)days from the to the notice is mailed to Borrower by which such breach must be cured if the default is a non- monetary default; and d. That failure to cure such breach on or before the to specified in the notice may result in acceleration of the sums secured by this Mortgage, foreclosure by judicial proceedings, and sale of the property.The notice shall further inform Borrower of the right to assert in the foreclosure proceedings the non-existence of a default,or any other defense of Borrower to acceleration and foreclosure. If the breach is not cured on or before the date specified in the notice, Lender, at Lender's option, may declare all of the sums secured by this Mortgage to beimmediately due and payable without 4839-3055-9657 v.8 further demand and may foreclose this Mortgage by judicial proceedings. Lender shall be entitled to collect in such proceedings all expenses of foreclosure, including,but not limited to,reasonable attomey's fees and costs of documentary evidence,abstract,title reports and court costs. Notwithstanding anything herein to the contrary, Borrower's investor member shall have the right, but not the obligation,to cure a default hereunder within the same cure period as the Borrower. 14® APPOINTMENT OF RECEIVER. Lender in any action to foreclose this Mortgage may be entitled to have a receiver appointed by a Court of Law as a matter of right and without regard to the value of the Mortgaged Property or the solvency of Borrower or other parties liable for the payment of the Note and other indebtedness secured by this Mortgage. Said receiver shall enter upon, take possession of and manage the Property, and will collect rents of the Property, including those past due. All rents collected by the receiver shall be applied first to payments of the costs of management of the Property and collection of rents, including, but not limited to, receiver's fees,premiums on receiver's bonds,and reasonable attorney's fees,and then to the sums secured by this Mortgage.The receiver shall be liable to account only for those rents actually received. 15. FORBEARANCE BY LENDER NOT A WAIVER. Any forbearance by Lender in exercising any right or remedy hereunder, or otherwise afforded by applicable law, shall not be a waiver of or preclude the exercise of any such right or remedy,The procurement of insurance or the payment of taxes or other liens or charges by Lender shall not be a waiver of Lender's right to accelerate the maturity of indebtedness secured by this Mortgage. I& NOTICE. Except for any notice required under applicable law to be given in another manner, (a)any notice to Borrower provided for inthis Mortgage shall be given by mailing such notice by certified mail addressed to Borrower at the property address or at such other address as Borrower may designate by notice to Lender as provided herein, and (b) any notice to Lender shall be given by certified mail, return receipt requested,to Lender's address below,or to such other address as Lender may designate by notice to Borrower as provided herein.Any notice provided for in this Mortgage shall be deemed to have been given to Borrower or Lender when given in the manner designated herein. LENDER: The City of Boynton Beach 3301 Quantum Blvd,Suite 101 Boynton each,FL 33426 WlTH A COPY TO: Lewis Longman Walker 515 North Flagler Drive, Suite 1500 West Palm Beach,FL 33401 Attn:Kenneth W. Dodge,Esq. BORROWER- Ocean Breeze East Apartments LLC 7735 NW 146 Street, Suite 306 Miami Lakes,FL 33016 Attn: Lewis V. Swezy WITH A COPY TO: Nelson Mullins Broad and Cassel 390 N. Orange Avenue, Suite 1400 Orlando,Florida 32801 4839-3055-9657 v.8 Attn: Randal M.Alligood,Esq. INVESTOR: c/o Raymond James Tax Credit Funds,Inc. 880 Carillon Parkway St.Petersburg,Florida 33716 Facsimile No.: 727-567-8455 Attention: Steven J.Kropf,President Nixon Peabody LLP Exchange Place 53 State Street Boston,MA 02109 Attn:Nathan A.Bernard Facsimile No.: 617-345-1000 17. ONE PARCEL. In case of a foreclosure sale of the Mortgaged Property,it may be sold as one parcel. 18. BORROWER'S COPY. Borrower shall be furnished a conformed copy of the Note and of this Mortgage at the time of execution or after recordation thereof. 19. LAWFULLY SEIZED. Borrower is lawfully seized of the Mortgaged Property and has good right, full power, and lawful authority to sell and convey the same in the manner above provided, and will warrant and defend the same to Lender forever against the lawful claims and demands of any and all parties whatsoever. 20. BORROWER NOT RELEASED. Extension of the time for payment or modification of amortization of the sums secured by this Mortgage granted by Lender to any successor in interest of Borrower shall not operate to release in any manner the liability of the original Borrower and Borrower's successor in interest.Lender shall not be required to commence proceedings against such successor or refuse to extend time for payment or otherwise modify amortization of the sums secured by this Mortgage by reason of any demand made by the original Borrower and Borrower's successors in interest. 21. CAPTIONS. The captions of this Mortgage are for convenience only and shall not be construed as defining or limiting the scope or intent of the provisions hereof. 22. SUCCESSORS AND ASSIGNS. This Mortgage and all covenants, agreements, terms, and conditions herein contained shall be binding upon and inure to the benefit of Borrower, and,to the extent permitted by law, every subsequent owner of the Mortgaged Property and shall be binding upon and inure to the benefit of Lender and its assigns. The word"Lender" shall include any person, corporation, or other party who may from time to time be the holder of this Mortgage.Whenever used herein,the singular number shall include the plural,the plural number shall include the singular, and the use of any gender shall be applicable to all genders wherever the sense requires. 23. VENUE AND APPLICABLE LAW 4839-3055-9657 v.8 Each party covenants and agrees that any and all legal actions arising out of or connected with this Mortgage shall be instituted in the state courts located in and for Palm each County,Florida,as the exclusive forams and venues for any such action, subject to any right of either party to removal from state court to federal court, which is hereby reserved, and each party further covenants and agrees that it will not institute any action in any other forum or venue and hereby consents to immediate dismissal or transfer of any such action instituted in any other forum or venue.This Mortgage is entered into within,and with reference to the internal laws of,the State of Florida,and shall be governed, construed and applied in accordance with the internal laws(excluding conflicts of law)of the State of Florida. 24. SURVIVABILITY AND SEVERABILITY a. Any term,condition,covenant or obligation which requires performance by either party subsequent to termination of this Mortgage shall remain enforceable against such party subsequent to such termination, b. In the event any section, sentence, clause or provision of this Mortgage is held to be invalid, illegal or unenforceable by a court having jurisdiction over the matter, the remainder of this Mortgage shall not be affected by such determination and shall remain in fall force and effect. 25. RELEASE Upon payment of all sums secured by this Mortgage and the Note, the Lender shall release this Mortgage and the Note.The Borrower shall pay all recordation costs. 26. NONRECOURSE The Borrower, its members and successors and assigns shall only be liable upon the indebtedness evidenced by the Agreement,and sums or amounts to accrue or to become payable thereunder or under this Mortgage or either of them, to the extent of the nonrecourse security granted under the Agreement or the Mortgage. If a default occurs, any judicial proceedings or enforcement of the remedies under the Agreement and this Mortgage against the Borrower,its members and successors and assigns shall be limited to the preservation, enforcement and foreclosure of the liens, estates, assignments, titles,rights and security interests now or at any time hereafter acquired in such security and no judgment, attachment, execution or other writ of process shall be sought,issued or levied upon the assets,property or funds of the Borrower, its members or successors and assigns other than the properties, rights, estates and interests of the Borrower as are identified as security in this Mortgage. In the event of a foreclosure or other disposition as provided for in this Mortgage of such liens, estates, assignments, titles, rights and security interests, whether by judicial proceedings or the exercise of the power of sale,nojudgment for the deficiency of such indebtedness, sums and amounts shall be sought or obtained against the Borrower and/or its successors and assigns. 27. MERGER AND MODIFICATIONS This Mortgage will not be modified or amended except by agreement in writing signed by both parties. This Mortgage embodies the entire agreement and understanding between the parties hereto and there are no other agreements and/or understandings, oral or written,with.respect to the subject matter hereof,that are not merged herein and superseded hereby. [Signatures on the following page] THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK 4839-3055-9657 v.8 IN WITNESS WHEREOF, this iviortgage has been duly signed and sealed by the Borrower on or as of the clay and year first above written. OCEAN BREEZE EAST APARTNvIE LLC, a Florida limited liability company- 7 [mess Signature _ f�i.P / Z)/ t� /I T ,,-— By: Ocean Breeze r a Flea-rida Name printd or typed limited 11a cot is 1 eager i it ss Si [Lire i S ;Manager (` £*lame printed or typed STATE OF FLORIDA The foregoing instrument was acknowledged before me this + day of 1t4VP*16t _ . , 2019, by Lewis V. Swezy, as manager of Ocean Breeze Manager LLC, a Florida limited liability company, (lie manager ofOce n Breeze East Apartments LLC, a Florida limited liability company, Nvho is person oy a rtre or-who has produced as ideiyh]cation ''"°"� Witness my hand and official seal the date afores4i }'i Notary Public, State of Fl Vida at Large Notety PubPc State of Fkxida Richard P Grarnmig L%jt MY Comm"ion GG 3214(K7 rob 07l15t2o23 Notal y. Priam or Type Name vty Commission Expires § 1 4839-3055-9657%,.8 MORTGAGE Ocean Breeze East Apartments Exhibit"A" Legal Descriration The land referred to herein below is situated in the County of Palm Beach, State of Florida, and described as follows: Lots 3 through 12 inclusive, in Block 1, AND Lots 1 and 2, in Block 1, LESS all that portion of Lots 1 and 2 lying West of the East right-of-way line for Seacrest Boulevard as shown on Road Plat Book 5, at Page 182 AND LESS a 20 foot return curve area for road right-of-way, PALM BEACH COUNTRY CLUB ESTATES, according to the plat thereof, as recorded in Plat Book 11, at Page 43, of the Public Records of Palm Beach County, Florida. AND The South 1/2 of the East 1/2 of Lot 2 of Subdivision of the West 1/2 of the Southeast 1/4 of Section 21,Township 45 South, Range 43 East, LESS the South 125 feet thereof; LESS the parcels conveyed to the City of Boynton Beach by Official Records Book 852, Page 642, and LESS the right-of-way for Seacrest Boulevard, as shown on Road Plat Book 5, at Page 182, according to the plat thereof, as recorded in Plat Book 1, at Page 4, Public Records of Palm Beach County, Florida. End of Exhibit"A" 4839-3055-9657 v.8 PROMISSORY NOTE AND LOAN AGREEMENT Folio Number and Property Address: See Exhibit"A": Date: November 7, 2019 Amount: $567,500.00 FOR VALUE RECEIVED,the undersigned,hereinafter referred to as"Borrower,"promises to pay to the order of THE CITY OF BOY ON BEACH, a political subdivision of the State of Florida, hereinafter referred to as "Lender", or its successors, the sum Five Hundred Sixty-Seven Thousand Five Hundred and. NO/100 Dollars($567,500.00)(the "Loan Sum")to the extent such amount has been disbursed by Lender to Borrower. LOAN AGREEMENT: Lender shall to to Borrower on or after the date hereof,the Loan Sum in one or more,draws upon written request of Borrower for the purpose of developing and constructing a 123 it multifamily apartment complex to be owned,used and operated as low income housing under IRC Section 42 (the "Project"). Such request shall be accompanied by a draw request approved by the first mortgage construction lender showing the specific uses of the requested draw from the Lender for hard and soft costs of the Project and also showing disbursement of first mortgage to proceeds to the Borrower. Borrower shall not use the Loan Sum proceeds for any purpose other than the hard and soft costs associated with the Project. Subject to the foregoing,the funding will occur upon commencement or during construction,but no later than twelve(12)months after the date of closing. LOAN PAYMENT: Borrower shall promptly pay the principal of the indebtedness evidenced by this Note,and all other charges and indebtedness provided herein and in that certain Mortgage to be entered into on date even herewith and recorded in the Public Records of Palm each County,Florida(the"Mortgage"),at the times and in the manner provided in this Note and in the Mortgage. The interest to on the loan shall be zero percent(0%)interest. Payment of any principal shall be due in full on the twentieth annual anniversary of the date hereof (hereinafter referred to as the"Loan Term"). This Note may be forgiven any time after the end of the Compliance Period (as defined in the Borrower's Amended and Restated Operating Agreement) in the sole and absolute discretion of the Lender. Loan payment hereunder is secured by the to of that certain Mortgage by and between Borrower and Lender dated of even date herewith(the"Mortgage"). DEFAULT & ACCELERATION: Lender shall have the optional right to declare the amount of the total unpaid balance hereof to be due and forthwith payable in advance of the maturity to of any sum due or installment, as fixed herein, after notice has been given in accordance with the terms and conditions in the Mortgage securing this Note,upon the occurrence of any event or failure to perform in accordance with any of the terms and conditions in the Mortgage or this Note. Notwithstanding anything herein to the contrary, Borrower's investor member shall have the right, but not the obligation, to cure a default hereunder within the same cure period as Borrower. ESTOPPEL/WAIVER: Failure of Lender to declare a default shall not constitute a waiver of such default.Upon default,this Note will accrue interest at the highest rate permissible under applicable law,or,if this Note be reduced tojudgment,such judgment should be interest at the highest rate permissible under applicable law. Promissory Note and Loan Agreement(City of Boynton Beach)—Ocean Breeze 4824-5364-0361 v.8 PREPAYMENT: Borrower reserves the right to prepay at any time all or part of the principal amount of this Note without the payment of penalties or premiums. All payments of this Note,prior to default, shall be first applied to reduce the principal amount of this Note and second to the payment of interest,if any. COLLECTION COSTS: If suit is instituted by Lender to recover this Note,Borrower agree(s)to pay all reasonable out of pocket costs of such collection including reasonable attorney's fees and court costs. PARTIES:The words`Borrower"and"Lender"in this Note shall be construed to include the respective heirs,personal representatives, successors,and assigns of the Borrower and the Lender. CONSTRUCTION AND VENUE: Each party covenants and agrees that any and all legal actions arising out of or connected with this Note shall be instituted in the state courts located in and for Palm Beach County,Florida,as the exclusive forums and venues for any such action, subject to any right of either party to removal from state court to federal court,which is hereby reserved,and each party further covenants and agrees that it will not institute any action in any other forum or venue and hereby consents to immediate dismissal or transfer of any such action instituted in any other forum or venue. This Note is entered into within, and with reference to the internal laws of, the State of Florida, and shall be governed, construed and applied in accordance with the internal laws(excluding conflicts of law)of the State of Florida. NONRECOURSE: The nonrecourse terms of the Mortgage are incorporated herein by reference and shall survive regardless of whether the mortgage is satisfied or amended. THIS NOTE ARISES OUT OF OR IS GIVEN TO SECURE THE REPAYMENT OF A LOAN ISSUED IN CONNECTION WITH THE FINANCING OF AFFORDABLE HOUSING AND IS EXEMPT FROM DOCUMENTARY AND INTANGIBLE TAXES PURSUANT TO SECTION 420.513(l), FLORIDA STATUTES. THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK Promissory Note and Loan Agreement(City of Boynton Beach)—Ocean Breeze Z 4824-5364-0361 v.8 IN WITNESS WHEREOF, this Note has been duly executed by Borrower as of the day and year first written above. OCE AN BREEZE EAST APARTNIE NTS LLC,a Florida limited liability company NVitness Sigilature J e e-ty By: Ocean Breeze a;ageL,-1LC--,- Nanle print or typed limited Ai-a I— lt�fffla get- 61 'Iy- -co ii any.,�-' W141ei(s Si trace wis,V'SwezY� lac ager Name printed or typed STATE OF FLORIDA COUNTY OF MA yffvj "�r z The foregoing instrUMC11t was acknowledged before rne this day of IUVVIA4,— 2019, by Lewis V. Swezy, as manager of Ocean Breeze'Manager LLC, a Florida limited liability company, the manager t me 01, of Ocean Breeze East Apartments LLC,a Florida limited liability compa!'!Y'--wpersonally� LQ) who has produced as identification. �10 is Witness my hand and official seal the date aforesaid; Notary Public State 01 pWda Notary Pliblic,State of Florj$h at Large Public a Richard P Grammig rplg ')0 MY COMMU10n GG 321400 L%L'. Expires 07h5/21023 Notary:Print or Type Name MyCommission Expires 1 - I--1,73 Promissory Note and Loan Agreement(City of Boynton Beach)--Ocean Breeze 4824-5364-0361 v.8 IN WITNESS WHEREOF,this Note has been duly executed by Lender as of the day and year first written above. THE CITY OF BOYNTON BEACH, a political subdiV* i 4-,afthe St o W16ness SignatUrC ee-t By- Name printed or typed Nam-'e: Title: Wit A"ess' Siguati 11� A14 Name printed or typed 0," ,e STATE OF FLORIDA COUNTY OF The foregoing instrument was acknowledged before me this day of NOVtl�&�361&019,by as of e ell", kl� F9 'C', AX*Q -A— who is personally known to me or who has produced as identification. Witnessmy hand and official seal the date aforesaid, Not u lic, of Large �3 ON PJ CY-V I U�� Notary: Print or Type Name My Commission Expires fore NoT�=rru=c ==of FloridaF�Iorida a�tLa y Bonnie Nicklien NOTARY PUBLIC STATE OF FLORIDA ComffWGG108394 Expires 5/25/2021 Promissory Note and Loan Agreement(City of Boynton Beach)-Ocean Breeze 4 4824-5364-0361 v.8 PROMISSORY NOTE AND LOAN AGREEMENT Ocean Breeze East Apartments Exhibit"A" Leal Descritrotion The land referred to herein below is situated in the County of Palm Beach,State of Florida, and described as follows: Lots 3 through 12 inclusive, in Block 1, AND Lots 1 and 2, in Block 1, LESS all that portion of Lots 1 and 2 lying West of the East right-of-way line for Seacrest Boulevard as shown on Road Plat Book 5, at Page 182 AND LESS a 20 foot return curve area for road right-of-way, PALM BEACH COUNTRY CLUB ESTATES, according to the plat thereof, as recorded in Plat Book 11, at Page 43, of the Public Records of Palm Beach County, Florida. AND The South 112 of the East 112 of Lot 2 of Subdivision of the West 1/2 of the Southeast 114 of Section 21, Township 45 South, Range 43 East, LESS the South 125 feet thereof; LESS the parcels conveyed to the City of Boynton Beach by Official Records Book 852, Page 642, and LESS the right-of-way for Seacrest Boulevard, as shown on Road Plat Book 5,at Page 182, according to the plat thereof, as recorded in Plat Book 1, at Page 4, Public Records of Palm Beach County, Florida. End of Exhibit"A" Promissory Note and Loan Agreement(City of Boynton Beach)—Ocean Breeze 5 4824-5364-0361 v.8 EXHIBIT B First Amendment to Purchase and Development Agreement—Ocean Breeze East GUARANTY OF COMPLETION THIS GUARANTY OF COMPLETION (this "Guaranty") is made effective as of the 7th day of November 2019, notwithstanding the date of execution, by Lewis V. Swezy, an individual resident of the State of Florida (the "Guarantor"), in favor of BOYNTON EACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part 111, of the Florida Statutes, whose principal address is 3301 Quantum Blvd, Suite 101, Boynton Beach, FL 33426 (the 44CRA"). RECITALS: WHEREAS, Ocean Breeze East Apartments LLC, a Florida limited liability company (the "Company")and the CRA entered into that certain Purchase and Development Agreement dated effective as of December 15,2017(the"PDA"); WI]E AS,the Company has requested an amendment to the PDA; WHEREAS, the CRA requires,as a condition to making the amendment,that Guarantor execute and deliver this Guaranty for the benefit of the CRA. NOW, 'THEREFORE, in consideration of the premises and other good and valuable consideration, the receipt of which is hereby acknowledged, and in order to induce the CRA to make the amendment to the PDA, Guarantor hereby represents,warrants and covenants to the CRA as follows: 1. Obligations Guaranteed. Guarantor unconditionally guarantees to the CRA, (a) the final completion of the improvements by the Company (the "Project'-) on the land described on Exhibit A attached hereto, free and clear of all liens (other than liens described in that certain First American Title Company Title Insurance Commitment No. 2037-4488741 dated October 2, 2019), substantially in accordance with the description of such improvements set forth on Exhibit B attached hereto ("Final Completion"); (b) the Company's obligation to pay all sewer and water rents, impact fees, permitting fees, any other fees levied by any governmental authority having jurisdiction over the Project in connection with the development or construction of the Project, real estate taxes and assessments and payments in lieu of the foregoing, assessed or levied against the Project during the period of construction until Final Completion; and (c) payment in full of any and all reasonable expenses that may be paid or incurred by the CRA in the collection of all or any portion of Guarantor's obligations hereunder or the exercise or enforcement of any one or more of the other rights, powers,privileges, remedies and interests of the CRA hereunder, including, without limitation, reasonable attorneys' and paralegals' fees, irrespective of the manner or success of any such collection, exercise or enforcement, at trial, on appeal, in any bankruptcy proceedings or whether suit be brought or not, and whether or not such expenses constitute part of the Company's obligations. 2. Unconditional GuaLanly., This Guaranty is an absolute, unconditional, primary, present and continuing guaranty of payment and performance and not of collection and is in no way conditioned or contingent upon. any attempt to enforce the CRA's rights against the Company or any other guarantor or to collect from the Company or any other Guarantor or upon any other condition or contingency. Guarantor hereby waives and releases any claim (within the meaning of 11 U.S.C. § 101) which such Guarantor may have against the Company arising from a payment made by such Guarantor under this Guaranty and agrees not to assert or take advantage of any subrogation rights of such Guarantor or any right of such Guarantor to proceed against the Company for reimbursement, unless and until the Guaranteed Obligations are indefeasibly paid in full in cash, 4827-4125-3289 v.6 3. liability Unimpaired. To the fullest extent permitted by law, Guarantor's liability hereunder shall in no way be limited or impaired by any act or inaction of the CRA or the City of Boynton each (the"City") in connection with that certain Promissory Note and Loan Agreement by the Company to the order of the City, dated of even date herewith (the "Loan Agreement") or that certain Mortgage by and between the Company and the City dated of even date herewith(the"Mortgage"). 4. Reinstatement. This Guaranty shall continue to be effective, or be reinstated automatically, as the case may be, if at any time payment, in whole or in part, of any of the obligations guaranteed hereby is rescinded or otherwise must be restored or returned by the CRA (whether as a preference, fraudulent conveyance or otherwise) upon or in connection with the insolvency, bankruptcy, dissolution, liquidation or reorganization of the Company, Guarantor or any other Person, or upon or as a result of the appointment of a receiver, intervenor or conservator of, ortrustee or similar officer for, the Company, Guarantor or any other Person or for a substantial part of the Company's, Guarantor's or any of such other Person's property, as the case may be, or otherwise, all as though such payment had not been made. Guarantor her agrees that in the event any such payment is rescinded or must be restored or returned, all costs and reasonable expenses (including, without limitation, reasonable legal fees and expenses) incurred by or on behalf of the CRA in defending or enforcing such continuance or reinstatement, as the case may be, shall constitute costs of enforcement, the payment of which is guaranteed by Guarantor pursuant to Paragraph 1 above. 5. Litigation, Compliance with Judgments. Guarantor represents and warrants that there are no actions, suits or proceedings pending or threatened against or affecting such Guarantor, at law, in equity or before or by any governmental authorities which would have a material effect on such Guarantor's ability to perform its obligations hereunder. To the best of Guarantor's knowledge, Guarantor is not in default with respect to any order, writ, injunction, decree or demand of any court or governmental authorities. 6. Authorization and Enforceability, No Conflicts. Guarantor represents and warrants that it has the fall power and authority to enter into and perform its obligations under this Guaranty and this Guaranty is a legal, valid and binding instrument, enforceable against Guarantor in accordance with its terms, The execution, delivery and performance of this Guaranty has been authorized by all proper and necessary actions of Guarantor. Guarantor represents and warrants that the consummation. of the transactions contemplated hereby and the performance of this Guaranty have not resulted and will not result in any breach of, or constitute a default under, any mortgage, deed oft st, lease, bank loan or credit agreement, corporate charter, by-laws, partnership agreement, trust agreement or other instrument to which such Guarantor is a party or by which such Guarantor may be bound or affected. 7. Compliance with Laws. Guarantor represents and warrants that Guarantor is in compliance with, and the transactions contemplated by this Guaranty do not and will not violate any provision of, or require any filing, registration, consent or approval under, any federal, state or local law, rule, regulation, ordinance, order, writ,judgment, injunction, decree, determination or award(hereinafter, "Laws") presently in effect having applicability to such Guarantor. Guarantor will comply promptly with all Laws now or hereafter in effect having applicability to Guarantor. 8. Accuracy of Info_ Full Disclosure. Guarantor represents and warrants that neither this Guaranty nor any documents, financial statements,reports,notices, schedules, certificates, statements or other writings furnished by or on behalf of Guarantor to the CRA in connection with the negotiation of the amendment to the PDA or the consummation of the transactions contemplated thereby, or required herein to be furnished by or on behalf of Guarantor, contains any untrue or misleading statement of a material fact as of the date thereof; to Guarantor's knowledge, there is no fact which Guarantor has not 4827-4125-3289 v.6 disclosed to the CRA in writing which materially affects adversely any of the Project or the business affairs or financial condition of Guarantor,or the ability of Guarantor to perform this Guaranty, 9. Mechanics' Liens. If the Company and/or Guarantor shall have completed or caused the completion of the construction of the Project, so as to achieve Final Completion, then upon the expiration of any time period beyond the date in which the Company or Guarantor has achieved Final Completion, within which mechanics, materialinen or other Persons (collectively, "Mechanics') are entitled to file liens against the Project for development,construction, materials or related work claims(such completion and the expiration of such time period, is herein referred to as the "Completion of the Project'), Guarantor shall be released of any further obligations under this Guaranty; provided,however, if the CRA shall have received after Completion of the Project, duly executed lien waivers from all Mechanics entitled.to file liens against the Project evidencing the payment in full for all of their work relating to the Project, this Guaranty shall terminate upon receipt of such lien waivers. The CRA agrees that upon the CRA's receipt of evidence satisfactory to the CRA of the Completion of the Project, and, provided, that no undischarged liens which have not been bonded over shall have been filed against the Project by Mechanics, CRA shall deliver a written confirmation that this Guaranty is limited only to a guaranty against the filing of subsequent liens against the Project by Mechanics with respect to which such duly executed lien waivers have not been received by the CRA. Thereafter, this Guaranty shall continue as a guaranty against claims and liens by Mechanics that have not been waived until Mechanics are no longer legally entitled to file any such claims or liens against the Project, whereupon the CRA, upon receipt of written request from Guarantor, shall deliver to Guarantor the CRA's final written confirmation of termination of this Guaranty in full, provided that no undischarged Mechanics' liens have been filed against the Project. 10. Non-Waiver Remedies Cumulative. No failure or delay on the CRA's part in exercising any right,power or privilege under this Guaranty shall operate as a waiver of any such privilege,power or right or shall be deemed to constitute the CRA's acquiescence in any default by Guarantor. A waiver by the CRA of any right or remedy hereunder on any one occasion shall not be construed as a bar to any right or remedy which the CRA otherwise would have on any future occasion. The rights and remedies provided herein are cumulative, may be exercised singly or concurrently and are not exclusive of any rights or remedies provided by law. 11. Severability. Any provision of this Guaranty, or the application thereof to any Person or circumstance,which, for any reason, in whole or in part, is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions of this Guaranty(or the remaining portions of such provision)or the application thereof to any other Person or circumstance, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision (or portion thereof) orthe application thereof to any Person or circumstance in any other jurisdiction. 12. Entire Agreement-,.......Amendments. This Guaranty contains the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior oral or written agreements or statements relating to such subject matter, and none of the terms and provisions hereof may be waived, amended or terminated except by a written instrument signed by the Person against who enforcement of the waiver,amendment or termination is sought. 13. Successors and Assigns. This Guaranty shall be binding upon and shall inure to the benefit of the CRA and Guarantor and their respective heirs, personal representatives, successors and assigns. This Guaranty may be assigned by the CRA with respect to all or any portion of the obligations guaranteed hereby, and when so assigned Guarantor shall be liable under this Guaranty to the assignee(s) of the portion(s) of the obligations guaranteed hereby so assigned without in any mariner affecting the 4827-4125-3289 v.6 liability of Guarantor hereunder to the CRA with respect to any portion of the obligations guaranteed hereby retained by the CRA. 14. WAIVER OF TRIAL, BY JURY. GUARANTOR, AND BY ITS ACCEPTANCE HEREOF, THE CRA, EACH HEREBY AGREES NOT TO ELECT A TRIAL BY JURY OF ANY ISSUE TRIABLE OF RIGHT BY JURY, AND WAIVE ANY RIGHT TO TRIAL BY JURY FULLY TO THE EXTENT THAT ANY SUCH RIGHT SHALL NOW OR HEREAFTER EXIST WITH REGARD TO THE GUARANTY, OR ANY CLAIM, COUNTERCLAIM OR OTHER ACTION ARISING IN CONNECTION THEREWITH. THIS WAIVER OF RIGHT TO TRIAL BY JURY IS GIVEN KNOWINGLY AND VOLUNTARILY BY GUARANTOR AND THE CRA, AND IS INTENDED TO ENCOMPASS INDIVIDUALLY EACH INSTANCE AND EACH ISSUE AS TO WHICH THE RIGHT TO A TRIAL BY JURY WOULD OTHERWISE ACCRUE. GUARANTOR AND THE CRA ARE EACH HEREBY AUTHORIZED TO FILE A COPY OF THIS PARAGRAPH IN ANY PROCEEDING AS CONCLUSIVE EVIDENCE OF THIS WAIVER. 15. ADDITIONAL WAIVERS IN THE EVENT OF ENFORCEMENT. GUARANTOR HEREBY EXPRESSLY AND UNCONDITIONALLY WAIVES, IN CONNECTION WITH ANY SUIT, ACTION OR PROCEEDING BROUGHT BY OR ON BEHALF OF THE CRA ON THIS GUARANTY,ANY AND EVERY RIGHT GUARANTOR MAY HAVE TO (1)INJUNCTIVE RELIEF, (II) INTERPOSE ANY COUNTERCLAIM THEREIN (OTHER THAN COMPULSORY COUNTERCLAIMS), AND (III) HAVE THE SAME CONSOLIDATED WITH ANY OTHER OR SEPARATE SUIT, ACTION OR PROCEEDING. NOTHING HEREIN CONTAINED SHALL PREVENT OR PROHIBIT GUARANTOR FROM INSTITUTING OR MAINTAINING A SEPARATE ACTION AGAINST THE CRA WITH RESPECT TO ANY ASSERTED CLAIM. 16. Governing Law; Submission To Jurisdiction. This Guaranty and the rights and obligations of the parties hereunder shall in all respects be governed by, and construed and enforced in accordance with,the laws of the State of Florida(without giving effect to Florida's principles of conflicts of law). Guarantor hereby irrevocably submits to the exclusive jurisdiction of the state courts located in and for Palm Beach County over any suit, action or proceeding arising out of or relating to this Guaranty, and Guarantor hereby agrees and consents that, in addition to any methods of service of process provided for under applicable law,all service of process in any such suit, action or proceeding in any Florida State or Federal court sitting in the County of Palm Beach may be made by certified or registered mail, return receipt requested, directed to Guarantor at the address indicated below, and service so made shall be complete ten(10)days after the same shall have been so mailed. 17. Para-,rahh Headings. Any paragraph headings and captions in this Guaranty are for convenience only and shall not affect the interpretation or construction hereof. 18. Notices.Notices shall be given with respect to Guarantor at the address set forth below: GUARANTOR: Lewis V. Swezy c/o Centennial Management Co. 7735 NW 146 Street, Suite 306 Miami Lakes,FL 33016 WITH A COPY TO: Nelson Mullins Broad and Cassel 390 N. Orange Avenue, Suite 1400 Orlando,Florida 32801 Attn: Randal M.Alligood,Esq. 48274125-3289 v.6 19. Counterparts, This Guaranty may be executed in any number of counterparts, each of which shall be an original and all of which shall constitute together but one and the same agreement. [EXECUTION PAGE FOLL 0 WS] 48274125-3289 v.6 [SZGN4TUR- 1'f1GETO GUAk1JVT)'0FC011PIETIONJ IN WITNESS WREREOF, Guarantor has caused this Guararity to be duly exec ztedaild(I livered by its duly authorized official as of the 7th (lay of November 2019, GUARANTOR• t ,f L IS V. Y �r 4827-4125-3289 v.6 EXHIBIT A L SgLI Description The land referred to herein below is situated in the County of Palm Beach, State of Florida,and described as follows: Lots 3 through 12 inclusive,in Block 1,AND Lots I and 2, in Block 1,LESS all that portion of Lots I and 2 lying West of the East right-of-way line for Seacreit Boulevard as shown on Road Plat Book 5,at Page 182 AND LESS a 20 foot return curve area for road right-of-way,PALM BEACH COUNTRY CLUB ESTATES,according to the plat thereof,as recorded in Plat Book 11,at Page 43,of the Public Records of Palm each County,Florida. AND The South 1/2 of the East 1/2 of Lot 2 of Subdivision of the West 1/2 of the Southeast 1/4 of Section 21, Township 45 South,Range 43 East,LESS the South 125 feet thereof; LESS the parcels conveyed to the City of Boynton each by Official Records Book 852,Page 642, and LESS the right-of-way for Seacrest Boulevard,as shown on Road Plat Book 5,at Page 182, according to the plat thereof, as recorded in Plat Book 1, at Page 4,Public Records of Palm each County,Florida. 4827-4125-3289 v.6 EXHIBIT B Description of Improvements 1. If requested or required by the CRA, the Project will be designed to be a gated community to enhance the value of the Property. A decorative fence may be installed around the buildings comprising the Project to create an enclosed space. If requested or required by the CRA, 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. 2. The Project will have a minimum of a 6'sidewalk constructed around the entirety of the Project. 3. The Project will include street lights installed along the entire perimeter of the Project that are complimentary to those existing along the east side of N. Seacrest Boulevard adjacent to the Property. 4. The Project will include on-street parking spaces,where feasible, 5. 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 of the Project, 6. The Project will include enhanced resident amenities within the proposed project boundaries. 7. The Project will include plaza style open space that exceeds the requirement of the City's Land Development Regulations with landscape, hardscape and accent lighting features preferably located on N. Seacrest Boulevard or at the comer of N. Seacrest Boulevard and NE 7th Avenue. 8. The Project will include construction of a three (3) story, 100-123 unit affordable multi-family rental housing development, with flex space for a new Neighborhood Officer Program office and community space,which shall be provided to the CRA for said use rent free and be constructed in accordance with the site plan. 48274125-3289 v.6 EXHIBIT C First Amendment to Purchase and Development AgTeernent—Ocean Breeze East This instrument prepared by and return to: Randal M. Alligood,Esq. Nelson Mullins Broad and Cassel 390 North Orange Avenue, Suite 1400 Orlando,Florida 32801 TERMINATION OF REVERTER AGREEMENT THIS TERMINATION OF REVERTER AGREEMENT (this "Termination") is executed this 7th day of November 9 2019 by OCEAN BREEZE EAST APARTMENTS LLC, a Florida limited liability company ("Ocean Breeze"), whose address is 7735 NW 146h Street, Suite 306, Miami Lakes, Florida 33016 and BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes("Seller"). WITNESSETH: WHEREAS, Seller entered into that Reverter Agreement with Ocean Breeze as of December 15, 2017 (the "Reverter") with regard to the real property described in the attached Exhibit A(the "fLqpertl"); WHEREAS, Ocean Breeze and Seller desire to terminate the Reverter; NOW,THEREFORE, for and in consideration of the premises hereof and of good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows: 1. The foregoing recitals are true and correct and are incorporated herein by this reference. Capitalized terms not otherwise defined herein shall have the meaning as set forth in the Reverter. 2. The Reverter is terminated in its entirety and shall be of no further force or effect whatsoever, and Seller has no further rights of reversion or to a repurchase of the Property under the Reverter or under any other agreement. 3. The Reverter is the"Reverter Agreement"referred to in that certain Warranty Deed dated January 31,2018, from Seller to Ocean Breeze as recorded in Of Records Book 29685, Page 749 oft e Public Records of Palm each County,Florida, and for clarity, any reverter rights under such Warranty Deed are also terminated. 4. This Agreement may be recorded. 1 of 3 4847-6277-5977 v.5 CONSENTED TO BY: Witness. OCEAN BREEZE EAST APARTMENTS LLC, o Print Name://p l 0-,, L,772-4 Florida limited liability company By: Ocean Breeze ll lana er -L-LC aFFlorida Witness: Y �� limited liability C arty; ' a Print Na � , By: Lew' ezy, iv nage STATE OF FLORIDA COUNTY OF k r4-� -1%4-1L? The foregoing instrument was acknowledged before me this 6 day of i VVA 1) , 2019, by Lewis V. Swezy, as manager of Ocean Breeze Manager LLC, a Florida limited liability company, as manager of Ocean Breeze East Apartments LLC, a Florida limited liability company, Nvho has produced as ide»tifcatottaa is petsonalfy fcnivzt 1o.sne Notary Public Notary Public Stats sal'Flaida � ILichard P Grammig Print Name: .i O-Wx My Commission GG 3"21400 � F�te6 071151'2023 My Commission Expires: 7- 3 of 4 r-p Witness: BOYNTON BEACHCOMMUNITY Print Name e S . ..°" .V V , C t:..,r':. �. _. _..._ By: Witness:- Name': Print Name - <' Title: 1 * - STATE OF FLORIDA COUNTY OF " The foregoing instrument was acknowledged before me this '3 day of ? , 2019, by fb• C- , as C424-\- ` W tAftZDf Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Ch=nall; 163 'art III, of orirlr� Statutes, who has produced __as identification or is 110 n to ie. y Bonnie Nicklien Mary P ive)NOTARY PUBLIC STATE OF FLORIDA Print Name: �iOh��t�; 1 c GG10&394 Expires 5/25/2021 My Commission Expires: 7 - 3 of 4 EXHIBIT A Leal Description The land referred to herein below is situated in the County of Palm Beach, State of Florida, and described as follows: Lots 3 through 12 inclusive, in Block 1, AND Lots 1 and 2, in Block 1, LESS all that portion of Lots 1 and 2 lying West of the East right-of-way line for Seacrest Boulevard as shown on Road Plat Book 5, at Page 182 AND LESS a 20 foot return curve area for road right-of-way, PALM BEACH COUNTRY CLUB ESTATES, according tote plat thereof, as recorded in Plat Book 11, at Page 43, of the Public Records of Palm each County, Florida. AND The South 1/2 of the East 1/2 of Lot 2 of Subdivision of the West 1/2 of the Southeast 1/4 of Section 2 1,Township 45 South, Range 43 East, LESS the South 125 feet thereof; LESS the parcels conveyed to the City of Boynton each by Official Records Book 852, Page 642, and LESS the right-of-way for Seacrest Boulevard, as shown on Road Plat Book 5, at Page 182, according tote plat thereof, as recorded in Plat Book 1, at Page 4, Public Records of Palm Beach County, Florida. 4 of 4 EXHIBIT D The land referred to herein below is situated in the County of Palm each, State of Florida,and described as follows: Lots 3 through 12 inclusive, in Block 1,AND Lots I and 2, in Block 1, LESS all that portion of Lots 1 and 2 lying West of the East right-of-way line for Seacrest Boulevard as shown on Road Plat Book 5, at Page 182 AND LESS a 20 foot return curve area for road right-of-way,PALM BEACH COUNTRY CLUB ESTATES,according to the plat thereof, as recorded in Plat Book 11,at Page 43, of the Public Records of Palm Beach County,Florida. AND The South 1/2 of the East 1/2 of Lot 2 of Subdivision of the West 1/2 of the Southeast 1/4 of Section 21,Township 45 South,Range 43 East,LESS the South 125 feet thereof; LESS the parcels conveyed to the City of Boynton each by Official Records Book 852, Page 642, and LESS the right-of-way for Seacrest Boulevard, as shown on Road Plat Book 5, at Page 182, according to the plat thereof,as recorded in Plat Book 1,at Page 4, Public Records of Palm Beach County,Florida. First Amendment to Purchase and Development Agreement—Ocean Breeze East EGHA HERBERT m R_EVIS_ED_A,_UgMg_LZM Re:Contract for Architectural,Structural, Mechanical, Electrical& Plumbing Engineering Services for the proposed+/--2,300 sf Community Space for the Cityof Boynton Beach Community Redevelopment Agency in the Ocean Breeze Liesure Apartments in Hallandale, Florida. Gallo Herbert Architects is pleased to submit the following proposal for Architectural, Structural, Mechanical, Electrical and Plumbing Engineering Services related to the above project.The following terms and conditions define the Scope of Services to be performed by Gallo Herbert Architects, Inc., hereinafter referred to as "Architect, We or Us" and OCEAN BREEZE EAST APARTMENTS, LLC hereinafter referred to as "Client, Owner or You". PROPOSAL FOR PROFESSIONAL SERVICES SCOPE OF WORK This agreement is based on the Owner's need of having the Architect and Consulting Engineers provide design services and construction documents for a 2,300 sf Communty Center Buildout in the Ocean Breeze Apartments. The Architect shall be entitled to rely on the Initial Information provided by Owner, and shall not be responsible for information furnished by the Owner's Consultant(s) or surveyor. A. DUE DILIGENCE PHASE and SCHEMATIC DESIGN—PROVIDED IF NEEDED a. GHA will verify existing conditions b. Owner shall provide an updated full set of Building Shell Construction Plans in which this space is located — inclusive of Architectural, MEP and Structural. Prior to GHA going to the site to verify existing conditions. c. GHA will provide a Schematic design for the overall space d. GHA will provide a schematic design of the unit floor plans. B. DESIGN DEVELOPMENT PHASE-Included in This CD Proposal See Exhibit A. a. GHA will participate in Two (2) conference calls or Video Meetings with the owner as required to review the Design Development phase of the project. b. GHA will provide refined unit and building layout plans c. GHA will provide refined elevations C. SITE PLAN APPROVAL PHASE-Owner Representative will lead, schedule and submit for this phase. a. Hourly based fee. See Exhibit A. Drawings normally part of SD phase will be included at no additional fee for site plan approval phase. D. CONSTRUCTION DOCUMENTS-Included in the Construction Document proposal as See Exhibit A - INCLUDES MECHANICAL. EI.ECTRICAI. PI.0 DING FIRE SPRINKLER BASIC INTERIOR DESIGN AND ANCII.ARY STRU RUAL ENGINEERING SUIS-CONSULTANTS 1311 W NEWPORT CENTER ER DR,SUITE A,DEERFIELD REACH,FL 33442 P:954-794-0300*F:954-794-0301 GHA, with the assistance of the below referenced professional engineers,will provide Construction Documents for General Contractor pricing and permitting by the authority having jurisdiction. As part of the basic services anticipated by this Agreement,the following services will be furnished: 1. Architectural Drawings GHA shall provide the following architectural services for permitting for the authority having jurisdiction as set forth in this Agreement. All construction documents shall be prepared to meet the general provisions of the NFPA 101 and the requirements of the 2017, 5t" edition of the Florida Building Code. i. floor plan and details ii. life safety plan iii. reflected ceiling plan and details iv. door and window schedule V. partition details& legend vi. miscellaneous architectural details vii. outline specification viii. one(1)site visit to verify existing conditions ix. one(1)document review meeting with owner to obtain approval and sign off The Owner understands that GHA is a State of Florida licensed architectural firm. GHA is not a licensed engineering firm, as such the following services shall be provided by independent Florida licensed engineering firm(s). 2. Electrical Design and Drawings i. electrical panel schedule(breaker and wire sizing) ii. circuitry design for power and lighting iii. lighting fixture locations and specifications iv. emergency lighting systems V. (1)one site visit to verify existing conditions 3. HVAC Design and Drawings i. air conditioning design ii. energy calculations iii. fresh air design iv. exhaust design v. standard details vi. one (1) site visit to verify existing conditions 4. Plumbing Design and Drawings i. domestic water plans and distribution riser diagrams sanitary sewer design ii. air conditioning condensate design iii. standard details iv. one site visit to verify existing conditions v. roof drain, design and/or gutter 5. Fire Sprinkler Design and Drawings-61-G performance design i. fire sprinkler piping design 1311 W NEWPORT CENTER ER DR,SUFE A,DEERFIELD REACH,FL 33442 P:954-794-0300*F:954-794-0301 6. Interior Design and Drawings i. Interior Finish Plan and Finish Schedule ii. Interior Elevations iii. Finish data book iv. Art Work and Furniture Selections (optional additional see exhibit A) In the event that the Owner elects to institute an action, legal claim arising out of the performance of the engineering consultant's professional services for the Project, Owner shall bring such claim or action directly against the engineering consultant without involving GHA. E. Permit process: Included in this Contract 1. GHA will assist you and the designated Expeditor or Contractor with applications for permit on an hourly basis. We shall also respond to comments from Building Officials. In general,the Architect will assist in the permitting process, however, it is not the obligation of the Architect to expedite or "pull" the final permits. This will be the responsibility of the General Contractor and/or third party Expeditor retained by you. 2. We shall provide coordination and be available to answer questions and assist you and the designated Expeditor or Contractor to clarify the drawings, if required. F. Construction Administration- Hourly in accordance with the rate schedule below. We will provide construction administration as necessary to interpret the contract documents and review in general their proper implementation and intention. The Architect is not responsible for the acts or omissions of the contractor or any subcontractor or the failure of any of them to carry out the work in accordance with the contract documents. The Architect will not have control over or charge of and will not be responsible for construction schedules, techniques, sequences, or procedures, or for safety precautions and programs in connection with the contractors work. These are solely the contractor's responsibility. Inspections made by the Architect will not be construed as continuous on site supervision and do not, in any way, warrant the work of the contractor or subcontractors. These trips will be coordinated with and approved by the Owner. Site visits will be at two per month and during critical stages of construction. 1. Review of shop drawings. 2. Exterior colors selection, approvals, and coordination. 3. Approval of contractor draw requests to certify percentages of completion within five working days of submission of request to Architect. 4. General Contractor Requests for Information. 5. Construction contract change order process. 6. Construction Administration Site visits as needed and Final inspections punch out. SERVICES NOT INCLUDED This proposal does not include the following items in our scope of basic services. Should the design require these services then GHA would be pleased to provide these services at the Clients request,for the following: LEED related services in design, construction, post construction. 1311 W NEWPORT CENTER ER DR,SUFC E A,DEERFIELD REACH,FL 33442 P:954-794-0300*F:954-794-0301 Application/Impact Fees Landscaping design, Irrigation design drawings, civil design drawings, Environmental Testing, Asbestos survey, Cost Estimates Permit Expediting services,Tenant improvements in this or adjacent buildings. Low Voltage design,Telephone/data service design, Acoustical analysis, Energy modeling Building amenities (furniture, directory, planters, patio areas, accessories, etc.) selection etc. Exhibits, leasing and marketing plans. Building systems overlay drawings, "VE" revisions. Additional Owner revisions over the one (1) provided during the design development phase. Fire Sprinkler Shop drawings, Lightning Protection system design Waterproofing Consultants& Roofing Consultants PROFESSIONAL SERVICES FEES Compensation for the services listed above shall be a fixed fee of$23,000 as shown in the attached exhibit A. Plus reimbursable and HOURLY BASED SERVICES any additional services. Please See attached BASIC SERVICES BILLING SHEET—Exhibit Afor the Fixed and Hourly breakdown of professional services. A$3,000.00 retainer is due at the execution of this document and it shall be credited toward the final payment. Additional requests, revisions and changes to the project by the Client over and above our original Scope of Work shall be provided at an hourly rate as follows: See GHA 2020 Hourly Rate Schedule attached as Exhibit B REIMBURSABLE EXPENSES— Budget approximately$2500 for reimbursable expenses. See attached Gallo Herbert Architects Standard Contract Terms—Exhibit C. BILLING TERMS AND CONDITIONS See attached Gallo Herbert Architects Standard Contract Terms—Exhibit D. Billing is monthly as a percentage of the phase completed. IN WITNESS WHEREOF, GALLO HERBERT ARCHITECTS, AND and OCEAN BREEZE EAST APARTMENTS, LLC(owner) and executed this Agreement the day and year first above noted. Sincerely, ACCEPTED BY: I Brian P. Herbert, AIA OCEAN BREEZE EAST APARTMENTS, LLC President Owner/Developer Gallo Herbert Architects July 31, 2020 Date Date 1311 W NEWPORT CENTER ER DR,SUITE A,DEERFIELD REACH,FL 33442 P:954-794-0300*F:954-794-0301 EGHA � EXHIBIT A SEE SEPARATE FEE SCHEDULE ATTACHED EXHIBIT B HOURLY BILLING RATES—2020 SCHEDULE Principal $ 275.00 per Hour Licensed Architect $ 225.00 per Hour Project Architect $ 200.00 per Hour Project Manager $ 175.00 per Hour Design Architect $ 150.00 per Hour Interior Designer $ 150.00 per Hour Construction Contract Admin. $ 120.00 per Hour Estimator $ 120.00 per Hour AutoCAD Level 1 $ 115.00 per Hour AutoCAD Level 11 $ 105.00 per Hour Graphic Designer $ 95.00 per Hour Administrative Financial $ 95.00 per Hour Administrative Support $ 65.00 per Hour *Hourly Rates fluctuate from year to year and will be billed in accordance with the rate schedule in effect during the year in which the service was rendered as of January 1, of each year. Gallo Herbert Architects reserves the right to issue a revised rate schedule at the commencement of the New Year which will be in effect the date of issuance. 1311 W NEWPORT CENTER ER DR,SUFE A,DEERFIELD REACH,FL 33442 P:954-794-0300*F:954-794-0301 NGHA 2020 EXHIBIT C Direct Expenses Cost per Unit Photographic Copies Color Copies a) 8.5" x 11" $ 0.60 b) 8.5" x14" or 11"x17" or 12" x18" $ 1.00 c) 24" x 36" $18.00 Black&White Copies a) Any Size up to 11" x 17" $ 0.15 b) 24" x 36' Blackline $ 2.00 c) 30" x 42" Blackline $ 3.00 Display Boards Mounted (Foam) 30" x 40" $40.00 Mounted (Foam)40" x 60" and larger $60.00 3 Ring Binder 1" $ 1.00 Binding $ 1.50 Overnight Packages per service Courier& Delivery Services per service Postage: 1St Class Current US Postal Rate Mileage: Per IRS Rate as of the date of the contract $ 0.58/ Mile Any other expenses will be billed at cost plus 15%carrying charge 1311 W NEWPORT CENTER ER DR,SUITE A,DEERFIELD REACH,FL 33442 P:954-794-0300*F:954-794-0301 E'GHA GALLO HERBERT ARCHITECTS EXHIBIT D - Gallo Herbert Architects Standard Contract Terms The following terms together with our proposal, form the contractual terms for our Agreement and any Additional Services. Gallo Herbert Architects shall be referred to as, GHA, We, Consultant, Architect or Us, in these contract terms and the Owner shall be referred to as Owner, Client or You. Any desired change to these contract terms shall be in writing and initialed by the parties in order to be valid. 1. DEFINITIONS The Client is the person or entity entering into the professional service contract with GHA. The Owner is the person or entity entering into the construction contract with the Contractor. The Contractor is the person or entity that has contracted with the Owner to perform the construction work. 2. PROJECT SCHEDULE The fee proposal contained herein is based on project time duration as described in the proposal. GHA will advise in advance when agreed to milestones and/or deliverables from others are affecting the schedule and performance of GHA. The Client must be responsible to extend the schedule of the deliverable to meet an approximately extended timetable as mutually agreed to by each of us. 3. LIMITATION OF LIABILITY In consideration for the first $ 100.00 of GHA professional fee, and the recognition of the relative risks and benefits of the Project to both the Owner and GHA, the risks have been allocated such that Owner agrees, to the fullest extent permitted by law, to limit the liability of GHA to Owner for any and all claims, losses, costs, damages of any nature whatsoever or claims expenses from any cause or causes, including attorney's fees and costs and expert witness fees and costs, so that the total aggregate liability of GHA to the Owner shall not exceed a single aggregate sum of two times GHA's fee or $1,000,000 whichever is less. IN ACCORDANCE WITH FLORIDA STATUTES SECTION 558.0035, INDIVIDUAL EMPLOYEES AND AGENTS PERFORMING SERVICES UNDER THIS CONTRACT MAY 1311 W NEWPORT CENTER ER DR,SUITE A,DEERFIELD REACH,FL 33442 P:954-794-0300*F:954-794-0301 NOT BE INDIVIDUALLY LIABLE FOR NEGLIGENCE; INSTEAD, RECOURSE IS LIMITED TO CONSULTANT. 4. CLASH DETECTION Our scope and basic service fee is based on spatially coordinating our services with the MEP and structural systems to the extent typical in our industry. The contractor maintains responsibility for detailed coordination of all the trades. If the contractor or others perform clash detection studies, the resulting clashes shall be coordinated and resolved by the contractor without the involvement of GHA. However, if a clash rises to the level of creating an impasse, GHA will provide guidance as part of the normal RFI process. If during the design process the Contractor does clash detection studies utilizing BIM modeling than GHA will provide guidance as an additional service. 5. CONTINGENCY The Owner and GHA agree that certain changes to the construction documents and associated increased construction costs may be required because of potential omissions, ambiguities or inconsistencies in the drawings and specifications prepared by GHA. The Owner agrees that the Owner's contingency fund for the project will include a reserve in the amount of 3 percent (if traditional design-bid-build delivery process is used) or 4 percent (if fast-track delivery process is used) of the Project's construction costs to be used, as required, to pay for any such increased costs and changes. 6. PAYMENT AND TERMS Invoices are sent to Clients around the 15" of each month for the prior month and payment is due within 30 calendar days of invoice date. Overdue invoices are subject to interest at the maximum rate allowable by law. Fees and reimbursable expenses are due and payable without withholdings, deduction or offsets for any reason unless GHA has been found legally liable for such amounts. It is understood that GHA's obligation to reimburse the Client for any of GHA's alleged negligent acts is independent from the Client's obligation to pay the agreed on fee to GHA. It is further understood that GHA can stop work without liability for reasons of failure to pay. 7. REIMBURSABLE EXPENSES Normal reimbursable expenses are in addition to the fee for services and shall be billed at 1.15 times the amount expended. Reimbursable expenses include expenses associated with the project such as: travel including transportation, meals and lodging; printing, coping, and handling of documents; computer charges; telephone calls and other communications charges including faxes; postage and delivery; equipment for tests; and all fees and costs for securing approval of authorities having jurisdiction over the project not specified as part of the fee. Professional Consultants required to complete the project and hired by GHA shall be considered a reimbursable expense in addition to GHA's fee for services and shall be billed to the Client at 1.15 times the amount invoiced by the Consultant to GHA. It should be noted that invoices for expenses often lag behind the actual occurrence of the expense by several months due to delays in receipt of invoices from our service providers. 1311 W NEWPORT CENTER ER DR,SUITE A,DEERFIELD REACH,FL 33442 P:954-794-0300*F:954-794-0301 8. ADDITIONAL SERVICES Additional services required due to change or increases in scope of work shall be charged on a time and expense basis in accordance with the rates in the Proposal. Additional time shall be invoiced in accordance with the hourly rate schedule attached. Expenses shall be charged at the rate indicated above in (8). Hourly Rates fluctuate from year to year and will be billed in accordance with the rate schedule in effect during the year in which the service was rendered) 9. STANDARD CARE GHA shall perform in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances at the same time and in the same or similar locality. 10. SUSPENSION OF SERVICES If the Client does not make payment when due, GHA may, upon seven days written notice to the Client, suspend performance of services under this Agreement. In the event of such suspension, GHA shall not have liability to the Owner or Contractor for delay or damages caused by the Owner or Contractor because of such suspension of services. 11. RESTART If the project is stopped for a period greater than 60 days, a restart fee of 10% of the fees for services will be required to compensate us for the remobilization of staff and materials. Additional fees, expenses and time may also be required to complete the work. 12. RETAINER A retainer of 10% of the total fee is due upon execution of this Agreement and shall be credited toward the final payment. 13. TERMINATION This agreement may be terminated either by the Client or by the GHA in writing with seven days notice. In either case, all amounts for services and reimbursable expenses earned and/or due as of the date of receipt of cancellation notice shall be paid to GHA within 30 days from the date of GHA's final invoice following notice of termination. 14. CONSEQUENTIAL DAMAGES Notwithstanding any other provision of this Agreement, and to the fullest extent permitted by law, neither the Client nor GHA, their respective officers, directors, partners, employees, or sub consultants shall be liable to the other or shall make any claim for any incidental, indirect or consequential damages arising out of or connected in any way to the Project or to this Agreement. This mutual waiver of consequential damages shall include, but is not limited to, loss of use, loss of profit, loss of business, loss of income, loss of reputation and any other consequential damages that either party may have incurred from any cause of action including negligence, strict liability, breach of contract and breach of strict or implied warranty. 1311 W NEWPORT CENTER ER DR,SUITE A,DEERFIELD REACH,FL 33442 P:954-794-0300*F:954-794-0301 15. OWNERSHIP OF DOCUMENTS All reports, drawings, CAD files, and other documents which we prepare are instruments of service and shall remain our property and may not be used by Owner, or any other party, without written consent from GHA; however, the Owner may retain copies for information and reference in connection with the project. We will generally retain record copies of plans and specifications for a period of 8 years following the date of this proposal during which period copies of the documents will be made for the Client, at the Clients request and expense including technical and administrative costs associated with gathering the material. 16. HAZARDOUS WASTE In the past, hazardous materials, such as asbestos, PCB's, and other hazardous toxic or regulated materials, have been used in the construction of buildings. Recognizing these materials can exist in any site or building, all parties agree that GHA is not responsible to determine the existence of this material. If such material is found, GHA shall not be responsible for its removal or method of removal. The Owner accepts all responsibility for the existing material and agrees to hold harmless and indemnify GHA against claims or damages including attorney fees resulting from work affected by this material. 17. OPINIONS OF PROBABLE COST Since GHA has no control over construction costs, or the price of labor, equipment or materials or the Contractor's method of pricing, any opinions of the probable cost for the project are made on the basis of GHA's experience and represent ourjudgments as a design professional familiar with the construction industry, and GHA cannot and does not guarantee that proposals, bids or the project construction cost will not vary from prepared cost estimates. Similarly, since GHA has no control over building operations, GHA cannot and does not guarantee that actual building or system operating costs will not vary from projected costs prepared by us. 18. DELIVERABLES Owner acknowledges there is never an error free set of construction documents. GHA recommends the Owner shall establish a Contingency Fund to offset any design errors and omissions on plans which are discovered during the construction of the project. 19. MEDIATION All claims, disputes or controversies arising between Owner and GHA shall be submitted to non- binding mediation prior to and as a condition precedent to the commencement of any arbitration or litigation between those parties. The non-binding mediation shall be conducted by the American Arbitration Association, or such other person or mediation service as the parties mutually agree upon.The cost of mediation shall be borne equally by the parties. All statements of any nature made in connection with the non-binding mediation shall be privileged and shall be inadmissible in any subsequent court or other proceeding involving or relating to the same claim. 20. TAXES OR FEES ENACTED BY THE GOVERNMENT Any taxes or fees enacted by local, state, or Federal Government based on gross receipts or revenues will be added to amounts due under this contract. 1311 W NEWPORT CENTER ER DR,SUITE A,DEERFIELD REACH,FL 33442 P:954-794-0300*F:954-794-0301 21. VENUE The laws of the State of Florida, Broward County, shall govern this agreement. Neither party shall assign, sublet or transfer all or any part of its interest in this Contract without the written consent of the other. 22. PRESS RELEASES/MARKETING Client and Architect shall use reasonable efforts to mention each other in all press releases and brochures that are issued for the Project. The Client also agrees to allow the Architect to display his sign at the project during construction. 23. EFFECTIVE DATE This agreement shall become effective upon GHA's receipt of a signed copy of the Proposal and an authorization to proceed.This proposal is subject to renegotiation if acceptance is not received within 60 days from the date of the proposal. 24. NOTICE & OPPORTUNITY TO REPAIR Any claims for construction defects are subject to the notice requirements and cure provisions of Chapter 558.004, Florida Statutes. 1311 W NEWPORT CENTER ER DR,SUITE A,DEERFIELD REACH,FL 33442 P:954-794-0300*F:954-794-0301 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 p O O O O O O O O Efj EA Efj EA Efj EA Efj EA Efj EA Efj p ct Q ° z ° u •o U � � a w U � w a UQ � 41 � U U o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o U N O � W w q a W 0 �q O 0 o � o v� o Ooz M E col� O O a U O O O O O O O O Ef3 EA Gn Gn Ef3 Gn M Gn N 69 fn q Uq � U N ¢' a � aono 0 06 by U w O Z J u yci a Q v M a O •� ° ,v by � N P, fn mow•; �° � � � � Q � � � W a ° la U q U Q y O feTwG o c7 m � Z T0. 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N N O QW 00 00 00 01 01 01 O _ N - E J m O O O O O O O iy LL 0 ,'^ LL0 ">_ m 2 W Z O - o 0---- O 0-- O 0- O -0 O --0 0 ---O 0---- Z N N N N N N N N N N N N a O '....V V In N 00 N ( 01 r ''.,00 00 00 O 01 01 m O O Z m LL H O O O O H ~ H H O O O o v v O 0 N N N E o O t� m m � a` w w w w O a O U) a N O 0 r F o a x m � w w v0 x m E m o V E w 3 3 O m v U _ m w p U' w z U o z o a o Q 4 m o m 3 > a` w E o E m E Q U U o w LM z" o r Q N Q o 0-0 E E U 0- w U U °0° U a a ° o w m SECOND AMENDMENT TO PURCHASE AND DEVELOPMENT AGREEMENT THIS SECOND AMENDMENT TO PURCHASE AND DEVELOP MENTAGREEMENT (the "Second Amendment") made as of 2020, by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part HI, of the Florida Statutes (the "Seller"), and OCEAN BREEZE EAST APARTMENTS, LLC, a Florida limited liability company (the "Purchaser"). Hereinafter the"Purchaser" and the "Seller", shall be collectively referred to as"the "Parties." WHEREAS, the Parties entered into that certain Purchase and Development Agreement dated effective as of December 15, 2017 ("PDA"); WHEREAS, pursuant to the PDA, the Parties closed on the purchase and sale of the Property and recorded that certain Warranty Deed on March 2, 2018; and WHEREAS, on November 5, 2019, the Parties executed the First Amended PDA; and WHEREAS, the Parties desire to further amend certain terms and conditions of the PDA as more particularly described below. NOW, THEREFORE, in consideration of the recitals, covenants and agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged, the Parties agree as follows: 1. Incorporation. The above recitals are hereby incorporated herein as if fully set forth. 2. Amendment. Section 19.2(h) of the PDA is hereby stricken and replaced with the following: (h) The Project will include construction of a three(3)story, 100-123 unit affordable multi- family rental housing development, with approximately 2300 sq. ft. of flex space for a new Neighborhood Officer Program office and community space,which shall be provided to the Seller for said use rent free, and be constructed in accordance with the site plan. 1. Purchaser shall utilize Ocean Breeze East general contractor and design professionals (architect and sub-consultants mechanical/electrical/plumbing consultants, etc.)to prepare design drawings to meet all applicable codes in order to obtain a building permit for the flex space buildout. 2. Seller shall have the right to approve all design aspects of the flex space buildout. 3. The flex space buildout shall at a minimum consist of finished walls, ceilings, floors, window treatments, electrical/mechanical/plumbing/fire protection systems,plumbing fixtures, interior and exterior lighting fixtures, interior doors, low voltage, and,phone and data equipment. 01352621-1 4. The flex space buildout shall include restroom(s) and a storage area. 5. The total cost of the flex office space, including labor and materials, shall not exceed $130,000. 6. Seller shall reimburse Purchaser for the flex space buildout. Purchaser shall submit an itemized statement of Purchaser's expenses associated with the flex space buildout upon completion. Seller will reimburse Purchaser within 30 days after receipt of a complete reimbursement request. 3. General. Except as expressly set forth in this Second Amendment, the PDA is unmodified and remains in full force and effect, and is hereby ratified and confirmed by the Parties. This Second Amendment may be executed in a number of counterparts, one and all of which shall constitute the agreement of the Parties, and each of which shall be deemed an original. To the extent of any conflict between the PDA and this Second Amendment, this Second Amendment shall control. [Remainder of this page intentionally left blank] 01352621-1 WITNESSES OCEAN BREEZE EAST APARTMENTS By: Print Name: Print Name: Title: Date: Print Name: WITNESSES BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: Print Name: Print Name: Title: Date: Print Name: 01352621-1 Ocean Breeze East Project Update August 5, 2020 i . r y �y1 vn e RR �� MY +t�}�A t t � y �. "�� y ,"����fi1} +tit•6a�, — ,� , ��r]��Y�,�2}�j�}}��j��p� ay�r� " r„ r t' 3 , Ocean Breeze East Project Update August 5, 2020 V t F r f j5 t i ^Kj r rs{Lt - s s�- ;' � s s � � Is �� ur� sl srtSta�-• rt ! Y`y1 �,:;J�11� �� �v �����i �Sr �4 i rtt t 1liY,, _ 1� ��rv� A t b 1q, e � t s � 1=` b � r BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 OLD BUSINESS AGENDAITEM: 14.C. SUBJECT: Discussion Regarding Prevailing Wage, Benefits and Apprenticeship Policies for CRA Procurement and Requests for Proposals SUMMARY: This item is being brought forth at the request of CRA Board Member Katz and approved for discussion purposes by the CRA Board. In the interest of job creation, economic development, and workforce development, some municipalities or counties may adopt certain policies and criteria for procurement that would require a contractor to provide their laborers and craftsmen a guaranteed or prevailing wage based on the hourly wage rate for each specific trade. These policies could also include language regarding requirements to provide a wage inclusive of health, medical, pension and life insurance. Additionally, municipalities and counties can create policies and criteria for procurement that incorporate a requirement that the selected contractor must use a pre-determined percentage of workers from an approved apprenticeship program located within a specific geographic area or town. At the present time, the CRA does not have a prevailing wage, benefit or apprenticeship program enacted by resolution under the Agency's Procurement Policy. As directed by the CRA Board at their June 11, 2020 meeting, CRA legal counsel, has provided a summary of their research on this subject after reviewing ordinances or policies from other Florida cities and counties (see Attachments I -VI). FISCAL IMPACT: To be determined by the CRA Board. CRA BOARD OPTIONS: To be determined by the CRA Board. ATTACHMENTS: Description D Attachment I -CRA Legal Counsel Summary D Attachment II -West Palm Beach Prevailing Wage Ordinance D Attachment III - Broward County Prevailing Wage Ordinance D Attachment IV -City of Riviera Beach Apprenticeship Policy D Attachment V -2007 St. Lucie County Ordinance D Attachment VI - December 2001 Port of Palm Beach Policy FLORIDA PREVAILING/LIVING WAGE AND APPRENTICESHIP ORDINANCES ALACHUA COUNTY • Alachua County has a Minimum Wage Ordinance. • Contractors and subcontractors of the County shall pay its covered employees an Alachua County Government Minimum Wage of either the health benefit wages and provide health benefits or pay a non-health benefit wage. • The contractor shall certify to the County that it will pay each of its covered employees Alachua County Government Minimum Wage, and upon execution, the certification shall become an obligation under the contract. • The Alachua County Government Minimum Wage shall be a requirement in all solicitations of covered services. BROWARD COUNTY • Requires every construction contract in excess of $250,000, that Broward County is a party to, to include a provision that the wages and fringe benefits for laborers, mechanics and apprentices, employed by any contractor or subcontractor on the work covered by the contract, shall be not less than the prevailing rate of wages and fringe benefit payments or cash equivalence for similar skills or classifications of work, as established by the Federal Register in Broward County, Florida. • Above listed provision does not apply for construction contracts that involve federal funding, or those which are subject to the provisions of the Davis-Bacon Act (40 U.S.C. 276(a)). • It is not retroactive. • Broward County also has a Construction Apprenticeship Program, which requires contactors to use apprentices for County construction contracts. Broward County seeks to increase the number of apprentices used by contractors, creating opportunities that will enable these apprentices to develop into more skilled labor that will then be available for County construction projects. • Bidders that respond to a solicitation for a construction project are required to certify that: 1) The bidder or its subcontractors participate in an apprenticeship program that is registered with the Florida Department of Education or the United States Department of Labor; or {01354095-2} 2) The bidder commits that, at the time the bidder executes a construction contract, it or its subcontractors will be participating in an apprenticeship program that is approved by the Florida Department of Education or the United States Department of Labor; or 3) There are no registered apprenticeship programs for any type of work to be performed on the construction project, but the contractor or its subcontractors will use a person participating in a company-sponsored training program to perform that type of work on the construction project. • For the duration of the construction contract, at least twelve percent (12%) of the labor hours on the construction project, including all work performed pursuant to change orders, must be performed by apprentices employed by the contractor or subcontractors. • If the contractor is unable to achieve or maintain the required percentage, the contractor must demonstrate and document the good faith efforts made to achieve or maintain the required percentage. The County will determine whether the contractor made all required good faith efforts by evaluating the contractor's submitted documentation. • The Board of County Commissioners can determine that applying the Construction Apprenticeship Program to the construction project is not in the best interest of the County. • The Construction Apprenticeship Program requirements will not apply to a subcontractor that is a CBE if the compensation to be paid under the applicable subcontract for labor costs is less than $1,000,000. • The twelve percent (12%) requirement of labor hours on the construction project that must be performed by apprentices may be reduced by the County Administrator under certain circumstances. • Broward County also has a "Broward County Living Wage Ordinance" (Sect. 26-100). • The Broward County Living Wage Ordinance requires all service contractors entering into, renewing, or extending a contract to provide covered services to the County to pay all of their employees providing covered services a living wage of no less than $9.57 per hour, as adjusted, in addition to health care benefits, or otherwise $10.82 per hour, as adjusted. • Any and all contracts for covered services shall be void, and no funds may be released unless, prior to entering any contract with the County for a service contract, the covered employer certifies to the County that it will pay each of its covered employees no less than the living wage. {01354095-2} • Payment of the living wage shall be required by the procurement specifications for all County service contracts for covered services on which bids or proposals shall be solicited. • The procurement specifications for applicable contracts shall include a requirement that service contractors agree to produce all documents and records relating to payroll, and that service contractors agree to comply with the obligation to maintain payroll records, and that service contracts agree to comply with the obligation to maintain payroll records for covered employees for at least three (3) years from the date of termination of the service contract, and to produce such records for inspection and copying upon request from the applicable contract administrator. • Sanctions may include damages of $500.00 per day, but not exceeding $1,000.00 for each week, for each covered employee or subcontractor that is found not to have been paid in accordance with the Broward County Living Wage Ordinance; suspension or termination or payment under the contract; termination of the contract, determination of ineligibility for future service contracts for five (5) years or until all damages and restitution have been paid in full, whichever is longer. ST. PETERSBURG • St. Petersburg's ordinance addresses major construction project requirements for employing disadvantaged workers and living/responsible wage requirements for certain City contracts. • Disadvantaged worker means (i) a person who has a criminal record, (ii) a veteran, (iii) a Southside Community Redevelopment Area resident, (iv) a person who is homeless, (v) a person without a GED or high school diploma, (vi) a person who is a custodial single parent, (vii) a person who is emancipated from the foster care system, or (viii) a person who has received public assistance benefits within the twelve (12) months preceding employment by the prime contractor or subcontractor. • Requires contractors to employ disadvantaged workers to perform work on construction projects of$1,000,000.00. • Requires at least fifteen percent (15%) of all hours of work performed on a major construction project shall be performed by disadvantaged workers employed by prime contractors or subcontractors. • Persons or entities responding to a solicitation for a major construction project must submit the following with their bid, proposal, or statement of qualifications: ❖ a list of the resources which will be used to identify disadvantaged workers; ❖ a list of subcontractors proposed to be used for the project; ❖ total work hours estimated for the major construction project; and, {01354095-2} ❖ a demonstration of fifteen percent (15%) of the total work hours proposed to be performed by disadvantaged workers, and a description of the work to be performed by the disadvantaged workers. • The prime contractor shall pay disadvantaged workers it employs for a major construction project, and shall require its subcontractors who employ disadvantaged workers for a major construction project to pay such disadvantaged workers at the hourly rates set forth in Section 2-277. • Solicitation responses must be rejected if they do not meet the disadvantaged worker required participation percentage and resolicit the major construction project unless the Mayor or Mayor's designee determines that (i) selecting the bid or proposal which substantially complies with this division is necessary and in the best interests of the City, or (ii) selecting the most qualified entity is necessary and in the best interests of the City. • The contract for a major construction project between the City and the prime contractor shall include a provision requiring the prime contractor to comply with the disadvantaged workers requirements, and shall provide that the failure of the prime contractor to comply with such requirements shall result in consequences for noncompliance. • The prime contractor shall keep, and shall require its subcontractors to keep, accurate records showing the total hours of work performed on a major construction project and the name, address, trade classification, hours worked, evidence of disadvantaged worker status, and employment status of all disadvantaged workers asserted to meet the percentage required in this section. The prime contractor shall submit the records to the POD on a weekly basis for the duration of the major construction project. • The Ordinance outlines consequences for noncompliance. • The Florida Gulf Coast Chapter of the Associated Builders and Contractors has sued the City of St. Petersburg challenging the requirement that contractors use apprentices and disadvantaged workers on major projects. • St. Petersburg also requires that every contractor shall pay, and shall ensure that all subcontractors pay, no less than the following wages to each employee for each hour of covered work performed by that employee. Beginning on January 1, 2020, the greater of: a. The minimum hourly wage set by the state minimum wage laws; b. The minimum hourly wage set by the Fair Labor Standards Act; or C. $14.00 dollars per hour. • Contractors may comply with the living wage requirement by choosing to provide health care benefits as a portion of the wage outlined above. {01354095-2} • Contractor is required to submit a notarized compliance affidavit to the City as proof of the provision of health care benefits to qualify for the living wage rate for employees with health care benefits. • Beginning on January 1, 2021, and every year thereafter, the living wage rate or health care benefits payment may, by resolution of the City Council, be indexed annually for inflation. No annual index shall exceed three percent (3%). • The City Council may also, by resolution, elect not to index the minimum wage rate or health care benefits payment in any particular year, if it determines it would not be fiscally sound to implement same (in a particular fiscal year). • For any solicitation of services with an average annual contract amount estimated to exceed $500,000.00, the POD shall include in solicitation documents that, if the resulting contract is with a person or entity that employs more than 50 FTEs, such contract must incorporate the living wage requirements of this division. • If a contractor, for the purpose of performing a major service contract, utilizes any subcontractor, the contractor shall ensure that such subcontractor complies with the living wage requirements of this division. • If a contractor fails to comply with the requirements of the living wage and associated contractual requirements, the Ordinance outlines the consequences for noncompliance. • Payment of responsible wage. Every contractor shall pay, and shall ensure that all subcontractors pay, no less than the hourly wage for each craft or trade under the most recent Davis-Bacon Act wage rates listed for Pinellas County to each employee for each hour of covered work performed by that employee. • For any solicitation of a construction project with a contract amount of$1,000,000.00 or more, the POD shall include in solicitation documents that the resulting contract with the selected entity must incorporate the responsible wage requirements of this section. • City Council may waive any provision of wage requirements for certain City contracts by a resolution receiving at least five (5) affirmative votes. • At least fifteen percent (15%) of all hours of work performed on a major construction project shall be performed by apprentices employed by prime contractors or subcontractors. (Sect. 2-263) • Persons or entities responding to a solicitation for a major construction project must submit a description of their proposed apprentice usage with their bid, proposal, or statement of qualifications. The description must include, but is not limited to, total work hours estimated for the major construction project, a demonstration of fifteen percent (15%) of the total work hours proposed to be performed by apprentices, construction trades, program sponsors or sources (including any certification if there are {01354095-2} no apprentices from a Region 3 State of Florida Department of Education approved apprenticeship program), subcontractor opportunities and estimated duration of the employment of apprentices. • The prime contractor shall pay apprentices it employs for a major construction project, and shall require its subcontractors who employ apprentices for a major construction project to pay such apprentices, at the hourly rates set forth in Section 2-277. • If none of the solicitation responses meet the apprentice participation percentage, the POD shall reject the solicitation responses and resolicit the major construction project, unless the Mayor or Mayor's designee determines that (i) selecting the bid or proposal which substantially complies with this section is necessary and in the best interests of the City, or (ii) selecting the most qualified entity is necessary and in the best interests of the City. • The contract for a major construction project between the City and the prime contractor shall include a provision requiring the prime contractor to comply with the requirements of the apprenticeship program, and shall provide that the failure of the prime contractor to comply with such requirements may result in consequences for noncompliance. • The prime contractor shall keep, and shall require its subcontractors who employ apprentices to keep, accurate records showing the total hours of work performed on a major construction project and the name, address, trade classification, hours worked, evidence of apprenticeship status, and employment status of all apprentices asserted to meet the percentage required in this section. • The prime contractor is also required to keep, and shall require its subcontractors who employ apprentices to keep, accurate payroll records for all apprentices which include name, address, work classification, the straight time and overtime hours worked each day and each week, fringe benefits, and the actual per diem wages paid to each apprentice hired in connection with a major construction project. • The prime contractor shall submit the records to the POD on a weekly basis for the duration of the major construction project. The prime contractor is responsible for assuring that all compliance documentation is submitted to the City on forms provided by the POD. WEST PALM BEACH • West Palm Beach has a living wage program. (Sec. 66-251) • Covered employees shall be paid a living wage of no less than $15.00 per hour. Covered employee means any employee of a covered employers, who is working under a construction contract, either full or part time. {01354095-2} • The living wage rate may, by resolution of the City Commission, be indexed annually for inflation using the Consumer Price Index. No annual index shall exceed three percent. • The City Commission may also, by resolution, elect not to index the living wage rate in any particular year, if it determines it would not be fiscally sound to implement same in a particular year. • Any and all construction contracts subject to the living wage program may be voidable, and no funds may be released, unless prior to entering any construction contract with the City, the contractor certifies to the City that it will pay each of its covered employees no less than the living wage. • The living wage shall be required in the procurement specifications and solicitations for all applicable construction contracts on which bids or proposals are solicited. • The procurement specifications shall include a requirement that contractors and their subcontractors agree to produce all documents and records relating to payroll and compliance upon request from the City. • Any bid failing to include a commitment to pay the living wage to covered employees shall be deemed non-responsive and shall be disqualified, except where the procurement official determines that such disqualification would not be in the best interests of the City under the particular circumstances. • Requires covered employers to maintain payroll records for three (3) years. • With every request for payment under the construction contract, the covered employer shall certify that the covered employer is in compliance with the living wage program and shall submit supporting payroll information showing the covered employer's payroll records for each covered employee working on the covered construction contract for the period covered in the request for payment. • Outlines sanctions against contractors, including requiring the contractor to pay wage restitution at the contractor's expense, imposition of additional damages by the City or special magistrate, suspension of payment under the covered contract, declaration that the contractor is ineligible for future service contracts for up to three (3) years, etc. {01354095-2} Sec. 66-252. -Living wage. (a) [Generally.]Effective April 1, 2018, covered employees shall be paid a living wage of no less than $14.00 per hour,which shall be increased to $15.00 per hour on October 1, 2019. All future increases shall be enacted pursuant to subsections 66-252(b)and (c). (b) Indexing.The living wage rate may, by resolution of the city commission, be indexed annually for inflation using the Consumer Price Index for all Urban Consumers(CPI-U) Miami/Ft. Lauderdale, issued by the U.S. Department of Labor's Bureau of Labor Statistics. Notwithstanding the preceding, no annual index shall exceed three percent; nor shall an annual increase exceed the corresponding annual compensation increase (if any) provided to unrepresented (i.e., unclassified)city employees.The city commission may also, by resolution, elect not to index the living wage rate in any particular year, if it determines it would not be fiscally sound to implement same, in a particular year.The determination to index, or not index,the living wage rate shall be considered annually during the city commission's review and approval of the city's annual operating budget. (c) Catch-up election. In the event that the city commission has determined, in any particular fiscal year(or years), to not index the living wage rate,and thereafter determines that making up all or any part of the prior year's (or years') unindexed percentage would not have an adverse fiscal impact upon the city,then the city commission shall also have the right, but not the obligation,to cumulatively index the living wage rate to "make-up"for any deficiencies in the prior year(or years)where there was no increase(s).The catch-up election must be approved by resolution, and may only be considered during the city commission's review and approval of the city's annual operating budget. (d) Certification required before payment. Any and all construction contracts subject to the living wage program may be voidable, and no funds may be released, unless prior to entering any construction contract with the city,the contractor certifies to the city that it will pay each of its covered employees no less than the living wage described in this section. A copy of this certificate shall be made available to the public upon request. The certificate, at a minimum, must include the following: (1) The name, address, and phone number of the covered employer, a local contact person, and the specific project for which the contract is sought; (2) The amount of the construction contract, a brief description of the project or service provided, and the city department the contract will serve; (3) A statement of the wage levels for all employees providing services under the contract; and (4) A commitment to pay all covered employees the living wage,as defined in this section, and including, without limitation, any annual indexes or catch-up elections thereto, pursuant to this section. (e) Observation of other laws. Every covered employee shall be paid not less than fortnightly and without subsequent deduction or rebate on any account(except as such payroll deductions as are directed or permitted by law or by a collective bargaining agreement).The covered employer shall pay covered employees wage rates in accordance with federal and all other applicable laws such as overtime and similar wage laws. (f) Posting.A copy of the most current living wage rate shall be kept posted by the covered employer at the site of the work in a prominent place where it can easily be seen and read by the covered employees, and shall also be supplied to an employee within a reasonable time after a request to do so. Posting requirements will not be required where the covered employer prints the following statements on the front of the covered employee's first paycheck and every six months thereafter: "You are required by City of West Palm Beach law to be paid at least dollars [NOTE: Covered employer to insert applicable living wage rate] per hour. If you are not paid this hourly rate, contact your employer,an attorney, or the City of West Palm Beach."All notices shall be printed in English,Spanish,and Creole. (g) Collective bargaining. Nothing in this section shall be read to require or authorize any covered employer to reduce wages set by a collective bargaining agreement or areas required under any prevailing wage law. (h) Other exemptions. 1. Contracts for the purchase of products or goods are exempt from the living wage program. 2. Contracts paid with funding, in whole or in part,from federal or state agencies where the living wage program conflicts with the requirements for such funding. (Ord. No.4744-17, § 2, 1-29-2018) Sec. 66-253. -Implementation. (a) Procurement specifications.The living wage shall be required in the procurement specifications and solicitations for all applicable construction contracts on which bids or proposals are solicited.The procurement specifications shall include a requirement that contractors and their subcontractors agree to produce all documents and records relating to payroll and compliance with this section upon request from the city. All procurement specifications for covered construction contracts shall include appropriate information about the requirements of this section. (b) [Commitment.]Any bid failing to include a commitment to pay the living wage to covered employees shall be deemed non-responsive and shall be disqualified, except where the procurement official determines that such disqualification would not be in the best interests of the city under the particular circumstances. (c) Maintenance ofpayrol/records. Each covered employer shall maintain payrolls for all covered employees and basic records relating thereto, and shall preserve them for a period of three years after the term of the covered construction contract, or during the pendency of any complaint, administrative hearing,appeal or litigation, until a final determination is made or all such proceedings have concluded.The records shall contain: (1) The name and address of each covered employee; (2) The job title and classification; (3) The number of hours worked each day; (4) The gross wages earned and deductions made; (5) Annual wages paid; (6) A copy of the social security returns and evidence of payment thereof, (7) Any other data or information this section should require from time to time. (d) Reporting payroll.With every request for payment under the construction contract,the covered employer shall certify that the covered employer is in compliance with the living wage program and shall submit supporting payroll information showing the covered employer's payroll records for each covered employee working on the covered construction contract for the period covered in the request for payment. Upon request from the city,the covered employer shall produce its payroll records for any or all of its covered employees for any period covered by the covered services contract.The city may examine, inspect,and/or copy such payroll records as needed to ensure compliance with the requirement of this article. (Ord. No.4744-17, § 2, 1-29-2018) Sec. 66-254. -Compliance and enforcement. (a) Contractor to cooperate.The contractor shall permit the city to observe work being performed at, in, or on the project for which the construction contract was issued. (b) Complaint procedures and sanctions. (1) A covered employee, or former covered employee,who believes that this section applies to him or her and that a covered employer is not complying with the requirements of this section, has a right to file an administrative complaint with the city's procurement director.Any individual or entity may also file a complaint with the procurement director of the city on behalf of covered employee for investigation by the city. (2) Complaints by employees of alleged violations shall be made in writing within one year after the alleged violation occurred. No complaint shall be within the jurisdiction of the city in this section if the complaint is filed more than one year after the alleged violation occurred. (3) The complaint shall be signed by the person making the complaint, referred to as complainant and, if the complainant is not the covered employee, by the covered employee as well; shall be sworn to or affirmed; and shall, at a minimum, state the full name and address of the complainant;the full name and address of the covered employer against whom the complaint is being made, referred to as the respondent;the facts upon which the complaint is based; and such other information as may be required by the city.The complaint may be filed by personal delivery, ordinary mail, or certified mail,addressed to the city's procurement director. (4) The city's procurement official shall notify the covered employer, referred to as the respondent, by providing the employer with a copy of the complaint by certified mail or personal delivery.Within 30 working days after a copy of the complaint has been served upon the respondent by the procurement director,the respondent may file an answer thereto. If an answer is filed,the answer shall be in writing and contain,at a minimum,a separate and specific response to each and every particular of the complaint, or a denial of any knowledge or information thereof, sufficient to form a belief. Any allegation of the complaint which is not denied shall be deemed admitted. (5) If an answer is filed,the procurement director shall cause a copy of the answer to be served on the complainant. If the respondent elects not to answer the complaint,then the matter shall proceed on the evidence in support of the complaint. (6) Whenever a verified written complaint is filed pursuant to this section,the procurement director shall make a prompt investigation of all allegations of violations in connection therewith and forward to the city administrator a written summary of the investigation within 60 days after the complaint is filed. If, upon review of the complaint,answer(if filed), and investigation,the city administrator determines that a violation of this section has occurred,the city shall,within 30 working days of a finding of noncompliance, issue a notice of corrective action, in writing,to the respondent, specifying all areas of noncompliance and deadlines for resolutions of the identified violations. A copy of the city administrator's notice of corrective action shall be sent to the complainant and the respondent by certified mail, return receipt requested, or by hand delivery. (7) If a respondent fails to comply with any or all of the resolutions for the identified violations,within the deadlines provided in the notice,the city administrator may issue an order, in writing,to the respondent, by certified mail or hand delivery, notifying the respondent to appear at an administrative hearing before one of the city's sitting special masters,to be held at a time to be fixed in such order.A copy of the order shall also be sent to the complainant by certified mail or hand delivery. (8) The city administrator shall also provide a written report to the city commission, informing them of the com report shall include a brief summary of the facts at issue,the results of the city's investigation,and the recoi administrative disposition of the complaint(including any finding of noncompliance and subsequent recom corrective action). (9) The hearing proceedings shall be informal, and shall afford the respondent the right to testify in his/her own defense, present witnesses, be represented by counsel, submit relevant evidence,cross examine witnesses, and object to evidence. (10) The proceedings shall be recorded and minutes kept by the city. Any respondent requiring verbatim minutes forjudicial review may arrange for the services of a court reporter at the expense of the respondent. (11) Upon the close of the hearing,the special master shall render a decision in writing determining whether or not the respondent is in compliance; or whether other action should be taken; or whether the matter should be continued, as the case may be; and stating the reasons and findings of fact. (12) The city shall send a true and correct copy of the order by certified mail, return receipt requested, or by hand delivery,to the respondent and complainant. (13) The special master's findings shall constitute the final administrative action of the city for purposes of judicial review under state law.An aggrieved party, including the city administration, may appeal a final administrative order of a special master to the circuit court. (14) If a respondent fails to seek timely appellate review of an order of the special master, or to comply timely with such order,the city may pursue the enforcement of sanctions set forth in subsection 66-254(c). (c) Private right of action against covered employer. Any covered employee or former covered employee of a covered employer may, instead of, but not in addition to, utilizing the city administrative complaint procedures in subsection 66-254(b), bring an action under federal or state law to enforce the provisions of this section by filing suit against the covered employer in any court of competent jurisdiction. (d) Sanctions against contractors. For violations of this section, a contractor may be sanctioned by requiring the contractor to pay wage restitution at the contractor's expense for the affected covered employees; additionally,the following sanctions may also be imposed: (1) The city or special magistrate may impose damages,for each week that the covered employee was found to have not been paid in accordance with this section;and/or (2) The city may suspend payment under the covered contract and/or terminate the contract with the contractor; and/or (3) The city may declare the contractor ineligible for future service contracts for up to three years or until all restitution has been paid in full to the covered employee and all penalties(if any) paid to the city, whichever is longer; and/or (4) In order to compensate the city for the costs of investigating and remedying the violation,the city may be awarded its reasonable costs for investigating and defending the complaint and remedying the violation. (e) Public record of sanctions.All such sanctions recommended or imposed shall be a matter of public record. (f) Sanctions foraidingand abetting.The sanctions in section 66-254 shall also apply to any party or parties aiding and abetting in any violation of this section. (g) Retaliation and discrimination barred.A covered employer shall not discharge, reduce the compensation of, or otherwise discriminate or take adverse action against any covered employee in retaliation for exercising the rights protected under this section including,without limitation, making a complaint to the city, under this section; or informing any person about any party's alleged noncompliance with this section; or informing any person of his or her potential rights under this section and to assist him/her in asserting such rights. Protections under this subsection (g)shall apply to any person who mistakenly, but in good faith, alleges non- compliance with this section.Taking adverse action against a person within 90 days of the person's exercise of rights protected under this section shall raise a rebuttable presumption of having done so in retaliation for the exercise of such rights.Allegations of retaliation or discrimination, if found true,shall result in an order of restitution and reinstatement of a discharged covered employee with back pay to the date of the filing of the complaint with the city. (h) Enforcement powers. If necessary for the enforcement of this section,the special magistrate may issue subpoenas, compel the attendance and testimony of witnesses and production of books, papers, records, and documents relating to payroll records necessary for hearing, investigations, and proceedings. In case of disobedience of the subpoena,the city attorney may apply to a court of competent jurisdiction for an order requiring the attendance and testimony of witnesses and production of books, papers, records,and documents. Said court, in the case of the refusal to obey such subpoena,after notice to the person subpoenaed, and upon finding that the attendance or testimony of such witnesses of the production of such books, papers, records, and documents(as the case may be)is relevant or necessary for such hearings, investigations, or proceedings, may issue an order requiring the attendance or testimony of such witnesses or the production of such documents, and any violation of the court's order may be punishable by the court as contempt thereof. (i) Remedies nonexclusive. No remedy set forth in this section is intended to be exclusive or a prerequisite for asserting a claim for relief to enforce the rights under this section in a court of law.This section shall not be construed to limit an employee's right to bring a common law cause of action for wrongful termination; provided, however,that if a complainant has previously initiated, or initiates,a civil action in a court of competent jurisdiction alleging a violation of this section, or other matter,with respect to the same grievance which is the subject of an administrative complaint pursuant to this section,then the administrative complaint shall not be(or shall no longer be,as the case may be)within the jurisdiction of the city under the administrative complaint procedures established herein. (Ord. No.4744-17, § 2, 1-29-2018) Sec. 66-255. -Reserved. Sec.26-5.- Rate of wages, fringe benefits on county construction contracts. (a) Establishment of Minimum Wages. Every construction contract in excess of two hundred fifty thousand dollars ($250,000.00)to which Broward County is a party shall include a provision that the rate of wages and fringe benefits, or cash equivalent,for all laborers, mechanics and apprentices employed by any contractor or subcontractor on the work covered by the contract shall be not less than the prevailing rate of wages and fringe benefit payments or cash equivalence for similar skills or classifications of work as established by the Federal Register, in Broward County, Florida. (b) Implementation by the Federal Register.The prevailing wage rate and fringe benefit payments to be used in implementation of this section shall be those last published by the U.S. Department of Labor in the Federal Register prior to the date of issuance of specifications by Broward County in connection with its invitation for bids. (c) Notice Requirement. On the date a laborer or mechanic commences work on a construction contract to which this section applies,the contractor shall be required to post a notice in a prominent place at the work site stating the requirements of this section. (d) Preemption by Federal Funding.When construction contracts involve federal funding or are otherwise subject to the provisions of the Davis-Bacon Act(40 U.S.C.276(a)),this section shall not apply; and the minimum wages to be paid the various classes of laborers, mechanics and apprentices shall be based upon the wages determined by the secretary of labor in accordance with the Davis-Bacon Act(40 U.S.C. 276(a)). (e) Exceptions.The provisions of this section shall not apply to any existing contract or construction project in which a notice for bids or request for proposals has been advertised in the public media prior to the effective date of this section or to any developer agreement whereby Broward County is requiring the construction of certain improvements, including but not limited to road construction, as condition of the issuance of a development permit or to any construction project performed by Broward County utilizing its own employees. (Ord. No. 83-72, §§ 1-5, 11-17-83) Editor's note—Ord. No. 83-72,adopted Nov. 17, 1983, effective Nov. 28, 1983,amended this code by the addition of material designated by the editor as§ 26-5. Sec.26-6.-Adverse action against persons for disclosing information of specified nature prohibited; remedy and relief. (1) Legislative Intent. It is the intent of the board of county commissioners to prevent agencies or independent contractors from taking retaliatory action against an employee or applicant for employment who reports to an appropriate agency violations of law on the part of Broward County or its independent contractors that create a substantial and specific danger to the public's health,safety, or welfare. It is further the intent of the board of county commissioners to prevent agencies or independent contractors from taking retaliatory action against any person who discloses information to an appropriate agency alleging improper use of governmental office,gross waste of funds, or any other abuse or gross neglect of duty on the part of an agency, public officer, or employee. (2) Definitions.As used in this section, unless otherwise specified,the following words or terms shall have the meanings indicated: (a) Agency means Broward County, apolitical subdivision of the State of Florida; any official, officer, department, division, or office of Broward County government; as well as any boards or committees established by the board of county commissioners or the county administrator. (b) Employee means a person who performs services for, and under the control and direction of, or contracts with, Broward County or its independent contractors for wages or other remuneration. (c) Adverse personnel action means the discharge,suspension,transfer, or demotion of any employee or the withholding of bonuses,the reduction in salary or benefits, or any other adverse action taken against an employee within the terms and conditions of employment by an agency or an independent contractor. (d) Independent contractormeans a person, other than an agency, engaged in any business and who enters into a contract with Broward County. (e) Gross mismanagement means a continuous pattern of managerial abuses,wrongful or arbitrary and capricious actions, or fraudulent or criminal conduct which may have a substantial adverse economic impact. (f) Applicant for employment means an applicant for employment with Broward County or its independent contractors. (3) Actions Prohibited. (a) An agency or independent contractor shall not dismiss, discipline, or take any other adverse personnel action against an employee or applicant for employment for disclosing information pursuant to the provisions of this section. (b) An agency or independent contractor shall not take any adverse action that affects the rights or interests of a person in retaliation for the person's disclosure of information under this section. (c) The provisions of this subsection shall not be applicable when an employee or person discloses information known by the employee or person to be false. (4) Nature of Information Disclosed.The information disclosed under this section must include: (a) Any violation or suspected violation of any federal, state, or local law, rule, or regulation committed by an employee or agent of an agency or independent contractor which creates and presents a substantial and specific danger to the public's health, safety, or welfare. (b) Any act or suspected act of gross mismanagement, malfeasance, misfeasance,gross waste of public funds, or gross neglect of duty committed by an employee or agent of an agency or independent contractor. (5) To Whorn Information Disclosed.The information disclosed under this section must be disclosed to the county administrator or his/her designee, pursuant to procedures established by the county administrator. (6) Employees and Persons Protected.This section protects employees and persons who disclose information on their own initiative in a written and signed complaint;who are requested to participate in an investigation, hearing, or other inquiry conducted by any agency or other government entity;who refuse to participate in any adverse action prohibited by this section; or who initiate a complaint through the state's whistle-blower's hotline; or employees who file any written complaint to their supervisory officials or employees who submit a complaint to the chief inspector general in the executive office of the governor,to the employee designated as agency inspector general under§ 11 2.3189(l), F.S., or to the office of the public counsel.The provisions of this section may not be used by a person while he or she is under the care, custody,or control of the state correctional system or, after his or her release from the care, custody, or control of the state correctional system,with respect to circumstances that occurred during any period of incarceration. No remedy or other protection under this section or§§ 112.3187— 112.31895, F.S.applies to any person who has committed or intentionally participated in committing the violation or suspected violation for which protection under this section is being sought. (7) Remedies. (a) The county administrator shall establish a procedure for receipt and investigation of whistle-blower information and complaints of retaliatory adverse action received from members of the public.The procedure shall provide for the prevention of retaliation, and corrective action for any retaliatory adverse action taken by an agency or independent contractor. (b) The county administrator shall establish a procedure for the investigation and review of employee and applicant for employment complaints of unlawful adverse personnel action filed pursuant to this section. The procedure shall include a step for review of complaints by a panel of impartial persons to be designated by the county administrator.The county administrator may designate members of county staff to serve on the review panel if such staff were not personally involved in the case and are not in the relevant chain of command for the parties involved. Upon hearing a complaint,the panel must make findings of fact and conclusions of law for a final decision by the county administrator. (c) Within sixty(60)days after the action prohibited by this section,any employee or applicant for employment protected by this section may file a complaint with the county administrator or his/her designee. (d) The county administrator is authorized to award the following remedies where appropriate to effectuate the intent of this section: (i) Reinstatement of the employee to the same position held before the adverse action was commenced, or to an equivalent position or reasonable front pay as alternative relief. (ii) Reinstatement of the employee's full fringe benefits and seniority rights, as appropriate. (iii) Compensation, if appropriate,for lost wages, benefits,or other lost remuneration caused by the adverse action. (iv) Regarding applicants for employment, any relief deemed by the county administrator to be appropriate under the circumstances. (8) Defenses. It shall be an affirmative defense to any action brought pursuant to this section that the adverse action was predicated upon grounds other than, and would have been taken absent,the employee's or person's exercise of rights protected by this section. (9) Existing Rights.This section does not diminish the rights, privileges,or remedies of an employee or applicant for employment under any other law or rule or under any collective bargaining agreement or employment contract; however,the election of remedies in §447.401, F.S. also applies to whistle-blower actions. (10) Rules and Procedures.The county administrator is authorized to promulgate such rules and procedures necessary to effectuate the intent of this section. (Ord. No. 93-26, § 1, 8-10-93; Ord. No. 95-30,§ 3, 7-11-95) Editor's note—Ord. No. 93-26,adopted Aug. 10, 1993, effective Aug. 27, 1993, amended this chapter by adding provisions designated by the editor as§ 26-6. Sec.26-7.-Cooperative purchase of group benefits. Upon application to and consent by the Board of County Commissioners, any county-related public agency's employees may be included in the county's employee group for purposes of access to the county's employee benefit plan(s). Such inclusion is subject to acceptance by the respective benefit providers.The Board of County Commissioners finds and determines that such participation serves a valid public purpose. Participation in the county's group benefit plan(s)shall be at the sole expense of the respective county-related public agency.The county-related public agency shall be responsible for administration, staffing,and all other related costs and expenses, including plan premiums. (Ord. No. 96-18, § 1, 6-11-96) Sec.26-8.-Apprentices for county construction contracts. (a) Title.This section may be cited as the"Construction Apprenticeship Program" (the "Apprenticeship Program"). (b) Legislative Findings and Intent.There is a shortage of skilled labor for construction projects.This shortage of labor could result in delays, expenses, and other challenges to the County's future construction projects. Apprenticeships create opportunities for training and experience that will assist in ensuring that a trained workforce will be available for future County construction projects. By requiring contactors to use apprentices for County construction contracts, it is the intent of the County to increase the number of apprentices used by contractors, creating opportunities that will enable these apprentices to develop into more skilled labor that will then be available for County construction projects. (Ord. No. 2019-15 , § 1, 5-7-19) Sec.26-9.- Definitions. Apprentice means any person who is enrolled in and participating in an apprenticeship program registered with the Florida Department of Education or the United States Department of Labor. If a registered apprenticeship program does not exist for the type of work on the construction project,then apprentice means any person who is participating in a company- sponsored training program for that type of work. Bidder means any individual,firm, corporation, partnership, company,association,joint venture, or other entity that seeks the award of a construction contract. CBE or County Business Enterprise means an entity certified as a CBE pursuant to the County's Business Opportunity Act of 2012, as amended. Contractor means any individual,firm, corporation, partnership, company, association,joint venture, or other entity that has a construction contract with the County. Construction contractmeans a contract between the County and a contractor for a construction project. Construction project means a project,funded by County dollars in an amount of at least$5,000,000, priced on the basis of a lump sum/fixed price amount,that involves the process of building, altering, repairing, improving, or demolishing any public structure or building, or other public improvements of any kind to any real property owned or under the control of the County,which work is being performed under a construction contract. Good faith efforts means that the contractor,without an intent to defraud or seek an unfair advantage,took all necessary steps to secure and maximize, consistent with the requirements of this article,the required percentage for apprentices on a construction project. Subcontractor means an entity or individual providing services to the County through a contractor for all or any portion of the construction contract. Labor hours means the total hours worked on the site of a construction project by workers who are employed by contractors or subcontractors on the construction project, excluding hours worked by forepersons,superintendents, owners, and workers not subject to the County's rate of wages requirement under Section 26-5, Broward County Code. (Ord. No. 2019-15 , § 2, 5-7-19; Ord. No.2020-23 , § 1, 6-2-20) Sec.26-10.-Apprenticeship Requirements and Exceptions. (a) When responding to a solicitation for a construction project, a bidder must certify that: (1) The bidder or its subcontractors participate in an apprenticeship program that is registered with the Florida Department of Education or the United States Department of Labor; or (2) The bidder commits that at the time the bidder executes a construction contract, it or its subcontractors will be participating in an apprenticeship program that is approved by the Florida Department of Education or the United States Department of Labor; or (3) There are no registered apprenticeship programs for any type of work to be performed on the construction project, but the contractor or its subcontractors will use a person participating in a company-sponsored training program to perform that type of work on the construction project. (b) Prior to the County entering into a construction contract,the County must receive documentation from the bidder verifying compliance with Section 26-10(a). (c) For the duration of the construction contract, as same may be extended including through the issuance of change orders, at least twelve percent(12%)of the labor hours on the construction project, including all work performed pursuant to change orders, must be performed by apprentices employed by the contractor or subcontractors. (d) If the contractor is unable to achieve or maintain the required percentage,the contractor must demonstrate and document the good faith efforts made to achieve or maintain the required percentage.The County will determine whether the contractor made all required good faith efforts by evaluating the contractor's submitted documentation. (e) A construction contract must include a provision requiring the contractor and its subcontractors to comply with the requirements of this article. (f) Exceptions. (1) This article will not apply if: a. It is prohibited by or in conflict with federal or state law or the terms of a federal or state grant applicable to the construction project;or b. The Board of County Commissioners determines that applying the article to the construction project is not in the best interests of the County. (2) This article will not apply to a subcontractor that is a CBE if the compensation to be paid under the applicable subcontract for labor costs is less than $1,000,000. (3) The twelve percent(12%) requirement of labor hours on the construction project that must be performed by apprentices may be reduced by the County Administrator or designee if: a. The contractor has demonstrated to the County that there is an insufficient number of apprentices available to meet the required percentage; or b. The County Administrator or designee determines that there exists a disproportionately high ratio of material costs to labor hours,which makes infeasible the required percentage of apprentice participation; or c. The County Administrator or designee determines that the ratio of apprentice to worker required by Florida law does not make the required percentage feasible. (Ord. No. 2019-15 , § 2, 5-7-19; Ord. No.2020-23 , §2, 6-2-20) Simon, Michael From: Wood, Randy Sent: Monday, May 18, 2020 3:44 PM To: Scott, David;Jay Boggess; mcorbit@careersourcepbc.com; Durgan, John; Simon, Michael; Frederiksen, Mara; Fred Barch; Ruthy Pelaez Subject: RE: Prevailing Wage and Benefits/Apprentice Ordinance - City of Riviera Beach Ordinance Regarding the APPRENTICESHIP PROGRAM is Provided for Your Use & Information. David, In accordance with our discussion, the following City of Riviera Beach's Ordinance regarding the APPRENTICESHIP PROGRAM is provided for your use &information: • DIVISION 4. - APPRENTICESHIP PROGRAM SHARE LANK TO SECTIO PRI T SECTION DOWN LOAD (DOC ) OF SECTIONSEMAIL. SECTIO CO PARE VERSIONS • Sec. 16.5-321. - Apprenticeship program requirements. SHARE LINK TO SCTIONPRINT SCTIONDO NLOAD (DOC ) OF SECTIONS .AIL SCTIONCO PARE VERSIONS It shall be the policy of the City of Riviera Beach that contractors shall be required to comply with the apprenticeship program of the city as follows: (1) On city-funded construction projects which exceed $750,000.00, 20 percent of laborers working specialties for which there are apprentice programs registered with the city shall be apprentices. Such apprentices shall be students in certified State of Florida pre-apprenticeship/apprenticeship programs which are located in the city, and, if such percentage of apprentices of such programs is not located in the city, then such programs may be located in Palm Beach County. (2) A city registered apprenticeship program is one which has registered with the city and provided the required documentation, including but not limited to, proof of certification as an apprenticeship program with the State of Florida and proof of having educational facilities physically locate in the city. (3) Unless the apprenticeship requirement is waived by the city, the failure of the contractor to demonstrate compliance with this requirement shall result in the contractor's bid being deemed nonresponsive. (4) The apprentice requirement may be waived or modified by the city council: a. Upon request of the contractor, if the contractor demonstrates that the required apprentices are not available despite a good faith effort on the contractor's part; or b. i Upon request of the contractor, if the contractor demonstrates that the available apprentices are not sufficient to meet the 20-percent requirement and the contractor commits to utilizing a specific percentage of apprentices demonstrated to be available; or C. If the city determines it is in the best interests of the city to waive such requirement based on potential savings of money and time or grant requirements. (5) The agreed upon percentage and type of apprentices will be included as a requirement of the construction contract. Failure to meet the terms of the apprenticeship requirement may result in the contractor being found in breach ofthe contract and subject topossible monetary sanctions. Randy Wood., CPPB Purchasing Manager Financial Services K4ai|inQ4ddress� P.O. Box 31O | Boynton Beach, Florida 33425 Physical 4ddress� 33O1C}uantumB|vd, Suite 1O1 | Boynton Beach, Florida 33426 � 561-742-6322 VVoodJ@bbf|.us | IQ boynton beach.oro/ " * � �/�v-�m* ADA30 * * � � � Americans with E )ilities Act Celebrate the ADA! July 26, 2020 Please be advised that Florida has a broad public records law and all corresponderice to mevia email may be subject to disc|oyure.UnderF|orida records law, email addresses are public records. Therefore, your e mail communication and your emai| address maybesubject topublic disclosure. From: Scott, David Sent: Sunday, May 17, ZUZU1U:S7PM To:Jay Boggess^jay.bo00eo@pal mbeachschoo|s.or0»; mcorbit@careersourcepbc.conn; Dur0an,John <Dur0an]@bbf|.us»; Simon, Michael <SinnonM@bbf|.us»; Wood, Randy<VVood]@bbf|.us»; Frederiksen, Mara <FrederiksenM@bbf|.us»; Fred Barch <fred.barch@pa|nnbeachschoo|s.or0»; RuthyPe|aez <ruthy.pe|aez@pal mbeachschoo|s.or0» Subject: RE: Prevailing Wage and Benefits/Apprentice Ordinance Thank you Jay. z David Scott Director r Director of IvcCi!'io!"€€is Development arid Strategy Mailing AddrE ss. P.O. Box 101 1 Boynton Beach, Florida 33425 Physical Address: 33011 Quariturn Blvd., Suite 1011 Boynton Beach, Florida 33426 561-742-6023 �s / ` C.0 @71; l I;?��Y�F!'to i-I;f li C r F ADA30 ** * ** 19{0-2020�. Americans with E )ilities Act Celebrate the ADA! .July 26, 2920 Please be advised that Florida as a broad public records law arid all corrra:pon erice to me is ernail ray be a.u:ject:to disclosure.U!rider Florida records law, ernail addresses are public records. Therefore, your e-r-nail c or~anurlication and your e-r-nail address rn aY; be a.uiject:to public disclosure. From:Jay Boggess<iay.boggess@palmbeachschools.org> Sent: Sunday, May 17, 2020 2:37 PM To: mcorbit@careersourcepbc.com; Scott, David <ScottD@bbfl.us>; Durgan,John <DuLg2Dj@bbfl.us>; Simon, Michael <SimonM@bbfl.us>; Wood, Randy<WoodJ@bbfl.us>; Frederiksen, Mara <FrederiksenM@bbfl.us>; Fred Barch <fred.barch@palmbeachschools.org>; Ruthy Pelaez <ruthy.pelaez@palmbeachschools.org> Subject: Prevailing Wage and Benefits/Apprentice Ordinance Hey All! I'm inviting our Director of Adult Ed to be apart of this call tomorrow. Unfortunately, I'm double booked. Appreciate the invite and look forward to next steps. Be well! Prevailing Wage and Benefits/Apprentice Ordinance Scheduled: Monday, May 18, 2020 from 3:00 PM to 4:00 PM Location: https://us02web.zoom.us/i/82883078729?pwd=bWJuZWxSal<dJbWdEYi14SGx6QIRtQT09 Invitees: Michael Corbit, Scott, David, Durgan,John, Simon, Michael, Wood, Randy, Frederiksen, Mara J.Boggess Disclaimer: Under Florida law, e-mail addresses are public records. If you do not want your e-mail address released in response to a public records request, do not send electronic mail to this entity. Instead, contact this office by phone or in writing. 3 CEI Cha AN ORDIN, .'% ICE OF THE BOARD OF COUNTY C01\41L'vIISSIONERS OF ST. LUCIE COUNTY, FLOIUDA, AiAENDMG PART 1, CHAPTER 2, DIVISION 3. DESIGN- BUILD CONTRACTS. BY AMENDING DTVI ION 3, DESIGN- BUILD CON"] RACTS. TO PROVIDE FOR RESPONSIBLE WAGES AND BENEFITS: PROVIDING THAT EACH AND EVERY OTHER SECTION AND SUBSECTION OF PART 1, CHAI)TER 2, DIVISION 3). DESIGN-BUILD CONTRACTS. SHALL REMAIN THE SAME AS PREVIOUSLY ENACTED; PROVIDING ®y CONFLICTS CLAUSE; A SEVERABILITY CLAUSE tIND AUTI-ORIT"17 T(", CODIFY: PI ,_'e ANI EFF'i""CTIVE DATE, AN FOR OTI-4 LJ PTJPXP0SFS WHEREAS, the Board of County Commissioners wishes to avoid wage explonatioli in public construction contracts awarded by end through the County; and WHEREAS. public contracts typically ,0 tO the lowest bidder and the Board of County Ccnnmissioners wishes to avoid awardim, contracts to contractors that pay substandard wages in ,cr to be awhreed public contracts; and WMLREAS, prevailing wage standards are established by actual wages paid in the local community and anyone awarded a public coran-tet shoal d be required to pay rhes prevailin- mea ges: and 1,,VHEREAS, contractor-s that patio substancard wages are mcwe likely to hu-,e w zr and poorl% trained workers, often Goming lt%)m outsid,. th-, iocal coinm�mit,r' and WHEREAS, the Board nf' County Commissioners wishes to preserve the standard living enjoyed by lie Citi7ens of St. 1,..ucieCoui.--y, ane, '��'H ETIR-EAS the Board of County Cumm, is';onere w",shes to encouraw. the de,el opmert f a i6n-skill® hi- h-wage -ro-,r4th -,ath for the labor rnaa � -;�Lt in generai end the c nstn.rcti .a labor market i„ particular; NOW. THEREFORE. BE IT ORDAINED BY ITIE BOARD OF COU�JTY COMMISSIONERS OF ST. U I OUTNI fY, FLO I . , `THAT: Section : Part 1, Chapter `?, Division 3. esi a- arild Contracts is h rcb} amended b,,, creating adding Section 1-2-51. Responsible Wages and Benefits, and enacting it to read as follows: Section 1-2-51 s t s°ble Wages and Benefits (a) For competitively bid County contracts in excess of one hundred thousand dollars (S100.000,00) for the construction, alteration, andior repair, including painting or decorating, of public buildings or public works, a bidder shall be required to provide documented past in its bid that the various classes of laborers and mechanics will b paid no less than the specified overall hourly rates as set forth in the contract specifications contained in the design criteria package. MI leases and contracts entered into after the effective date of this ordinance which provide for privately funded ckins ruction. alteration or reonir of b,dldings or impiovements located on CCounty$ r�raed land whose estimated cost is Qreater than or equal to one million dollars (S1,000.000.00) shall require laborers and mechanics performing such `pork be paid no less than the overall Dourly rate:, required on competitively bid County construction contracts under this Section, fib) 1`1gc spedfic ti its c rrtaa,rrod in tiro desipugr C"Crla package for each c mpetiti ely bid ounr v contract in excess of one lura-fired thousand bell s .($1.00,000. 0) for the a anstrarcti n. alteration a &, G repair, including painting or decaratine, of pull lie buildings r public aorks s" :A specify n initial ver,.11 per hout rate to be paid to each craft or 2 t}pe of employee to per lbrni the contract work as listed in local area nondiscriminatory negotiateLi ,--ontracts (,hercinafter referred EO for purposes of this subsection (b) as "negotiated contracts") between organizations which represent employees and contractors, "n ascerlaining the initial overall per hour rate to be paid. the minimum standard shall be the Lo=ined overall iollar value on an hourly basis of the wages (paid as set forth below) and of the hospital ization, medical, pension and life insurance benefits (paid as s forth below) for such craft or type of employee under . negotiated contracts in effect as of January I st of the calendar year in which said proposal bid is expected to be advertised. or, in the case of a lease or contract providing for Priv' Lely funded construction on County-owned land subject to this Section, under the nego,iated contracts in effect as of January Ist of the calendar year in which said proposed lease or contract is expected to be executed. Thereafter, the specifications shall provide that the ove,all per hour rate to be paid for work performed under the contract during each subsequent calendar year shall be the overall per hour rate in effect as of Janu�..jry Ist of the year in which the work is per fornleo If a particular craft oi- type of Lmp!,,Noe is not lisled i4_ such negotiated contracts. in ascertaining the initial o�crall per hour rate to be paid those employees. the minimum standard shall he the combined overall dollar value on an hourly basis of the "basic hourly rate of pay" (as defined in 29 k"FR 5.24) (paid as set forth below) and of the fringe benefits payments (paid as set forth belo,ix) for hospitalization, medical prui�sie-i inn, life insurance, benefits for sucii craft or r, oe of employee under tht Secretary of Laoor'b wage determination (made pUrsua:;tt to the Di,ovisions of the Davis-Bacon ct) in cl'fect for St. 1_116C County, Florida, as of the end of the calendar year m which the proposed bid is exp` jted to be advenised. Fhe ft to Pain and the nrovi:-.ions of Section 1-2-51(c) no.twith-tanding. where iot oherwioe precluded by state or federal lra&,a the overall pel hour rate shall be the higher rate t.arider this Section. I-2m51 or the rate of ti s.ges to be paid under the re uir me ,ts of the Davis- Bacon Act, provided, F<attltea, that rite overall per hour rate shall not the higher rat if the -federal government requires the County as a condition of receiving federal fiends fbr a project to pay no more than the wa. es as determined by the U.S. Department of Labor under the Davis-Beacon acct on project contracts. The specifications for such contracts as contained in the design criteria package shall. (i) Include a surra certain in dollars and rents as an initial overall per lour rate for each craft or type of employee to be paid for �\ork performed during the period commencing can the date of is u c of rile notice to proceed and continuing through the calendar year (or. in the case of a lease or contract providing tcar privately funded construction on County-owned land subject to this Section. ending the last day of the calendar year in which the lease or cuntj°act was executed). The specifications shall further provide that the overall per hour rate to e paid for work performed during the year period commencing the nest ai I st after the date of issuance of the notice to pro eed (or, in the case of a 'etase or contract providing for privately Funded construction onCounty-owned laaad subject to 'leis Section er the date of execution of such lease or contract) shall be such rate (as determined in accordance with subsection (b) above) a'or Haat calendar year and shall be updated thereaiter on each subsequent Jam,:Ly° !'St to the rate (as determined in acci-wdance with subsection b) -above) for thz gym,,3.a ra calendar yea) until cornpletioia of the contract work; and t ii} :�I dais the contractor to whom the contract is awardod, and an a itti P subcontrac,irs performing ani of the contract %,o k9 pay ~ot ess an the spec f ,_,d 9 overall per hour rate a( JJUSted over the terrrt of the contract as provided i subsubsection (i); and ;,,:iii) Provide that the contractor. and any of its subcontractors, may fulfill the obli-labors to pay such specified ove all per hour rate by payment to the employee of the hourly wage ra;:r listed in the negotiate,.,% contracts (car, if applicable, under SU su section (i) above, the "basic hourly rate of pay" as defined in 29 CFR 5,24 contained its the Secretary of Labor's wage determination) for such craft or type of employee plus either: fi) payment on the employee's behalf of the cost (ori an hourly basis) of the hospitalization. medical, pension and life insurance benefits specified for such craft or type o `employee; or, (ii) payment to the employee (in addition to the listed hourly wage rate, or "basic hourly rate of pay if applicable) of an amount equal to the hospitalization, medical, pension and life insurance benefits (on an hourly basis) contractors are required to provide under the negotiated contracts E ar, if applicable. under subsubsection (i) above, an amount equal to the fringe benefit payments on an hourly basis for hospitalization, medical, pension and life insutance benefits -o tamed in the Secretary of Labor's -,va e determination) for such craft or type of employee. Payments to es ployces shall be counted towards tulfillment of the above obligation only to the extent that such payments are made by check or money order; and (iv) Provide that the contractor, and -acsubcontractor under him, shall past in a conspicuouz, place, on the site -wheie such contract work is performed: (1) the schedule of the specified o° erall per hour rate for each applicable ciasZaticatio specified by such ne!-otiated contracts; (?) the amount of liquidated damages for an- failure to pEv,, zzucli �,ace-,. and (3) the name and address of t to responsible official in St. Lucie Cc, ire` towh(--mcompJairor houldbegi,,cnand (v) Provide that there -a, be -,valihe'A tot a the contractor so mLt(.h of accrued payments as may be considered nece, -arN by the contracting officer to p,,y to- employees employed by the contractor (or any subcontra Aor under hire in the performance of the contract work the difference between the overall per hour rate required by the contract to be paid emploNces on the work and the amounts received by such employees and not refunded to the contractor. and any of its subcontractors or their age-ts: and (N i) Require the contractor and e,ich subcontractor under him to keep. or cause to be kept, accurate written records signed under oath as true and correct showing ffic names, Social Security numbers, and craft classifications of all employees p erforinin work on said contract. the hours and fractions of hours for every type of work performed by each employee. the combined dollar value of all wages, any contributions to benefit plans and payments made to each employee of the overall per hour rate required by this Section and further require the contractor to submit to the County a list of all subcontni ,tors and the names mid Social -ecurity numbers of all employees 'hereof who performed work each day on the contract and further require each subcontractor to also submit to the County a list of' the names and Social Security number:-i of its employees who perforriieu work each day on the contract; and VIO Provide that no -.ontractor (or subcon tractor Linder him) mav terrninate an employee pci brrningr work- on the contract because of the employee's filing rt c,"molaint r--,-ardim povirient of required oven,11 per hear rates. i) R.c,,qnizinl" the irnportancle of apprentic-s and trainees in -he develo,merit of skilled worker the . p?ecificzui =rrs for Errrat contracts as conrairt d in the desierr criteriapackage sh ill require that all contractors will comply with the apprentice program approved by the County Administrator and in place at the time the design criteria package is put .prat for bi& The apprenticeship program shall include ratios of skilled workers to apprentices and rates of pay for apprentices determined in a mariner consistent with subsection (b) above. The apprenticeship program approved by the County Administrator shall be a bona tide program registered with the U.S, epartrrr at of Labor or with a State of Florida apprenticeship agency certified by the United Stags Bureau of Apprenticeship and Training. .Each contractor awarded a County contract covered by these parts shall, not less than u rl . provide the total number individuals in the contractor's apprenticeship program who are part of the workforce under the t contract. Compliance with the apt. -eatic ship program shall be monitored a7,d regulated as provided in subsection (d) below. i St, Lucie County shall p riodica�:y examine the records grtir d to be '�;apt reader subsection (vi) of!,absection (b) cel u-, -ccuon. _I l-h Administrator dministrat r shall establish ars administrative pr()C',:J ' ure for monitor€rw compliance with and enforcement of the requirements of this S ct7lon. Such procedure shall provide rnat: ('s) Investigations of c rrrpliara,,�,- with the requirements of this S cticil may b conducted and written mortices issued t,, a contractor (or subcontractor under the contractor) when it is determined. based on such ii estigation, that the contractor (car subcontractor)has not o plied herewith-, with-, (ii) The cc rtrac.to, r iubcairacAor respond in 'o lie co.ic , 7 noncompliance.- (iii) Based on the response, (he notic;� of noncompliance may be re=scinded Compliance Meeting ina,,,. be conductA -,Nith the aifected cz')ntrael-'& subcontractor at which any additional evid--,nce may be presented; (iv) A written compliance determination shall :,a made following any Compliance Meetina. A determination drat the contractor or ubcontractor has no complied with the requirements of this Section shall state the basis therefore and shall advise the contractor or subcontractor of its right to file a written request with the Countv Administrator v6dim 30 calendar days to schedule an idininn,trative hearinl- before a hearing officer to appeal the determination as provided below; 1-5 and (v) A ck)ntractor or subcontractor who fails to respond to a notice of noncompliance, fails to attend a Compliance Meeting, or who does not timely request -m administrative hearing from an adverse compliance deten-nination macle after a Compliance Weting shall be deemed not to have complied with the requirements of this ordinwice as stated in the notice or determination oftion-compliance and, in the ca-3c of underpkyrnent of the required overall per hour rate, an zimount. sufficient to pay any underpayment shall be withheld from contract proceeds and remitted to the employee and the contractor or subcontractor shall b, tined 'Ie applicAile penalty for such underpayment as provided in this subsectiol (d), fft' contractor or subcontractor who does nui make the required pr,yrnenr cel` the inderpaid wages or who does not pay any fine imposed hereunde, shall or be deemed responsible to perfierni subsequent County constrLvion contracts arra shall be ineligible ,(', be '-w-arded uch contracts fc. so ions, a. the Id,,,,r-fr,-d unLerpavrn,nt oL, aw. penah!�S imposed tberefor remain out-tariding, not -Lo eXLeed three years. Upon timely receipt a request for an administrative hearing before a hearing OfflLer to appeal a determination of non-compliance. the County Administrator shall appoint a hearing officer and fix a time for an administrath a hearing flicreon. A notice of hearing (to-ether with a copy of the determ:nation of non-compliance) shall be served upon the contractor (or subcontractor). Upon completion of the hearing, the hearing officer shall submit proposed written findings and recommendations together with a transcript of the .hearing to the Counter ministrator within a reasonable time. The County Administrator shall determine whether the contractor (or subcontractor) failed to comply with the requirements of this ordinance. If the Administrator's determination is that the contractor (or subcontractor) failed to comply, and that such failure was pervasive, the Administrator may order that the contract work be suspended or terminated, and that the noncomplying contractor (or subcontractor) and the principal owners thereof be prohibited from bidding on or otherwisepaiticip�.aing in County contracts fol the construction, alteration an&or repair, inc',uding painting or decorating of public buildings or public works for a period of up to three (3) _%,ears, In addition, in the case OL underpayment of the required overall per hour ratL', an amount sufficient to pay any underpayment shall be withheld from contract proceeds and remitted to the affected employees and the contractor or subcontractor shall be fined the penalties provided below. If the Administrator's deteirn.,'Tation is that the contractor or subcontractor) failed to cornpi'v and that such failure was limitcd to isolated instances-and was not pervasive. the Cohan t:,, Administrator may. in the cas,,,- of under payrnmt of the required overall per 1,our rate. orale: an ,anount equal to th an-iount of' ,_:­,,_ich ur-,d4crpaym;mt �)C WiThhe.LI fru-1-1 9 th�� contract. � and remitted to the ei plc;;>yee9 and mly° also fire she cont actor or stabnontrai or for n'Llch nonco pF ce as i-ol:lo : for the first underpayment, a penalty in -,n amount squad to 10% of the amount c:hereof, for the secured underpayment, a penalty in an amount equal to 20% thereof. foi-the third ted successive under payment-s, a penalty in ,In amount equal to '3(l�'�'� thereof, founh violation, shall constitute a default c f the subject contract and may be cause for suspension or termination in accordance with the contract's terms and debarnient in accordance with the debarment procedures of the County. Monies received from payment of penalties unposed hereunder shall be deposited in a separate account and shall be utilized solely to defray theCounty's costs of administering this ordinance. If the required payment is not made within a reasonable perked of time, the noncomplying contractor (orsubcontractor) and the principal owners thereof shall be prohibited from bidding can or otherwise participating in County contracts for the construction, alteratiOn, and/or repair, including painting or decorating of ub4i-. buildings or public work for a period of three ( ) years, ( This section shall not apply to County contracts for cc instruction or alteration which are federally funded or which are otherwise stab] ct to the provisions o the Davis-Bacon .pct ( 0 U.S.C. 276(a)), 1 This section shall not apply to any contract for which authority to advertise ti)r bias has been m btained prior to the effective date of this section ice) his ordinance shall not apply to hlaan et contracts designed to consolidate , indeterminate nul ib r of individual zrna l � construction. repair or alteration autir itie tkhich may be needed over a fixed period of time, provided the overall contract ceiling does tict exceed d fisc hundred L°aousand dollars `50 ,000.00) and further proIded that no individual order: 'i'ssue,' such ccintta=; L sha l -�,cebd t4'Jont—five `haus 1 ) doll rs ($25,000.00) per craft, (h) As used in he construction of this section, references to the masculine shall include the feminine and neuter and references to the singular shall ii,Jtxde the plural d r=ice-w-rsa. (i) 1;seniption for certain p iv tely funded construction. "T"l�s Section shall not appy to leases and contracts entered into after the effective date of this ordinance which provide for privately funded construction. alteration or repair of buildings or improvements located onCounty-owned land whose estimated cast is greater than or equal to one million dollars ($1,000,000.00) which are financed: (i) Solely through private sources, without one dollar 11.01) or more of financi°j provided through any federal, state, county or local governmental entity or bond sources or similar type of bond funding; or (ii) by entities which meet all o ' ree (3) of the following conditions; exemption from "e eral Income Taxes un&r section 501(c)(3). trot-for-profit, and community-based. FIRST READING this day of , . SECOND AND FINAL READING this dad° of 2007. 12/06/01 PORT OF PALM BEACH DISTRICT RESPONSIBLE WAGES AND BENEFITS POLICY Section 1. Title: The title of this policy shall be known as the Port of Palm Beach District Policy for Responsible Wages and Benefits. Nothing herein shall be deemed to abrogate the Port of Palm Beach District Minority/Women Business Enterprise policy. Section 2. Covered Contracts: For purposes of the Port of Palm Beach District Policy for Responsible Wages and Benefits, the types of construction contracts to be covered ("Covered Contract") shall include only contracts in excess of One Hundred Thousand Dollars ($100,000.00) for Highway Construction Projects, Building Construction Projects, and Heavy Construction Projects. For purposes of this Policy, the term Highway Construction Projects shall mean the construction, alteration or repairs of roads, streets, highways, runways, taxiways, alleys, trails, paths, parking areas, and other similar projects not incidental to building or Heavy Construction Proj ects. For purposes of this Policy, the term Building Construction Projects shall mean the construction of sheltered enclosures with walk-in access or for the purpose of housing persons, machinery, equipment or supplies, and shall include all construction of such structures, the installation of utilities and the installation of equipment both above and below grade directly incident thereto. For purposes of this Policy, Heavy Construction Projects are those projects that are not properly classified as either Highway Construction Projects or Building Construction Projects, and shall specifically exclude dredging projects, water and sewer line projects, dams, piers, wharves, bulkheads, bridges, and flood control projects. Section 3. Wages and Benefits Schedules: With respect to each Covered Contract, the contractor, shall agree to provide documented proof that the various classes of laborers, mechanics and apprentices will be paid no less than the specified overall hourly rates as set forth in the Responsible Wages and Benefits Schedules as approved by the Port of Palm Beach District for the Covered Contract at the time that the contract is put out for bid, and said Schedules shall be incorporated into the General Conditions of the Port of Palm Beach District documents used for the competitive bid of construction projects for Covered Contracts. By submitting a bid pursuant to these General Conditions, a bidder is agreeing to comply with the provisions of the Port of Palm Beach District Policy for Responsible Wages and Benefits Schedules. The Responsible Wages and Benefit Schedules shall establish an overall per hour rate to be paid, as a minimum, to each craft or type of employee. In ascertaining the rate paid, the minimum standard shall be the combined overall dollar value on an hourly basis of the wages and of the hospitalization, medical, pension and life insurance benefits for each such classification of employee; provided,however, that said calculation shall not include any amounts paid by the employer to a pension or profit-sharing plan, 401k plan or other retirement plan to the extent that the employer can borrow against such funds, or if, pursuant to such retirement plan, such plan can invest in stock of the employer. The initial Responsible Wages and Benefits Schedules shall be established at the time that the Board of Port Commissioners first puts out a Covered Contract for bid, and shall remain in force until new Schedules are approved by the Board of Port Commissioners. It is anticipated that the rates established in the Responsible Wages and Benefits Schedules will be based on local area non-discriminatory negotiated contracts between organizations that represent employees and contractors, but said rate shall never be less than the "Prevailing Wages and Benefits" as determined under the Davis-Bacon Act for Palm Beach County. The Port of Palm Beach District shall post, at the offices of the Port of Palm Beach District, the Responsible Wages and Benefits Schedules currently in force with respect to any projects then being prosecuted. Each contractor and subcontractor shall post the Responsible Wages and Benefits Schedules in a prominent and accessible location in close proximity to the where the work is being prosecuted such that it can be easily seen by employees. Section 4. Apprentices and Trainees: Recognizing the importance of apprentices and trainees in the development of skilled workers, with respect to each Covered Contract, the contractor shall agree to provide documented proof that the contractor will comply with the apprentice program ("Apprentice Program") as approved by the Port of Palm Beach District for the Covered Contract at the time that the contract is put out for bid, which apprentice program shall include ratios of skilled workers to apprentices and rates of pay (which ratios and rates of pay may be included as a part of the Wages and Benefit Schedules) and said Apprentice Program shall be incorporated into the General Conditions of the Port of Palm Beach District documents used for the competitive bid of construction projects for Covered cts® Consistent with the goals of Article VIH, c ® 16 of the Charter of the Port of Palm Beach District to promote and encourage employment with the District, all such Apprentice Programs shall provide for a recruitment program within the Port of Palm Beach District, and endeavor to recruit individuals such that a minimum of twenty (20%) per cent of the apprentice workforce employed under the Covered Contract are women, blacks,Hispanics, Portuguese,Asian/American or Native American/Alaskans,or handicapped individuals. The Apprentice Program initially approved by the Board of Port Commissioners shall be any bona-fide program registered with U.S. Department of Labor or with a State of Florida apprenticeship agency certified by the United States Bureau of Apprenticeship and Training, as modified by the provisions of the preceding sentence. By submitting a bid pursuant to these General Conditions, a bidder is agreeing to comply with the provisions of the Port of Palm Beach District Policy Apprentice Program. Each contractor under a Covered Contract is report to the Port of Palm Beach District not less frequently than quarterly providing the following information: a) the total number of individuals in the contractors Apprentice Program who are a part of the workforce under the Covered Contract, b) the percentages of women, blacks, Hispanics, Portuguese, Asian/American or Native American/Alaskans, and handicapped individuals participating in the Apprentice Program who are a part of the workforce under the Covered Contract, c) the names, social security numbers and addresses of the individuals included in (b), above. Section 5. Enforcement: Each contractor under a Covered Contract agrees that he shall be subject to It in a court having jurisdiction, by any employee who has been paid less than the amounts established for his classification under the Wages and Benefits Schedule. Damages recoverable in such action shall be an amount equal to three times the difference between the amounts actually paid, and the minimum amounts due under the Responsible Wages and Benefits Schedules ("Underpayments") plus attorneys fees and costs with said amounts only to be recoverable from and after fifteen (15) days following the date that the employee first gave written notice to the contractor of the Underpayment ("Consideration Period"). Such written notice ("'Notice") shall include a brief description of the said complaint/violation, the dollar amount that the contractor or subcontractor may be liable for in back wages, and the required corrective action(s) to be taken, and a copy of such Notice shall be furnished to the contractor and the Port of Palm Beach District, in both cases, by Certified Mail. To the foregoing limited extent, such employee shall be a third party beneficiary of the contract between the contractor and the Port of Palm Beach District. The provisions of this paragraph shall not apply to an employee who is covered under a collective bargaining agreement. A,ny party making the Port of Palm Beach District a party to any such action, nominally or otherwise, shall be responsible for all of the District's attorneys fees and costs in connection with same, as a condition to bringing the Port of Palm Beach District into the action, and, if required by the Port of Palm Beach District, shall be required to post a cash bond with the Clerk of the Court in the amount of$5,000.00 as security for same. Further, in order to preserve the rights of the affected workers under the policy, the Port of Palm Beach District may, but shall not be required to, withhold or cause to be withheld from the contractor's payments the amounts considered necessary to pay the employees Underpayments, as set forth in a sworn statement filed with the Port of Palm Beach District by the Employee. As to any Underpayments paid to an employee after the Consideration Period, the contractor shall pay the sum of One Thousand Five Hundred Dollars ) t the Port of Palm Beach District, as liquidated damages for violation of the Responsible Wages and Benefits Policy and to reimburse the Port of Palm Beach District for administrative costs, in the event that the amount of such Underpayments to such employee exceed $500.00. The provisions of this paragraph shall not apply to an employee who is covered under a collective bargaining agreement. In order to insure compliance with the Responsible Wages and Benefits Policy, each contractor and subcontractor under a Covered Contract shall furnish to the Port of Palm Beach District, not less frequently than quarterly, a copy of their payroll records, including job classifications, certified as true and correct by an officer of the contractor or subcontractor, as applicable. Such records shall reflect the name, classification, social security number, number of hours worked daily and weekly, the determined hourly rate. Each contractor under a Covered Contractor shall be responsible for compliance by any subcontractor or lower subcontractor as set forth in this pAli cy. Each contractor and subcontractor under a Covered Contract shall include a provision in every subcontract (except contracts excluded under Section 6) requiring compliance with the Responsible Wages and Benefits Policy. No contractor or subcontractor under a Covered Contract shall terminate an employee for filing a complaint or claim regarding non- compliance with this Responsible Wages and Benefits Policy. Section 6. Exclusions: This policy shall not apply: (1) To any construction contract for which authority to advertise for bids has been obtained prior to the effective date of the policy. (2) To subcontracts of subcontractors who qualify as a Minority[Women Business Enterprise, up to an aggregate limit of such subcontracts of twenty (20%)percent of the total face value of the contract to be awarded. This is not intended limit on Minority/WomenEnterprise 1 1 t simply such t qualify for exclusion compliance i 1 Policy. Any such subcontracts intended to qualifythe exclusionll bear notations thereont they are so intended, sc t theyctit this exclusion. t i Business Enterprise"', in general, means that not less than fifty-one( 1 )percent of the beneficial and working interestin the Company must be owned by either women, blacks, Hispanics, Asian/American i American/Alaskans, or handicapped individuals. i t limitation of the fcar i I s certified as Minority/Women Business Enterprises by the Palm Beach County Intergovernmental Certification Consortium("'ICC"),the federal Florida,the State of r county of the Stateshall li Business Enterprise. (3) To any construction projects undertaken by tenants and users of the Port of Palm Beach r their own use. (4) To any contracts r construction, alteration, r repair which are subject provisionsto the s- . construction,(5) To any contracts designed to consolidate a number of individual smaller repair or alternation activities whichr fixed period of time not in excess of twelve months, r as add-onst exempt.contracts which are otherwise prohibited(6) Where t in connection with which the contract is issued. (7) To any contract issued in connectiont undertaken jointly with another governmental project is, or could be, shared with such other governmental entity,unless entitysuch and the foregoing shall specifically include t projects pursuant to that certain Interlocal tinto between and amongst ("County"), the CityRiviera Beach ("City") the Port of Palm Beacht concerning Street and other roadway improvements, dated April 17, (8) If prohibited by law. Section 7. Lftnitations-, Nothing herein shall be deemed to subject the Port of Palm Beach District to the provisions of Chapter 120, Florida Statutes. No third party is intended as a beneficiary of the provisions of this Policy, and except as may be provided under "Enforcement", no third party shall have the right to enforce the provisions hereof, except the Port of Palm Beach District, CAMy DoctunentsTORnWagesToficy.5 wpd BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 OLD BUSINESS AGENDAITEM: 14.D. SUBJECT: Discussion and Consideration of Terms for a RFP/RFQ for the CRA Owned Properties located at NE 4th and NE 5th Avenue a.k.a. Cottage District SUMMARY: At their July 14th meeting, the CRA Board discussed the submission of two separate Letters of Interest (LOI)for the purchase of the CRA owned parcels known as the Cottage District Project site. One developer proposed townhouse style, attached units and the other developer proposed an attached townhouse style development with the additional component of affordable Senior Housing apartments (see Attachment I). On July 10, 2020, the CRA received a third Letter of Interest from Azure Equities proposing 28 single-family homes which was recognized but not discussed (see Attachment I I). The vacant parcels total approximately 4.4 acres located in the block between N. Seacrest Boulevard and NE 1st Street and NE 4th and NE 5th Avenues (see Attachment I). It has long been thought that the best use for the site would be single family detached, workforce-affordable homes or homes with a mix of townhouse style attached units under fee-simple ownership. This proposed housing concept has been proposed by the CRA as recently as May 2018 in a Request for Proposals and Developer Qualifications (See Attachment I I I). On July 14, 2020, the CRA Board chose to reject both Letters of Interest and directed CRA staff to present a new Request for Proposals and Developer Qualification (RFP/RFQ) for their review, approval, and issuance. In addition, the CRA Board requested that the CRA Advisory Board (CRAAB) discuss the key components to be included in the RFP/RFQ for their consideration at the August 11, 2020 Board meeting. CRA staff and legal counsel have prepared a draft RFP/RFQ for the Board's review and discussion (see Attachment IV). The RFP/RFQ provides a Project description and intended outcome, references to planning documents, and outlines the requirements for submitting a development Proposal. Key elements for Board consideration include but are not limited to the following: • Sales Price -Affordable and Workforce • Housing Type - Single-family home ownership, detached and attached units. • Site Plan requirements - increased tree calipers, street lights, on-street parking, public green area • Developer Responsibilities and Financial Commitment • Funding Structure • Local contractors and sub-contractor hiring • Marketing and Community Outreach • Project Schedule FISCAL IMPACT: FY2019-20 Budget, Project Fund, Line Item 02-58200-406 (Cottage District Project), $385,825 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRAAB RECOMMENDATION: At their August 6, 2020 meeting, the CRAAB made the following recommendations: • Home ownership product, not rental of any type • Support for a townhouse product which would produce the most units at an affordable range for the City of Boynton Beach • Proposer should show a contribution of equity funding into the Project • Proposer should provide a program to offer limited exterior improvements to existing properties fronting the Project as a community benefit. CRA BOARD OPTIONS: 1. Approve the 2020 Cottage District Request for Proposals/Requests for Qualifications as presented. 2. Approve the 2020 Cottage District Request for Proposals/Requests for Qualifications with revisions. 3. Include other options as discussed by the CRA Board. ATTACHMENTS: Description D Attachment I -Cottage District Boundary Map D Attachment II -2018 Cottage District RFP/RFQ D Attachment III -July 14, 2020 CRA Board Agenda Item D Attachment IV -2020 Draft Cottage District RFP/RFQ � , r t„ cz b �Y `V i U N cz ' N cz V� 3 CL) E CZ n f � ss cz cz 4 ,P O N -A) •' n i �� Y 1 f� rt - t Y t €+ 1 BOYNTON R A� The nt each Community Redevelopment Agency Request for Proposals and Developer Qualifications Cottage District Infill Housing Redevelopment Projec Location: N.E. 4-t" Avenue and N.E. Stn Avenue & Se crest Blvd. and N.E. 1St Street Boynton Beach, Florida Issue ate: May 14, 2018 Submittal ate: July 17, 2018, no later than p.m. 01 r - r — 4 �P4;j44s; , 1s30, � �q�ie: X44 t /R 5 n QF ,, 4 TV l4 bs4 � Wt �� sll��iy44�%{ r 7 � � ssl rj6�14y {tom ✓ ,s �!}� ti?, 9� 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 1 of 36 The Boynton Beach Community Redevelopment Agency(BBCRA) is issuing a Request for Proposals and Developer Qualifications (RFP/RFQ) for the acquisition and redevelopment project site listed below and will accept sealed proposals at its office located at 710 N.Federal Highway,Boynton Beach, FL 33435 ON OR BEFORE July 17, 2018, no later than 2:00 p.m. Eastern Standard Time. Developer proposals received after to the date and time set forth above will NOT BE ACCEPTED FOR CONSIDERATION.All proposals will be date and time stamped by the BBCRA. The time stamp or clock at the BBCRA's Reception Area is the time of record. Faxed or emailed Proposals will not be accepted. The RFP/RFQ documents and related attachments must be obtained from the BBCRA office or website at www.catchbovnton.com. The Boynton c Community e vel e t Agency Request for Proposals and Developer Qualifications Cot Lye District Infill Housine RedevelODmentro'ec Issue ate: May Submittal Deadline: July 17, 2 018, no later t . A. Community and Economic Setting The City of Boynton Beach (City), with a population of 71,000, is the third largest city in Palm Beach County, Florida. It is located approximately 45 miles north of Miami and 15 miles south of West Palm Beach. This puts it in the heart of southeast Florida's rapidly growing tri-county Miami- Dade/Broward/Palm Beach Metropolitan area. Boynton Beach has direct access to the Intracoastal Waterway,Interstate 95 (I-95)and the Florida Turnpike. It also has a market of more than 6 million people within a two-hour radius and ready access to three international airports, two major rail lines, as well as the Tri-Rail regional commuter rail system. The Heart of Boynton District is bounded to by I-95the west, Federal Highway to the east, the Boynton Beach Canal(C-16)to the north and Boynton Beach Boulevard to the south. Seacrest Boulevard runs north- south through the center of the community. Over the past ten years there has been approximately $28M of public investment into the Heart of Boynton community in property acquisition, construction of new homes and rehabilitation of existing homes. Some of the projects are: • The City completed the redevelopment of the Carolyn Sims Park for a total of$10M. The park is located at NW 12th Avenue and is the center of neighborhood activities. • The City is also invested $1.5M of federal stimulus dollars into the Seacrest Avenue corridor from Boynton Beach Boulevard north to the C-16 canal to create an attractive streetscape with new lighting, landscaped medians, and public art. • The City and BBCRA are currently partnering on developing a block of new single-family homes at NW 10th Avenue and Seacrest. The project includes upgraded streetscapes and utilities. Construction is anticipated to commence in June 2018. 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 2 of 36 • In 2015, the BBCRA partnered with Boos Development Group to create the first new retail development in the neighborhood in over 45 years. The Family Dollar opened in 2016 at the SE corner of Seacrest Blvd. and Martin Luther King, Jr. Blvd., giving residents the opportunity to shop for brand name products at a reasonable price. The BBCRA has also been assembling properties along the Boulevard and will be looking to release an RFP for the redevelopment of the corridor by Summer of 2018. • The BBCRA, in partnership with Centennial Management Corporation, will be redeveloping a 4.3 acre site between Seacrest Boulevard and NE 1st Street and between, NE 6th and 7th Avenues. The $26 million dollar project will consist of 123 multi-family affordable 1-3 bedroom rental units with residential and site amenities, including a small flex and community space. • The BBCRA has been assembling land to enlarge and improve Sara Sims Park at the SW corner of Martin Luther King, Jr. Blvd. and Seacrest. A master plan has been developed and several blighted structures have been removed. The project is currently under the design phase of the project and construction is anticipated to commence in early 2019. B. Property Disposal and Project Description The Boynton Beach Community Redevelopment Agency (BBCRA) is issuing a Request for Proposals and Developer Qualifications (RFP/RFQ) and for the redevelopment of a BBCRA-owned property identified and referred to as the Cottage District Infill Housing Redevelopment Project. The BBCRA owns approximately 4.2 acres of vacant property within the Cottage District Infill Housing Redevelopment Project site located between N.E. 4th and N.E. Sth Avenue and Seacrest and N.E. 1St Street, Boynton Beach, Florida. The Cottage District Infill Housing Redevelopment Project site lies within the BBCRA Heart of Boynton District boundaries and is identified in 2016 Boynton Beach Community Redevelopment Plan (Redevelopment Plan) as a priority residential or mixed use redevelopment site. The proposed redevelopment of this site (the "project") shall be consistent with the project recommendations made within the Redevelopment Plan. The Redevelopment Plan's goals are to leverage this publicly owned real estate asset to support the overall redevelopment of the Heart of Boynton community and surrounding area, to increase home ownership opportunities for low and moderate income households (80-120% AMI), and to provide quality public enhancements that improve the economic, cultural and aesthetic quality of life for residents of the community. http://discover.pbcgov.or pzb lanning/ F Projects ousingZ2017W IncomeRan es.pdf#se arch-labc%20ami) Development proposals should include traditional residential amenities, as well as enhance or improve existing community assets. Overriding goals for the future project include quality design through the use of urban design principles, and the use of alternative energy sources where possible. Proposals shall incorporate a publicly accessed neighborhood pocket park to be located along the eastern portion of the site. Firms or entities responding to this RFP/RFQ (Proposers) are encouraged to exercise creativity in defining a concept that satisfies the vision of the 2016 BBCRA Redevelopment Plan,applicable zoning or entitlements, and sound real estate development practices. 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 3 of 36 C. Land Use Regulations The BBCRA has completed a self-initiated Land Use and Zoning change creating the current approved Land Use designation for the property as High Density Residential (HDR) with a corresponding Zoning designation of Multi-family Residential District (R-4) or Infill Planned Unit Development District (IPUD) which may support a maximum density of 1S units/acre and maximum 4S' feet in height. In addition, since the property is located within the Downtown Transit Oriented Development (DTOD) boundaries,a density bonus of twenty-five percent(2S%) can be applied to the projectbring the maximum allowed density to 18 units/acre. All proposals shall be subject to the City of Boynton Beach approval process. D. Survey and Appraisal The CRA will provide the most recent surveys and appraisals for the identified properties. An appraisal of the subject properties was completed in July 2016 and is available in electronic form upon written request to the BBCRA. Proposers should not rely solely on the information in the appraisals when compiling a proposal. The appraised value should be considered with all offers and requests for BBCRA incentives. E. Palm Beach County Impact Fees Development of the property will be subject to Palm Beach County Impact Fees. Please contact Impact Fee Coordinator for PBC, Willie Swoope at (S61) 233-S02S, wswoope@12bcgov.org, for specific information regarding impact fees applicable to the proposed development, or go to http://discover.pbc ov.org/pzb/administration/Pages/I ml2act-Fee s.aspx to download relevant information. F. Architectural and Design Considerations The project should include quality architectural design and site development standards that enhance the area and adjacent neighborhoods. Proposers should rely on the Redevelopment Plan and the Urban Design Guidelines for design guidance. Proposals will be evaluated on their adherence and incorporation of architectural and design elements presented in the Redevelopment Plan listed above and the design criteria of Attachments "I," Design Criteria,through "K." the Redevelopment Plan and the Urban Design Guidelines are available at: httD://catchboynton.com/imaL,es/downloads4DesiLin Guidelines. df G. Commitment to the Project The BBCRA encourages and incentivizes private sector development and civic improvements undertaken within its designated redevelopment boundary area. Under Chapter 163, Florida Statutes, the creation of the BBCRA and implementation of the Redevelopment Plan allows the tax increment revenue generated within the BBCRA District to be used for a variety of activities associated with the redevelopment of the BBCRA district,including the Heart of Boynton community. 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 4 of 36 The BBCRA is committed to meeting the goals and objectives of the various planning areas with both policies and funding. The BBCRA has identified the flowing list of incentives available under this RFP/RFQ: • Any offers to lease or acquire the property for less than the appraised value must indicate the value of other items of a public benefit, such as creation of jobs, parking and open space, provision of affordable housing, etc., and must state the specific benefits that the proposed project would bring to the surrounding area. Pursuant to Section 163.380(2), Florida Statutes, offers for the acquisition of the properties for less than fair value shall require approval by the Boynton Beach City Commission. • The CRA Board may approve incentives to enhance home ownership opportunities, such as but not limited to, second mortgage subsidies, and/or assistance with County and State grant or funding applications. • The CRA Board may also provide assistance with infrastructure improvements. • Support and assistance with obtaining Palm Beach County Impact Fee credits, City of Boynton Beach Utility Cap fees or any other applicable fee credits or waivers that do not involve additional BBCRA funding. • To the best of its ability, the BBCRA will be cooperative partners in pursuing any permits or approvals that may be required to expedite the selected development plan. H. Proposal Requirements for the Project Site Plan All development proposals or qualifications (Proposals) must include the following: 1. Street lights installed along the entire perimeter of the project that are complimentary to those existing along the east side of N. Seacrest Boulevard adjacent to the project site. 2. On-street parking spaces where feasible. 3. Minimum of 6-foot wide sidewalks along the entire perimeter of the project. 4. Street and site trees that exceed the size and caliper requirement of the City's Land Development Regulations to be installed along the entire perimeter of the project. S. Open space area calculation that exceeds the requirement of the City's Land Development Regulations and enhanced resident amenities incorporated within the proposed project boundaries. 6. Minimum 0.20 acre neighborhood pocket park with landscape, hardscape and accent lighting features designed into the project's site plan located at the east portion of the site along NE 1St Street. 1. Proposal Submission Requirements All of the following documents must be submitted or the Proposal will be considered incomplete and may be rejected: 1. Provide a written general statement of the qualifications of the Proposer, including examples of experience with similar projects, as well as background information on the principals. If the selected developer is a public corporation, provide copies of its annual report or SEC filings as appropriate. 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 5 of 36 2. Provide a certificate of good standing from the Secretary of State of Florida and the state in which the corporation is headquartered, if not Florida. 3. Provide a copy of the commercial lease agreement, if any, or proof of property ownership at the location the Proposer is currently licensed to do business. If the Proposal is submitted by more than one entity, each entity much provide the requested information separately. 4. Provide a list of personnel that will be part of the proposed project's development or management team,along with their professional qualifications and a list of similar projects on which they have actively participated. Provide no less than three and no more than ten projects for this item. S. Provide a written list of similar projects developed by the Proposer that were completed, including photographs, addresses, date the projects were completed, and general project description. Provide no less than two and no more than ten projects for this item. If the Proposal is submitted by more than one entity, each entity must provide the information requested separately. 6. Provide a detailed description of the proposed project,with text and graphics. This should include but not limited to a schematic site layout plan; proposed density, intensity, and height; parking locations; typical floor plans; and elevations, as well as the items listed in Paragraph F, "Architectural and Design Considerations,"and Paragraph H, "Proposal Requirements for Project Site Plan," of this RFP/RFQ document. 7. Provide a breakdown of the proposed total number of housing units and housing unit types (attached or detached), including number of bedrooms and bathrooms, and square footage for each unit type. Describe if the proposed project will be for sale units. Please estimate the number of units and type of units that will meet HUD's definition of"affordable" housing categories,if any. 8. Provide both a development and operating pro forma. The development pro forma shall include and clearly identify the cost of land acquisition from the BBCRA along with any proposed funding assistance being requested of the BBCRA, if any. 9. If the project is proposed to use other project based subsidies, Proposer must demonstrate extensive experience with obtaining such project-based subsidies for affordable housing by listing projects and the amount and type of subsidy utilized. 10. A program description of how the Developer will make attempts to utilize local residents, qualified contractors, and sub-contractors in the development, construction, operation and management of the proposed project. Documentation of this effort will be required for program monitoring. At minimum,the hiring and training program may include,but are not limited to,the following: a. Advertising the employment positions at a prevailing wage and training; b. Sponsoring (scheduling, advertising, financing, or providing in-kind services for) a job informational meeting; c. Arranging assistance and conducting job interviews; d. Participation from agencies specializing in workforce development and training e. A signed written statement committing to the use of the described program if selected must accompany the program description. 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 6 of 36 11.A signed written statement of intent to purchase the project property indicating the proposed purchase price along with a statement of willingness to execute a Purchase and Development Agreement within ninety (90) days of selection if selected. Any Purchase and Development Agreement ("Agreement") will contain performance based criteria and milestone timelines for items such as, securing debt funding, formal site plan application, commencement of construction, limitations on transferability or assignability of the Agreement without prior approval from the BBCRA, termination provisions for failure to meet the criteria listed and other provisions to adequately define the rights, duties and obligations of the parties. The Agreement may also contain a reverter clause. 12. Authorization to Perform Credit Check for each Proposer entity. The Authorization must be executed by the appropriate officer of Proposer entity. See Attachments "E" and "F," Authorization forms. 13. Proof of financial capability to complete the proposed project. Financial capability may be demonstrated by submitting a current(audited, if available) financial statement of the proposing entity which includes a balance sheet,a three-year statement of past income,and a projected one- year income statement for the current fiscal year for the Proposer (and its parent entity if it is a subsidiary). If the proposing entity is to be created specifically for the intended project or if the proposing entity is less than three years old, then each partner or stockholder must submit its own financial statement as described above. Tax returns may be substituted for financial statements. Information regarding any legal or administrative actions,past or pending,that might impact the capacity of the proposer (or its principals or affiliates) to complete the project must be disclosed. Disclosure of any bankruptcies by any of the above or related entities during the past ten years must be made with the RFP/RFQ. Financial information should be submitted in a separate, sealed envelope or package and marked `confidential.' Financial information will be accepted only from the proposing entity. 14.The Proposer must submit a Marketing Plan which will indicate how the units will be sold, strategies of outreach to the end users and community,proposed recommended sale price ranges that are supported by the finance plan and proforma, and the project's proposed absorption rate. 15.An acknowledgement letter attesting that the Proposer has read and understands all procedures of this RFP/RFQ (see Attachment"D"). 16.A promotional PowerPoint presentation of the Proposal, consisting of 10 to 15 slides. 17. A list of all civil and criminal legal actions in which each Proposer entity (and its parent entity if it is a subsidiary) is currently a named party or was a named party in the past four (4) years, providing the case number,case description,the state of jurisdiction,and disposition of each case. Proposer(s) may include any additional relevant information. 18. All other requirements contained in this RFP/RFQ including all attachments that request a response or information from the Proposer. J. RFP f RFQ Submission Evaluation &Selection Process The BBCRA Board and staff will review each Proposal and make a determination as to whether each Proposal meets the minimum requirements contained in this RFP/RFQ document. In addition to 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 7 of 36 meeting the minimum requirements of the RFP/RFQ, the BBCRA Board and staff will evaluate each Proposal based on the information provided and on the following criteria: • Experience in completing comparable development projects within markets similar to the project area. • Experience in development of affordable and/or market rate single or multi-family fee simple developments. • Project's adherence to the goals and objectives of the RFP/RFQ and referenced BBCRA planning documents, adherence to items listed in Paragraph F, "Architectural and Design Considerations,"and Paragraph H, "Proposal Requirements for Project Site Plan," resident amenities, and public benefits. • Proposed financial terms, purchase price, development and operating pro forma. • Proposed plan or program to use local contractors, sub-contractors and residents in the project. In addition to a presentation to the BBCRA Board, the Proposers may be asked to present their Proposals before the BBCRA Advisory Board at their regular meeting. The BBCRA Advisory Board acts as a recommendation body to the BBCRA Board. The three highest ranking proposers will also present their PowerPoint slide presentation before the Board of the BBCRA at their regularly scheduled meeting in the City Commission Chambers at City Hall located at 100 E. Boynton Beach Boulevard. At the conclusion of the public presentations,the BBCRA Board may select a successful Proposer and authorize negotiation of a Purchase and Development Agreement for the land and project completion. Any resulting agreement must be in a form approved of by the BBCRA Board and BBCRA Board Attorney. In the event the terms and conditions of an agreement cannot be mutually agreed upon within ninety (90) days of the Board's selection of the Proposer, either party shall have the right to terminate the negotiations. Once the BBCRA formally issues an offer of agreement, if the successful Proposer fails to return an executed agreement within 30 days of receipt, the CRA may terminate negotiations or withdraw its offer of agreement. Upon termination of negotiations or withdrawal of an offer of agreement, the BBCRA shall have the right to commence negotiations with another Proposer, issue a new RFP/RFQ for the development site, elect not terminate the project, or take any other action with no further obligation to the Proposer. It is expected that there will be no communication with parties other than those specifically noted herein and such communication will be for clarification regarding procedures and objectives specified within the RFP/RFQ document. The BBCRA prohibits communication to or with any BBCRA Board Member, Advisory Board Member, officer, or employee during the submission process. Communication with any parties for any purposes other than those expressly described herein may cause an individual or firm to be disqualified immediately from participating in the development proposal or selection process.All questions or inquiries should be directed via email to Michael Simon, BBCRA Executive Director at simonm@bbfl.us. It will be necessary for responding parties to comply fully with the general terms and conditions outlined in this document if they are to be considered. 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 8 of 36 K. Anticipated Schedule and Sequence of Events The BBCRA has established a tentative schedule for proposal submission and selection of the successful Proposer(s). The BBCRA however, reserves the right to amend milestone dates. L. Tentative Schedule of Events Issue Date: May 14, 2018 Request for Information Deadline: July 6, 2018, 10:00 a.m., BBCRA Office Submittal Deadline: July 17, 2018,by 2:00 p.m., BBCRA Office Presentation to the BBCRA Advisory Board*: August 2, 2018 at 6:30 p.m., City Hall Presentation to BBCRA Board*: August 14, 2018 at 6:30 p.m., City Hall Purchase &Development Agreement to BBCRA Board: September 2018 at 6:30 p.m., City Hall (*Note:Dates above subject to change-registered interested parties will be notified by email of changes, if any) M. Documents Available For Review The following planning and site documents are included in this RFP/RFQ, are available in electronic format, and may be retrieved from the BBCRA's website at: http://catchboynton.com/index.php?option=com k2&view=item&layout=item&id=761&Itemid=586 • Geo-technical Report • Project Site Survey • 2016 BBCRA Redevelopment Plan • The Downtown Vision and Master Plan N. RFP f RFQ Additional Submission Criteria The failure to strictly meet the submittal deadline or the failure to include any required element of the submission criteria will result in the submittal being deemed incomplete and maybe rejected and returned at the sole discretion of the BBCRA. Any question regarding whether a submittal has been submitted timely shall be resolved by reference to the time kept at the BBCRA office. 0. Number of Copies In total, one (1) bound and tabbed original Proposal document should be submitted with a title page listing the name of the RFP/RFQ and the submitting Proposer and one (1) unbound but clipped copies of the Proposal. In addition, one (1) digital copy of the complete Proposal in PDF format on CD/DVD or thumb drive must be submitted. Facsimile or emailed copies of the Proposal will not be accepted. Proposals shall be clearly marked on the outside of the envelope or delivery box container as follows: Request for Developer Qualifications and Proposals Cottage istric fill Housing Redevelopment Project 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 9 of 36 Issue ate: May 14, 2018 Submittal Deadline: July 17, 2 018, no later than 2:00 p.m. P. Contacts All correspondence and requests for information regarding the RFP/RFQ should be directed to: Michael Simon, Executive Director Boynton Beach Community Redevelopment Agency 710 N. Federal Highway Boynton Beach, Florida 33435 Phone: (561) 600-9091 Fax: (561) 737-3258 Email: Simon @bbfl.us Q. Answers to Questions Proposers are required to restrict all contact, questions and requests for clarifications regarding this RFP/RFQ to the named individual(s) listed above. All such requests must be submitted in writing via email and may be submitted at any time but no later than 5:00 p.m., on July 6, 2018. All answers to questions,clarifications,and interpretations will be issued in the form of addenda. Oral explanations, information, and instructions shall not be considered binding on the BBCRA. All Proposers are encouraged to independently verify the accuracy of any information provided. Neither the BBCRA nor any of its agents or employees shall be responsible for the accuracy of any oral information provided to any Proposer, or to any assumptions made by Proposer. Written responses to all written questions submitted shall be maintained by in the BBCRA RFP/RFQ file. R. Registration and Addenda All interested parties must register their name, address, telephone number and e-mail address with Michael Simon, Executive Director, at Simon@bbfl.us, in order to receive any changes, additions, addendums or other notices concerning this project.All addenda issued before the Proposals are due are part of this RFP/RFQ and must be acknowledged as part of the Proposal. S. Limitations on Communications - Cone of Silence f No Lobbying As to any matter relating to this RFP/RFQ, any Proposer, consultant, or anyone representing a Proposer is advised that they are prohibited from contacting or lobbying the BBCRA Board, BBCRA Advisory Board, BBCRA staff, or any other person working on behalf of the BBCRA on any matter related to or involved with this RFP/RFQ. For purposes of clarification, a Proposer's representatives shall include, but not be limited to,the proposer's employees, partners, attorneys, officers, directors, consultants, lobbyists, or any actual or potential subcontractor or consultant of the Proposer. All inquiries after the Pre-Submission meeting must be in writing and directed to the BBCRA as indicated in the paragraph above.Any violation of this condition may result in rejection and/or disqualification of the Proposer's response. This "Cone of Silence/No Lobbying" is in effect from the date of publication of the RFP/RFQ and shall terminate at the time the BBCRA Board selects a Developer, rejects all proposals, or otherwise takes action which ends the solicitation process. 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 10 of 36 T. Non-Discrimination The selected Proposer, agree that no person shall on the ground of race, color, disability, national origin, religion, age, familial status, sex, or sexual orientation be subjected to discrimination in connection with this RFP/RFQ and any resulting agreement or project. U. Protests Any and all decisions by the BBCRA Board to modify the schedule described herein, requests for additional information, reject insufficient or unclear proposals, formulate an objective point system for review, rate and rank proposals, negotiate agreements, abandon negotiations, approve agreements, etc., shall be at the BBCRA's sole discretion and no protests whatsoever shall be considered by the BBCRA Board. Submittal of a Proposal in response to this RFP/RFQ constitutes acceptance of this policy. V. Formation of Contract The existence of a contractual relationship between the parties is contingent upon the terms and conditions of the contract (also referred to in the RFP/RFQ as an agreement) being negotiated to the satisfaction of both parties and the execution of said contract by both parties. Unless otherwise agreed upon, the contract documents shall include, but not be limited to, terms and conditions substantially similar to those contained in this RFP/RFQ, the submitted proposal inclusive of qualifications and the negotiated services as agreed by both parties.Any contract or agreement must be in a form approved of by the BBCRA Board and BBCRA Board Attorney W. Right to Withdraw The BBCRA specifically reserves the right to refrain from awarding a contract for the sale of any or all of the subject property to any persons and to withdraw from the process and/or negotiations at any time at its sole and absolute discretion. The BBCRA reserves the right to enter into a contract with any of the Proposers on the basis of the impact on redevelopment by the proposed project at the BBCRA's sole and absolute discretion and not necessarily to the Proposer offering the highest purchase price. The BBCRA expressly reserves the right to obtain economic feasibility studies or third party evaluation with regard to any part of the subject proposals. Y. Deed Restriction and Homeowners and Property Owners Associations The BBCRA may require a deed restriction on the use of the properties as fee-simple residential development to preserve the home ownership opportunities in the neighborhood and/or require the establishment of a Homeowners or Property Owners Association. Z. Permits.Taxes and Licenses Proposer shall obtain, at its own expense, all necessary permits, pay all licenses, fees and taxes, required to comply with all local ordinances, state,and federal laws, rules and regulations applicable to the business to be carried on under the contract. 00980203-1LLW,05.14.18 RFP/Q BBCRA Page It of 36 AA. Public Records The BBCRA is public agency subject to Chapter 119, Florida Statutes. The successful Proposer shall comply with Florida's Public Records Law. Specifically, the successful Proposer shall: • Keep and maintain public records that ordinarily and necessarily would be required by the BBCRA in order to perform the service; • Provide the public with access to such public records on the same terms and conditions that the BBCRA 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; • Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and • Meet all requirements for retaining public records and transfer to the BBCRA,at no cost,all public records in possession of the Proposer 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 BBCRA in a format that is compatible with the information technology systems of the BBCRA. • IF PROPOSER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO PROPOSER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS RFP/RFQ, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 710 North Federal Highway, Boynton Beach, Florida 33435, Boynton BeachCRA@bbfleas. BB. Public Entity Crimes Statement A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit Proposals,bids or qualifications (as applicable), in response to a solicitation for said products/services in support of a public entity,and may not submit qualifications, a proposal or bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact businesses with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. CC. Drug Free Workplace Certification In accordance with Section 287.087, Florida Statute, preference shall be given to Proposer(s) with drug free work programs. Whenever two (2) or more Proposals, which are equal with respect to price, quality and service, are received by the BBCRA or by any political subdivision for the procurement of commodities or contractual services, a Proposal received from a business that certifies that it has implemented a drug-free workplace program shall be given preference in the award process. In order to receive such preference, the Proposer shall complete and submit with its Proposal the attached certification,Attachment"M," Drug Free Workplace Certification. "This establishes the end of the main document" 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 12 of 36 ATTACHMENT "A" PROJECT SITE LOCATION MAP ,� ti���1 41J,�• rir e� z, � � 4.1 cz 4.1 7n�t� f r r s. i w � N cn w 4.14J ` Q Or p 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 13 of 36 A F II 'fid,\r yy rt3i�"4ElYlStiSlfi� „ \ r �I 'w i ko m : m L - C7 : r� c� 4�1 f� Y� ar t�y x 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 14 of 36 ATTACHMENT "B" PROPERTY INFORMATION BBCRA COTTAGE DISTRICT PROJECT: Property Identification Table Street Property Structure or Legal Status Parcel ID # Address Lot? 101 NE 5th Vacant 21-45-43,ELY Privately Owned by Portion of PCN #08-43- Avenue 108.9 ft of WLY Blanche Girtman 45-21-00-000-5010 158.9 ft of S 160 ft of N 185 ft & ELY 108.61 ft of WLY 158.61 ft. of SLY 82.93 ft 114 NE 5th Vacant Lot 1, Blk 1, Owned by BBCRA 08-43-45-21-28-001-0010 Avenue Sunny Side Ests 118 NE 5th Vacant Portions of Lots Owned by BBCRA 08-43-45-21-28-001-0020 Avenue 2 &3, Blk 1, Sunny Side Ests. 122 NE 5th Vacant Portions of Lots Owned by BBCRA 08-43-45-21-28-001-0031 Avenue 3 &4, Blk 1, Sunny Side Ests. 136 NE 5th Vacant Portions of Lots Owned by BBCRA 08-43-45-21-28-001-0041 Avenue 4, 5 &6, Blk 1, Sunny Side Ests 140 NE 5th Vacant Portions of Lost Owned by BBCRA 08-43-45-21-28-001-0061 Avenue 6 &7, Blk 1, Sunny Side Ests 144 NE 5th Vacant Portions of Lots Owned by BBCRA 08-43-45-21-28-001-0071 Avenue 7 &8, Blk 1, Sunny Side Ests 517 NE 1st Street Vacant N 100 Ft. of Lot Owned by BBCRA 08-43-45-21-29-003-0011 1, Blk 3, Shepard Addition to Boynton 515 NE 1st Street Residential N 60 Ft. of S. Privately Owned by 08-43-45-21-29-003-0013 Structure- 200 Ft of Lot 1, Vonerick Capital demolition Blk 3, Shepard Partners, LLC Addition to Boynton 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 15 of 36 511 NE 1st Vacant Portions of Lot Owned by BBCRA 08-43-45-21-29-003-0012 Avenue 1, Blk 3, (Property shepard Add Appraiser has it as 511 NE 1st Street) 145 NE 4th Ave Residential Shepard Add S Privately Owned by 08-43-45-21-29-003-0014 Structure- 75 ft. or Lot 1, Community Caring demolition Blk 3 Center xxx NE 4th Vacant Lots Lot 2 and the Owned byBB CRA 08-43-45-21-29-003- Avenue NE 1/4 of Lot 3, 0032, 08-43-45-21-29- Block 3, 003-0020 Shepard Addition to Boynton 133 NE 4th Ave Residential Shepard Add SE Privately Owned by 08-43-45-21-29-003-0031 Structure- 1/4 of Lot 3, B I k Jean B &Jean O demolition 3 Francois 127 NE 4th Vacant Portions of Lot Owned by BBCRA 08-43-45-21-29-003-0034 Avenue 3, Blk 3, Shepard Add 121 NE 4th Vacant W 75' of Lot Owned by BBCRA 08-43-45-21-29-003-0041 Avenue 4/1-ess N 1407 Blk 3 Shepard Add xxx NE 4th Ave Vacant Portions of Lots Owned by BBCRA 08-43-45-21-29-003-0033 3, 4, &5, Blk 3, Shepard Add 115 NE 4th Residential E 50 ft of S 100 Privately Owned by 08-43-45-21-29-003-0052 Avenue Structure- ft of Lot 5, Blk 3 Valrie McIntosh demolition Shepard Add Brown 105 NE 4th Vacant Portions of Lot Owned by BBCRA 08-43-45-21-29-003-0051 Avenue 5, Blk 3, Shepard Add 103 NE 4th Vacant Portion of Lot 8, Owned by BBCRA 08-43-45-21-29-003-0081 Avenue Blk 3, Shepard Add 508 N. Seacrest Vacant Portions of Lots Owned by BBCRA 08-43-45-21-29-003-0071 Blvd. 7 &8, Blk 3, Shepard Add 512 N. Seacrest Residential N 175 ft of W Privately Owned by 08-43-45-21-29-003-0054 Blvd. Structure 20 ft of Lot 5 & 500 Ocean Lot6& N 75 ft Properties, LLC of Lot 7; B I k 3, Shepard Add 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 16 of 36 PROJECT SITE SURVEY (0 d 1 T — — 'l _ i i H � hg a ens .Z6 6t M,9Z.ZC.ION �� II �m + r _ w a m y 1 x t, 6s,66 M.9ZZ¢l9N _ 1 - e L r o £Nc � R 5Na „ fE a-� M„SL 1f.19N I 1 11 ' y C-1 - - x _ giJtl/�1f109153i1�b'3S �11 n w CS d _ C R 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 17 of 36 ATTACHMENT "C" PROPOSER(S) INFORMATION Name: Street Address: Mailing Address (if different): City, State, Zip: Telephone No. : Fax No: Email Address of Contact Person: Ownership Status - Is the company currently for sale or involved in any transaction to expand or to be acquired by another business entity? If yes,please explain the impact to the organization and management efforts. Age of Organization—In continuous business since: Leadership - List Corporate Officers, Principals, Partners or owners of your Organization with titles and addresses. If a publically held company, list Chairman of the Board, CEO, and President: Federal Identification No.: State of Incorporation & Registration No.: If not a corporation, explain your status: 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 18 of 36 ATTACHMENT "D" ACKNOWLEDGMENT LETTER PROPOSERS SHALL INCORPORATE THIS ACKNOWLEDGEMENT LETTER IN THEIR SUBMITTAL PACKAGE ********************************************************************************** Re: Boynton Beach Community Redevelopment Agency Cottage District Infill Housing Redevelopment Project, Request for Proposal/Request for Qualifications (RFP/RFQ) dated May. 2018 To Whom It May Concern: The undersigned has read the Boynton Beach CRA (BBCRA) Request for Proposal/Request for Qualifications (RFP/RFQ) for the Cottage District Infill Housing Redevelopment Project dated May 2018. On behalf of our proposal team,we agree to and accept the terms, specific limitations, and conditions expressed therein. We have read, rely upon, acknowledge and accept the BBCRA's disclosure and disclaimer, which is fully incorporated by reference into this letter, and certify that all of the requirements as described in the RFP/RFQ are enclosed. Sincerely, Name of Proposer Print Name and Title Authorized Signature (Must be able to legally bind the Proposer) Date 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 19 of 36 ATTACHMENT "E" AUTHORIZATION TO PERFORM CREDIT CHECK For Principal f Owner: (Please use a separate form for each principal/owner) The Proposer hereby consents to and authorizes the Boynton Beach Community Redevelopment Agency's ("BBCRA") investigation into the credit worthiness of the Proposer. Such consent and authorization is given with respect to any and all persons who may conduct an investigation of the Proposer's credit worthiness on behalf of the BBCRA, including independent contractors and credit agencies retained by the BBCRA for such purpose. Any information provided to the CRA is a public record subject to the provisions of Ch. 119 F.S. Proposer grants such consent and authorization to the BBCRA for the period commencing as of the date of this authorization and terminating at the time a Proposal is selected by the BBCRA Board. This Proposer hereby waives any and all claims,past present or future,which the Proposer may have against the BBCRA by reason of any credit investigation made pursuant to Proposer's consent and authorization herein given to the BBCRA. An authorization to Perform Credit Check will need to be completed by each Principal/Owner and by the Business. Principal/Owner Name: Date of Birth: Current Home Address: Previous Home Address: Email: Phone #: Signature: Date: 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 20 of 36 ATTACHMENT 7" AUTHORIZATION TO PERFORM CREDIT CHECK For Business: The Proposer hereby consents to and authorizes the Boynton Beach Community Redevelopment Agency's ("BBCRA") investigation into the credit worthiness of the Proposer. Such consent and authorization is given with respect to any and all persons who may conduct an investigation of the Proposer's credit worthiness on behalf of the BBCRA, including independent contractors and credit agencies retained by the BBCRA for such purpose. Any information provided to the BBCRA is a public record subject to the provisions of Ch. 119 F.S. Proposer grants such consent and authorization to the BBCRA for the period commencing as of the date of this authorization and terminating at the time a Proposal is selected by the BBCRA Board. This Proposer hereby waives any and all claims,past present or future,which the Proposer may have against the BBCRA by reason of any credit investigation made pursuant to Proposer's consent and authorization herein given to the BBCRA. An authorization to Perform Credit Check will need to be completed by each Principal/Owner and by the Business. Business Name (D/B/A if applicable): Current Business Address: Federal Tax ID# State of Incorporation: Phone #l: Fax#: Signature: Date: Title: 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 21 of 36 ATTACHMENT "G" AUTHORIZATION FOR RELEASE OF INFORMATION To whom it may concern: The undersigned hereby authorizes you to release to the Boynton Beach Community Redevelopment Agency (BBCRA) of the City of Boynton Beach any information in your possession regarding the undersigned either of a professional credit or personal nature including the statement of your opinions with regard to the undersigned's professional credit and personal character. By: STATE OF FLORIDA COUNTY OF PALM BEACH THE FOREGOING INSTRUMENT was acknowledged before me this day of . 2018,by who is personally known to me or who has respectively produced as identification and did not take an oath. Notary Public: Print Name: Commission No: (Seal) My Commission Expires: Name: Home Address: Home Telephone Number: Business Telephone Number: Fax Number: Date of Birth: Professional License Number: 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 22 of 36 ATTACHMENT "H" LOCAL HISTORIC ARCHITECTURAL EXAMPLES t-x 3 } skksF�t�„1 4$1 o � r s: � fuf '£tb ' §Ki 1, i 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 23 of 36 ATTACHMENT "I" DESIGN CRITERIA Minimum design guidelines A. Unit Size (1,200-1,600 s.f., 3 bedroom/2 bath) B. Unit amenities (1 car garage minimum, front porch minimum, French doors instead of sliding glass) C. Type of Construction (CBS, Insulated Concrete Forms, etc.) D. Energy Efficiency and Green Building(see Attachment"K") E. Streetscape (landscaping, building mass/scale - alternating one or two-story preferred, identical building elevation not permitted adjacent to or directly in front of the same elevation to avoid a repetitious pattern or duplication of the same elevation or color scheme within close proximity of one another) F. Other unique and creative site design elements that would support the urban lifestyle of the neighborhood (e.g. pedestrian scale, neighborhood amenities, trellises, arbors, shared driveways, motor courts, etc.) G. Other unique and creative architectural elements that would enhance the character of the homes (e.g.multi-paned windows,front porches, decorative vents,proportioned fenestration, dormers, durable exterior finishes, shutters, recesses and projects, etc.) 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 24 of 36 ATTACHMENT "J" SAMPLE ELEVATIONS Oj T w. ' u II` _ F } _ r i , d � 7, I .�.,,. 4�1����r �t �(15,5 1 d - � - x..•va....._ �.r«....o..��,r,vw.w•..m wwwmrn.m�.--mwsw ...�•..,.,w„�.:. ,....,�.,,, t.. r...n..r,n. a I '41 �� r. � � "� fir„ � � ��E �: •� -�,�s'' ti - Eff � � I k 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 25 of 36 EXHIBIT I (Cont.) Alternative Carport Options and Urban Neighborhood Site Plan Concepts t. I I d4ry v 1 I � w � . €p�€i Ep �7 I t' II ¶��'R'11 il�� �ltl I 71lll!I� W graphics below by Looney Ricks Kiss Architects,Inc. SITE PLANNING ELEMENTS FRONT LOADED Streetscape a, Buildings define the atseetacape throuuse o gh the f ge It­­.ts m°na °n setbacks. the characar of the atreemmpe w.11 also be reinforced by S nkwny ,"D ell 4 esrm' >`'� r� _ totre� pxoJec g pox reee s do ehea,shade t and ocher vertical elements,such a tl Ik € > d�ysrreere garden—11.hedges o appropxiafi feing,which define f—t yards ur cry errs re d g Ik a°cel `,,� i� esrea and street edges n g ­.d.p­­.° °nee en tlngt � � It � suria»orz—raa.n should the docbl s a 4. otlaress tnepY^e� H,w]diaga wilt he®md inwards sad relate m rhe sires C-,-d ,rnntnge nn e -vkrple ft­v.arrea address all frontages,mth the-a nttp ocbea to �.---- -----� G g d orulocaletl nk rrmaxp eveet or spa located along Thep publre ce.eachb 'Idrng witlhave rh °rner �j meOaee°meo-°nt ! .'r .. awalkway canneonon6etcxea the fivat eatrame and the'u- menW°m° ­ g—g. €` of aolf nt cyltl Paving I € - ft - I, aaspedrea. g A4 paving m--1,fox Cxent walks and drieeuaps,mcludmg toned '0 sd doe; a,n n Hyl. - _ ox colored concrete ox rru�rap pavers,shall compliment the primazp nth yh a Newsy mof thestNncre ar stsueture and be oompavble with the overall sues pe mm°a ee mmay 4 ragewm e prhouse n emy mg aor hs Utility/Equip—.t t 'r pp p msec mrtng Elemrml dg td' dPC mm alis ux>obeeu�vel ' '� Must at sf Cure style tloors mtlb ,! tp pre�or p� € e _ located d xi fin p hlio vihp Undeoatnguor aanpmptut c dla9 ens '"� aPM, fenemg.T k o nd"durtlore 4be sexes d 'dll dacaprry " e i '.e `'�„w - r i ,r n..ev,. m minmr,ce�aual impact walk or�breer euoy.) Refuse(Sto ge DEAR LOADED defuse-,nm--d piles,etc,will he scored within an enclosed wxage area,appropm.lp fenced,and walled ox screened from public , � ivory screen ossa vrewbq landscaping. pr �I.Nree F��. —i a f Is koo eop d :, -_ te Clear SightT iwo ° re - i ry ewn_ M nes. On ccrrrer lots faang or more s[reem,no arsuttuxe rh ontl not P re IY I. k d m way at 9 IIs obsaucting object,including landscaping,shall be pia d lughe d, ^ 'rt, h.dt 1 36'at me�enaglomlav ers andallcye aor shall anpohj high rh saeenei ^the horse 11P5 'f3l ` g�°naPt°n° e 30'he placed elaetndleaxe wirhm the er viangle.The ng n 6 y eereenrs °° -' shall be krmed by me ring 25'along each curb line from rhe por tof aarlred ca ­d > trees ne g cnrnge d._nr et 1 inrexeeenng curb tines and coma? g such P-.to fox-a t gle. _ ( bock. mumsof _ y.t� goroges of r 5fed frcm the reo m°coletll 8 feet 7 one r gM°I e " m n°le at Other Site La es �� aySGINroye tl rd l °k Antexm sad pplap equ p-enc shall be looaad ou of public ew sad orae rtylne t � �mor° I tgls m st heaapp d Po Is,spas,avd acceaeorq srrvoturee wrll rzvmh or tl nim d ompliment rhe home design and�eta4ing and must be approved.h4o nnn °sins e m(rvore a° a °° a Y pxe8abrrcamd storage bu4dmga a allowed Samllire dishes shall 6e pr-- the rear Serb�° t located in]esa a nepicuoua locarona. -- xj 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 26 of 36 graphics below by Looney Ricks Kiss Architects,Inc. d t r s�lprrt/ �tA - �£ SPECIAL CONDITION LOTS&HOMES }} sirs Sp ..I Condition Homes are typically boated at et...t and lane '� t t aear.na at he end of a street inmraera.n or view mnid.r an w i£ "( } d hatdefinea common bli.outdo.. 1 1' I gair�eta aveete get property ox pu pw.Spe-1c.ndm.n Homes andall otherh.meswhere rhempr.p.aed —p—'. have a ase mpact'pon the oharac r of the �' � -� - — _ � t t oo urvry will r ane rr�nr inrenarve Il ap eta f NI ��.LW The PoFowing axe examples of Speoral Condimn Home mndinona C-Lome Ir a " Jr \ � _ Cmmr and MtAliple Pmnlage - 6 i Homes on tom wdt two or more famdea visibly exposed[.the sweet ox Hom®oa cam�lasw rn mclr pie ironrug® arul names-, enols and deto'Ing nupproprm u rregu err o. n.peaspaoewill be designed specifimllgmresp.rtdmrhese Ilitxra>oa uefromthefro oorhe sidelocude uppropnotely loan ondolockdoppmpriore d�oiling toil to oddr�s pro�nntloea a.These homeavnll leve appr.pria sing and/or dd b n theaecunde^/sir�t fucude rhnx axchirectwal vearmenv on a11pu61rclpv�sihle facades aAllexposed A" fa des w.ll be treatsl wide the same aschimon.cal quaLry and detad. r t tJf I�4 t (`7i iii A 01 , Homes Ter-uw,.9aus V ,� � £� `� " �" � omen.a l.m l.camd err rhe reanmam of view c..rid.. visas ox A � d®i ppmpsvm gn —ideratl.na W11 be required in termer of their budding f—and rehrrectvral veatmentm enhanoeand empkaaize these focal porn.. Hnmea DdhAng Public Amar Homes on lo.adjacent to a atxeetedge defining common pxoperry or a public outdo..spade must be deswned with porches,masang and Otho elements that respond m both rhe serest and the public space. Homes that ren.--iexs. Sire onernotion and banding torm sphoize theovs- nopprcpriaesiteoH—ti—o nd building tone does or tocol point d this sire—pe and opprcpnofdy nd ocknwledge the tocol p—on thio etreetecope o nd eth tolem o ppmpnoielyt—vote the A. Sr:= fffff3Si)fllitS,fgtiY4 i' 1 )Jrr is 1£ �i�i I I ��' � _ �dS. 1 fi£�•t' is sJ},, ,' SS, - - _ Homs.th of d4inethedre9 edge and ore lorded odjo- Homes i".'ii a3 trent on the p.dicopmepoce Homes that f.m th.d—1eareortothep�blic cmtto.public opal spore cl®dy dining it and cresting on utrrucnve outdoes space oHa no added wluem rhisoreo. GARAGE DESIGN AND SMNG A va.ietq M garage and ps.king amara —win be—Adored in a }S1 i,3. t 1 j ) ��-� '' ..der m areata more o�mlly�arearng aaeea and alleys. � -- � � �. j { Front nnaq�Side Gaeagea f The massing and scale of the garage meat mt compete with or r res i �S TmS 1 �t1�y f'1�1 d '�'� � �� 6e lomad m the rear o1 the lot'[he aiavg of a Barge on a comae Int � - i _,� quires addid.nalc.nardemtion Fmntenayg ragesmrxtherea.ed amn�—.f7behind fl.h.ntfaw.ffl h—.Upl.40%.fall �s� �1�l Ohl 11�'�t` `�q �a� � ' e.nc>oadea h�a;a a work win t�pe��aa.ae>o,a a,e recess, 1 } lit t d/gypmoeidad m moa than t—adj—t mincer have dAi c.nditnn and inttnnm"b—bdw,dampetre—mmill—don e5.10, a&q—tA7 Ad—d.public realm.Th—car,front softy pi.ages are p—itted..h with—dd approval.Goings f..,design and detrilinb moat be ahnnar in q—ht4 m 9re p i—v facade elamenta C _ .E the bmllmg.If a gamse res--d ft rhe rea..E the It behind MEN —io 6ody of Are 6rdHrvg,thio mgnimmentmay 1 e waived.Side P �k entry gamgea on inarior Iota are per itad,provided the fain of Am side entxq gage dpora are set back a mmimmn of 25'Emm Am aide l.tline.Acceptable f..ms of frontloaded tomes include: RF s�n •,P '� � � � � t y t y � ;�, °� Y � tin is }?; iji, >S}}±sf \SSU£j jtlti il`{F 41 ttt4S�'t(1'1�����1��{4 �J I ��t II { t ����5��������p r 5��: �, +Ijf�rt � () � { _���������`��}£u}t1_{{e" .£ � .".,eyV ,. ..ori$ •; 7 7im ' A lq � hPi: i rWar��a ��coaa o�rea `wa T the extent posarbte,from loaded driveways shall be a rruximum of 9 mdth b--the aaeet.urb and th,1.t hoe.Novell dvrveua p a,between the curb lme and the attest edge of the atdeualk,must be ooncrem. Sldawalka must also be wm,em in then entlrety'Inc ri � _, _ � �,,,� and..mall drive:wa 6e o.namuomd oP brtumirrous paving,unless an alcexnanve is approved u z — i Aney Garages i� jos, r i Gmewapac— pxtma.y.r aide A--nut alloc.ed fi.ml.tsabumng 1 t ,, ,,,a atlep.Garage Porma,design and detailing moor compliment,albeit -"' i� " (t� a aimplded fashion,rhe p.imary facade elemen..f the buddmg Tb .. ,r\,.t `.Y" >�h'n\\N&tt::�- rhe eaantpos®61e,garages shou]d 6e usedm.loos doc:m aneq openings and Lmitviews fiompublw—.and spaces. 00980203-ILLW,05.14.18 RFP/Q BBCRA Page 27 of 36 graphics below by Looney Ricks Kiss Architects,Inc. s �..�..�.. .. .�... ..�..1< C GE ousE LoT/3S' 2 Au Alley 0 � The Caxrtage House ie a arrtalt devched eiiwlefamdp lot type that is eeseanally a—house unit with a ode courtyardn—homes w.11 be aituamd clo,m the sneer and will be 1 st 1=density areas in bmteen bigger lore Th—,1..dd ben th of theme m a ltpd-gPlpaq,,,eM Ared 1 hlookfacade.Agardenwall hea�earl,e huild gwHldli as tk,e arrear edge and provide privacy m the aide—,7,,d,.Thep 'll be designed _ b m look like a Carriage 14— G...g, ous=Garage and Drrveunp Configuranon:Fronoloaded. ffI Yaid/Landscape Fattcrna Front garden green wall.F F9 deAree T den Bn9k Realttieamenre 1 P Minimum Lot Width.35',ao wxnex lots VdEMM 6isl Odilil .W Mmimum LotDepth:170' FrontFacade Area(Eneroaehtnent).5' z.,e.,wane,>ne la er,ede,g rva�me^r F_Setback:29' Side Setback.10' Fra,Setback 5'minimum rF a lii`IjP sneer ae,nron ;`•'� 9 i a Allry ( k Allen Fa d PATdo LOT 35 Pa 9 GPI ,..Are'. A The Fano Lot homes are—g the small detached amglefamrlp lot E f tt types_Thcq are es�nnallp roumhous nrcs w.rhaeero lotline along one property line and a aide coum.,d on tla th T1s homes will be erttutd olose m the sneer and-11 be 1.—dd real and naedm �o� Cc.>�wd Loat�Arm 1 k4 I Cram—tepubl�o spaces Agaiden call betwe he6 )d gswill delineate 1 dj _ the t edge and provide p=,7p m the aide counyaixl,. iN r f m III II ".4-1— j � r '[- Paeteeniitg dd ri f�bf{ 9 �` ara e an '"T � tid Hxive;aa Confi oration. IZEarAoaded. 31 � �I I� I j n Fe^reawau I'" 14� � Yard/LanderapeF a�na.Front�xd�wdll. Corner Porsn _ Bulk Rc9uirx — Mmn mum Lot Width.35';50'on corner lore Ii 11 )"amt rLll� L1 - tD$.r.r•'e'F Minimum Lot Depd, 17A' Zonis wenn ria Inr ssrdng Flocern-ry Front Facade Area(.nemachment).10' Front Setback 15' Side Setback:0'with no op—p,10',or 15'on corner lom Fear Setback.5'minimum,w'maximum Pf if aYg,. f h L <, II 14 - l3 •t 'Rf1I ` a 7iS i 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 28 of 36 graphics below by Looney Ricks Kiss Architects,Inc. 3 Front Loaded PAIRED VILLA Lar/35-45' Pl° I!{1 m 1 7'Fie Pairal Villas axegrouped inpairem fnaaeingle buiklmg.Each unit I i�) has iffi own>ot widt a shared 11 ala the center line. A lyi���` Y y �I� Para um ng property G 9 plsner{,t ! � +� I�rcnek�-2 A�i I � y`3 k�l} [ � 11 Garage and Duwtuap Configvtavon-Pmnt-loaded,rear-loaded. r F Y �.:. �.-,s.«-� 5 6,_ Bum Regtieemenffi Minimum Lot Width 35,45',,mrner 1— t 9 ota,t9 1(i'1::" r.`imve,,,a11??d:>u,'.y-d Minimum Lot Depth:170' Front Faoad Ax 11--1-1).10' Rear Loaded Alley Alley Front Seth k 25 Std,Setbaek:0',-10-20'on corner Iota T I PJ*s p d It �4 Rear Setback RearIoaded 5'min a—ft,n[-loaded 20'—m PI c A 9!i I II Plo g g '! 1 l 7 I II iI A ;) l I I$$I l y I f1 —_ z„e.,wan,a rhe 1�1 waren,ear S>reel Elew>on h/vssig 7 a All GARDEN LOT 4®''5®' a I — S I ''` I� �h II � �I � � � T'he Garden Homes m thta mmmtua ll one or one and a half- + q � e hl I`ey k t +�} �' amxpatagle famlp homey Tnegneemodeledafterthebuagalowo— (AY� C l Sf. I of rhe 1920s,e3aexe homes have a ahaeed park.ag lot behind rhe main buffdinga.Stnce the 6ungatove are eitwted around a common green I¢g°rtyo,d PL q�g lo, 'i ( apace,alloftF�eae lo...y kvea fmntpomhaada-1m,ft—tpaxd I_ € ^re°i€6 i ,t i /knoe ssearment fb a unified murtpard design II— (I�I it --[II! I19PI enol 6I Feawall '�, I _ a,s Garage and Driv,uayC fig a n. Bear-loaded Comencer Porch --�- - }) Yaed/Laadsaape Patm Ft—garden or Isom,picket and metal m�,d 77� fencing BulkRequire — F um Min Lo[width 40',50'11 turner lora ie Zmes wehntin! Binding W°eemen! tm Minimum La[Depth:17A' Front Facade Area�nemachment).10' Front Setback 20' Side S,tback.5',10'on cornx Iota Bear Setback.5'minimum,At'— � . m stn et aewlAn — _ ,vp,,�s 00980203-1LLW,05.14.18 RFP/Q BBCRA Page 29 of 36 graphics below by Looney Ricks Kiss Architects,Inc. a e a ' COTTAGE LOT/5 0'-60' �m e C AG 5 r.+IP Ict n I i i - ,: These homes ha,e right aethacka foe a more intimare etrea®ape Fmnt ) i� eallz✓� � � � � �1 d P �fi panda ill heamixofUwn and fmntgaxdens hehlnd.H�ause ofrhe cloeer I 1, l I E �`;- proxirrexq m rhe atteey all ofthese homes should hate a Exonr porch. i I { i ,ui Id In9 (16 > y J ,, Patearuiug II .I I Pla�e„e�,I'I Ire � ` 9 �-s d � � Gaxage and Driveway ConCxgura[ion:AeanLoaded,Fmrtloaded. III n 'I n I:oI k1 I I Minimum Lot Width 50',cornea lots EO' Minimum Lt D,pth:17A' F rF deI J Y Come-Porch "� Front Facade Ar®():.nemachment):lo' ok 7A' F yam Frost Setha low.2o' TI Zones wehin rhe fa B�ld:�g Plxemenr Fort boded IReorlwded __ ti,}i} �i7"p`i41�y� . ��f,w i4 I 1 I I � � iIC�� Street eeVx..a 1 n�eaa,� i a f a anIL {q - i � i r tit i m i MOTOR COURT LOT 60'-70' 8 `l, ! ti „{,�r [r.rhe momeoovetloaG ur seFsora srng]ef'amilyhomes share a.ommon f ail r I d--Them—I.- fmm dz rnsnoe aoed�,�' f ft the lot.This.massa.—, din dae-.f the f urea foranice locaricm I I coorryam}��id rfy woe. I i ��� d Asa �. P%�n�+s .I (, 1, ,f L � _.. i 8. _. Garase andnmxwav Co�il'>�'uramn.fronrAoade�rear-loaded Yad/Izrdscape Farsr f­rxryad,hedging or Bader.mall i Bulk Rsau; _e Minimum Lor Width EO',7L)'—corr<er I— Ggroge Pl errt Arep MWonC urt II k i ocgn Mr,m—Lot Dead+. 170' g Fmnt Facade Area(Fncmachmenr).10' Fmmr 1-11-k.20' 1 6.de Sett.k D-lot 19 ��e LL I 6 id 9!'I MN - - 3 Zones n Me Lat 6�M�g Hocemertl l� 1� ia. y _ p \ I � Yu" .f. l. �c (7 ( � ,, 1l {�1 ,i✓ r sreers{e,ro>qr, �:zr,g 00980203-ILLW,05.14.18 RFP/Q BBCRA Page 30 of 36 ATTACHMENT "K" ENERGY EFFICIENCY CHECKLIST The respondent will ensure that, to the greatest extent possible, all construction within the proposed Cottage District development meets the following minimum standards. Through the execution of this Exhibit, the Proposer is certifying that the following elements checked below will be incorporated into their development plan. Energy-efficient Construction Techniques and Products ❑ Proper installation of insulation to ensure even temperatures throughout the house per FBC- Residential requirements ❑ Installation of high performance impact windows per Florida Building Code (FBC)-Residential requirements ❑ Installation of energy-efficient HVAC systems - Energy Star compliant ❑ Installation of new Energy Star compliant products including light fixtures, LED bulbs, ventilation and exhaust fans and appliances (refrigerators, dishwashers, and washer/dryer machines) Improved Indoor Environments ❑ Building envelope, duct systems and vents must be properly sealed to prevent cracks and holes ❑ Carpet, pads, and other surface materials and installation must comply with the Carpet and Rug Institute's Green Label Certification ❑ Utilization of only low Volatile Organic Carbon paints, finishes, and sealants ❑ Utilization of proper water vapor barrier and other applicable sealing methods to eliminate any possibility of mold ❑ Installation of programmable thermostats in all units Increased Water Efficiency ❑ Installation of low volume, non-spray irrigation system ❑ Incorporation of landscape practices recommended by the University of Florida's Florida Friendly Landscape Program (http://fvn.ifas.ufl.edu/) and compliance with the Landscape Regulations of the City of Boynton Beach. ❑ Installation of low flow toilets and sink faucets 1, (Proposer's Signature and Printed Name) certify that the items checked above will be incorporated into the development plan. 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 31 of 36 ATTACHMENT "L" PUBLIC ENTITY CRIMES STATEMENT A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not: submit a bid proposal, or reply on a contract to provide any goods or services to a public entity; submit a bid proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; submit bids proposals, or replies on leases of real property to a public entity; be awarded or perform work as a contractor, supplier, subcontractor or consultant under a contract with any public entity; or transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes, for CATEGORY TWO for a period of thirty-six(36) months from the date of being placed on the convicted vendor list. As the person authorized to sign the Statement, I certify that Bidder complies fully with the above requirements. Proposer's Signature Print Name Title Date 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 32 of 36 ATTACHMENT "M" CERTIFICATION OF DRUG FREE WORKPLACE PROGRAM I certify the firm of responding to this RFP/RFQ maintains a drug-free workplace program, and that the following conditions are met: (1) We publish a statement notifying employees that the unlawful manufacture, distribution, dispensing,possession,or use of a controlled substance is prohibited in the workplace;and specifying that actions will be taken against employees for violations of such programs. (2) We inform employees about the dangers of drug abuse in the workplace,the company's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. (3) We give each employee engaged in providing the commodities or contractual services included in this RFP/RFQ a copy of the statement specified in Subsection (1). (4) In the statement specified in Subsection (1), we notify the employee that, as a condition of working in the commodities or contractual services covered under this RFP/RFQ they will abide by the terms of the statement; and will notify the employer of any conviction of, or plea of guilty or nolo contendere to any violation of Chapter 893 or any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. (5) We impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, by any employee who is convicted. (6) We make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. Authorized Signature: Date Name &Title (typed) 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 33 of 36 ATTACHMENT "N" ADDENDA ACKNOWLEDGEMENT Receipt is hereby acknowledged of the following addenda to the The Boynton Beach Community Redevelopment Agency Request for Proposals and Developer Qualifications Cottage District Project Site By entering checking YES or NO in the space provided and indicating date received. No. 1 ❑ Yes ❑ No Date No. 2 ❑ Yes ❑ No Date No. 3 ❑ Yes ❑ No Date No. 4 ❑ Yes ❑ No Date No. 5 ❑ Yes ❑ No Date RFP/RFQ INFORMATION WAS OBTAINED FROM: ❑ BBCRA Website ❑ Newspaper Ad ❑ City Hall ❑ Other, please specify: Proposer's Signature Print Name Title Date 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 34 of 36 ATTACHMENT "0" PROPOSAL CHECKLIST This Checklist is provided as an abbreviated reference to Paragraph I, Proposal Submission Requirements. This checklist is NOT intended to replace the requirements of Paragraph I: 1. Provide a written general statement of the qualifications of the Proposer. 2. Provide a certificate of good standing from the Secretary of State of Florida and the state in which the corporation is headquartered, if not Florida. 3. Provide a copy of the commercial lease agreement, if any, or proof of property ownership at the location the Proposer is currently licensed to do business. 4. Provide a list of personnel that will be part of the proposed project's development or management team, along with their professional qualifications and a list of similar projects on which they have actively participated. S. Provide a written list of similar projects developed by the Proposer that were completed within the last five years, including photographs, addresses, date the projects were completed, and general project description. 6. Provide a detailed description of the proposed project,with text and graphics.This should include but not limited to a schematic site layout plan; proposed density, intensity, and height; parking locations; typical floor plans; and elevations, as well as the items listed in Paragraph F, "Architectural and Design Considerations,"and Paragraph H, "Proposal Requirements for Project Site Plan," of this RFP/RFQ document. 7. Provide a breakdown of the proposed total number of housing units and housing unit types (attached or detached), including number of bedrooms and bathrooms, and square footage for each unit type. 8. Provide both a development and operating pro forma. The development pro forma shall include and clearly identify the cost of land acquisition from the BBCRA along with any proposed funding assistance being requested of the BBCRA, if any. 9. If the project is proposed to use other project based subsidies, Proposer must demonstrate extensive experience with obtaining such project-based subsidies for affordable housing by listing projects and the amount and type of subsidy utilized. 10. A program description of how the Developer will make attempts to utilize local residents, qualified contractors, and sub-contractors in the development, construction, operation and management of the proposed project. 11. A signed written statement of intent to purchase the project property indicating the proposed purchase price along with a statement of willingness to execute a Purchase and Development Agreement within ninety (90) days of selection if selected. 12. Authorization to Perform Credit Check for each Proposer entity. The Authorization must be executed by the appropriate officer of Proposer entity. See Attachments "E" and "F," Authorization forms. 13. Proof of financial capability to complete the proposed project. 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 35 of 36 14. The Proposer must submit a Marketing Plan which will indicate how the units will be sold, strategies of outreach to the end users and community, proposed recommended sale price ranges that are supported by the finance plan and proforma, and the project's proposed absorption rate. 15. An acknowledgement letter attesting that the Proposer has read and understands all procedures of this RFP/RFQ (see Attachment"D"). 16. A promotional PowerPoint presentation of the Proposal, consisting of 10 to 15 slides. 17. A list of all civil and criminal legal actions in which each Proposer entity (and its parent entity if it is a subsidiary) is currently a named party or was a named party in the past four (4) years, providing the case number, case description, the state of jurisdiction, and disposition of each case. Proposer(s) may include any additional relevant information. 18. All other requirements contained in this RFP/RFQ including all attachments that request a response or information from the Proposer. Proposer's Signature Print Name Title Date 00980203-1LLw,05.14.18 RFP/Q BBCRA Page 36 of 36 BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: July 14, 2020 NEW BUSINESS AGENDAITEM: 15.C. SUBJECT: Discussion and Consideration of a Letter of Intents for the CRA Owned Properties located at NE 4th and NE 5th Avenue a.k.a. Cottage District SUMMARY: On June 15, 2020, the CRA received a Letter of Interest (LOI) submitted by Centennial Management Corp (CMC) for the acquisition of the vacant 4.2 acres owned by the CRA located on N. Seacrest Boulevard known as the Cottage District redevelopment project site (see Attachment I). CMC is proposing to redevelop the properties into a mixed residential development creating 80-100 affordable senior rental units and single family detached homes or townhomes (see Attachments I I-111). The terms offered in CMC's LOI consist of the following: • Purchase Price - $800,000 • Project Funding - Closing and funding subject to an award of SAIL or 9% Housing Credit Funding from the Florida Housing Finance Corporation • Project Timeline - Approximately nine (9) months for contract and funding application processing, if awarded funding an additional 14-18 months for permitting and construction. On July 8, 2020, the CRA received a second Letter of Interest (LOI) submitted by Fox Ridge Capital (FRC) for the acquisition of the vacant 4.2 acres owned by the CRA located on N. Seacrest Boulevard known as the Cottage District redevelopment project site. FRC is proposing to construct 44 new for sale workforce housing units consisting of 16 single-family detached homes and 28 townhomes (see Attachments I V-V). The terms offered in FRC's LOI consist of the following: • Purchase Price - $10 • Project Funding - Site planning and platting, utility infrastructure, and all site work to be funded and provided by the CRA. Additional funding for buyer purchase assisted in the form of second mortgages or other form to be provided by the CRA. Condition for the CRA to repurchase unsold developer built model homes which FRC agrees to not to exceed more than six(6) speculatively built homes at any given time. • Project Timeline - First home delivery within 12 months of Agreement execution and subsequent home deliveries based on buyer demand, anticipated by FRC to be over the following 12-24 months. Under the CRA's LOI Policy Guidelines (see Attachment VI)when receiving a single unsolicited LOI for acquisition of CRA owned property, in simplified terms the CRA Board may decide to 1) accept and negotiate the LOI; 2) reject the LOI completely; or 3) issue a Request for Proposals for redevelopment of the property. If the CRA receives two (2) unsolicited Letters of Intent for the same CRA owned property "during the Public Notice of Disposal period", CRA staff will notify the CRA Board in writing and automatically begin planning for the Request for Proposal process and bring the Request for Proposal document to the Board at the next available meeting for their review and approval. FISCAL IMPACT: FY2019-20 Budget, Project Fund, Line Item 02-58200-406 (Cottage District Project), $390,225 CRA PLAN/PROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: The CRA Board may: 1. Discuss the terms of the two Letters of Intent and elect to accept one of the Letters, begin negotiations and issue the thirty (30) day Public Notice to Dispose during which period other LO Is might be submitted; 2. Reject both Letters of Intent and begin discussions regarding the desired terms for the issuance of a Request for Proposals for redevelopment of the property. 3. Reject both Letters of Intent and terminate further discussion. ATTACHMENTS: Description D Attachment I -Cottage District Boundary Map D Attachment II -Centennial Management Corp.'s LOI D Attachment III -Centennial Management Corp.'s Conceptual Site Plan D Attachment IV - Fox Ridge Capital's LOI D Attachment V - Fox Ridge Capital -Team Members D Attachment VI -CRA Letter of Intent Policy � , r t„ cz b �Y `V i U N cz ' N cz V� 3 CL) E CZ n f � ss cz cz 4 ,P O N -A) •' n i �� Y 1 f� rt - t Y t €+ 1 Centennial Managernen"t Corp. 7735 NW 146"'Street Smite 306 Miand Lakes, Florida 33016 June 15, 2020 LETTER OFINTENT TO PURCHASE REAL PROPERTY Property: Approximately 4.25 acres in Boynton Beach between Seacrest Blvd, and NE 1 Street And NE 5'r'Ave and NE 41r'Avenue Boynton Beach, Florida PropertylD: See attached folio #from Palnr Beach County Property Appraiser. To Owners: Boynton Beach CRA: This shall serve as a letter of interest to purchase the above referenced property. This is not intended or to be construed as creating a contract between the Buyer and the Seller. Only a fully executed agreement for purchase and sale of the property shall serve to bind the parties. This letter of interest is being proposed for an Affordable Elderly Community that we feel would benefit the City of Boynton Beach. As you are aware we are currently building Ocean Breese East Apartments, a Multi-Family Affordable Community that consist of 123 units. We are also preparing for our new Mixed Use Affordable Housing Community, scheduled to break ground by Spring 2021. If we move quickly on this property, we would put in our application for 9% HC in Nov 2020 or the 2020 Sail loan. 1) Buyer: Centennial Management Corp or assignee 2) Seller: Boynton Beach CRA 3) Price: $800,000.00 4) Due Diligence: 30 Days from execution of purchase agreement 5) Property condition: Property is being sold"AS IS"with Seller making no representations and no warranties concerning the property. 6) Financing: Closing is subject to award of SAIL or 9%Housing Credit funding from Florida Housing Finance Corporation through one of its 2020 Requests for Application. Contract shall be binding through April 30,2021 unless closing or cancellation by Buyer under due diligence or financing contingency clauses take place earlier 7) Contract: Within five(5) business days of the Effective Date of this Letter of Intent, Buyer and Seller shall enter into a binding Contract for Purchase and Sale (the"Contract"). Failure to reach an agreement will allow the Seller to consider-this agreement void and accept offers from other parties. 8) Closing: Closing shall occur within fifteen(15) business days from receipt of Invitation to Underwriting from Florida Housing Finance Corp 9)Brokers: With respect to this contemplated purchase, neither Buyer nor Seller is 6/15/2020 1 working.with a broker. t0)Exclusivity: Upon full execution of this Letter of Intent, Seller hereby agrees not to enter into any agreement, binding or otherwise with any other prospective pUrchaser for the Property. In the event that Buyer and Seller fail to execute a Purchase and sale agreement within five(5) business clays referenced in Paragraph 8 above, Seller shall be free to engage other purchasers and shall have no further obligation to Brayer. 11)Liens: Seller shall deliver the Property free of liens and at least ten(10)days prior to closing. If this Letter of Intent is acceptable, purchase contract shall be Prepared by the Buyer's attorney. This offer will stay in effect until Spin of June 20, 2020. Sincerely, Elizabeth Roque Buyer: nr raagernent 'p. and/or assigns B;;f: ewi Srvezy Agreed and accepted this day of , 2020 Seller: Boynton Beach CRA By: 6115/2020 2 Property Appraiser, Palm Beach County, Florida, USA Page 2 of 4 Owner Name Location Municipality Parcel Number Quick Map View BOYNTON BEACH BOYNTON CRA NE i oTI-I AVE BEACH 08434521040000070 Ob BOYNTON BEACH WY BOYNTON 1010 S FEDERAL H 08434528240000040 CRA BEACH BOYNTON BEACH BOYNTON CRA NE 10TH AVE BEACH 08434521040000100 BOYNTON BEACH 308 E MARTIN LUTHER BOYNTON CRA KING JR BLVD BEACH 08434521040000130 BOYNTON BEACH BOYNTON CRA 402 NW,1 2TH AVE A BEACH 08434521140004150 BOYNTON BEACH BOYNTON 1001 N RAILROAD AVE 08434521180001510 CRA BEACH BOYNTON BEACH BOYNTON CRA 235 NE 9TH AVE BEACH 08434521180001640 J BOYNTON BEACH 231 NE 9TH AVE BOYNTON 08434521180001650 CRA BEACH J BOYNTON BEACH BOYNTON CRA BEACH 211 NE 9TH AVE 08434521180001700 BOYNTON BEACH NE 11TH AVE BEACH BOYNTON CRA 08434521220040110 BOYNTON BEACH MARTIN LUTHER KING BOYNTON 08434521250010110 CRA BLVD BEACH BOYNTON BEACH BOYNTON 114 NE 5TH AVE 08434521280010010 V/ CRA BEACH BOYNTON BEACH BOYNTON CRA 118 NE 5TH AVE BEACH 08434521280010020 BOYNTON BEACH BOYNTON CRA 122 NE 5TH AVE BEACH 08434521280010031 BOYNTON BEACH 136 NE 5TH AVE BOYNTON 08434521280010041 CRA BEACH BOYNTON BEACH BOYNTON CRA 140 NE 5TH AVE BEACH 08434521280010061 BOYNTON BEACH CRA BEACH 144 NE 5TH AVE BOYNTON 08434521280010071 I j BOYNTON BEACH 517 NE 1ST ST BEACH BOYNTON CRA 08434521290030011 BOYNTON BEACH CRA BOYNTONBEACH 511 NE 1 ST ST 08434521290030012 BOYNTON BEACH 515NE1ST ST BOYNTON 08434521290030013 CRA BEACH littl)s://www.pbe-ov.org/p�ipa/Asps/Ge,iiei�alAdvSreli/NewSearel-iResiilts.aspx?srchType=... 6/15/2020 0 Property Appraiser, Paha Beach County, Florida, USA Pae 3 of 4 BOYNTON BEACH BOYNTON T i C CRA 145 NE 4TH AVE BEACH 08434521290030014 BOYNTON BEACH BOYNT-ON i CRA NE 4THAVEBEACH 08434521290030020 " �M ! 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N FEDERAL HWY BEACH 08434521320020211 BOYNTON BEACH BOYNTON CRA CASA LOMA BLV© BEACH 08434527030000041 BOYNTON BEACH BOYNTON 700 CASA LOMA BLVD 08434527030000071 " CRA BEACH ° BOYNTON BEACH BOYNTON 110 NE 6TH ST 08434527030000132 CRA BEACH BOYNTON BEACH 735 CASA LOMA BLVD BOYNTON 08434527600030000 ", ,T1; CRA BEACH a BOYNTON BEACH BOYNTON CRA NE4THST BEACH 08434528030010080 " I` BOYNTON BEACH BOYNTON CRA NE 1ST AVE BEACH 08434528030010100 BOYNTON BEACH BOYNTON CRA 115 N FEDERAL HWY BEACH 08434528030060010 ' �j j BOYNTON BEACH BOYNTON CRA NE 10TH AVE BEACH 08434521040000080 Back to First 1 Previous 1 1 1 Next Last Search Displaying 1-40 of 40 records https://w ,w,I)bc av,org/papa/Asps/CeneralAdvSrel-dNewSearchResLilts.aspx?srcl Type=... 6/15/2020 o F � as ea,3� �N3� M o h CD00 VHO _ w ----------------------------------------------------- ----------------------------------------------------------------------------------------------------------------------- EgNIS-'4sl '3'N — — — — - - - ------------ F770 ____F70I M I I I I I II I I M I I I - p I � I o — r s" lel "' --- I;d I 1 I_I I z Q z UM1.i I . nm o I n opo o o� - Air-Alt, � � Id 'I - dIIIII � �� - ----- --- - z ------- ------- - ------ - ;� I �s�sbo.�da.N� i FOX PIDGE CAPITAL Boynton Beach Cottage District Infill Workforce Housing Proposal to Acquire and Develop Background The BBCRA owns approximately 4.2 acres of vacant property located between N.E. 4th and N.E. 5th Avenue and Seacrest and N.E. 1st Street. The Cottage District Infill Housing Redevelopment Project site lies within the BBCRA Heart of Boynton District boundaries and is identified in 2016 Boynton Beach Community Redevelopment Plan as a priority residential or mixed-use redevelopment site. Our Proposal We are excited to present our preliminary plans to redevelop the Cottage District with 44 new for sale workforce housing dwellings consisting of 16 single-family homes and 28 townhouses designed in the Key West cottage architectural style. We hope you will agree that our proposal follows the guidelines proposed in this plan and supports the overall redevelopment of the Heart of Boynton community and surrounding area by increasing home ownership opportunities for low-and moderate-income households (80-120%AMI). In addition to the 44 new workforce housing units,the developer will also provide ample green space on the southwest portion of the parcel (N. Seacreast Blvd. and 4th Ave) for the future development of a park as well as a secondary green space that will be developed as a dog park for the owners to utilize. We anticipate the initial model homes to be delivered within 12 months of execution of final agreement by and between the BBCRA and Fox Ridge Capital. Subsequent home deliveries will occur based on buyer demand, anticipated to be over the following 12-24 months. CRA Partnership In order to make this project financially feasible, we are respectfully requesting land conveyance and infrastructure assistance from the Boynton Beach Community Redevelopment Agency. Such assistance shall be largely consistent with the redevelopment of the Model Block on southwest 111h Street. For each residence to remain affordable for approved buyers (target sales price not to exceed 2019 work force housing pricing guidelines or $289,900), the project will require the following contributions on behalf of the developer,to the best of the Boynton Beach CRA's (BBCRA) ability: -Provide infrastructure improvements within the Cottage District including but not limited to installation and connectivity of water,sewer and drainage lines,electric feeds from street to pads,streetlights, border fencing, sidewalks and roadways. Additionally, the BBCRA will assist in the creation of legal descriptions for the to be parceled development pads. -Support and assist with obtaining Palm Beach County/City of Boynton Beach impact fees, City of Boynton Beach Utility Cap fees,City of Boynton Beach permit fees, and/or any other applicable fee credits,waivers or mitigation. 1 -In conjunction with the City,the BBCRA will act in partnership in pursuing any and all required permits or approvals in an expedited manner. -BBCRA will agree to a repurchase agreement for any unsold units at the developers allocated costs. The Developer will agree not to exceed more than 6 speculatively built homes at any given time. Requests on behalf of the potential Buyers,to the best of the BBCRA's ability: -Approve incentives to enhance home ownership opportunities, such as but not limited to, second mortgage subsidies, and/or assistance with County and State grant or funding applications. In addition to the assistance, BBCRA will use best efforts to provide all financing options to potential buyers. -Assist with marketing efforts to ensure that City employees are aware of the Developer's plans. If agreeable, Developer will work with the City and the BBCRA to ensure that City and/or County employees have an exclusive window to purchase a unit on a first come basis. Proposed Site Plan --------------- FIFTH AVENUE a I �� • B T. �A H J 17 18 19 24 21 2 23 24 25 26 27 28 UJ 71, LU UJ �„ .� 4 �A ._.. c9 43.. F J ,...waCO '_a ,r ,r B x.42 47 U — €ad;. �� ��z a 40 a B X ' tt � s4 � LU — i 39�: B B 34 UZI _ — 3 i �� %i c % 3k1 a; B, t1 r B� 331 3� $ 'I- r 37 B' I _ 3$ B ���� 7 ... >.. .. .. ., -i0 _..._....___ ___...._ FOURTfi AVENUE i UNITS B©YNTON COTTAGE DISTRICT-SITE PLAN I WHITNEY SE(GAAKF(GARAGE 1EATH): ---- ---- ---- ---- ---- - ---- ---- TOWNHOUSE GARAGE UNDERNEATH}:28 UNITS : 2 Townhomes � Vi r I i i•��}fls:5 -h r l� Each townhome will consist of a 3-bedroom, 3-bathroom 1,354 square foot home with an enclosed 650 square foot ground floor garage. TuPwMA OR ` t7 a.w - wo a ae#a w! I �A annwA r b. LL IST FLOOR PLAN 2ND FLOOR PLAN 2,7D9 TOTAL SQ FT. 1,354 SQ.FT. 1,354 PER UNIT SQ.FT. 3 4 Y Ak a, �u 2S�s,52S a 2S a 2S a 52S a 2S a 2S a 52S a 2S a 52S a 2S a 2S a 52S a 2S a 2S a 52S a 2S a 52S a 2S a 2S a 52S a 2S a 52S a 1.1% 77 Similar townhouse models recently constructed in Key West. Single Family Home Design r ' F �(u�` t 4t t i r v Yjj"t3l4%ti1", - -s i-"F£ IN Z 1 1 v IP k S. £ iF £ £ f m 6 CO F i The single-family home models will be a classic cottage style with a carport or optional enclosed garage. The 3-bedroom, 2 bath homes feature a covered porch, stainless steel appliances and stone counter tops. 4 �w 1 I� 'n r �t t BED�RS RF i�' kk"�kCH[eY fi3 i1=1°x9¢-Y I. CA%Nva lMdb�` V.. 1�F4 Sq �t HedsTCca4�1 1478 Sq.Ft.Under Rwf 5 Home Specifications All single-family homes will come with an included carport which can be optionally upgraded to an enclosed garage. All townhouse units will have a first-floor enclosed garage. Interior and exterior finishes will be appropriate for this application, featuring quartz or stone counter tops, stainless steel appliances, the latest in durable wood finish vinyl planking, James Hardie cement board siding, and galvalume standing seam metal roofs. Factory-Built Construction All of our homes will be ordered from, and substantially constructed at, a factory that builds dozens of homes per month in the State of Florida. The fabricator is a leading manufacturer of high-performance structures for single-family or multi-family residences, hospitality, and commercial structures such as offices, hotels, apartments, etc. Factory-built homes are built in a controlled environment, therefore none of the materials used in the construction process have been exposed to the weather. They are built using precise and efficient construction technology. Our homes are built to the same building codes as traditional site-built construction. In fact, the homes are HVHZ rated (High Velocity Hurricane Zones, part of the Florida building code) and comply with the strict Dade County 180MPH+ hurricane codes. Plans (NOA's) are approved by the State and are delivered substantially ready for local permitting. Some standard features include: + R-19 Fiberglass insulation in the floor and walls, R-30 in the roof +A complete HVAC system including condenser, insulated duct system, and insulated boots and registers +Comfort height low flow toilets with elongated bowls + Pex water lines +Air infiltration wrap on all exterior walls + Durable James Hardie cement board siding +7/16"OSB sheathing applied to each exterior wall contributes to the strength and rigidity of the homes + Impact windows +30-year Architectural Shingles or Standing Seam Metal + Roof pitches from 3/12 to 12/12 with 5/12 as our standard +One-piece fiberglass tub/shower or ceramic tile surrounds and custom showers available as an option +8'standard ceiling height with optional 9'and 10' heights +Covered Porches 6 Team Grant Horwitz is the Managing Principal of Fox Ridge Capital. Mr. Horwitz has 20 years of experience in acquisition, financing, transaction structuring and asset management of commercial real estate. He has acquired and financed over $1.5 billion in real estate transactions throughout the United States. His experience includes the acquisition and repositioning of office buildings,shopping centers and multifamily properties, as well as the successful disposition of these assets. Prior to forming Fox Ridge Capital, Mr. Horwitz was a Director for Rialto Capital Management's Commercial Property Group Fund III, a $750 million discretionary investment fund. His responsibilities included identifying acquisition opportunities, overseeing both financial analysis and due diligence process, negotiation all agreements, and preparation of and implementation of asset management. Prior to Rialto, he was Chief Operating Officer of KW Property Management and Consulting, where he spearheaded operations and oversaw the expansion of the company to more than 300 properties under management and was responsible for 900 employees. Prior to KW Property Management, Mr. Horwitz was Vice President and Director of Commercial Real Estate for The Trump Group,a private equity platform focused on commercial acquisition,development and asset management. He began his real estate career as a Senior Analyst at Stiles Corporation after experience working in New York City for Morgan Stanley and Solomon Brothers. Mr. Horwitz received his MBA with concentrations in Real Estate and Finance as well as a Bachelor of Science degree in Finance from the University of Florida. Alex Stancioff is a seasoned business builder, serial entrepreneur and real estate developer and investor. He is currently developing a 40+ unit work force housing project in Miami's Coconut Grove. In 2010 Alex co-founded Mobile Promotions Network, a marketing automation platform and SugarShack Animation, a digital animation studio. In 2003, he co-founded Click Forward Marketing, LLC, a search engine technology company which he sold to Yellow Book USA where it generated over $250 million in sales within 3 years. Alex was also part of the acquisition team that built two Fortune 500 companies in Ft Lauderdale: AutoNation and Republic Services. In just over 3 years he successfully acquired over 50 companies that generated in excess of$300 million dollars of annualized revenue. Alex is a founding board member of MUSACK, a 501c3 charitable organization that donates guitars and musical instruments to underprivileged young people across the US and in Haiti, Cuba and Australia. Alex has an MBA with honors from Georgetown University. Geoff Harris, CEO of ME Land Surveying, has been in the real estate industry for more than 2 decades. Geoff led the sales and marketing team to grow First Financial Surveyors to become the largest mortgage survey business in the state of Florida in 2000. Since 2000 Geoff has owned and operated ME Land Surveying Inc., one of the largest surveying businesses in Florida. Geoff's commitment to community development began in 2003 when he successfully developed a 44-unit work force housing project in Hialeah. His expertise in complex land planning and development brings value to his projects including his current focus, a 40+ unit work force housing infill project in Miami's Coconut Grove. Born and raised in South Florida, Geoff graduated from Indiana University in 1995 with a BS in Biology. 7 Robert Gallagher is the Founder of Gallagher/AP, and former Vice-President of Interior Design at Oppenheim Architecture + Design. He has over twenty years of experience in the fields of architecture and Interior Design and has worked with some of the biggest names in the industry. He is a licensed Architect in the State of Florida, State of Newyork,and is N.C.A.R.B. certified. His work includes numerous Polo Ralph Lauren and Barneys New York stores throughout the United States. For six years, Robert led the Interior Design team at Oppenheim through numerous large-scale multi-use projects including Ten Museum Park (Miami, FL), Clinique La Prairie Vitality Center (Miami, FL), and the Marco Island Marriott Vacation Club (Marco Island, FL). Prior to joining the firm, he devoted much of his time to the Phillips Arena (Atlanta, GA), Westin Hotel Times Square (New York, NY), Golden Moon Casino (Pearl River, MS) and the Four Seasons Hotel (Caracas, Venezuela). Robert has both a Bachelor and master's degree from Tulane University — School of Architecture. 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O W— to A ED cm ""t 0 It 42co E3 LL B ABB 1 cru j41�Y`7 B B Em Z ES sti}ts 4v vli �. cm 0 \; B + 0 W rm z ED B V cm uj C3 B .N z Z6 ES ol LL ""�, LLJ B M az B d ca o O 0 B B ® s o ; B ® B o B ujR ElB ® ' o E=) ZD B E::3 ■r O ■ O ■ ■ O O 0 r-- O M o M CL -j O L- O ,C � O Ea O F LU D D O O ® O � O r "f E a 0 0 > V o © a LO o L, � (D W � z �- �, -� 00LO 0') u + F-- r 1 _a ung BEACH BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY REQUEST FOR PROPOSALS AND DEVELOPER QUALIFICATIONS Cottage District Infill Housing Redevelopment Project Location: N. Seacrest Blvd. between N.E. 4th Avenue and N.E. 5th Avenue Boynton Beach, Florida Issue Date: August 14, 2020 Submittal Date: September 23, 2020, no later than 3:00 p.m. x 4t '�� ) i t r { �� _{ ,�� „ r 01353549-2 101353549-2 1 Page 1 of 36 The Boynton Beach Community Redevelopment Agency (BBCRA) is issuing this Request for Proposals and Developer Qualifications (RFP/RFQ) for the acquisition and redevelopment of the project site listed below. The BBCRA will accept sealed proposals at its office located at 100 E. Ocean Avenue, Boynton Beach, FL 33435 ON OR SEPTEMBER 23, 2020, no later than 3:00 p.m.Eastern Standard Time,as determined by the time stamp or clock at the BBCRA's reception area. Responses to this RFP/RFQ ("Proposals") received after to the date and time set forth above will NOT BE ACCEPTED FOR CONSIDERATION. All proposals will be date and time stamped by the BBCRA. Faxed or emailed proposals will not be accepted. The RFP/RFQ documents, including all related attachments, must be obtained from the BBCRA office or website at�nr�n w.bQQ rntonbeachcra.com. 1. Community and Economic Setting The City of Boynton Beach (City),with a population of 72,000,is the third largest city in Palm Beach County, Florida. It is located approximately 45 miles north of Miami and 15 miles south of West Palm Beach.This puts it in the heart of southeast Florida's rapidly growing tri- county Miami-Dade/Broward/Palm Beach Metropolitan area. Boynton Beach has direct access to the Intracoastal Waterway, Interstate 95 (I-95) and the Florida Turnpike.It also has a market of more than 6 million people within a two-hour radius and ready access to three international airports, two major rail lines, as well as the Tri-Rail regional commuter rail system. The Heart of Boynton District is bounded to by I-95the west, Federal Highway to the east, the Boynton Beach Canal (C-16) to the north and Boynton Beach Boulevard to the south. Seacrest Boulevard runs north-south through the center of the community. Over the past 14 years there has been approximately$100 million of public investment into the Heart of Boynton and Cultural Districts in furtherance of the 2016 Boynton Beach Community Redevelopment Plan (CRA Plan) with respect to property acquisition, infrastructure improvements, parks, construction of new affordable housing and rehabilitation of existing homes. Some of the projects are: • The City completed the redevelopment of the Carolyn Sims Center and Densen Pool for a total of$10 million in 2006. The Center is located at NW 12th Avenue and is the center of neighborhood activities. • The City invested $1.5 million of federal stimulus dollars into the Seacrest Avenue corridor from Boynton Beach Boulevard north to the C-16 canal to create an attractive streetscape with new lighting, landscaped medians, and public art. • The City and BBCRA are currently partnering on the Model Block project, redeveloping a block of new single-family homes at NW 11th Avenue and N. Seacrest Boulevard. The project includes upgraded streetscapes, utilities and ten new affordable single-family home sites. Home construction began in June 2018. • The BBCRA partnered with the City to combine funding to complete a $1.3 million renovation proj ect to improve Sara Sims Park,an 8 acre park located at the SW corner 01353549-2 101353549-2 1 Page 2 of 36 of Martin Luther King, Jr. Blvd. and N. Seacrest Boulevard. A master plan was developed with community input and the project was completed in October 2019. • The BBCRA, in partnership with Centennial Management Corp., is in the process of redeveloping a 4.3 acre site between N. Seacrest Boulevard and NE 1St Street and between NE 6th and 7th Avenues. The $26 million dollar project will consist of 123 multi-family affordable 1-3 bedroom rental units with residential and site amenities, including a small flex and community space. The project is currently underway and scheduled to be completed by December 2020. • The BBCRA, in partnership with Centennial Management Corp., will also be redeveloping a 3.6 acre site on E. Martin Luther King Jr. Boulevard into an affordable mixed-use project consisting of 124 residential units and 8,500 square feet of commercial space. The $30 million dollar project is fully funded and construction is scheduled to begin in the spring of 2021. • As part of the 16.5 acre mixed-use P3 Town Square Project, the BBCRA and the City partnered to fund and complete the construction of a new municipal complex consisting of a City Hall/Library building, District Energy building, Fire Station, amphitheater and public spaces; a fully inclusive playground; and the $11 million renovation of the historic High School building into a Cultural Center with a meeting and convention space for use by the public and a future hotel. The Town Square Project is located at the SE corner of E. Boynton Beach Boulevard and N. Seacrest Boulevard and will feature private development of a hotel along with residential and commercial components to compliment the public facilities. The publicly owned elements were completed in July 2020. 2. Property Disposal and Project Description This RFP/RFQ is being issued for a project known as the Cottage District Infill Housing Redevelopment Project (the "Project"), and is seeking proposals for the acquisition and redevelopment of a BBCRA-owned property identified in this RFP/RFQ. The Project site is approximately 4.2 acres of vacant property located between N.E. 4th and N.E. 5th Avenues and Seacrest Boulevard and N.E. 1St Street, Boynton Beach, Florida. The Project site lies within the BBCRA Heart of Boynton District boundaries and is identified in 2016 Boynton Beach Community Redevelopment Plan ("CRA Plan") as a priority residential site. All proposals and Projects must be in conformance with and in furtherance of the 2016 CRA Plan. The CRA Plan may be accessed on the BBCRA website: �wLw r.bo ntonbeachcra.com The proposed redevelopment of this site shall be consistent with the recommendations made within the CRA Plan. The CRA Plan's goals are to leverage this publicly owned real estate asset to support the overall redevelopment of the Heart of Boynton community and surrounding area, to increase affordable home ownership opportunities for low and moderate income households within 80-140% Palm Beach County Area Medium Income 01353549-2 101353549-2 1 Page 3 of 36 (AMA, and toprovide quality public enhancements that improve the economic, cultural and aesthetic quality of life for residents of the community. For more information on the uuuuu published Pu]cu Beach County /\Ml see latV,//discoverpbc�-)-ovor�-)-/HES/Pt�-)-es/HoLisin�-)-- Development proposals should include traditional residential amenities, as well as those to enhance or improve existing community assets. Overriding goals for the future project include quality design through the use of urban design principles, and the use of alternative energy sources where possible. Proposals shall incorporate a publicly accessible neighborhood pocket park tobelocated along the eastern portion o[the site. Firms or entities responding to this OF9/OF0 (Proposers) are encouraged to exercise creativity in defining a concept that satisfies the vision of the CRA Plan, use of applicable and appropriate zoning or entitlements, and sound real estate development practices. Pursuant to Section 163.380(2), Florida Statutes, offers for the acquisition of the properties for less than fair value shall require approval by the Boynton Beach CRA Board and the Boynton Beach City Commission. 3. Land Use Regulations. The BBCRAhan completed a self-initiated [and One and Zoning change creating the current approved Land Use designation for the property as High Density Residential (HDR) with a corresponding Zoning designation o[Multi-family Residential District(O'4) orInfill Planned Unit Development District(IPUD) which supports a maximum density of 15 units/acre (plus a25%density bonus for the creation of workforce housing) and maximum built height of 45 feet. It is the responsibility of each Proposer to review the City of Boynton Beach [and Development Regulations and Workforce Housing Ordinance for applicable guidelines and limitations. Asstated inthe CRA Plan, the community supports construction o[one and two story units with a maximum height of three stories, if located within the interior of the site. 4. Palm Beach Coun1y Impact Fees. Development of the property will be subject to 9a1nn Beach County Impact Fees. Please contact Impact Fee Coordinator for PBC, Willie Svvoope at (561) 288'5025, for specific information regarding impact fees and/or credits applicable to the proposed development, or to download relevant information go to: S. Survey and Appraisal. An aerial boundary and parcel map along with a copy of the property survey is included with this RFP-RFQ as Attachments"A"and"B." The survey is also available on the BBCRA website: �nr�nr�nr.bo�tonbeachcra.com. An appraisal of the subject properties was completed in July 2016 and is available in electronic form upon written request to the BBCRA. Proposers should not rely solely on the information in the appraisals when compiling a proposal. The appraised value should be considered with all offers and requests for BBCRA incentives 6. Architectural and Design Considerations. The project should include quality architectural design and site development standards that enhance the area and adjacent neighborhoods. Proposers should review the CRA Plan for Project development and design guidance. Proposals will be evaluated on their adherence and incorporation of architectural and design elements presented in the CRA Plan listed above and the design criteria under Attachment"E." 7. Incentives for the Project. Under Chapter 163, Florida Statutes,the BBCRA is empowered to encourage and incentivize redevelopment within the CRA Redevelopment Area consistent with the CRA Plan. The BBCRA is committed to meeting the goals and objectives of the CRA Plan and will support the Project with policies and funding. To support the Project under this RFP/RFQ the following incentives are available: • The BBCRA may provide financial incentives to enhance home ownership opportunities, such as but not limited to, second mortgage subsidies, and/or assistance with County and State grant or funding applications. • The BBCRA may provide assistance with infrastructure improvements. • The BBCRA may provide support and assistance with obtaining Palm Beach County Impact Fee credits, City of Boynton Beach Utility Cap fees or any other applicable fee credits or waivers that do not involve additional BBCRA funding. • The BBCRA may provide support and assistance in pursuing any permits or approvals that may be required to expedite the selected site development plan. 8. Proposer Registration. All entities interested in responding to this RFP/RFQ must register their name, address, telephone number, and an email address with the BBCRA by emailing Michael Simon, Executive Director, at SimonMC@bbfl. s. Any information concerning addenda, changes, additions, clarifications, notices, and other topics related to this RFP/RFQ will be sent to registered proposers using the registration information provided. 01353549-2 101353549-2 1 Page 5 of 36 9. Additional Information. After the proposals are received by the CRA, the CRA may make requests to proposers for clarifications, assurances, or for other details including, but not limited to, financial and disclosure data relating to the proposal or proposer (including all affiliates, officers, directors, partners and employees). Any inquiries of a general nature applicable to all proposers will be directed to all proposers. Following submission of a bid, the proposer agrees to promptly deliver such further details, information and assurances, including, but not limited to, financial and disclosure data relating to the bid and/or the proposer (including the proposer's affiliates,officers,directors,partners and employees),as requested by the BBCRA. 10. Requirements for the Proposed Project All proposals must include the following: • Street lights installed along the entire perimeter of the project that are complimentary to those existing along N. Seacrest Boulevard adjacent to the project site. • On-street parking spaces where feasible. • Minimum five (5) foot sidewalk width along the entire perimeter of the project. • Use of street and site trees that "exceed the minimum size and caliper requirement" of the City's Land Development Regulations to be installed as part of the proposed project. • Creation of a neighborhood green space with landscape, hardscape and accent lighting features designed into the project's site plan located at the east portion of the site along NE 1St Street. • Plan for inclusion of workforce housing units, for households within 80-140% Palm Beach County Area Medium Income (AMI) • Housing should be constructed with maximum efficiency and sustainability in mind (Attachment F). 11.Deed Restriction and Homeowners and Property Owners Associations The BBCRA may require a deed restriction on the use of the properties as fee-simple residential development to preserve the home ownership opportunities in the neighborhood and/or require the establishment of a Homeowners or Property Owners Association. 12.Required Elements of Proposals. Proposals must contain all of the following documents and information in order to be deemed complete. Proposals not deemed complete may be rejected. 01353549-2 101353549-2 1 Page 6 of 36 a. Provide a general written statement describing the qualifications of the Proposer and background information on the principals. If the selected developer is a public corporation, provide copies of its annual report or SEC filings as appropriate. b. Provide a certificate of good standing from the Secretary of State of Florida and the state in which the corporation is headquartered, if not Florida. c. Provide a copy of the commercial lease agreement, if applicable, or proof of property ownership at the location the Proposer is currently licensed to do business. If the Proposal is submitted by more than one entity, each entity much provide the requested information separately. d. Provide a list of key personnel that will be directly involved in proposed project's development or management team,along with their professional qualifications and a list of similar projects on which they have actively participated. Provide no less than three and no more than ten related projects for this item. e. Provide a written list of similar projects developed by the Proposer that were completed, including photographs, addresses, date the projects were completed, and general project description. Provide no less than two and no more than ten projects for this item. If the Proposal is submitted by more than one entity, each entity must provide the information requested separately. f. Provide a detailed description of the proposed project, with text and graphics. This should include but not limited to a schematic site layout plan; proposed density, intensity, and height; parking locations; a breakdown of the proposed total number of housing units and housing unit types (attached or detached), including number of bedrooms and bathrooms, and square footage for each unit type and elevations, as well as the items listed in Paragraph F, "Architectural and Design Considerations," and Paragraph H, "Proposal Requirements for Project Site Plan," of this RFP/RFQ document. g. Provide a proposed project pre-development, construction development and sales pro forma. The pro forma shall include and clearly identify the funding sources and costs of the project including those of land acquisition from the BBCRA along with any proposed funding assistance being requested of the BBCRA, if applicable. h. Within the list of funding sources, provide the dollar amount of any Proposer equity and investment contributed to the proposed Project. i. If the project is proposed to use subsidies from other qualified entities,Proposer must provide a list of those entities and demonstrate experience with obtaining such project-based subsidies for affordable housing by listing projects and the amount and type of subsidy utilized. j. Provide a description that will indicate how the units will be sold, strategies of outreach to the end users and community, proposed sale price ranges that are supported by the financial plan and proforma, and the project's proposed absorption rate. k. Provide a description of how the Developer will make attempts to utilize local qualified contractors, and sub-contractors as part of the completion of the proposed 01353549-2 101353549-2 1 Page 7 of 36 project. Documentation of this effort will be required as part of the project monitoring. 1. Provide proof of financial capability to complete the proposed project. Financial capability may be demonstrated by submitting a current (audited, if available) financial statement of the proposing entity which includes a balance sheet, a three- year statement of past income, and a projected one-year income statement for the current fiscal year for the Proposer (and its parent entity if it is a subsidiary). Tax returns may be substituted for financial statements. Information regarding any legal or administrative actions, past or pending, that might impact the capacity of the proposer (or its principals or affiliates) to complete the project must be disclosed. Disclosure of any bankruptcies by any of the above or related entities during the past ten years must be made with the RFP/RFQ. Financial information should be submitted in a separate, sealed envelope or package and marked 'confidential.' Financial information will be accepted only from the Proposer. m. A signed written statement of intent to purchase the Project property indicating the proposed purchase price along with a statement of willingness to execute a Purchase and Development Agreement within ninety (90) days of selection if selected. Any Purchase and Development Agreement ("Agreement") will contain performance based criteria and milestone timelines for items such as, securing debt funding, formal site plan application, commencement of construction, limitations on transferability or assignability of the Agreement without prior approval from the BBCRA, termination provisions for failure to meet the criteria listed and other provisions to adequately define the rights, duties and obligations of the parties. The Agreement may also contain a reverter clause. n. Provide authorization to Perform Credit Check for each Proposer or Business entity. The Authorization mustbe executed by the appropriate officer of Proposer entity(see Attachments "G"and "H"Authorization forms. o. A list of all civil and criminal legal actions in which each Proposer entity (and its parent entity if it is a subsidiary) is currently a named party or was a named party in the past four (4) years, providing the case number, case description, the state of jurisdiction, and disposition (or status) of each case. Proposer(s) may include any additional relevant information. If there are no legal actions to disclose, provide a written statement attesting to this fact. p. Provide a PowerPoint presentation of the Proposal, consisting of no more than 15 slides. q. All other requirements contained in this RFP/RFQ including all attachments that request a response or information from the Proposer. r. An acknowledgement letter attesting that the Proposer has read and understands all procedures and requirements of this RFP/RFQ. (See Attachment"D"). 01353549-2 101353549-2 1 Page 8 of 36 13.Submittal Requirements. a. Location and Deadline. Proposals must be received by the BBCRA at 100 E. Ocean Avenue, Boynton Beach, FL 33435 on or before September 23, 2020, no later than 3:00 p.m. Eastern Standard Time (the Deadline), as determined by the time stamp or clock at the BBCRA's reception area. Proposals received after to the date and time set forth above will NOT BE ACCEPTED FOR CONSIDERATION. Proposers may withdraw submitted proposals and resubmit at any time prior to the Deadline. b. Form and Number of Copies. Proposals must be delivered in a sealed box or envelope. Faxed and emailed proposals will not be accepted. In total, one (1) bound original proposal document must be submitted with a title page listing the name of the RFP/RFQ and the submitting proposer along with one (1) unbound but clipped copies of the proposal and one (1) digital copy of the complete proposal in PDF format on a labeled CD/DVD or thumb drive. Proposals shall be clearly marked on the outside of the envelope or delivery box container as follows: Request for Proposals and Developer Qualifications Cottage District Infill Housing Redevelopment Project Issue Date:August 17, 2020 Submittal Deadline: September 23, 2020, no later than 3:00 p.m. c. Completeness.All proposals must be complete upon submittal to the BBCRA. d. Signature.The proposal,and any documents submitted with the proposal that require a signature, must be signed by an individual authorized by proposer to legally bind and represent proposer. e. Failure to Meet Submittal Requirements. The failure to meet the Deadline, submit a proposal that complies with the form and number of copies requirements, or submit a complete proposal may result in the proposal being rejected and returned at the sole discretion of the BBCRA. f. Proposal validity. Proposals shall remain valid and binding on proposers for 180 days after the submittal date. 14.RFP f RFQ Documents. The following planning and site documents are included in this RFP/RFQ and may be obtained from www.bol�ntonbeachcra.com. • Geo-technical Report • Project Site Survey • Property Appraisal • 2016 BBCRA Redevelopment Plan 01353549-2 101353549-2 1 Page 9 of 36 • The Downtown Vision and Master Plan In addition, all proposers are encouraged to walk the Project location and will be assumed to have performed all necessary inspections on the property. 15.RFP f RFQ Proposal Evaluation and Selection Process. The BBCRA staff shall review each proposal and make a determination as to whether each proposal meets the minimum submission requirements for review, including whether the proposal is complete, and whether it fully complies with the terms and conditions outlined in this RFP/RFQ.A proposer's failure to provide a substantially complete RFP/RFQ response submission may result in the submission not being evaluated. The BBCRA may request clarification of submitted information from any Proposer. The confidentiality of proprietary information from competing Proposers shall be maintained to the extent permitted by law. a. In addition to meeting the minimum requirements of this RFP/RFQ each proposal will be evaluated based on the information provided and on the following criteria,which are listed below in order of importance: i. Experience in completing comparable development projects within markets similar to the project area. ii. Experience in development of affordable or workforce single family fee simple products and/or developments. iii. Project's adherence to the goals and objectives of the RFP/RFQ and referenced BBCRA planning documents, adherence to items listed in Paragraph F,"Architectural and Design Considerations,"and Paragraph H, "Proposal Requirements for Project Site Plan," resident amenities, and public benefits. iv. Proposed financial terms, purchase price, development and operating pro forma. v. Proposed plan or program to use local contractors,sub-contractors and laborers in the project. b. After the BBCRA staff reviews the proposals for completeness and evaluates the proposals based on the criteria above, the BBCRA staff will present the results of the review and evaluation process to the BBCRA Board at a public meeting. The BBCRA Board will then consider all proposals that meet the minimum submission requirements for review. c. The proposers may be asked to present their PowerPoint slide presentation before the Board of the BBCRA at their regularly scheduled meeting in the City Commission Chambers at City Hall located at 100 E. Ocean Avenue. In addition to a presentation to the BBCRA Board,the Proposers may be asked to present their Proposals before the BBCRA Advisory Board at their regular 01353549-2 101353549-2 1 Page 10 of 36 meeting. The BBCRA Advisory Board acts as a recommendation body to the BBCRA Board. d. At the conclusion of the public presentations, a Proposer may be selected by the BBCRA Board. However, the BBCRA Board is under no obligation to select a Proposer regardless of their ranking, and can, at its sole discretion, opt to terminate the RFP/RFQ process or continue the process to a subsequent meeting. e. The existence of a contractual relationship between a Proposer and the BBCRA is contingent upon successful negotiations between the BBCRA and a selected proposer, and execution of an agreement by both parties. Therefore, upon selection of a successful proposer,the BBCRA and the successful proposer will then enter into negotiations for a Purchase and Development Agreement that will contain terms substantially similar to those contained in the successful proposal and this RFP/RFQ. vi. Any Purchase and Development Agreement must be in a form approved by the BBCRA Board and BBCRA legal counsel. vii. If the BBCRA and the successful proposer are not able to agree upon a Purchase and Development Agreement satisfactory to both parties within ninety (90) days of the selection of the successful proposer, proposer shall have the right to terminate the negotiations. The BBCRA may termination negotiations at any time for any reason. viii. If the CRA sends an agreed-upon Purchase and Development Agreement, or sends a Purchase and Development Agreement with a communication that informs the proposer that the agreement constitutes the BBCRA's final offer, and proposer fails to return an executed copy of the provided Purchase and Development Agreement within 30 days of receipt of such agreement from the BBCRA, the negotiations are deemed terminated unless the BBCRA explicitly extends the deadline in writing. ix. The BBCRA may withdraw its offer of agreement,including a final offer, at any time prior to acceptance of such agreement. x. Upon termination of negotiations or withdrawal of offer of agreement, the BBCRA may move forward as it deems appropriate, which may including entering into negotiations with another proposer, re- advertising the RFP/RFQ electing to terminate the RFP/RFQ process, or any other action it deems to be in the best interest of the BBCRA. f. Any transfer of the property from the BBCRA to a proposer maybe subject to approval of the City of Boynton Beach. 01353549-2 101353549-2 1 Page It of 36 16.Tentative Schedule. The following tentative schedule is anticipated for actions related to this RFP/RFQ.All dates, times,and locations are subject to change.All changes will be posted to the BBCRA's website at�nr�n w.boyntonbeachcra.com. Issue Date: August 17, 2020 Request for Information Deadline: September 10, 2020, 5:00 p.m. Submittal Deadline: September 23, 2020, by 3:00 p.m., BBCRA Office Presentation to the BBCRA Advisory Board*: October 1, 2020, at 6:30 p.m., City Hall Presentation to BBCRA Board*: October 13, 2020, at 5:30 p.m., City Hall Purchase &Development Agreement to BBCRA Board: November 10, 2020, at 5:30 p.m., City Hall 17.Contact and Questions a. Contact Information. All correspondence, questions, and requests for clarifications related to this RFP/RFQ must be directed to the person designated as the procurement officer for this RFP/RFQ: Michael Simon, Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue Boynton Beach, Florida 33435 Phone: (561) 600-9091 Fax: (561) 737-3258 Email: SimonMC�bbfl.iiq b. Form of Contact; Answers in the Form of Addenda. All correspondence, questions, requests must be submitted in writing via email to the person identified above and may be submitted at any time but no later than 5:00 p.m., on September 10, 2020. All answers to questions, clarifications, and interpretations will be issued in the form of addenda, which become part of this RFP/RFQ. The proposer must acknowledge receipt of each addenda by completing the Addenda Acknowledgement Form and including it with the submitted Proposal (see Attachment "L"). It is the responsibility of all proposers to obtain, review and respond to any and all addenda issued. Oral explanations,information,and instructions shall not be considered binding on the BBCRA.All proposers are encouraged to independently verify the accuracy of any information provided. Neither the BBCRA nor any of its agents or employees shall be responsible for the accuracy of any oral information provided to any proposer, or to any assumptions made by proposer. Written 01353549-2 101353549-2 1 Page 12 of 36 responses to all written questions submitted shall be maintained by the BBCRA in the RFP/RFQ file. c. Limitations on Communications; Cone of Silence; No Lobbying. Proposer or persons acting on proposer's behalf may not contact, between the release of the solicitation and the end of the 72-hour period following the BBCRA posting the notice of intended award (excluding Saturdays, Sundays,and state holidays), any employee, officer, or board member of the BBCRA concerning any aspect of this RFP/RFQ except in writing to the procurement officer or as provided in the RFP/RFP documents. Violation of this provision may be grounds for rejecting a response. Further, during the same time period, proposer or persons acting on proposer's behalf may not contact any BBCRA Advisory Board Member, or any other person working on behalf of the BBCRA on any matter related to this RFP/RFQ. Communication prohibited by this RFP/RFQ or by any other state, federal, or local law or regulation, may cause an individual or firm to be disqualified immediately from participating in the proposal or selection process. Any violation of this condition may result in rejection and/or disqualification of the proposer's proposal. For purposes of this section, persons acting on proposer's behalf shall include, but not be limited to, the proposer's employees, partners, attorneys, officers, directors, consultants, lobbyists, or any actual or potential subcontractor or consultant of the proposer. This "Cone of Silence/No Lobbying" is in effect from the date of publication of the RFP/RFQ and shall terminate at 1) the time the BBCRA Board selects a proposer, rejects all proposals, or otherwise takes action which ends the solicitation process; or 2) at the end of the 72-hour period following the BBCRA posting the notice of intended award, excluding Saturdays, Sundays, and state holidays,whichever is later. 18.Disclosure and Disclaimer. Proposer understands and acknowledges that to the extent permitted by law, the BBCRA retains all rights, at its sole and absolute discretion,to: d. Withdraw this RFP/RFQ at any time; e. Modify the schedule associated with this RFP/RFQ; f. Issue addenda to this RFP/RFQ; g. Request additional information, clarifications, or assurances from one or more proposers or prospective proposers; h. Reject any and all proposals; 01353549-2 101353549-2 1 Page 13 of 36 i. Refrain from awarding an agreement as a result of this RFP/RFQ; j. Verify the accuracy of any information provided; k. Accept proposals that deviate from this RFP/RFQ; 1. Disqualify or reject proposals that are incomplete, untimely, or unclear; m. Re-advertise this RFP/RFQ and accept new proposals; n. Obtain economic feasibility studies or third party evaluations with regard to any part of any proposal; o. Evaluate the proposals through any process that complies with the BBCRA Procurement Policy, this RFP/RFQ, and applicable Florida Statutes, p. Select the one or more successful proposals or proposers it deems will be in the best interests of the BBCRA, regardless of which proposal appears to offer the best monetary value to the BBCRA; q. Waive any required element or condition found in this RFP/RFQ for all proposals or for a specific proposal; r. Waive any formalities associated with this RFP/RFQ; s. Negotiate agreements, abandon or withdraw from negotiations, approve agreements, and take other similar actions as a result of this RFP/RFQ. Any proposer who submits a proposal in response to this RFP/RFQ fully acknowledges all the provisions of this disclosure and disclaimer and agrees to be bound by the terms hereof. In the event of any differences between this disclosure and disclaimer and the balance of the RFP/RFQ, the provisions of this disclosure and disclaimer shall govern. If proposer fails to fully comply with all requirements of this RFP/RFQ proposer or proposer's proposal may be disqualified. 19.Protests. The BBCRA Bid Protest Policy is available upon request. Submittal of a proposal constitutes acceptance of this policy. 20.Non-Discrimination. The selected proposer, on behalf of itself,its successors and its assigns,agrees that no person shall, on the ground of race, color, disability,national origin,religion,age,familial status,sex, or sexual orientation, be subjected to discrimination in any way that is associated with the RFP/RFQ, the BBCRA, the proposal, any agreement resulting from this RFP/RFQ or the Project. 21.Permits, Taxes. Licenses and Laws. The successful proposer will be required to pay for and/or obtain, at its own expense, all permits, licenses, fees, and taxes required, and to comply with all federal, state, and local laws, ordinances, rules, and regulations applicable to responding to this RFP/RFQ and carrying out the Project. 01353549-2 101353549-2 1 Page 14 of 36 22.Sensitive and Proprietary Information. The BBCRA will maintain the confidentiality of sensitive and proprietary information to the extent permitted by law. The CRA will consider all other information, documentation and other materials submitted in response to this ITB to be of non-confidential and or non- proprietary nature and therefore subject to public disclosure under Chapter 119 of the Florida State Statutes. 23.Public Records. The BBCRA is public agency subjectto Chapter 119,Florida Statutes.The successful proposer shall comply with Florida's Public Records Law. Specifically,the successful proposer shall: a. Keep and maintain public records that ordinarily and necessarily would be required by the BBCRA in order to perform the service; b. Provide the public with access to such public records on the same terms and conditions that the BBCRA 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 public records and transfer to the BBCRA, at no cost, all public records in possession of the proposer 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 BBCRA in a format that is compatible with the information technology systems of the BBCRA. IF PROPOSER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO PROPOSER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS RFP/RFQ, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737- 3256; 710 North Federal Highway, Boynton Beach, Florida 33435, SimonM@bbfl.us. 24.Public Entity Crimes Statement. A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity;may not submit a bid,proposal,or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. In order to qualify for consideration under this RFP/RFQ, proposer must complete and attach Attachment"J,"Public Entity Crimes Statement 25.Drug Free Workplace Certification 01353549-2 101353549-2 1 Page 15 of 36 Preference shall be given to proposer(s) with drug free work programs, under the standards described in Section 287.087, Florida Statutes.Whenever two (2) or more proposals that are equal with respect to price, quality and service are received by the BBCRA or by any political subdivision for the procurement of commodities or contractual services,a proposal received from a business that certifies that it has implemented a drug-free workplace program shall be given preference in the award process. In order to receive such preference, the proposer shall complete and submit with its proposal the attached certification,Attachment"K," Drug Free Workplace Certification. END OF MAIN DOCUMENT PROCEED TO ATTACHMENTS 01353549-2 101353549-2 1 Page 16 of 36 List of Attachments: A. Project Location Map B. Project Location Survey C. Proposer Information D. Acknowledgement Letter E. Design Examples F. Energy Efficiency Guidelines Checklist G. Disclosure and Authorization to Perform Credit Check H. Authorization to Perform Credit Check I. Authorization for Release of Information J. Public Entity Crimes Statement K. Certification of Drug Free Workplace Program L. Addenda Acknowledgement M. Certification of Non-Scrutinized Entity 01353549-2 101353549-2 1 Page 17 of 36 ATTACHMENT "A" PROJECT SITE LOCATION MAP Es i r s 3 r•:..- - tra i V 1 ; f tiR�. rd 01353549-2 101353549-2 1 Page 18 of 36 ATTACHMENT "B" PROJECT SITE SURVEY 01353549-2 101353549-2 1 Page 19 of 36 Wn n(tl £N0018e8dSLOl �8gtlEeO08 0ry0I ­HS SZ'l IQA 1'9 t 'IISIOl3OS1OId s tBGI .... NWW `JNtddVIN B`JN(A3A`J(7S LOvLt/YO JJS ._ 8 aN`S31MOSSd 8 WOHIAV "1 xe - A3ANn8 DIHdvNc)odQ1F AWGNn(>e% g - 13 — _ +<� 3N1S ts4 3N _ � 4 0 m x o r v 3 26'6tr/ M.,£Z.tS,40N r W ti 11 z m 89'Btrl 3..4Z lEot05 o — _ o i t x s e —— = K w i -- J1 •-� 66 Mx9Z LE LON R. e d I^ PF 7 N. xl s;Ir � fr � Lt 66 3.97H1£>40S;, { - a W ( — M.9Z.tE,M S v �� ���K a" s _r.. •, r � � /� _ — —�--,- _...._ 1. I h � (o&MON w f s 9r5AU m w 9E �- s 4 i v i 82 g tlV Gl r � I ` " -.. — -- OA3inoaiS3N0V3S - .V£ m ¢ � s hr 5 " � � 6 a fr FS a o. 3 S ' €m m.E .Q 3 a i ! L k A. 1A,121 S y � Eos � m E 3€ P 4 n i L ffi a g ap $ E - _ ATTACHMENT "C" PROPOSER(S) INFORMATION Name: Street Address: Mailing Address (if different): City, State, Zip: Telephone No. : Fax No: Email Address of Contact Person: Ownership Status - Is the company currently for sale or involved in any transaction to expand or to be acquired by another business entity? If yes, please explain the impact to the organization and management efforts. Age of Organization - In continuous business since: Leadership - List Corporate Officers, Principals, Partners or owners of your Organization with titles and addresses. If a publicly held company, list Chairman of the Board, CEO, and President: Federal Identification No.: State of Incorporation & Registration No.: If not a corporation, explain your status: 01353549-2 101353549-2 1 Page 20 of 36 ATTACHMENT "D" ACKNOWLEDGMENT LETTER PROPOSER(S) SHALL INCORPORATE THIS ACKNOWLEDGEMENT LETTER IN THEIR SUBMITTAL PACKAGE ********************************************************************************** Re: Boynton Beach Community Redevelopment Agency Request for Proposal/Request for Qualifications (RFP/RFQ) dated August 23, 2020 Cottage District Project To Whom It May Concern: The undersigned has read the Boynton Beach CRA(BBCRA) Request for Proposal/Request for Qualifications (RFP/RFQ) for the Cottage District Project, dated August 23, 2020. On behalf of proposer identified below and our proposal team, we agree to and accept the terms, specific limitations, and conditions expressed therein. We have read, rely upon, acknowledge and accept the BBCRA's disclosure and disclaimer,which is fully incorporated by reference into this letter, and certify that all of the requirements as described in the RFP/RFQ are met and all required documents are enclosed. We further certify that all information presented in this proposal,and all of the information furnished in support of the proposal,is true and complete to the best of our knowledge and belief, and we are aware of the fact that making false statements or presenting false information that results in an Agreement may be penalized to the maximum extent allowed by law. Sincerely, Name of Proposer Print Name and Title Authorized Signature Date 01353549-2 101353549-2 1 Page 21 of 36 ATTACHMENT "E" DESIGN EXAMPLES LOCAL HISTORIC ARCHITECTURAL EXAMPLES s` m a i t¢pKAlt 0\ f ll��SSt Gt r i 01353549-2 101353549-2 1 Page 22 of 36 ATTACHMENT "E" (continued) SAMPLE ELEVATIONS t u I n �� i�A, �� , illi � 3 , - _ - v 11 a, t,t � h"! t 14 L i b. —ALL— C j �. �4= 6111, �I(( "r rK. Y , I 01353549-2 101353549-2 1 Page 23 of 36 ATTACHMENT "E" (continued) Alternative Carport Options and Urban Neighborhood Site Plan Concepts �tr �' t �,,�� �E"",, � ` � F ��yh4 �? € � x c. .. >F n graphics below by Looney Ricks Kiss Architects, Inc. �r i,. _ fie , ., ,,,,,,,, , ,„„ '`� MR PL,rA`'vrNV,6: Ikixu`�� �d�PthL"�^ f 9 U f ( 1 45 }} � Lp Nm— AP aA 2 a t 1 3 ft �. ai� ina3i swliM�v-ate ut. t ,i,. 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P" 11,6--i iii 1 19 Ap Cli, "( (,r 4,v "All v- "I", J!"I" 01353549-2 101353549-2 1 Page 26 of 36 graphics below by Looney Ricks Kiss Architects, Inc. , If iN,r WIR A k If t,11(i, F ,{ � 5 1 r �a xta {,l a ��h HAI, XT Y 01353549-2 101353549-2 1 Page 27 of 36 graphics below by Looney Ricks Kiss Architects, Inc. a r x X w I`niu fl--, 'A I 00 ,V Giv, ,Ih tAr s rli .- u, i 0 � I aSiis � - '� � ys t 1 f > � sl✓e ¢ 9 ee ,twY NFY�.� tlt n�+aVa-6�.. n 1 at t a r sin >w iII{)AJil�fl}p4fi'il5 f�+r6if({iiMRRr1D1P�tCn'fti��Ul1;ellUiWWI!�N\VR Fh'� t "�U1�7ll,� 72 F�� Ph`f�"�` � '. ,$�s� a ry v 01353549-2 101353549-2 1 Page 28 of 36 ATTACHMENT 7" ENERGY EFFICIENCY GUIDELINES CHECKLIST The respondent will ensure that, to the greatest extent possible, all construction within the proposed Cottage District development meets the following minimum standards. Through the execution of this Exhibit, the Proposer is certifying that the following elements checked below will be incorporated into their development plan. Energy-efficient Construction Techniques and Products ❑ Proper installation of insulation to ensure even temperatures throughout the house per FBC-Residential requirements ❑ Installation of high performance impact windows per Florida Building Code (FBC)- Residential requirements ❑ Installation of energy-efficient HVAC systems - Energy Star compliant ❑ Installation of new Energy Star compliant products including light fixtures, LED bulbs, ventilation and exhaust fans and appliances (refrigerators, dishwashers, and washer/dryer machines) Improved Indoor Environments ❑ Building envelope, duct systems and vents must be properly sealed to prevent cracks and holes ❑ Carpet, pads, and other surface materials and installation must comply with the Carpet and Rug Institute's Green Label Certification ❑ Utilization of only low Volatile Organic Carbon paints, finishes, and sealants ❑ Utilization of proper water vapor barrier and other applicable sealing methods to eliminate any possibility of mold ❑ Installation of programmable thermostats in all units Increased Water Efficiency ❑ Installation of low volume, non-spray irrigation system ❑ Incorporation of landscape practices recommended by the University of Florida's Florida Friendly Landscape Program (htt : ff�n.ifas. fl.ed /) and compliance with the Landscape Regulations of the City of Boynton Beach. ❑ Installation of low flow toilets and sink faucets 01353549-2 101353549-2 1 Page 29 of 36 ATTACHMENT "G" DISCLOSURE AND AUTHORIZATION TO PERFORM CREDIT CHECK An authorization to Perform Credit Check will need to be completed by each Principal/Owner. For Principal f Owner: (Please use a separate form for each principal/owner) As Principal/Owner of Proposer, I (name) hereby affirm I have read the above disclosure, and consent to and authorize the Boynton Beach Community Redevelopment Agency's (`BBCRA") investigation into my credit worthiness. Such consent and authorization is given with respect to any and all persons who may conduct an investigation of my credit worthiness on behalf of the BBCRA, including independent contractors and credit agencies retained by the BBCRA for such purpose. Any information provided to the BBCRA is a public record subject to the provisions of Ch. 119 F.S., and I may request a copy of any information provided to the BBCRA as part of the BBCRA's investigation into my creditworthiness. I grant such consent and authorization to the BBCRA for the period commencing as of the date of this authorization and terminating at the time a Proposal is selected by the BBCRA Board. I hereby waive any and all claims,past present or future,which I may have against the BBCRA by reason of any credit investigation made pursuant to my consent and authorization herein given to the BBCRA. Proposer Name: Principal/Owner Name: Date of Birth: Current Home Address: Previous Home Address: Email: Phone #: Signature: Date: Print Name: 01353549-2 101353549-2 1 Page 30 of 36 ATTACHMENT "H" AUTHORIZATION TO PERFORM CREDIT CHECK For Proposer (Business Entitxl: The Proposer hereby consents to and authorizes the Boynton Beach Community Redevelopment Agency's ("BBCRA") investigation into the creditworthiness of the Proposer. Such consent and authorization is given with respectto any and all persons who may conduct an investigation of the Proposer's credit worthiness on behalf of the BBCRA, including independent contractors and credit agencies retained by the BBCRA for such purpose. Any information provided to the BBCRA is a public record subject to the provisions of Ch. 119 F.S. Proposer grants such consent and authorization to the BBCRA for the period commencing as of the date of this authorization and terminating at the time a Proposal is selected by the BBCRA Board. This Proposer hereby waives any and all claims, past present or future, which the Proposer may have against the BBCRA by reason of any credit investigation made pursuant to Proposer's consent and authorization herein given to the BBCRA. An authorization to Perform Credit Check will need to be completed by each Principal/Owner and by the Business. Proposer (Business) Name (D/B/A if applicable): Current Business Address: Federal Tax ID# State of Incorporation: Phone #: Fax#: Authorized Signature: Date: Print Name: Title: 01353549-2 101353549-2 1 Page 31 of 36 ATTACHMENT "I" AUTHORIZATION FOR RELEASE OF INFORMATION To whom it may concern: The undersigned hereby authorizes you to release to the Boynton Beach Community Redevelopment Agency (BBCRA) or the City of Boynton Beach any information in your possession regarding the undersigned either of a professional credit or personal nature including the statement of your opinions with regard to the undersigned's professional credit and personal character, or of the proposer identified below. The undersigned also authorizes you to release to the Boynton Beach Community Redevelopment Agency (BBCRA) or the City of Boynton Beach any information in your possession regarding the business identified as "proposer"below. By: STATE OF FLORIDA COUNTY OF PALM BEACH THE FOREGOING INSTRUMENT was acknowledged before me this day of . 2018,by who is personally known to me or who has respectively produced as identification and did not take an oath. Notary Public: Print Name: Commission No: (Seal) My Commission Expires: Name: Home Address: Home Telephone Number: Business Telephone Number: Fax Number: Date of Birth: Professional License Number: Proposer (Business) Name: 01353549-2 101353549-2 1 Page 32 of 36 ATTACHMENT "J" PUBLIC ENTITY CRIMES STATEMENT A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not: submit a bid,proposal, or reply on a contract to provide any goods or services to a public entity;submit bid proposal,or reply on a contract with a public entity for the construction or repair of a public building or public work; submit bids, proposals, or replies on leases of real property to a public entity; be awarded or perform work as a contractor, supplier,subcontractor or consultant under a contract with any public entity;or transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes, for CATEGORY TWO for a period of thirty-six (36) months following the date of being placed on the convicted vendor list. As the person authorized to sign the Statement, I certify that Proposer has not been placed on the convicted vendor list within the past 36 months and complies fully with the above requirements. Proposer Name Authorized Signature Print Name Title Date 01353549-2 101353549-2 1 Page 33 of 36 ATTACHMENT "K" CERTIFICATION OF DRUG FREE WORKPLACE PROGRAM I certify that . the Proposer responding to this RFP/RFQ, maintains a drug-free workplace program, and that the following conditions are met: (1) Proposer publishes a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace; and specifying the actions that will be taken against employees for violations of such programs. (2) Proposer informs employees about the dangers of drug abuse in the workplace, the company's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. (3) Proposer gives each employee engaged in providing the commodities or contractual services included in this RFP a copy of the statement specified in Subsection (1). (4) In the statement specified in Subsection (1), Proposer notifies the employee that, as a condition of working in the commodities or contractual services covered under this RFP/RFQ he/she will abide by the terms of the statement; and will notify the employer (Proposer) of any conviction of, or plea of guilty or nolo contendere to any violation of Chapter 893 or any controlled substance law of the United States or any state,for a violation occurring in the workplace no later than five (5) days after such conviction. (5) Proposer imposes a sanction on,or requires the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community by,any employee who is convicted. (6) Proposer makes a good faith effort to continue to maintain a drug-free workplace through implementation of this Section 287.087, Florida Statutes. As the person authorized to sign the statement, I certify that Proposer complies fully with the above requirements. Authorized Signature: Date Name &Title (typed) 01353549-2 101353549-2 1 Page 34 of 36 ATTACHMENT "L" ADDENDA ACKNOWLEDGEMENT Receipt is hereby acknowledged of the following addenda to the The Boynton Beach Community Redevelopment Agency Request for Proposals and Developer Qualifications Cottage District Project Site By entering checking YES or NO in the space provided and indicating date received. No. 1 ❑ Yes ❑ No Date No. 2 ❑ Yes ❑ No Date No. 3 ❑ Yes ❑ No Date No. 4 ❑ Yes ❑ No Date No. S ❑ Yes ❑ No Date RFP/RFQ INFORMATION WAS OBTAINED FROM: ❑ BBCRA Website ❑ Newspaper Ad ❑ City Hall ❑ Other, please specify: Authorized Signature Print Name Title Date 01353549-2 101353549-2 1 Page 35 of 36 ATTACHMENT "M" CERTIFICATION OF NON-SCRUTINIZED COMPANY . as Proposer, hereby certifies that it is not on the Scrutinized Companies that Boycott Israel List created pursuant to Section 215.4725, Florida Statutes, and is not engaged in a boycott of Israel. If the BBCRA determines that this certification is falsified or contains false statements, or that Proposer is placed Scrutinized Companies that Boycott Israel List or engages in a boycott of Israel after the submittal of the Proposal or the execution of any agreement arising out of this RFP/RFQ,the BBCRA may disqualify the Proposal and/or terminate the agreement. Proposer Name By: Authorized Representative of Proposer Date: STATE OF COUNTY OF SWORN TO and subscribed before me this day of 20 , by . Such person (Notary Public must check applicable box): [ ] is personally known to me [ ] produced their current driver license [ ] produced as identification. (NOTARY PUBLIC SEAL) Notary Public (Printed, Typed or Stamped Name of Notary Public) 01353549-2 101353549-2 1 Page 36 of 36 BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 OLD BUSINESS AGENDAITEM: 14.E. SUBJECT: Discussion of a Lease to the City of Boynton Beach for the CRA Owned Property located at 209 N. Seacrest Bouelvard SUMMARY: At their meeting of January 6, 2020, the CRA Board approved entering into a Purchase and Sale Agreement with Boundless Boynton, LLC, for the acquisition of the property located at 209 N. Seacrest Boulevard for the appraised value of $1.4 million (see Attachments I & 11). The closing on the purchase is scheduled to take place on October 31, 2020. Under the terms of the Agreement, it was mutually agreed that the transfer of ownership would occur recognizing that the current tenants would continue their occupancy post closing. At the present time, the property owner's existing lease with the City of Boynton Beach expired on May 31, 2020 and their occupancy has been maintained on a month-to-month basis (see Attachment 111). If it is the desire of the City of Boynton Beach to remain as a tenant after the October 31, 2020 closing, it has been recommended by CRA legal counsel that a new lease agreement be negotiated and in place to be executed simultaneously as part of the closing. Discussions with the City indicate that they would like to continue leasing the space in the 209 N. Seacrest Boulevard building but have not presented proposed terms for the CRA Board's consideration to date. CRA staff wanted to provide the Board with this updated information and request approval to work with the City to produce a draft lease agreement for Board consideration at the September 8, 2020 CRA Board meeting. In addition to an existing lease agreement with the City of Boynton Beach, E21- Real Estate Solutions holds a lease agreement for space in the 209 E. Seacrest Boulevard building that terminates on August 31, 2020 (see Attachment IV). Staff has contacted Mark Hefferin of E2 to discuss their continued lease interest and will also provide the updated report to the CRA Board at the September 8, 2020 meeting. FISCAL IMPACT: To be determined. CRA PLAN/PROJECT/PROGRAM: 2016 Community Redevelopment Plan CRA BOARD OPTIONS: Authorize CRA staff to work with the City on a draft Lease Agreement for the CRA Board consideration at the September 8, 2020 Board meeting. ATTACHMENTS: Description D Attachment I - Location Map D Attachment II -209 N. Seacrest Blvd. Purchase Agreement D Attachment III - Lease Agreement-City of Boynton Beach and Boynton Boundless, LLC D Attachment IV - Lease Agreement- E21- and Boynton Boundless, LLC E a, iillnl7t i a ibdx{� r��i�r)S���"fit i�a��i 2 t r 1,r' r�? � � �y�f 4 i � �• i { f IB b y r� a rn „ h r41 a All loll U` t 1 I t ` - 4# ,'�4t�'£`�,' - �,y',•<;; 'it,t t'�'r,alga -'R1��r � 1`'r"`r �A ,PSy � t`y`��j '�� � i � ,.. r�= �r}�...,.`\t 1�{J °st;t,��r il)f`. In:a 'rt � �f� 1 (s} ��. ,,:�y '•�' 1%'�� \i ;uh` r _ S tri �r � r ,�y?l�� l� iS�St)rl,s;yit. ���))1S l I`r\"fy ���v�1��1t1�' �}3;i��,�)j -' � �tt-- i,� - t iyra- �t i "',�[ _" �� �r� s1;y � � �> $i `}< ;� '� �;,, -. i �r`"s '. - G �,`��� � �tr��������� •� :E, +�� � t jt; r .LS yg -...� t �st ri h � �,,_A, a t,•;t� C ��x sr,.. },y i�+ � ��.r. � ,{ ..�1 �. 7 ��� y)N "'� _ '! ,`r `l r,rr• y r y � �- ,t;t r 41y S t i �'s t t � rt`!a s. _ - ) -4 r-. ��... cl7i�r ra i4i '�., ���t`•&- �:. �1�� ty.� 1 v r,,- Ye�^f yi;,ot,St` i, rt .�.� r s,�}},;; } 1r a 4' F_� - .rir .t '� �,Iif��.��f�, �� ! s?t (,llfiia �.1 t�.`,� t,> �\. �- Ki- 1, }f c `�-hl\b,�� �F 4, . � i - -- .a t u) ,t }tl��faS Q �i jli �� �s,L{Qt\,� � f � c �kr �� �..��11 tSs� rk( lI1h4�f{k{i vvi�y,t��r 1, V, t'q �;dui�5iti��±�'a, y --u•. +�a aiis d, h Sid "crs<+r i s����a .., ��:<- ,,, r <,s�t err it ,xzi { ,,,._..,.t ;• 4, asi,,,yT rr,i}r�i `t€� )St r 1 i si, t,,� tllll� ���� ,� Ip RIC, ys z 1 - i•- l�'S - ��3i� Si�S � it , �� LJI 151 �f�ti ��y r } yl t Z } u)t z I , y ti t t, ')S j'1 Stv,i a r t PURCHASE AND SALE AGREEMENT This Purchase and Sale Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes (hereinafter "PURCHASER") and BOYNTON BOUNDLESS, LLC (hereinafter "SELLER"). In consideration of the mutual covenants and agreements herein set forth, the Parties hereto agree as follows: 1. PURCHASE AND SALE_PROPERTY. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conditions hereinafter set forth, the Properties located in Palm Beach County, Florida (the "Properties") and more particularly described as follows: SEE ATTACHED EXHIBIT"A" 2. PURCHASE PRICE AND PAYMENT. The Purchase Price to be paid for the Property shall be One Million Four Hundred Thousand Dollars ($1,400,000.00), payable in cash, by wire transfer of United States Dollars at the Closing. 3. DEPOSIT. 3.1 Earnest Money Deposit. Within five (5) Business Days after the execution of the Purchase Agreement by both parties, PURCHASER shall deliver to Lewis, Longman & Walker, PA ("Escrow Agent") a deposit in the amount of One Hundred Thousand Dollars ($100,000.00)(the "Deposit"). 3.2 A, lication/Disbursement of Deposit. The Deposit shall be applied and disbursed as follows: Providing this Agreement is not terminated by either party pursuant to the terms set forth herein, Fifty Thousand Dollars ($50,000.00) shall be released to SELLER sixty(60) days from the Effective Date (hereinafter defined). The remaining Deposit shall be delivered to SELLER at Closing and the PURCHASER shall receive credit for the full Deposit ($100,000.00) against the Purchase Price. If this Agreement is terminated duringthe Feasibility Period (hereinafter defined)for any reason, the Deposit shall be immediately refunded to the PURCHASER. If this Agreement is terminated due to a default, pursuant to Section 12, the Deposit shall be delivered to (or retained by, as PURCHASER's Initials - SELLER's Initials, 01225546-2 Purchase and Sale Agreement Page 2 of 15 applicable) the non-defaulting Party, and the non-defaulting Party shall have such additional rights, if any, as are provided in Section 12. 3.3 Escrow Agent. PURCHASER and SELLER authorize Escrow Agent to receive, deposit and hold funds in escrow and, subject to clearance, disburse them upon proper authorization and in accordance with Florida law and the terms of this Agreement. The parties agree that Escrow Agent will not be liable to any person for misdelivery of escrowed items to PURCHASER and SELLER, unless the misdelivery is due to Escrow Agent's willful breach of this Agreement or gross negligence. If Escrow Agent interpleads the subject matter of the escrow, Escrow Agent will pay the filing fees and costs from the deposit and will recover reasonable attorney's fees and costs to be paid from the escrowed funds which are charged and awarded as court costs in favor of the prevailing party. All claims against Escrow Agent will be arbitrated, so long as Escrow Agent consents to arbitrate. 4. EFFECTIVE DATE. The effective date of this Purchase Agreement shall be the date when the last one of the PURCHASER and SELLER has executed the Agreement. 5. CLOSING. The purchase and sale transaction contemplated herein shall close on or before October 31, 2020 (the "Closing"), unless extended by Paragraph 8.5 below or other provisions of this Agreement or by written agreement, signed by both parties, extending the Closing. 6. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by Warranty Deed complying with the requirements of the Title Commitment(hereinafter defined), valid, good, marketable and insurable title in fee simple to the Property,free and clear of any and all liens, encumbrances, conditions, easements, assessments, restrictions and other conditions except only the following (collectively,the "Permitted Exceptions"): (a) general real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; (b) covenants, conditions, easements, dedications, rights-of-way and matters of record included on the Title Commitment or shown on the Survey (defined in Section 7), to which PURCHASER fails to object, or which PURCHASER agrees to accept, pursuant to Section 7.1 and Section 7.2 hereof. 7. FEASIBILITY PERIOD. The PURCHASER, and its designees shall have sixty(60) days from the Effective Date of this Agreement ("Feasibility Period"), at PURCHASER's expense, to make inquiries to determine if the Property is suitable for its intended use and to enter upon the Property, at anytime and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, valuation appraisals and investigations of the Property, including but not limited to Phase I and Phase II investigations, which PURCHASER may deem necessary. During this Feasibility Period, PURCHASER may elect, in PURCHASER's sole and absolute discretion, to PURCHASER's Initials SELLER's Initials oizzssa6-z Purchase and Sale Agreement Page 3 of 15 terminate this contract and receive back all deposits hereunder. If PURCHASER elects to terminate this Agreement in accordance with this Section, PURCHASER shall: (i) leave the Property in substantially the condition existing on the Effective Date, subject to such disturbance as was reasonably necessary or convenient in the testing and investigation of the Property; (ii)to the extent practicable, shall repair and restore any damage caused to the Property by PURCHASER's testing and investigation; and (iii) release to SELLER, at no cost, all reports and other work generated as a result of the PURCHASER's testing and investigation. PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, attorney's fees, for nonpayment for services rendered to PURCHASER (including, without limitation, any construction liens resulting therefrom) or for damage to persons or property (subject to the limitation on practicability provided above) arising out of PURCHASER's investigation of the Property. However, PURCHASER's indemnification obligations shall not exceed its statutory limits as provided within Section 768.28, Florida Statutes, and PURCHASER does not waive its sovereign immunity rights. SELLER hereby agrees to indemnify and hold PURCHASER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, attorney's fees, for nonpayment for services rendered to SELLER or for damage to persons or property (subject to the limitation on practicability provided above) arising out of PURCHASER's investigation of the Property. SELLERS' obligations under this Section shall survive the termination, expiration or Closing of this Agreement. 7.1 Title Review. Within twenty (20) days of the Effective Date, PURCHASER shall obtain, at the PURCHASER's expense, from a Title Company chosen by PURCHASER (hereinafter"Title Company"or "Closing Agent"),a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of the Purchase Price subject only to the Permitted Exceptions, together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. Any and all assessments, outstanding utility charges, liens and other matters not constituting Permitted Exceptions shall be paid by Seller prior to or at closing from Seller's proceeds. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than thirty(30) days after the Effective Date notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "Title Objections"). If PURCHASER fails to deliver the Title Objections to SELLER within the aforesaid review period,title shall be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the Title Objections, then SELLER shall have thirty (30) days to diligently and in good faith undertake all necessary activities to cure and remove the Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable to cure and remove, or cause to be cured and removed,the Title Objections within the Cure Period, to the satisfaction of PURCHASER, then PURCHASER, in PURCHASER's sole and absolute discretion, shall have the option of (i) extending the Cure Period and the Closing for one additional thirty (30) day period, or (ii) accepting the title as it then is but using such portion of the Purchase Price as may be necessary to pay and satisfy any mortgages, outstanding utility f, PURCHASER's Initialer"', SELLER's Initia)s " 01225546-2 $" Purchase and Sale Agreement Page 4 of 15 charges, delinquent property taxes and/or code enforcement and contractors' liens or other recorded claims of lien upon the property, or (iii) canceling and terminating this Agreement, in which case, the Deposit shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue an updated Title Commitment ("Title Update")covering the Property. If any Title Update contains any conditions which did not appear in the Title Commitment, provided they are not as a result of the actions of the PURCHASER, and such items render title unmarketable, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment, subject to the provisions of this Section. 7.2. Survey Review. PURCHASER, at PURCHASER's expense, shall obtain a current boundary survey (the "Survey") of the Property, indicating the number of acres comprising the Property to the nearest 1/100th of an acre. If the Survey discloses encroachments on the Property or that improvements located thereon encroach on setback lines, easements, lands of others or violate any restrictions, covenants of this Agreement, or applicable governmental regulations, the same shall constitute a title defect and shall be governed by the provisions of Section 7.1 concerning title objections. 7.3 SELLER Deliveries. SELLER shall deliver to PURCHASER the following documents and instruments within ten (10) days of the Effective Date of this Agreement, except as specifically indicated: 7.3.1 Copies of any reports or studies (including engineering, environmental, soil borings, and other physical inspection reports), in SELLER's possession or control with respect to the physical condition or operation of the Property, if any. 7.3.2 Copies of all licenses,variances,waivers, permits (including but not limited to all surface water management permits, wetland resource permits, consumptive use permits and environmental resource permits, if any), authorizations, and approvals of any governmental or private authority having jurisdiction over the Property, or any portion thereof (the "Governmental Approvals"), if any. 7.3.3 Prior to the Closing Date, SELLER shall execute and deliver to PURCHASER any and all documents and instruments required by PURCHASER, in PURCHASER's reasonable discretion, which: (i) effectuate the transfer to PURCHASER of those Governmental Approvals, or portions thereof which are applicable to the Property, that PURCHASER desires to PURCHASER's Initial SELLER's Initials 012255462 Purchase and Sale Agreement Page 5of15 have assigned to it, and/or (ii) allow the Property to be withdrawn from any Governmental Approvals. At the time of closing, there shall not be any and all violations of the Governmental Approvals (including, but not limited to, any and all portions of the surface water management system, mitigation areas or other items which do not comply with the Governmental Approvals or applicable rules, if any), that are caused by the actions of PURCHASER. SELLER warrants that there will not be, at the time of Closing, any unrecorded instruments affecting the title to the Property, including, but not limited to any conveyances, easements, licenses or leases. 8. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the 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 in all material respects as of Closing. 8.2. Condition of Property. The physical condition of the Property shall be the same on the date of Closing as on the Effective Date, reasonable wear and tear excepted. 8.3. Pending_ Proceedings. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever, pending or threatened, which has not been disclosed, prior to closing, and accepted by PURCHASER. 8.4. Compliance with Laws and Regulations. At the time of closing, there shall not be any and all violations of the Governmental Approvals (including, but not limited to, any and all portions of the surface water management system, mitigation areas or other items which do not comply with the Governmental Approvals or applicable rules, if any), that are caused by the actions of PURCHASER. 8.5. Occupancy. The property shall be conveyed to the PURCHASER at time of closing unoccupied. SELLER shall take all reasonable actions to ensure all tenant agreements have been terminated by the Closing Date. 9. CLOSING DOCUMENTS. The PURCHASER shall prepare, or cause to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the SELLER'S Title Company. At Closing, SELLER shall execute and deliver, or cause to be executed and delivered to PURCHASER the following documents and instruments: 9.1. Deed. A Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple title to the Property free and clear of all liens, encumbrances and other conditions of title other than the Permitted Exceptions. PURCHASER's Initials;/=V1,1_ SELLER's Initial, r 01225546-2 Purchase and Sale Agreement Page 6 of 15 9.2 Seller's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law; and that there are no parties in possession of the Property other than SELLER. SELLER shall also furnish to PURCHASER a non-foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits referenced above,the same shall be deemed an uncured title objection. 9.3. Closing Statement. A closing statement setting forth the Purchase Price, the Deposit, all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which PURCHASER shall also execute and deliver at Closing. 9.4. Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 9.5. Additional Documents. Such other documents as PURCHASER or the Title Company may reasonably request that SELLER execute and deliver, and any other documents required by this Agreement or reasonably necessary in order to close this transaction and effectuate the terms of this Agreement. 10. PRORATIONS CLOSING COSTS AND CLOSING PROCEDURES 10.1. Prorations. Assessments, rents, interest, insurance and other expenses of the Property shall be prorated through the day before Closing. PURCHASER shall have the option of taking over existing policies of insurance, if assumable, in which event premiums shall be prorated. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Advance rent and security deposits, if any,will be credited to PURCHASER. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. 10.2 Ad Valorem Taxes. PURCHASER and SELLER shall comply with Section 196.295, Florida Statutes,with respect to the payment of prorated ad valorem taxes for the year of closing into escrow with the Palm Beach County Tax Collector's Office. In the event that, following the Closing,the actual amount of assessed real property tax on the Property for the current year is higher than any estimate of such tax used for purposes of the Closing, the parties shall re-prorate any amounts paid or credited based on such estimate as if paid in November. This shall survive the Closing. 10.3. Special Assessment Liens. Certified, confirmed and ratified special assessment liens imposed by public bodies as of Closing are to be paid by SELLER. Pending liens 1. PURCHASER's Initials SELLER's Initials\',, - ' 01225546-2 Purchase and Sale Agreement Page 7 of 15 as of Closing shall be assumed by PURCHASER. If the improvement has been substantially completed as of the Effective Date, any pending lien shall be considered certified, confirmed or ratified and SELLER shall, at Closing, be charged an amount equal to the last estimate or assessment for the improvement by the public body. 10.4. Closing Costs. PURCHASER shall be responsible for recording the deed and half of all general closing expenses(settlement fee,courier fees,overnight package, etc.). SELLER is responsible for documentary stamps on the deed and half of all general closing expenses and their own legal fees. All other costs of closing shall be borne by SELLER. PURCHASER, having chosen the Title Company and Closing Agent, shall be responsible for all costs and expenses of the Title Company and Closing Agent, including but not limited to the title insurance premium. 10.5 Closing Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked-up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 10.6 Existing Mortgages and Other Liens. At Closing, SELLER shall obtain, or cause to be obtained, satisfaction or release of record of all mortgages, liens and judgments applicable to and encumbering the Property. 11. REPRESENTATIONS COVENANTS AND WARRANTIES. To induce PURCHASER to enter into this Agreement, SELLER makes the following representations, all of which, to the best of its knowledge, in all material respects and except as otherwise provided in this Agreement (i) are now true,and (ii)shall be true as of the date of the Closing unless SELLER receives information to the contrary, and (iii) shall survive the Closing. In that event, PURCHASER shall be provided immediate notice as to the change to the following representations: 11.1 At all times from the Effective Date until prior to Closing, SELLER shall keep the Property (whether before or after the date of Closing) free and clear of any mechanic's or materialmen's liens for work or materials furnished to or contracted for, by or on behalf of SELLER prior to the Closing, and SELLER shall indemnify, defend and hold PURCHASER harmless from and against all expense and liability in connection therewith (including, without limitation, court costs and reasonable attorney's fees). 11.2 SELLER has no actual knowledge nor has SELLER received any notice of any litigation, claim, action or proceeding, actual or threatened, against SELLER or the Property by any organization, person, individual or governmental agency which would affect (as to any threatened PURCHASER'S Initials �+ SELLER's Initials ` fF 01225545-2 ' Purchase and Sale Agreement Page 8 of 15 litigation, claim, action or proceeding, in a materially adverse fashion) the use, occupancy or value of the Property or any part thereof or which would otherwise relate to the Property. 11.3 SELLER has full power and authority to enter into this Agreement and to assume and perform its obligations hereunder in this Agreement. SELLER does not and will not conflict with or result in the breach of any condition or provision, or constitute a default under, or result in the creation or imposition of any lien,charge,or encumbrance upon any of the Property or assets of the SELLER by reason of the terms of any contract, mortgage, lien, lease, agreement, indenture, instrument or judgment to which the SELLER is a party of which is or purports to be binding upon the SELLER or which affects the SELLER; no action by any federal, state or municipal or other governmental department, commission, board, bureau or instrumentality is necessary to make this Agreement a valid instrument binding upon the SELLER in accordance with its terms. 11.4 SELLER represents that SELLER will not, between the date of this Agreement and the Closing, without PURCHASER'S prior written consent, which consent shall not be unreasonably withheld or delayed, except in the ordinary course of business, create any encumbrances on the Property. For purposes of this provision the term "encumbrances"shall mean any mortgages,liens,claims,options,or other encumbrances,encroachments,rights-of-way,leases, easements, covenants, conditions or restrictions. SELLER expressly agrees not to refinance the Property. 11.5 SELLER shall perform all of its obligations under the terms of any existing leases with tenants on the Property up until Closing Date and/or lease termination. 11.6 SELLER shall not list or offer the Property for sale or solicit or negotiate offers to purchase the Property while this Agreement is in effect. 11.7 SELLER shall use its best efforts to maintain the Property in its present condition so as to ensure that it shall remain substantially in the same condition from the conclusion of the Feasibility Period to the Closing Date. 11.8 SELLER has no actual knowledge nor has SELLER received any notice of any litigation, claim, action or proceeding, actual or threatened, against SELLER or the Property by any organization, person, individual or governmental agency which would affect (as to any threatened litigation, claim, action or proceeding, in a materially adverse fashion) the use, occupancy or value of the Property or any part thereof or which would otherwise relate to the Property. 11.9 SELLER represents that it has no actual knowledge nor has it received any notice that the Property has been, is presently or is contemplated to be utilized as a reservoir of hazardous material. As used herein, the term "Hazardous Material" shall mean any substance, PURCHASER's Initialsr SELLER's InitialI `Y``. 0122554E-2 tl .� { Purchase and Sale Agreement Page 9 of 15 water or material which has been determined by any state,federal or local government authority to be capable of posing a risk of injury to health, safety and property, including, but not limited to, all of those materials, wastes and substances designated as hazardous or toxic by the U.S. Environmental Protection Agency, the U.S. Department of Labor, the U.S. Department of Transportation, and/or any other state or local governmental agency now or hereafter authorized to regulate materials and substances in the environment (collectively "Governmental Authority(ies)"). 11.10 SELLER represents to PURCHASER that the Property is not subject to any deed restrictions or declaration of restrictions running with the Property which would affect the use of the Property except those constituting Permitted Exceptions as defined above. 11.11 Between the date of this Agreement and the date of closing, SELLER will not file any application for a change of the present zoning classification of the Property. 11.12 Authority. The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms.The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 11.13 Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free and clear of all liens, encumbrances and restrictions of any kind,except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). 11.14 Additional Warranties and Representations of SELLER. As a material inducement to PURCHASER entering into this Agreement, SELLER, to the best of SELLER'S information and belief, hereby represents and warrants the following: 11.14.1 There are no pending applications, permits, petitions, contracts, approvals,or other proceedings with any governmental or quasi-governmental authority,including but not limited to, PURCHASER, municipalities, counties, districts, utilities, and/or federal or state agencies, concerning the use or operation of, or title to the Property or any portion thereof and SELLER has not granted or is not obligated to grant any interest in the Property to any of the foregoing entities. 11.14.2 There are no facts believed by SELLER to be material to the use, condition and operation of the Property in the manner that it has been used or operated, which it has not disclosed to PURCHASER herein, including but not limited to unrecorded instruments or PURCHASER's Initials ' ' .. SELLER's Initijs t.., 01225546-2 g'f Purchase and Sale Agreement Page 10 of 15 defects in the condition of the Property which will impair the use or operation of the Property in any manner. 11.14.3 To the best of SELLER'S knowledge, the Property and the use and operation thereof are in compliance with all applicable county and governmental laws,ordinances, regulations, licenses, permits and authorizations, including, without limitation, applicable zoning and environmental laws and regulations. 11.15 Survival of Warranties and Representations: Anything herein to the contrary notwithstanding, the warranties and representations of SELLER shall survive the Closing for a period of one (1) year. This one (1) year period of survival shall apply to any and wall warranties and representations of the SELLER made herein, regardless of wherein set forth in this Agreement, such as, by way of example, Section 16. 12. DEFAULT. 12.1. PURCHASER's Default. In the event that this transaction fails to close due to a wrongful refusal to close or default on the part of PURCHASER, subject to the provisions of Paragraph 12.3 below,the Deposit actually then being held by the Escrow Agent shall be paid by Escrow Agent to SELLER as agreed liquidated damages and, thereafter, neither PURCHASER nor SELLER shall have any further obligation or liabilities under this Agreement, except for those expressly provided to survive the termination of this Agreement; provided, however, that PURCHASER shall also be responsible for the removal of any liens asserted against the Property by persons claiming by, through or under PURCHASER, but not otherwise. PURCHASER and SELLER acknowledge that if PURCHASER defaults,SELLER will suffer damages in an amount which cannot be ascertained with reasonable certainty on the Effective Date and that the amount of the Deposit being held by Escrow Agent most closely approximates the amount necessary to compensate SELLER. PURCHASER and SELLER agree that this is a bona fide liquidated damages provision and not a penalty or forfeiture provision. 12.2. Seller's Default. In the event that SELLER shall fail to fully and timely perform any of its obligations or covenants hereunder or if any of SELLER'S representations are untrue or inaccurate, then, notwithstanding anything to the contrary contained in this Agreement, PURCHASER may, at its option: (1) declare SELLER in default under this Agreement by notice delivered to SELLER, in which event PURCHASER may terminate this Agreement and demand that the Deposit be returned, including all interest thereon if any, in accordance with Section 3 and neither Party shall have any further rights hereunder, or (2) seek specific performance of this Agreement, without waiving any action for damages. 12.3. Notice of Default. Prior to declaring a default and exercising the remedies described herein, the non-defaulting Party shall issue a notice of default to the defaulting Parte PURCHASER's Initials; SELLER's Initials 01226546-2 d Purchase and Sale Agreement Page 11 of 15 describing the event or condition of default in sufficient detail to enable a reasonable person to determine the action necessary to cure the default. The defaulting Party shall have fifteen (15) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to close,the cure period shall only be three(3) business days from the delivery of notice. Both parties agree that if an extension is requested, such extension shall not be unreasonably withheld. If the default has not been cured within the aforesaid period, the non-defaulting Party may exercise the remedies described above. 12.4. Survival The provisions of this section shall survive the termination of this Agreement. 13. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery to the following addresses: If to Seller: Michael S. Weiner Boynton Boundless, LLC 6678 Grande Orchid Way Delray Beach, FL 33446 If to Purchaser: Michael Simon, Executive Director Boynton Beach Community Redevelopment Agency 710 N. Federal Highway Boynton Beach, FL 33435 With a copy to: Kenneth Dodge Lewis, Longman &Walker, PA 515 North Flagler Drive Suite 1500 West Palm Beach, FL 33401 14. BINDING OBLIGATIONZASSIGNMENT. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER, which shall not be unreasonably withheld. PURCHASER shall have the right to assign this Agreement to the City of Boynton Beach (the "City') without the prior consent of SELLER and the PURCHASER shall be released from any further obligations and liabilities under this Agreement. The PURCHASER may not assign this Agreement to any other party without the prior written approval of SELLER,which shall not unreasonably withheld. If PURCHASER has been dissolved as an entity while this Agreement and/or the attached Lease Agreement are in effect, the provisions of section 163.357(1), Florida Statutes, (as it may be Y PURCHASER's Initials SELLER's Initials k ' 01225546-2 `--- Purchase and Sale Agreement Page 12 of 15 amended from time to time), shall apply. 15. BROKER FEES. The SELLER and PURCHASER hereby state that they have not dealt with a real estate broker in connection with the transaction contemplated by this Agreement and are not liable for a sales commission. SELLER shall indemnify, defend and hold harmless the PURCHASER from and against any and all claims, losses, damages, costs or expenses (including, without limitation, attorney's fees) of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by SELLER on its behalf with any broker or finder in connection with this Agreement. The provisions of this Section shall survive Closing or termination of this Agreement. 16. ENVIRONMENTAL CONDITIONS. 16.1. For purposes of this Agreement, pollutant ("Pollutant") shall mean any hazardous or toxic substance, material, or waste of any kind or any contaminant, pollutant, petroleum, petroleum product or petroleum by-product as defined or regulated by environmental laws. Disposal ("Disposal") shall mean the release, storage, use, handling, discharge, or disposal of such Pollutants. Environmental laws ("Environmental Laws") shall mean any applicable federal, state, or local laws, statutes, ordinances, rules, regulations or other governmental restrictions. 16.1.1 As a material inducement to PURCHASER entering into this Agreement, SELLER hereby warrants and represents the following, as applicable: (1) That SELLER and occupants of the Property have obtained and are in full compliance with any and all permits regarding the Disposal of Pollutants on the Property or contiguous property owned by SELLER,to the best of SELLER'S knowledge. (2) SELLER is not aware nor does it have any notice of any past, present or future events, conditions, activities or practices which may give rise to any liability or form a basis for any claim,demand,cost or action relating to the Disposal of any Pollutant on the Property. SELLER is not aware nor does it have any notice of any past, present or future events, conditions, activities or practices on contiguous property that is owned by SELLER which may give rise to any liability or form a basis for any claim,demand,cost or action relating to the Disposal of any Pollutant affecting the SELLER'S property. (3) There is no civil, criminal or administrative action, suit, claim, demand, investigation or notice of violation pending or, to the best of that entity's knowledge, threatened against SELLER or the Property relating in any way to the Disposal of Pollutants on the Property, any portion thereof, or on any contiguous property owned by SELLER. 17. PUBLIC RECORDS. PURCHASER is a public agency subject to Chapter 119, Florida Statutes. The SELLER is hereby notified that the PURCHASER is required by law,pursuant to Chapter 5 PURCHASER's Initials:41 4 SELLER's Initials 01225546-2 Purchase and Sale Agreement Page 13 of 15 119, to maintain and disclose upon request all records deemed public under the statute including this Agreement and some or all of the documents necessary to consummate the transaction set forth herein. To the extent that any litigation should be instituted by SELLER, either directly or as a third party,to prevent or prohibit PURCHASER from disclosing or providing documents involving this Agreement or the transaction set forth in the Agreement pursuant to a public records request submitted under Chapter 119, SELLER agrees that PURCHASER may either: 1) defend the claim up to and including final judgment,or 2)interplead the challenged documents into the court. In either event, SELLER agrees to pay PURCHASER's reasonable attorneys' fees and costs, both trial and appellate. 18. MISCELLANEOUS. 18.1. General. This Agreement, and any amendment hereto, may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which shall, together, constitute one and the same instrument. The section and paragraph headings herein contained are for the purposes of identification only and shall not be considered in construing this Agreement. Reference to a Section shall be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall be of any force or effect unless in writing executed by the Parties. This Agreement sets forth the entire agreement between the Parties relating to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the Parties. This Agreement shall be interpreted in accordance with the laws of the State of Florida. The Parties hereby agree that jurisdiction of any litigation brought arising out of this Agreement shall be in the Fifteenth Judicial Circuit, in and for Palm Beach County, Florida,or,should any cause of action be limited to federal jurisdiction only, in the United States District Court for the Southern District of Florida. 18.2. Computation of Time. Any reference herein to time periods which are not measured in business days and which are less than six (6) days, shall exclude Saturdays, Sundays and legal holidays in the computation thereof. Any time period provided for in this Agreement which ends on a Saturday, Sunday or legal holiday shall extend to 5:00 p.m. on the next full business day. Time is of the essence in the performance of all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date in the calculation thereof. 18.3. Waiver. Neither the failure of a party to insist upon a strict performance of any of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any item by a party with knowledge of a breach of this Agreement by the other party in the performance of their respective obligations hereunder, shall be deemed a waiver of 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. PURCHASER's Initials. SELLER's Initiai :",'�11`, . 01225546.2 \"", Purchase and Sale Agreement Page 14 of 15 18.4. Construction of Agreement. The Parties to this Agreement, through counsel, have participated freely in the negotiation and preparation hereof. Neither this Agreement nor any amendment hereto shall be more strictly construed against any of the Parties. As used in this Agreement, or any amendment hereto, the masculine shall include the feminine, the singular shall include the plural, and the plural shall include the singular, as the context may require. Provisions of this Agreement that expressly provide that they survive the Closing shall not merge into the Deed. 18.5. Severability. If any provision of this Agreement or the application thereof shall,for any reason and to any extent, be invalid or unenforceable, neither the remainder of this Agreement nor the application of the provision to other persons, entities or circumstances shall be affected thereby, but instead shall be enforced to the maximum extent permitted by law. The provisions of this Section shall apply to any amendment of this Agreement. 18.6 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initialed by PURCHASER and SELLER shall control all printed provisions in conflict therewith. 18.7 Waiver of Jury Trial. As an inducement to PURCHASER agreeing to enter into this Agreement, PURCHASER and SELLER hereby waive trial by jury in any action or proceeding brought by either party against the other party pertaining to any matter whatsoever arising out of or in any way connected with this Agreement. 18.8. Attorneys Fees and Costs. Should it be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys' fees and costs, including those at the appellate level,shall be awarded to the prevailing party. 18.9 Binding Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 18.10 Recording. This Agreement may not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 18.11 Survival. The covenants, warranties, representations, indemnities and undertakings of SELLER set forth in this Agreement, shall survive the Closing, the delivery and recording of the SELLER'S Property Deed and PURCHASER's possession of the Property subject to Section 11.15. 18.12 SELLER Attorneys' Fees and Costs. SELLER acknowledges and agrees that SELLER shall be responsible for its own attorneys' fees and all costs, if any, incurred by SELLER in connection with the transaction contemplated by this Agreement. PURCHASER's Initials SELLER's Initials 01226646-2 Purchase and Sale Agreement Page 15 of 15 IN WITNESS WHEREOF,the Parties have executed this Agreement as of the Effective date. PURCHASER: SELLER: BOYNTON BEACH COMMUNITY BOYNTON BOUNDLESS, LLC REDE,VELqPMENT AGENCY Printed Name: Steven B. Grant Printed Name: KJ �" � S, VA:u ner Title: Chair Title: Date: 0O Date: WITNESS: WITNESS: )1,41 61a r � C " J Printed Name: OoiJtJ tf2 Lit CY—UPrinted Name: ESCROW AGENT Lewis, Longman & Walker, P.A. Printed Name: Date: S I y 1 t� `r PURCHASER's Initials SELLER's Initialsr 0x225546-2 EXHIBIT A LEGAL DESCRIPTION 209 N. Seacrest Blvd. Boynton Beach, FL 33435 Parcel Identification Number: 08-43-45-28-10-004-0221 Lots 23, 24, 25, 26 and 27, and the South 7 feet of Lot 22, Block 4, BOYNTON HEIGHTS, according to the Plat thereof, as recorded in Plat Book 10, Page 64, of the Public Records of Palm Beach County, Florida; LESS the additional right-of-way for Seacrest Boulevard as shown in Road Plat Book 5, Page 182, of the Public Records of Palm Beach County, Florida. LEASE THIS LEASE e'Lcasel') is madeand entered into at Delray Beach, Florida, this day of rA _APz1f, 2018, by and between BOYNTON BOUNDLESS, L.L.C., a Florida limited liability company, hereinafter called "Landlord", with a mailing address of 6111 Broken Sound Pkwy NW, Suite 200, Boca Raton, Florida 33487 and CITY OF BOYNTON BEACH, hereinafter called "Tenant", with a mailing address of 209 N. Seacrest Boulevard, Boynton, Beach, Florida 33435. 1. DEFfNED TERMS. Wherever used in this Lease, the following to shall be construed to mean as follows: (a) "Premises" shall mean the first floor of the building, along with the non-exclusive right to the use of Common Areas which are owned by the Landlord as' herein shown on the survey, which is attached as Exhibit"A (b) "Common Areas" shall mean all common facilitiesthe building [whether ilI avid around G ether Or not shown on Exhibit "A" or made available hereafter), including without hinitation the parking area, aisles, sidewalks, loading areas, passageways, stairs, ramps, landscaping and other common service areas subject to the conditions hereinafter set forth, i(c) "Lease Year" as used herein shall mean each consecutive twelve-month period be ginning with the first (?) day of June, 2018, (the "Comrnencement Date `) and ending May 31, 020.. (d) "Rent" all mean and include rent, Base Rent, Additional Charges, costs and expenses, sums or amounts due tote Landlord. 2. DESCRIPTION OF PREMISES. In consideration I . of the payment of all Rent and the performance of the covenants as hereinafter set forth, the Lzindlord demises unto Tenant, and Tenant leases front Landlord, subject to all conditions and easements of record, and to a non-exclusive reserved license as further described herein, for the Tenn and upon the to s and conditions set 0 his Le -n forth in t ase, the Premises described as 209 N. Seacrest Boulevard, Boynton Bleach, Florida and further desC ribed in Lx Mbit-A- ® LEASE TERM. (a) The term of this Lease shall be for a period of two (2) years (the "Term"). The Term shall commence on June 1, 2018, and shall expire at midnight on May 31, 2020, If fir any reason Tenant discontinues the use of the Premises, Tenant shall still ei 111 lia) fo he p o ic I M Ile rt erf imat e of this Lease and the payment of the Rent under this Lease, sub ect to the terms of this Lease, (b) This Lease shall' to ate at the end of the Term without the necessity of any notice (0022SI61.1 306-9"SZ631 Approved:Landlord 1 Accepted:Tenant 5 jai!Vtftl Euatewcr�m Bowxgeu W EA-m m=w re 209 5J_18 ckumdoc I from either Landlord or Tenant to terminate the same, and Tenant hereby waives notice to vacate or quit the Premises and agrees that landlords be entitled tote benefit of all provisions under Us Lease respecting the summary recovery of possession of the Premises from a tenant holding over to the same extent as if statutory notice had been given. (c) In addition to any other Landlord access rights tote Premises as provided for in this Lease, for the period of three (3) months prior to the expiration of the Term, Landlord shall have the right to show the Premises and all parts thereof to prospective tenants during normal business hours, Tenant shall deliver and surrender to Landlord possession of the Premises and Personal Property upon the expiration of this Lease or its termination in any way,in as good condition and repair as the same shall be in as of the first day of the to of this Lease. (d) Anything herein to the contrary notwithstanding, the Tenant may terminate this Lease at any time by giving ninety (90) days written notice, in which case the Lease shall end on the ninety-first (91") day from the receipt of such notice. Tenant shall be liable only for such rent through the ninety-first (91"') day and no other rent. The option to end the Lease pursuant to this paragraph 3(d)is the sole and exclusive option of the Tenant, 4. RENT. (a) The "Rent Commencement Date" shall be June 1, 2018. Tenant agrees to pay, as Rent for the use of the Leased Premises during the Term of this Lease, a total of$94,200,00, which shall be payable in equal monthly installments of$7,850.00 for the Term of the Lease Year. (b) All payments due under this Lease shall be paid monthly in advance on or before the first day of each month (the "Due Date") without reduction, abatement or set-off (except as specifically provided in this Uase), and shall be mailed or delivered to Landlord's office at the address above, or at any other address forte payment of Rent that Landlord may give notice of to Tenant. (c) Any payment due and not paid within five (5) business days of the Due Date shall bear interest retroactive from the Due Date at a rate of seventeen percent(17%)per annum,until paid, In addition, the Tenant shall pay Landlord a late payment in an amount equal tot percent (10%)of the delinquent payment if the Tenant should pay by check but such check is dishonored or otherwise returned uncollected. Landlord and Tenant agree that such interest and late charge are fair and equitable under the circumstances and do not represent a forfeiture or penalty. 5. SE ICES. Tenant shall pay before delinquency, at its sole cost and expense, all charges for water, gas, Leat, electricity, power, telephone service, sewer service charges, and any and all other utilities charged, or attributable to the Premises, and all other services or utilities used in, on, or about the Premises by Tenant or any of its subtenants, licensees, or concessionaires and throughout the Term oft is Lease. 6. &SIGNAGE. (W225161.1 52631 Approved:Landlord Accepted.,T S 4- MJ Euw. n Soen 6670AVCLWIV209$AAS ckamdor, Tenant shall only display or erect such signs that have been approved by the Landlord. Tenant shall obtain all permits and licenses for such signs and such signs shall at all times and in aft respects comply with applicable codes, ordinances, laws and statutes concerning same. Tenant shall not exhibit or affim any other type of sign, decal, advertisement, notice or other writing, or projection to walls or doors of the Premises or the building except for these which have been approved by the Landlord in Landlord's sole discretion. All such signs shall be installed and maintained in good condition and repair at all times, at Tenant's sole cost and expense. 7. SUBLEASE AND ASSIGNMENT. The Tenant, Tenant's legal representatives or successors in interest to any part orthe whole of the Premises, shall not mortDage, pledge, encumber, franchise, assign or in any manner transfer this Lease, voluntarily or involuntarily, by operation of law orotherwise, nor shall the Tenant permit the Premises or any part thereof to be sublet,used or occupied for the conduct of any business by any third person or business entity, or for any purpose other than is herein authorized,without the or written consent of the Landlord. 8. ALTERATIONS BY TENANT AND LANDLORD. (a,) All additions, alterations, improvements and fixtures (except Tenant's movable trade fixtures and signage) in or on the Premises, whether placed there by Tenant or by Landlord, shall become Landlord's property and shall remain on the Premises at the termination of this Lease by lapse of time, or otherwise, without compensation or allowance or credit to Tenant, Tenant shall not make additions, changes, alterations orimprovements to the Premises costing more than $2,500.00 in the aggregate in any one Lease Year, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed. Even if Landlord's consent is not required, Tenant shall give Landlord prior written notice specifyig any work to be done. If Landlord grants its consent, Landlord may impose reasonable requirements as a condition of consent including without limitation the submission of plans and specifications for Landlord's or written approval, obtaining necessary permits, obtaining insurance, or approval of contractor of to be unreasonably withheld) and reasonable requirements as to the manner and times in which the work shall be done. All work shall be performed in a good and workmanlike, manner and shall be in accordance with plans and specifications (approved by Landlord if approval is required by the above provisions) and shall be made in accordance with all applicable laws, ordinances, and codes. If any of such or may affect the Structure of the Building or interfere with building systems or operation, Landlord may require that such work be performed under Landlord"s supervision (but at no additional cost to Tenant for such supervision). The repairs shall be done in a good and workman like manner consistent with all applicable laws,rules and regulations. Tenant shall make such alterations to the Premises to keep same in compliance with all applicable laws, rules and regulations, including, without limitation, the Al-nericans with Disabilities Act. In the event that any goveri-airiental authority directs any modification or alteration to the Premises as the result of Tenant's occupancy, Tenant shall pay for the cost of the modification or alteration, 10OZ25161.1 30&"OM63) y a .9tr 3 Approved:Landlord Accepted:Tenant X Ena. 1Llound u to 20 5.L D8 cksAdoa (b) Pursuant to Paragraph 9 hereinbelow, Tenant shall keep the Premises and all parts of the Premises at all times free of mechanics" I iens and any other lien for labor, sen4ces, supplies, equipment or material purchased or procured, directly or indirectly, by or for Tenant and all poisons contracting with the Tenant for the construction or removal of any facilities or other improvements on or about the Premises, and all material men, contractors, mechanics and laborers are charged with notice that they must to only to the Tenant and to the Tenant's interests in the Promises to secure the payment of any bill for work done or material furnished at the request or instruction of Tcriant. 9. CONSTRUCTIQN� LIEN. Tenalit shall keep the Premises and A parts of the Premises at all times free of mechanics, liens and any other lien for labor, services, supplies, equipment or material pnirchased or procured, directly or indirectly,by or for Tenant. Tenant further agrees that Tenant will promptly pay and satisfy all liens of contractors, subcontractors, mechanics, laborers, material men and other items of like character, and will indemnify Landlord against all expenses, costs and charges, including bond premiums for release of liens and attorney's fees and costs reasonably incurred in and about the defense of any suit in discharging the Premises, from any liens, judgments, or encumbrances caused or suffered by Tenant. In the event any such lien shall be made or filed, Tenant shall bond against or discharge the same within five(5)days after the same has been made or filed. It is understood and agreed between the parties that the expenses, costs and charges above referred to shall be considered as Rent due and shall be included in any lien or other claim for Rent. 17he Tenant shall not have any authority to create any liens for labor or material on the Landlord's interest in the Premises. All persons contracting with the Tenant for the construction or removal of any facilities or other improvements on or about the Premises, and all material men, contractors, mechanics and laborers are now charged with notice that they must look only tote Tenant and to the Tenant's interests in the Premises to secure the payment of any bill for or one or material furnished at the request orinstruction of Tenant. In accordance with Florida Statutes Section 71 10, Landlord shall have the right to post on the Premises and to file and/or record in the Public Records or court registry, as applicable, notices of non- responsibility and such other notices as Landlord may reasonably deem proper for the protection of Landlord's interest in the Premises. Tenant shall, before the commencement of any work which might result in,any lien on the Premises, give Landlord reasonable written notice under the circumstances of its intention to commence work. 10. HAZARDOUS SUBSTANCES. (a) Tenant shall not in on or permit to be brought on the Premises any hazardous substances, except-normal office supplies, Tenant shall not use the Premises for the manufacture, storage, disposal or handling of any hazardous substances, and Tenant shall indemnify and hold harmless Landlord from and against any and all loss, claim, damages, liability, cost or expense, including reasonable attorney's fees actually incurred at customary hourly rates, court costs and remediation costs and expenses incurred by Landlord arising from or relating to: (i) Tenant's violation of the to of this paragraph; ® (ii) any other environmental contamination of the Premises, including, out limitation, the costs of remediation. The indemnification described here shall survive the expiration orother termination of Tenant's leasehold interest in the Premises. Tenant further agrees at all times during the to of this Lease, and on the termination {00225161.13 63) 4 Approved:Landlord Accepted.,Tenant­ MAR1.1 E,..113y..fi,, . s.a1367Q.fam re 209 5 1.18 r-kamd" of the� terms of this Lease, Tenant shall comply with all applicable environniental protection laws, rules or requirements, and shall promptly cure all violations thereof arising from its non- compliance, including but not limited to the preparation, delivery and/or filing with the applicable governmental authorities and with the Landlord, of all forms, certificates, notices, documents, plans and other writings, and the furnishing of such other information as may be required or requested by the Landlord, its mortgagee or any applicable governmental authority in connection with the sale, lease, transfer, mortgaging or other disposition of the building and/or lands, It is specifically acknowledged and agreed that the provisions of this paragraph shall survive the termination of this Lease,regardless of the reason or cause of termination, Cb) hazardous substances means any chemical, substance, material, controlled substance, object, condition, waste, mold, living organisms or combination thereof which is or may be hazardous to human health or safety or to the enviroinnent due to its radioactivity, ign itabilit),, corrosivity, reactivity, exPlosivity, toxicity, carcinogenicity i- f i us s or other T',ect 0 ne 8 e harmfid properties or effects, including, without limitation, petroleum products, lead, asbestos, radon, polychlorinated biphenyls (PCBs) and all of those chemicals, substances, materials, controlled substances, objects or which are now or become in the future listed, defined or regulated by any federal,state or local law. 11. INSURANCE (a) At all times during the Term of this Lease and any renewals of this Lease Tenant shall obtain and keep in full force and effect: (i) conu-nercial general liability insurance, suebinsurance to insure against liability for bodily injury and death and for property damage in an amount which is commercially reasonable and with Landlord's prior consent to the carrier and amount and combined single limit on a per occurrence basis; her Tenant shall also maintain at all tirnes during this lease an umbrella insurance policy in a commercially reasonable amount and with Landlord's prior consent to the carrier and amount; (ii) workmen's compensation as required by law providing statutory benefits for all persons employed by Tenant in connection with the Premises-, (iii) builder's risk insurance during all periods in which Tenant is constructing alterations or additions to or within the Premises, in commercially reasonable amounts and with LancHord's prior consent to the carrier and amounts; and (iv) casualty insurance coverage on the improvements located on the Premises for the it replacement cost thereof. (b) All insurance that Tenant shall be required to effect pursuant to this provision shall be underwritten by insurance companies that are licensed or authorized to do business in and shall be in good standing with the to of Florida and rated A or better by AM Best and Company or its equivalent. All insurance contracts that Tenant is required to maintain under this Lease shall be issued for terms of not less than one year and shall contain a provision that they shall not be subject to cancellation, non-renewal or material reduction in coverage as to the Premises unless (00225161.1 306-99M263) Approved:Landlord Accepted:Tenant MAR=MruwBaylvon aoumtm 13670I 209 5.1.18 dmm&t Landlord shall be served with a written notice not later than days prior to cancellation, non- renewal or material reduction in coverage; for purposes of the foregoing, "material reduction in coverage" shall mean change from "all-risk"casualty insurance coverage, or a material increase in deductible. (c) Landlord and Tenant agree that Landlord shall be insuring Landlord's interests as Landlord deems appropriate; provided; however, Landlord shall cooperate with Tenant to assure that insurance coverage is not duplicated. (d) Tenant is a self-insured, sovereign entity of the State of Florida, and its self-insurance limitations are, provided by law, Tenant is provided with comprehensive general liability insurance through the State RiskMwmagement Trust Fund with Ifinits of coverage up to a maximum of$200,000 per person and $300,000 in the aggregate per occurrence, pursuant to the to and limitations of Sections 768.28, Florida Statutes and Chapter 284, Part 11, Florida Statutes, or as amended from time to time. Worker's Compensation insurance is maintained in full compliance with Florida law, Teriant shall Provide Landlord or their respective designees, prior to, or during, the use or occupancy of the Premises, witha Certificate of Self-lusurance or Certificate of Insurance evidencing TENANT's self-insured Risk Management Program in accordance with Section 768.28, Florida Statutes, ancb1or any maintained excess property insurance applicable to this Lease Agreement. Notwithstanding any other provision set fol is in this lease agreement, nothing contained herein shale be consdas a waiver of the Tenant's right to sovereign immunity under section 768.28, or other limitations imposed on the Tenant's potential liability under state or federal law. Notwithstanding anything contained in the Master Lease to the contrary, as between Landlord and 'Tenant only, all insurance proceeds or condenination awards received by Landlord under the Master Lease shall be deemed to be the property of Landlord.. In the, event of a casualty or condemnation, Tenant shall have the right to make a separate claim for damages to Tenants personal property to the extent pennitted under the Master Lease, 12. INDEMINIFICATION/HCL D HARAILESS. Landlord, its partners, representatives, agents, and their respective officers and employees, shall not be liable to Tenant, or to Tenant's officers, directors, shareholders, agents, servants, employees, customers or invitees, for any damage to person or property in or about the Premises caused by any act, omission or neglect of Tenant and its agents and their respective officers, directors, shareholders, and employees, and Tenant agrees to inderrinify and hold harmless Landlord from all claims for any such damage. Tenant and its agents and their respective officers, directors and shareholders and employees shall not be liable to Landlord or to Landlord's partners, representatives, agents, servants, customers, or invitees and their respective officers and employees for any damage to person or property caused by any act, omission or neglect of Landlord, its partners, representatives and agents and their respective officers and employees and Landlord agrees to indemnify and hold harmless Tenant from all claims for any such damage, The Tenant fiirther covenants and agrees with the Landlord that during the to of this Lease and for such other times as the Tenant shall of or have access to the Premises,that: Landlord and its affiliates all not be liable to the Tenant or to any other person for any claim, injury, loss or damage to,any person or property on or about the Premises; and Tenant will save 6 Approved-Undlord Accepted:Tenant MARcsIEsuu%BoyNon Boundlm 136,10.0dew M209,5.1 18 dundoo the Landlord harmless and indemnified from and against such claim, injury, loss or damage (including defense costs). lademniat . Pursuant to Florida law andpotwithstanding anything to the contrary herein, as a state agency of Florida, Tenant cannot and will not indemnify Landlord. Within the limits provided by law, Lessee assumes all risk, ofmid will remain primarily responsible for personal injury and property damage attributable to the negligent act-,or omissions of Sub and its officers, agents, and employees while acting within the scope of their office or employment. Notwithstanding anything to the contrary in the Agreement, Lessee does nota toe the scope of the waiver of sovereign immunity for state agencies provided in Florida Statute 768.28 and does not consent to be sued other than as provided by Florida law. The provisions of this ,Section 12 shall survive the expiration orearlier termination of the Master Lease and/or this Lease, except to the extent any of the foregoing is caused or by the wrongful acts of Landlord. 13. DAMAGE OR DESTRUC-LION. (a) If the Premises shall be damaged by fire or other casualty but the Premises are not thereby rendered untenantable, in whole or i.n.pan, Tenant shall cause the Premises to be repaired and the Rent shall not be abated. (b) If the Premises shall be damaged by fire orother casualty not attributable to the act, omission or neglect of Tenant and the Premises are rendered partially ten le, Tenant shall cause the Premises to be repaired. In the event of panial untenantability. , Base Rent and only Base Rent shall be abated proportionately, In the event that the structural damage shall exceed Fifty Thousand (S50,000-00) Dollars, then the parties agree that the Premises are rendered wholly untenantable and the Landlord or Tenant shall have the option to terminate the Lease as set forth below. (c) Tenant shall not be entitled to any compensation or damages fi-om Landlord for the loss oft use of the whole or any part of the Premises or damage to Tenant's personal property or any inconvenience or annoyance occasioned by such damage, 'repair, reconstruction or restoration. (d) If the Premises are rendered wholly untenantable, or if the building is damaged to the extent of more than Fifty Thousand ($50,000.00) Dollars, then in any of such events, Tenant or Landlord may elect to terminate this Lease by giving notice of such election to the other party within thirty (10) days after the occurrence of such event. If such notice is given, the rights and obligations of the parties shall cease as of the to of such notice, and Rent (other than Rent due Landlord by reason of Tenants failure to perform any of its obligation hereunder) all be aqiusted as of the date of such termination, Tenant's option to terminate this Lease as provided in this Paragraph 13 shall be available to Tenant only if the damage by fire or other casualty is not attributable to the act, omission or neglect of Tennant. 100225161.1 7 Approved,Landlord Accepted:Tenant MAml Fz=Wdyman Bomdkcs J,,0OX,1-uio m 209 5JAS dumdoc 14. CONDEMNATION. (a) Total Taking. If all the Prer ses are taken by the power of eminent dom. n ri� ai exercised by any governmental or quasi-governniental authority, this Lease shall tenninate as of the earlier of- (i) the to Tenant is required to vacate the Premises; or (ii) the date title passes to the condenuring authority, and on either such date of termination, all Minimum Rent, Additional Rent and other costs due under this Lease all be paid to that date. Ile teen "eminent domain" includes the taking or damaging of property by, through, or wider any governmental or quasi-govemmental authority, and any purchase or acquisition in lieu of such a taking, whether or not the damaging or taking is by the government or any other person. ,Partial T1 in Tenant may terminate this Lease on three (3) months' prior written notice to Landlord for any of the following events of partial taking: (i) if more than twenty-five percent(25%) of tite rentable square feet of floor area of the building on the Premises shall be taken or appropriated-, or (ii) the access tote Premises is materially adversely affected. (c) 1,andlord reserves all rights to the entire damage award or payment f6r any taking by eminent domain. Tenant shall, however, have the right to claim from the condemning authority all compensation that may be recoverable by Tenant on account of any loss incurred by Tenant, including, but not limited to, loss due to removing Tenant's nierchandise, furniture, trade fixtures, and equipment or for damage to Tenant's business, loss of business, and/or loss of leasehold interest; provided, however, that Tenant may claim such damages only if they are awarded separately in the eminent domain proceeding and not as part of Landlord's damages. 15. ESTOPPEL CERTIFICATE. Landlord and Tenant agree that they will from time to time, on request from each other, within ton (1 0) business days after notice from the other, execute and deliver to persons as the requesting party shall request a statement certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the Lease is in fall force and effect as so modified), stating the dates that Rent and other charges payable under this Lease have been paid, stating the commencement and termination dates of the current to of the Lease and stating whatever options to extend there maybe in the Lease, stating that Landlord or Tenant as applicable, is not in default under this Lease to the best of that party's knowledge after due inquiry (or if Landlord or Tenant, as applicable, have alleged a default, stating the nature of the alleged default), and ftirther stating other matters relating to the Lease that the requesting party shall reasonably require. 108225161.1 30&99CM63) Approved:Landlord—/ Accepted,Tenant M-`&-1 E"OMOYMOn BOUMk=136705Vcaft M 209 5A.M vkwdoc 16. rENANT DEFAULT. (a) Itshall be a default("Event of Default")under this Lease if. (i) Tenant shall fail to pay any Rent or any other sums of money within five (5) days after receipt of written notice that the same is due; (ii) Tenant shall fail to comply with any non-monitory provision of this Lease and after receipt of written notice, fail to correct any default within twenty(20) days after written notice or if the compliance cannot reasonably be corrected within the twenty (20)day period, then Tenant shall not be deerned in default if Tenant commences a cure within twenty(20)days of the written notice and diligently pursues same to completion within thirty(-3)0) days; (iii) the Premises shall be taken on execution aro process of law in any action against Tenant; (iv) Tenant shall become insolvent or unable to pay its debts as they become due, or Tenant notifies Landlord in writing that it anticipates either condition; (v) Tenant takes any action, or notifies Landlord in writing that Tenant intends, to file a petition under any section or chapter of the Bankruptcy Code as amended, or under any similar law or statute of the United States or any State; or a petition shall be filed against Tenant under any such statute which is not dismissed within days after the filing of it; or (vi) a receiver or trustee shall be appointed for 'renwil's leasehold interest in the Premises or for all or a substantial part of the assets of Tenant and not discharged within days after the appointment of a receiver or trustee, (b) On the occurrence of any Event of Default and after the applicable notice and cure period,and subject to terms and conditions provided here, Landlord in ay: (i) without terminating this Lease and without entering into possession of the Premises, continue this Lease in effect and enforce all rights of Landlord, and obligations of Tenant wider this Lease, including the filing of suit for the collection of monthly Rent, operating charges, and all other sums due as they accrue (including attorneys' fees and other damages). Acts of maintenance or preservation, efforts to relet the Premises, or the appointment of a receiver on Landlord's initiative to protect its interest under this Lease shall not constitute a termination of this Lease or Tenant's right to possession under this Lease; (ii) re-enter and repossess the Premises, subject to notice, and any and all improvements on and additions to the Premises and remove all Persons and property frorn the Premises by a suitable action or proceeding at law or in equity without being liable for ally dama,,es, No re-entry by Landlord shall be deemed itermination or an acceptance of a surrender of this Lease; (iii) terminate this Lease and sue Tenant for damages under this Lease which damages shall be an amount equal to: [00225161.1 9 Approved:Landlord Accepted:Tenant M Zr MMWI EstmMaynton Bou"M 136'70.5 V'Me M 209 S. 18 dmflAoc (A) the sum of all amounts due under this Lease to the date oft in `oy plus (B) the aggregate Rent remaining over the unexpired portion of the Term plus the reasonable cost to Landlord for any repairs and other costs of reletting, all reduced to present value using a discount to equal to the interest rate of a governmental security having a maturity closest to the then current expiration of the Term;less (C) the, aggregate fair net rental value of the Premises over the remaining portion C� of the Term provided, however, a reasonable period of time, not to exceed Six (6) months, may be considered as a leasing period by which the Premises would not be leased and therefore no income would be realized for such period reduced to present value; is (D) Landlord's costs and expenses incurred in the enforcement of these provisions, including reasonable attorney's fees; (iv) reef any or all of the Premises for Tenant's account for any or all of the remainder of the Term or fora period exceeding the remainder of the Term, in which event Tenant shall pay to Landlord, at the timesand in the manner specified by the provisions of this Lease the Rent accruing during the remainder, less any Rent received by Landlord, with respect to the remainder, from the reletting, as well as the cost to Landlord of any reasonable attorney's fees actually incurred, or for any repairs or cost of reletting or other action (including those taken in exercising Landlord's rights under any provision of this Lease)taken by Landlord on account of the Event of Default but in no event shall Landlord be liable in any respect for failure to relet the Premises after good faith efforts to do so ori the event of reletting, for failure to collect the Rent under this Lease. Any sums received by Landlord on a reletting in excess of the Rent reserved for this Lease shall belong to Landlord; (v) cure the Event of Default in any other manner(after giving Tenant written notice of Landlord's intention to do so except in the case of emergency), in is event Tenant shall reimburse Landlord for all expenses reasonably incurred by Landlord in doing so plus ten percent (10%) of the expenses to cover Landlord's administrative costs and expenses, plus interest on all of the foregoing at the rate of seventeen percent (17%) per annum, which expenses and interest shall be additional Rent and shall be payable by Tenant immediately on demand by Landlord; and/or (vi) pursue any combination of these remedies and/or any other remedy available to Landlord on account of the Event of Default at law or in equity. (c) If legal proceedings are instituted, and a compromise or settlement shall be made, it shall not be constituted as a waiver of any subsequent breach of any covenant, condition of agreement contained in this Lease. All such remedies of Landlord shall be cumulative, and in addition, Landlord may pursue any other remedies that may be permitted by law or in equity. Forbearance by Landlord toenforce one or more oft ese remedies on an event of default shall not be deemed or construed to constitute a waiver of the default. x00225161.13 4 ) 10 Approved.Landlord Accepted.Tenant M:%eOIEMMC�BoyatonDoundLas 13670 1 U-case 17. USE. (a) The Tenant shall use the Prem.1ses for office use only arid for no other purpose whatsoever, Tenant shall comply with all present and future laws or ordinances applicable to the Premises and shall not commit or suffer waste on the Premises, or use or permit anything on the Premises which may be illegal, or constitute a private or public nuisance, or conflict with or invalidate or increase the cost of any of Landlord's hazard, fire, liability and extended coverage insurance, or is may be dangerous to persons or the property. Tenant, its agents, employees, patients, customers or invitees shall not: (i) smoke tobacco or other similar product within the building on the Premises; and (ii) loiter or lounge within the Conimon Area or outside the building on the Premises, (b) Tenant acknowledges and agrees that Tenant is solely responsible for obtaining all permits for use of the Premises and any governmental approvals at Tenant's sole cost and expense. Landlord makes no representation or warranty as to the permissibility of Tenant's intended use or as to is permits or governmental approvals Tenant will need to obtain to operate in the Premises as Tenant intends. Tenant understands, acknowledges and agrees that it is assuming the risk in entering into this Lease as to the obtaining of permits and governmental approvals for its intended use of the Premises. 18. RENEWAL OPTION. (a) Provided Tenant has not been in default under this Lease beyond applicable cure periods, Tenant shall have two (2) independent options to renew (the "Option Terms"). The Fixed Rent during each one of the Option Terms shall be One Hundred and Two Thousand Dollars ($10-2,000.00) per year, payable in equal monthly installments of Eight Thousand Five Hundred Dollars ($8500.00) per month. (b) The Tenant, in exercising the option to renew granted hereunder, she give Landlord written notice no later than three (3) months prior to the upcoming expiration of the Lease. All other ternis and conditions of the Lease shall remain for the Option Term except that the Security Deposit shall be increased and paid before the expiration of the Initial Term of the Lease so that itshall equal one full months'Rent as established pursuant to the Option Terms. 19. HOLDING OVE R. In the event of holding over by Tenant out Landlord's written consent Tenant shall pay Rent equal to one hundred fifty percent(150%) of the applicable Rent plus other stuns due from time to time under this Lease, Possession by Tenant after the expiration oft is Lease shall not be construed to extend its Term. 20. NO OFFER. The submission of this Lease by either party to the other for review shall not be considered an offer to enter into this Lease and the submission shall not bind either party in any way until both Landlord and Tenant have each executed and delivered to each other duplicate originals of this Lease. IM25161,1 <.-�IbrlI Approved:Landlord Accepted"Fenant MARealEstacc\ooyajonft1367GAV-umn209S.L@ackw.bac 21. NO CONSTRUCTION AGAINST DRAFTING PARTY. Landlord and Tenant acknowledge that each of them and their respective counsel have had an opportunity to review this Lease and that this Lease shall not be construed for or against either party merely because that party prepared or drafted this Lease or any particular provision of it. 22. SEVERABILITY. If any provision of this Lease or the application of this Lease to any person or circumstance shall to any extent be or become illegal, invalid or unenforceable, the remaining provisions of this Lease, or the application of that provision to other persons or circumstances, shall not be affected by the illegality, invalidity or unenforceability, and each remaining provision of this Lease shall be valid and enforceable to the fullest extent pennitted by law, 23. TIME OF THE ESSENCE. Time is of the essence with respect to all required acts of Tenant and Landlord and each provision of this Lease. 24. BROKERAGE COMMSSIONS. Landlord and Tenant warrant and represent that they have not dealt with any real estate broker or salesman in connection with this Lease except Mr. it O'Donnell c/o Avison Young (the "Broker"). Landlord agrees to compensate the Broker. Tenant represents, Tenant has dealt with no other person or entity which would create any liability for the payment of a commission by the other party. The party who breaches this warranty shall defend, hold harmless, and indemnify the non-breaching party from,any claims or liability arising from the breach. 25. AUTHORITN' TO EXECUTE LEASE. Tenant represents and warrants that this Lease has been duly authorized, executed and delivered by and on behalf of Tenant and constitutes the valid, binding, and enforceable agreement of Tenant in accordance with the terms of this Lease. Landlord represents and warrants that Landlord is the owner of fie simple title to the property on which the Premises is located, this Lease has been duly authorized, executed and delivered by and on behalf of Tenant, and constitutes the valid, binding and enforceable agreement of Landlord in accordance with the to of this Lease. 2 6. N OLT LCES (a) All notices, demands, consents and approvals which may be or are required to be given by either party to the other hereunder shall be in writing and shall be deemed to have been fully given and received upon actual delivery (or refusal to accept delivery) to, the address of all parties designated to receive notice as set forth below or to such other place as the party to be notified may from time to time designate by at least to (10) business days notice to the other parties. Notices, demands, consents and approvals shall be deemed properly given only by. (a) tM25161.13069 1 A % 12 , ' Approved.Landlord-- £''. Accepted:Tenant MARWEttWoym.% mm 13070 re 209 SAAS ckwAoc personal delivery, or (b) sent by Federal Express or other nationally-recognized overnight delivery service; or (c) deposit in the L'Inited 'States inait certified, return receipt: requested with postage prepaid. Until changed in the manner set forth above, the addresses for notice are as follows: If to Landlord: Boynton Boundless, L.L.C. Aftn.: Michael S. Weiner 6111 Broken Sound Pkwy NW, Suite 200 Boca Raton,FL 33487 Telephone: (561)237-6819 mw e inqjCzL9s c law fi rm.com If to Tenant: City of Boynton Beach Tele one: (5 1) Email: (b) In addition to the means set forth in this Paragraph 26(a) above, any notice, demand, 219 consent or approval which may be or are required to be giver) by either party to the other hereunder, may be altemacively delivered and shall be deemed to have been Bally given and received by the receipt of electronic conirnunications commonly known as "'email," provided confirniation of receipt of such email is obtained by the notif,�in'g part- y, If email transmissions are to be sent, then they are to be sent to Landlord at mweiner@sselawf=.com and to Tenant at 27. CALRE,-CONDITION,MAINTENANCE & REPAIRS OF PRE,MISE& ACCESS. (a) Tenant acknowledges that Tenant has examined the condition of the Premises and agrees to take possession of and accept same in it's "AS IS, M7MRE IS" condition. Tenant agrees that no representa Lions with respect to the condition of the Premises or with respect to tile Condition of any plumbing, electrical, heating, ventilating. air-conditioning, cooling or refrigeration equipment or any other mechanical equipment or apparatus located in the Premises have been made by Landlord or its agents, and that Landlord shall not be bound by any promises or agreements to decorate, alter, repair, modify, maintain or improve the Premises, unless such promises or agreements are expressly set forth in this Lease. (b) Tenant shall, at Tenant own cost and expense, keep and maintain the interior of the Premises and all of the improvements located therein, including, without limitation, floors, ceilings and walls (excluding, however, the Structure of the Building as defined in Section 27(d) below) doors and windows, all plumbingfixtures, lighting, electrical, heating, plumbing, air-conditioning, cooling, ventilating and refrigeration equipment and all other landscaping, equipment, apparatus and appurtenances within the Premises, in good condition, order, ma"' itenance and repair, repairing or replacing any of same with materials of the same or better quality as originally used andtaus' said repairs to be done in a _good and, workmanlike manner, and will keep the Premises in a clean, healthful and safe condition 13 Approved-Landlord Accepted-Tenant MAROW Eswteeorawl and in accordance and in compliance with all applicable laws, ordinances and other governmental regulations, orders and directions during the to of this Lease. This obligation to keep and maintain the Premises includes, but is not limited to landscaping, pest control, and general cleaning of the Common Area. Upon the termination of this Lease, in any way, Tenant will yield up the Premises to Landlord in good condition and repair as the Premises and Personal Property was in on the first day of the Terni of the Lease; and Tenant will deliver the keys therefor at the place of paym, ent of Rent. Should Tenant fail or neglect to make such repairs, restoration or replacement promptly with or out notice from Landlordto do so, Landlord shall have the right to make all such necessary repairs,restorations or replacements at Tenant's expense and the costs incurred by Landlord in connection therewith shall become Additional Charges. (c) Additionally, any damage to, or destruction or, or repairs or replacen-lents to or with respect to the Premises, caused, arising out of or necessitated directly or indirectly by or attributable to any act or omission of Tenant or any agent, servant employee, or invitee of Tenant shall be promptly repaired, restored or replaced by Tenant at Tenant's sole cost and expense, Should Tenant fail or neglect to make such repairs, restoration or replacement promptly with or without notice from Landlord to do so, Landlord shall have the right to make all such necessary repairs, restorations or replacements at Tenant's expense and the costs of such shall become Additional Charges. g (d) Landlord, at its sole cost and expense, all keep and maintain the roof and the exterior structure of the building on the Premises (the foregoing collectively, the "Structure oft e Building"), The Structure of the Building is Landlord's sole responsibility, ail other inairitenance,repair or upkeep is Tenant's responsibility. (e) Tenant shall take, and shall have full responsibility for taking, all precautions in connection with preparation of the Premises prior to any severe storm or hurricane touching down within one hundred (1 00) miles' of Boynton Beach, Florida, including without limitation: (1) establish hurricane and storm protective procedures forte Premises and its contents; (ii) bring outdoor objects indoors; (iii) remove antennae and loose objects from the roof, and (iv) apply, if appropriate,hurricane shutters to the Premises and close all curtains and blinds. 28. EARLY OCCUPANCY. Tenant shall have the right to enter the Premises from and after the mutual execution of this Lease to install furniture, fixtures and equipment and otherwise prepare the Premises for occupancy (collectively the "Early Entry Activities"), If Tenant enters into possession of the Pren-lises prior to the Rent Commencement Date or its its contractors to enter the Premises prior to the Rent Commencement Date, itshall be for Early Entry Activities only. Such occupancy shall not affect the Rent Commencement Date or result in the imposition of any additional rental obligations of Teriatit, Tenant acknowledges, understands and agrees that Landlord shall be doing no work in connection with readying the Premises for Tenant's occupancy and that Tenant has taken the Premises in "AS IS/WHERE IS" condition as set forth in Paragraph 27. 10=5061.1 14 Approved:Landlord Accepted.,Tensnt MAReal WzkMoynton Boundlen re 209 5 1.19 Akan doe 29. 11ITTI-TENANT BUILDING. Tenant enant acknowledges, understands and agrees that the second floor of the building in which the Premises is located is occupied by another tenant and that ingress and egress to the second floor for this Tenant is via an exclusive stairway at the rear of the building and a common stairway that exits into a co=-non foyer at the, front of building, Tenant understand that the Premises is subject to a license in favor of the second floor tenant allowing the tenant, its employees, and business invitees to use such stairways for ingress and egress to their second floor premises. 30. SECOND FLOOR SPT' ON (a) Subject to availability, the Tenant shall have the option to rent the second floor of the building in which the, Premises is located in addition to the first floor. Tenant acknowledges that the second floor is presently occupied by another tenant. Landlord shall notify Tenant upon receiving notice from the present second floor tenant that present second floor tenant is vacating the second floor and after receipt of such notice, Tenant shall have thirty (30) days to exercise the option granted herein. Rent shall be an additional Two Thousand Six Hundred Fifty Dollars (S2650.00) per month if such option is exercised during the original Tenn of this Lease, If Tenant is occupying the second floor during the Option Term of this Lease, or exercises this option to rent the second floor during the Option Term,then Rent during such Option Term shall be an additional Three Thousand Dollars ($3000.00) per month. The option to rent the second floor of the building may only be exercised, and occupancy of the second floor continued,if the Tenant is occupying and renting the first floor. (b) Upon exercise of the option by Tenant, 'Tenant shall pay Landlord the appropriate amount agreed to first month's rent, last month's rent and one month's rent as security deposit as described in Section 32 with regard to the first floor of the building, 31. QUIETENJOYMENT. 'Landlord covenants and agrees, provided Tenant pays all Rent and perform the terms and condition,,; of this 1,,,ease as and when required, totake all necessary steps to secure to Tenant,and to maintain for the benefit of Tenant the quiet and peaceful possession and enjoyment of the Premises and all rights appurtenant thereto, for the to of this Lease, without disturbance, hindrance or molestation by Landlord or any other person claiming title to the Premises or any part of the Premises by through or under Landlord, 'and Landlord warrants and forever agrees to defend Tenant's interest under this Lease against the claims of any and all persons claiming title to the Premises or any part of the Premises by through or wider Landlord, 32. SECUIUTY DEPosa. (a.) Simultaneously with the execution oft 's Lease, Tenant shall pay to Landlord a sum equal to the first month's rent, the last month's rent and a security deposit equal to one month's rent. The security deposit and last month's rent all be held by Landlord without interest and without segregation as to the full and faithful performance by Tenant of the to and conditions oft is Lease. Landlor�may use all or any part of the security deposit as is necessary to cure is Approved:Londlord_,/ Accepted;Tenn a M:W,eag FsUmMoyrdan Boundkss I Y)70,1%Lcam m 209 5-L 18 ckmmdoG any default of Tenant Linder this L case and in that event and a portion or all of such security deposit is used for such purpose, Tenant shall within fifteen (15) days afternotice I'Torn Landlord replace such portions or all of such funds as may be expended by Landlord. In the last on of the Lease,provided,Tenant is not in defkult,the payment of rent for the last month's rent shall be applied to such amount then due. At the expiration of this Lease, the security deposit shall be returned to tenant without interest provided Tenant has returned the Premises to Landlord and has not otherwise been in default of this Lease, including but not limited to a default for the non-payment of rent, (b.) In the event Tenant exercise the option to rent the second floor of the building,, at,the time of the exercise of such option, Tenant shall pay to Landlord an additional sum equal to the last month's rent for the second floor and a security deposit equal to on month's rent for the second floor. The security deposit and last month's rent shall be held by Landlord on the same terms and conditions as the original security deposit and last month's rent deposit paid at the time of the original execution of the Lease. 33. —ENTIRIE AGREEMEN . This Lease contains the entire agreement between the parties with respect to its subject matter and negotiations relating to its subject matter, and this Lease supersedes all previous lever agreements, This In may be amended only by subsequent written agreement between the parties. Except for those that are set forth in this Lease, no representations, prior written or oral promises, warranties oragreements made by Landlord or Tenant all be applicable to this Lease. 34. GO'vrFRNING LAW VENUE, This Lease shall be goveriled by and shall be construed and interpreted inaccordance with the laws of tile State of Florida and venue for any action shall be in Palm Beach County, Florida, 35. ATTORNEVS FTEES/COLLECTION COSTS. hi the event Tenant or Landlord defaults in the perforniance of any of the terms, covenants, agreements or conditions contained in this Lease or iti the event Landlord places the enforcement of this Lease for the collection of any Rent due or to become due, or the recovery of possession of the Prentlises in the hands of an attorney, or in the event either party files suit against the other, wid-i respect to the enforcement of its rights under this LeaseTeriarn and Landlord a&Irree that the prevailing party shall be entitled to be reimbursed by the non-prevailing party for all reasonable attorney's fees, expert witness fees, paralegal fees and court costs incurred by the prevailing party. All costs charged to or incurred by Landlord in the collection of any amounts owed pursuant to this Lease, including reasonable attorney's fees and court costs, shall, be paid by Temint, and, at the option of Landlord, shall be deemed to be additional Rent wider this Lease and shall be due from Tenant to Landlord on the first day of the following month. 16 Approved:Landlord Accepted.Tenant_, 36. RADON G .S. Radon is a naturally occwTing radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county health department. 37. CONFIDENTIALITY. Each party to this Lease agrees not to disclose the economic terms of this Lease except as each party respectively determines to be necessary for the conduct of its business. Neither party shall issue, any press releases pertaining to this Lease or containing the economic terms of this Lease without the prior written consent of the,other party, 38. MEMO RANDI U.N.1.0F LEASE. Tenant shall not permit, allow or cause this Lease, or any amendment to this Lease, to be recorded in any public registry oroffice of register of deeds. Landlord may record a memorandum in the Public Records to preserve its rights pursuant to Paragraph 9 hereinabove. 39. WAIVER OF THE RIGHT TO TRIAL BY JU Y. LANDLORD AND TENANT KNOWINGLY AND INTENTIONALLY WAIVE THE TT TRIAL BY JURY IN ANY ACTION OR PROCEEDING THAT LANDLORD OR TENANT MAY INSTITUTE AFTER THE EXECUTION OF THIS LEASE AGAINST EACH OTHER WITH RESPECT TO ANY MATTER ARISING OUT OF OR RELATED TO THIS LEASE ORTHE PREMISES. 40. COVENANT AGAINST.WIT RHOLDING RENTAL. Notwithstanding any other provisions contained in this Lease or any extensions, modifications or renewals of this Lease, it is understood and agreed that in the event of default in performance of any agreement, condition, or other provisions to be performed by the Landlord, or if for any other reason Tenant might be entitled to any reimbursement from Landlord, in no event shall Tenant deduct or withhold any such amount from rental payments due Landlord pursuant tothe rental provision of this Lease, if 5ent. 41. MONTH'LYRE-NTAL STATEMENTS. The Landlord shall not be required to send to Tenant monthly statements for rentals due or to become due under the to and conditions of this Lease. However,past due reminders shall be considered notice under Paragraph 16(a)(i) of this Lease, 100225161.1 17 Approved:Landlord Accepted:Tenant MAReal Examlftymn Boundless 13670.14Lzm re 244 5.1.18 ctoandoc 42. PARTIAL INV&LLIDITY. If any to or provision of this Lease or the application of any to or provision of this Lease to any party or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of that to or provision to parties or circumstances other than chose as to which it is held invalid or unenforceable, shall not be affected by the invalidity or unenforceability,, and each terin and provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. 43. DEMINMON QF_ � AND LIABILITY OF LANDLORD. The term "Landlord" as used in this Lease means only the owner for the time being of the Premises or the owner of a leasehold interest in the Premises so that in the event of sale of the Premises or an assignment of this Lease, or a demise of the Premises, Landlord shall be entirely freed and relieved of all obligations of Landlord under this Lease, and it shall,be deemed without further agreement between the parties and the purchaser(s), assignee(s) or Tenant(s) that the purchaser, assignee or Tenant has assumed and agreed to observe and perform all obligations of Landlord under this Lease. It is specifically understood and agreed that there shall be no personal liability of Landlord in respect to any of the covenants, conditions or provisions of this Lease. In the event of a breach or default by Landlord of any of its obligations under this Lease, Tenant shall look solely to the equity of Landlord in the Premises for the satisfaction of Tenant's remedies. 44. ACCORD AND SATISFACTION. No payment by Tenant or receipt by Landlord of a lesser amount than any payment of Rent herein stipulated shall be deemed to be other than on account oft earliest stipulated Rent, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as Rent be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such Rent or pursue any other remedy provided for in this ease or available at law or in equity. 45. WAIVER OF CON,"Ei NANT OR CONDITION. T.lie failure of Landlord to insist on strict performance of any of the covenants or conditions of this Lease or to exercise any option conferred in this Lease in any one or more instances shall not be construed as a waiver or relinquishment for the future of any such covenants, conditions or options,but the same be and remain in full force and effect. 46. COI TNTERPARTS: FACSIMILE SIGNATURES. This Lease may be executed in multiple counterparts, each of which shall be deemed an original but all of which, together, shall. constitute but one and the same instrument. This Lease shall beeffective when the parties have forwarded their respective signatures by facsimile either to the other party or to the other party's counsel. Facsimile signatures shall have the same legal effect as original signatures, 180225161.130&9"52631) Approved:Landlord Accepted-Tenant MARWF=WywaaBea IN S VVHEREOF, the parties hereto have executed this Lease as of the day and year first above-written. WITNESSES: LANDLORD: BOYNTON I1,JN`"'LESS m, a Florida limited liabila a x By;, Print Name: Mich 1 S.'"We ei l r, Man ger ri t al )e:i4xmni u WITNESSES: TENANT: r Print Nlle: _„: ion �� lei° t Nie E' LLj_S APP FOR STATE OF FLO A COUNTY OF PALM BEACH The foregoing instrument was acknowledgedbeforq,me this ay o � � „ 2018, by Michael S. Weiner, Manager of BOYNTONBOUNDLSS,L.L.C., ,,Mori a limited ' iabil t kC company, on behalfof the company, who.is personally lel la to me. ' 1 .o-, r Signature of " tary Public My Commission Expires: fres: ° MMYumly 1 14 "r# Jp EWM'FG&My 1 ® aresUlded 7f#+ rota , 1 35161,1 5263) Approved;Landlord Accepted:Tenant MWAalEstAWBoymonBoundim 13670.1 209 5.1.18 clew mdoc STATE OF FLORIDA COUNTY OF PALM BEACH The fbipwin instrument w c ,a ow'Jed e before me this � �day of 5 2018, by S 6Cite of Boynton beach, who has Produced his `vet's license as identification, � t igli�-t le qoova•Y Public Y Commission E mss; fr LL .SWANSON 1 1 `Y t 17,2021 f F Tial WWy U ri i sr6r,m 3g y, 20 A ro e No w _ _.� an _ p9 ®7 nt c MA,Real EKatMopm Soundkas 13670.lUA6f M209S.I.l6ekm.doc EXHIBIT GG " Nit n-mit"° �� �•�o l� � �r �I y�� �� �% a ;� I " r of Yj J .� F C•„ 10' d Ia. p F76.FS } III � ✓ t°�iP�� g. rl.j 4- l ."W. IST VE, t mos ds 7., .r f sege.�s til F Zfl Approved:Landlord Accepted:Tenant -.ymonao w,,3767o,i se 2035.1.%6 DR Consumer's" IL 1 ®1 ,yww �y dW':, M '2.12, Statutes _ NORI .. 1544C-0 07/31/2017 07/3"1/2022 MUNICIPAL C4ftffcale Number PYWVVe Date Fxphven Die ['Xempton ur sum This flee that BEACHCITY OF BOYNTON 100 E BOYNTON BEACH BLVD BOYNTON BEACH FL 33435,38M Is exempt from the payment of FloridaI tax on real Property ,transient !property rented,tangible Personal PrOPOrtY Purchased or rented,or services . . .,...._ — Important Information for Exempt Organization7s R.10/15 FIORIOA t You must provide all vendors and suppliers with an examptloin cartificate before maldngern purchases. Ses Rule 1 1.033" Fibrida AdmiNstrative Code,(KA. .. 2. Your Consumart Certificate of EK@mpftn Is is by your organization for your n i customary nonprofit activities. 3® Purchases made by an lndMduW on behalf of the organization am taxablej even N the Individual will be reimbursed , 4. This exemption app Iles only to purchases your organ! tion makes. The sale or lease to others of tsnglbls personal property,sleeping accommodations, or other real property Is taxable, Your organization must register, collectand and remit sales and use tax an such taxable transactions. mote: Churches aro exempt from this requirernent exospt when they are Me lesser of real pro (Rule 12A-1.070, FAC.). S. It Is a criminal offense to fraudulently present this certificate da ft payment of sales tax. Underno circumstances should this certifi to be used for the personal benefit of any Individual. i p il!be liable r pay ratof les plus penalty of of the F d y b n tt felony, Any violation will require the revocation of this certlfl te. ft you have questions regarding your exemption cartificate,please contact the Exemption Unit of Account Management at 800-352-3671. From the available options,select"Registration of Taxes,"thea "Registratlon information,"and finally"Exemption i t NonprofitEntities," The mailing address Is PO Box 8433, Tallahassee"FIL 32314-64K i LEASE THIS LEASE ("Lease") is made and entered into at Delray Beach, Florida, this 28th day of August, 2018, by and between BOYNTON BOUNDLESS, L.L.C., a Florida limited liability company, hereinafter called "Landlord", with a mailing address of 6111 Broken Sound Pkwy NW, Suite 200, Boca Raton, Florida 33487 and E2L Real Estate Solutions, LLC hereinafter called"Tenant", with a mailing address of 1400 West Fairbanks Ave., Suite 201, Winter Park FL 32789. 1. DEFINED TERMS. Wherever used in this Lease,the following terms shall be construed to mean as follows: (a) "Premises" shall mean the second floor of the building, including an outdoor balcony, along with the non-exclusive right to the use of Common Areas which are owned by the Landlord as herein shown on the survey,which is attached as Exhibit"A". (b) "Common Areas"shall mean all common facilities in and around the building(whether or not shown on Exhibit "A" or made available hereafter), including without limitation the parking area, aisles, sidewalks, loading areas, passageways, stairs (including but not limited to the spiral staircase), ramps, landscaping, foyer and greeting area at the base of the spiral staircase,and other common service areas subject to the conditions hereinafter set forth. (c) "Lease Year" as used herein shall mean each consecutive twelve-month period beginning with the first (I") day of September, 2018, (the "Commencement Date') and ending August 31,2019. (d) "Rent"shall mean and include rent,Base Rent,Additional Charges, costs and expenses, sums or amounts due to the Landlord. 2. DESCRIPTION OF PREMISES. In consideration of the payment of all Rent and the performance of the covenants as hereinafter set forth, the Landlord demises unto Tenant, and Tenant leases from Landlord, subject to all conditions and easements of record, and to a non-exclusive reserved license as further described herein, for the Term and upon the terms and conditions set forth in this Lease, the Premises described as 209 N. Seacrest Boulevard, Boynton Beach, Florida and further described in Exhibit"A". 3. LEASE TERM. (a) The term of this Lease shall be for a period of two (2) years (the "Term"). The Tenn shall commence on September 1, 2018 and shall expire at midnight on August 31, 2020. If for any reason Tenant discontinues the use of the Premises, Tenant shall still remain liable for the performance of this Lease and the payment of the Rent under this Lease, subject to the terms of this Lease. (b) This Leases 1 na at the end of the Term without the necessity of any notice 1 Approved:Landlord : Accepted:Tenant from either Landlord or Tenant to terminate the same,and Tenant hereby waives notice to vacate or quit the Premises and agrees that Landlord shall be entitled to the benefit of all provisions under this Lease respecting the summary recovery of possession of the Premises from a tenant holding over to the same extent as if statutory notice had been given. (c) In addition to any other Landlord access rights to the Premises as provided for in this Lease, for the period of three (3)months prior to the expiration of the Term, Landlord shall have the right to show the Premises and all parts thereof to prospective tenants during normal business hours. Tenant shall deliver and surrender to Landlord possession of the Premises and Personal Property upon the expiration of this Lease or its termination in any way, in as good condition and repair as the same shall be in as of the first day of the term of this Lease. (d) Anything herein to the contrary notwithstanding,the Tenant may terminate this Lease at any time by giving ninety (90) days written notice, in which case the Lease shall end on the ninety-first (91St) day from the receipt of such notice. Tenant shall be liable only for such rent through the ninety-first(911)day and no other rent. The option to end the Lease pursuant to this paragraph 3(d)is the sole and exclusive option of the Tenant. 4. RENT. (a) The "Rent Commencement Date"shall be June 1, 2018. Tenant agrees to pay, as Rent for the use of the Leased Premises during the Term of this Lease, a total of$31,800.00, plus applicable sales tax,which shall be payable in equal monthly installments of$2,650.00 plus sales tax at 6.8% ($180.20) so that monthly Rent payment shall be $2,830.02 for the Tenn of the Lease Year. (b) All payments due under this Lease shall be paid monthly in advance on or before the first day of each month (the "Due Date") without reduction, abatement or set-off(except as specifically provided in this Lease), and shall be mailed or delivered to Landlord's office at the address above, or at any other address for the payment of Rent that Landlord may give notice of to Tenant. (c) Any payment due and not paid within five(5) business days of the Due Date shall bear interest retroactive from the Due Date at a rate of seventeen percent(17%)per annum until paid. In addition, the Tenant shall pay Landlord a late payment in an amount equal to ten percent (10%)of the delinquent payment if the Tenant should pay by check but such check is dishonored or otherwise returned uncollected. Landlord and Tenant agree that such interest and late charge are fair and equitable under the circumstances and do not represent a forfeiture or penalty. 5. SERVICES. Tenant shall pay before delinquency,at its sole cost and expense,all charges for water, gas, heat, electricity, power, telephone service, sewer service charges, and any and all other utilities charged or attributable to the Premises, and all other services or utilities used in,on,or about the Premises by Tenant or any of its subtenants, licensees, or concessionaires and throughout the Term of this Lease. 6. SIGNAGE. W z Approved:lAndlo �� Accepted:Tempt Tenant shall only display or erect such signs that have been approved by the Landlord. Tenant shall obtain all permits and licenses for such signs and such signs shall at all times and in all respects comply with applicable codes, ordinances, laws and statutes concerning same. Tenant shall not exhibit or affix any other type of sign, decal, advertisement, notice or other writing, or projection to walls or doors of the Premises or the building except for these which have been approved by the Landlord in Landlord's sole discretion. All such signs shall be installed and maintained in good condition and repair at all times, at Tenant's sole cost and expense. 7. SUBLEASE AND ASSIGNMENT. The Tenant or successors in interest to Tenant, shall not mortgage, pledge, encumber, franchise, assign or in any manner transfer this Lease, voluntarily or involuntarily, by operation of law or otherwise, nor shall the Tenant permit the Premises or any part thereof to be sublet, used or occupied for the conduct of any business by any third person or business entity, or for any purpose other than is herein authorized, without the prior written consent of the Landlord. Such consent shall not be unreasonably withheld provided that the present principals of Tenant control the assignee to which Tenant chooses to assign. 8. ALTERATIONS BY TENANT AND LANDLORD. (a) All additions, alterations, improvements and fixtures (except Tenant's movable trade fixtures and signage)in or on the Premises,whether placed there by Tenant or by Landlord,shall become Landlord's property and shall remain on the Premises at the termination of this Lease by lapse of time,or otherwise, without compensation or allowance or credit to Tenant. Tenant shall not make additions, changes, alterations or improvements to the Premises costing more than $2,500.00 in the aggregate in any one Lease Year, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed. Even if Landlord's consent is not required,Tenant shall give Landlord prior written notice specifying any work to be done. If Landlord grants its consent, Landlord may impose reasonable requirements as a condition of consent including without limitation the submission of plans and specifications for Landlord's prior written approval, obtaining necessary permits, obtaining insurance, prior approval of contractor (not to be unreasonably withheld) and reasonable requirements as to the manner and times in which the work shall be done. All work shall be performed in a good and workmanlike manner and shall be in accordance with plans and specifications (approved by Landlord if approval is required by the above provisions) and shall be made in accordance with all applicable laws, ordinances, and codes. If any of such work may affect the Structure of the Building or interfere with building systems or operation,Landlord may require that such work be performed under Landlord's supervision (but at no additional cost to Tenant for such supervision). The repairs shall be done in a good and workman like manner consistent with all applicable laws,rules and regulations. Tenant shall make such alterations to the Premises to keep same in compliance with all applicable laws,rules and regulations, including, without limitation, the Americans with Disabilities Act. In the event that any governmental authority directs any modification or alteration to the Premises as the result of Tenant's occupancy, Tenant shall pay for the cost of the modification or alteration;provided however if such cost exceeds one month's rent, Landlord shall pay for any amount in excess of one month's rent but provided further if such costs exceed two month's rent, either party may cancel this Lease on thirty (30) days' notice. ,e 3 Approved:LaodJo _ _ Accepted:Tenaot (b) Pursuant to Paragraph 9 hereinbelow, Tenant shall keep the Premises and all parts of the Premises at all times free of mechanics' liens and any other lien for labor, services, supplies, equipment or material purchased or procured, directly or indirectly, by or for Tenant and all persons contracting with the Tenant for the construction or removal of any facilities or other improvements on or about the Premises, and all material men, contractors, mechanics and laborers are charged with notice that they must look only to the Tenant and to the Tenant's interests in the Premises to secure the payment of any bill for work done or material famished at the request or instruction of Tenant. 9. CONSTRUCTION LIEN. Tenant shall keep the Premises and all parts of the Premises at all times free of mechanics' liens and any other lien for labor, services, supplies, equipment or material purchased or procured,directly or indirectly,by or for Tenant. Tenant further agrees that Tenant will promptly pay and satisfy all liens of contractors, subcontractors, mechanics, laborers, material men and other items of like character, and will indemnify Landlord against all expenses, costs and charges, including bond premiums for release of liens and attorney's fees and costs reasonably incurred in and about the defense of any suit in discharging the Premises, from any liens, judgments, or encumbrances caused or suffered by Tenant. In the event any such lien shall he made or filed,Tenant shall bond against or discharge the same within five(5)days after the same has been made or filed. It is understood and agreed between the parties that the expenses, costs and charges above referred to shall be considered as Rent due and shall be included in any lien or other claim for Rent. The Tenant shall not have any authority to create any liens for labor or material on the Landlord's interest in the Premises. All persons contracting with the Tenant for the construction or removal of any facilities or other improvements on or about the Premises,and all material men, contractors, mechanics and laborers are now charged with notice that they must look only to the Tenant and to the Tenant's interests in the Premises to secure the payment of any bill for work done or material famished at the request or instruction of Tenant. In accordance with Florida Statutes Section 713.10 Landlord shall have the right to post on the Premises and to file and/or record in. the Public Records or court registry, as applicable, notices of non- responsibility and such other notices as Landlord may reasonably deem proper for the protection of Landlord's interest in the Premises. Tenant shall, before the commencement of any work which might result in any lien on the Premises,give Landlord reasonable written notice under the 4 circumstances of its intention to commence work. 10. HAZARDOUS SUBSTANCES. (a) Tenant shall not bring on or permit to be brought on the Premises any hazardous substances, except normal office supplies.Tenant shall not use the Premises for the manufacture, storage, disposal or handling of any hazardous substances, and Tenant shall indemnify and hold harmless Landlord from and against any and all loss, claim, damages, liability, cost or expense, including reasonable attorney's fees actually incurred at customary hourly rates, court costs and remediation costs and expenses incurred by Landlord arising from or relating to: (i) Tenant's violation of the terms of this paragraph; and (ii) any other environmental contamination of the Premises, including, without limitation, the costs of remediation. The indemnification described here shall survive the expiration or other termination of Tenant's leasehold interest in the Premises. Tenant further agwcs at all times during the term of this Lease,and on the termination of the terms of this1. Te ant shall comply with all applicable environmental protection laws, rules or requir ents, !shall promptly cure all violations thereof arising from its non- 4 on4 Approved:L audl Accepted:Tenant compliance, including but not limited to the preparation, delivery and/or filing with the applicable governmental authorities and with the Landlord, of all forms, certificates, notices, documents, plans and other writings, and the furnishing of such other information as may be required or requested by the Landlord, its mortgagee or any applicable governmental authority in connection with the sale, lease, transfer, mortgaging or other disposition of the building and/or lands. It is specifically acknowledged and agreed that the provisions of this paragraph shall survive the termination of this Lease,regardless of the reason or cause of termination. (b) Hazardous substances means any chemical, substance, material, controlled substance, object, condition, waste, mold, living organisms or combination thereof which is or may be hazardous to human health or safety or to the environment due to its radioactivity, ignitability, corrosivity, reactivity, explosivity, toxicity, carcinogenicity, infectiousness or other harmful properties or effects, including, without limitation, petroleum products, lead, asbestos, radon, polychlorinated biphenyls (PCBs) and all of those chemicals, substances, materials, controlled substances, objects or which are now or become in the future listed, defined or regulated by any federal,state or local law. 11. INSURANCE. (a) At all times during the Term of this Lease and any renewals of this Lease Tenant shall obtain and keep in full force and effect: (i) commercial general liability insurance, such insurance to insure against liability for bodily injury and death and for property damage in an amount which is commercially reasonable and with Landlord's prior consent to the carrier and amount and combined single limit on a per occurrence basis; finther Tenant shall also maintain at all times during this lease an umbrella insurance policy in a commercially reasonable amount; (ii) workmen's compensation as required by law providing statutory benefits for all persons employed by Tenant in connection with the Premises;and (iii) builder's risk insurance during all periods in which Tenant is constructing alterations or additions to or within the Premises, in commercially reasonable amounts and with Landlord's prior consent to the carrier and amounts. (b) All insurance that Tenant shall be required to effect pursuant to this provision shall be underwritten by insurance companies that are licensed or authorized to do business in and shall be in good standing with the State of Florida and rated A or better by AM Best and Company or its equivalent. All insurance contracts that Tenant is required to maintain under this Lease shall be issued for terms of not less than one year and shall contain a provision that they shall not be subject to cancellation, non-renewal or material reduction in coverage as to the Premises unless Landlord shall be served with a written notice not later than days prior to cancellation, non- renewal or material reduction in coverage; for purposes of the foregoing, "material reduction in coverage" shall mean change from "all-risk" casualty insurance coverage, or a material increase in deductible. (c) Landlord and Ten that Landlord shall be insuring Landlord's interests as Landlord deems reason propriate, taking into account generally acceptable business s Approved:Lsadia Accepted:Tenant i i practices; provided; however, Landlord shall cooperate with Tenant to assure that insurance coverage is not duplicated. (d) Tenant is a self-insured, sovereign entity of the State of Florida, and its self-insurance limitations are provided by law. Tenant is provided with comprehensive general liability insurance through the State Risk Management Trust Fund with limits of coverage up to a maximum of$200,000 per person and$300,000 in the aggregate per occurrence, pursuant to the j terns and limitations of Sections 768.28, Florida Statutes and Chapter 284, Part 11, Florida Statutes, or as amended from time to time. Worker's Compensation insurance is maintained in full compliance with Florida law. Tenant shall provide Landlord or their respective designees, prior to, or during, the use or occupancy of the Premises,with a Certificate of Self-Insurance or Certificate of Insurance evidencing TENANT'S self-insured Risk Management Program in accordance with Section 768.28, Florida Statutes, and/or any maintained excess property insurance applicable to this Lease Agreement. Notwithstanding any other provision set forth in this lease agreement, nothing contained herein shale be construed as a waiver of the Tenant's right to sovereign immunity under section 768.28, or other limitations imposed on the Tenant's potential liability under state or federal law. Notwithstanding anything contained in the Master Lease to the contrary, as between Landlord and Tenant only, all insurance proceeds or condemnation awards received by Landlord under the Master Lease shall be deemed to be the property of Landlord. In the event of a casualty or condemnation, Tenant shall have the right to make a separate claim for damages to Tenants personal property to the extent permitted under the Master Lease. 12. INDEMNIFICATION/HOLD MARMLESS. Landlord, its partners, representatives, agents, and their respective officers and employees, shall not be liable to Tenant, or to Tenant's officers, directors, shareholders, agents, servants, employees, customers or invitees, for any damage to person or property in or about the Premises caused by any act, omission or neglect of Tenant and its agents and their respective officers, directors, shareholders, and employees, and Tenant agrees to indemnify and hold harmless Landlord from all claims for any such damage. Tenant and its agents and their respective officers, directors and shareholders and employees shall not be liable to Landlord or to Landlord's partners, representatives, agents, servants, customers, or invitees and their respective officers and employees for any damage to person or property caused by any act, omission or neglect of Landlord, its partners, representatives and agents and their respective officers and employees and Landlord agrees to indemnify and hold harmless Tenant from all claims for any such damage. The Tenant further covenants and agrees with the Landlord that during the term of this Lease and for such other times as the Tenant shall hold or have access to the Premises, that: Landlord and its affiliates shall not be liable to the Tenant or to any other person for any claim, injury, loss or damage to any person or property on or about the Premises; and Tenant will save the Landlord harmless and indemnified from and against such claim, injury, loss or damage (including defense costs). 13. DAMAGE OR DESTRUCTION. (a) If the Premises shall be damaged by fire or other casualty but the Premises are not thereby rendered untenantabl n whole or in part,Tenant shall cause the Premises to be repaired and the Rent shall not be t 6 Approved:Undto Accepted:Teonnt I i (b) If the Premises shall be damaged by fire or other casualty and the Premises are rendered partially untenantable, Tenant shall cause the Premises to be repaired. In the event of partial untenantability, Base Rent and only Base Rent shall be abated proportionately. In the event that the structural damage shall exceed Twenty-Five Thousand($25,000.00) Dollars, then the parties agree that the Premises are rendered wholly untenantable and the Landlord or Tenant shall have the option to terminate the Lease as set forth below. (c) Tenant shall not be entitled to any compensation or damages from Landlord for the loss of the use of the whole or any part of the Premises or damage to Tenant's personal property or any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration. (d) If the Premises are rendered wholly untenantable, or if the building is damaged to the extent of more than Twenty-Five Thousand ($25,000.00) Dollars, then in any of such events, Tenant or Landlord may elect to terminate this Lease by giving notice of such election to the other party within thirty(30)days after the occurrence of such event. If such notice is given,the rights and obligations of the parties shall cease as of the date of such notice,and Rent(other than Rent due Landlord by reason of Tenant's failure to perform any of its obligation hereunder) shall be adjusted as of the date of such termination. Tenant's option to terminate this Lease as provided in this Paragraph 13 shall be available to Tenant only if the damage by fire or other casualty is not attributable to the act,omission or neglect of Tenant. 14. CONDEMNATION. (a) Total Taking. If all the Premises are taken by the power of eminent domain exercised by any governmental or quasi-governmental authority, this Lease shall terminate as of the earlier of: (i) the date Tenant is required to vacate the Premises;or (ii) the date title passes to the condemning authority, and on either such date of termination, all Minimum Rent, Additional Rent, and other costs due under this Lease shall be paid to that date. The term `eminent domain" includes the taking or damaging of property by, through, or under any governmental or quasi-governmental authority, and any purchase or acquisition in lieu of such a taking,whether or not the damaging or taking is by the government or any other person. (b) Partial Taking. Tenant may terminate this Lease on three (3) months' prior written notice to Landlord for any of the following events of partial taking: (i)if more than twenty-five percent(25%)of the rentable square feet of floor area of the building on the Premises shall be taken or appropriated;or (ii)the access to the Premises is materially adversely affected. (c) Landlord reserves all 'ghts to the entire damage award or payment for any taking by eminent domain. Tenant sh however, have the right to claim from the condemning authority all compensation that rr ay recoverable Tenant on account of any loss incurred by Tenant, including, but not Ii e , loss d to removing Tenant's merchandise, furniture, trade 7 Approved:Landlo Accepted:Tenant 4 fixtures, and equipment or for damage to Tenant's business, loss of business, and/or loss of leasehold interest; provided, however, that Tenant may claim such damages only if they are awarded separately in the eminent domain proceeding and not as part of Landlord's damages. 15. ESTOPPEL CERTIFICATE. Landlord and Tenant agree that they will from time to time, on request from each other, within ten (10) business days after notice from the other, execute and deliver to persons as the requesting party shall request, a statement certifying that this Lease is unmodified and in full force and effect(or if there have been modifications, that the Lease is in full force and effect as so modified), stating the dates that Rent and other charges payable under this Lease have been paid, stating the commencement and termination dates of the current term of the Lease and stating whatever options to extend there may be in the Lease, stating that Landlord or Tenant, as applicable, is not in default under this Lease to the best of that party's knowledge after due inquiry (or if Landlord or Tenant, as applicable, have alleged a default, stating the nature of the alleged default), and further stating other matters relating to the Lease that the requesting party shall reasonably require. 16. TENANT DEFAULT. (a) It shall be a default("Event of Default") under this Lease if: (i) Tenant shall fail to pay any Rent or any other sums of money within five (5) days after receipt of written notice that the same is due; (ii) Tenant shall fail to comply with any non-monitory provision of this Lease and after receipt of written notice,fail to correct any default within twenty(20)days after written notice or if the compliance cannot reasonably be corrected within the twenty (20) day period,then Tenant shall not be deemed in default if Tenant commences a cure within twenty(20)days of the written notice and diligently pursues same to completion within thirty(30)days; (iii) the Premises shall be taken on execution or other process of law in any action against Tenant; (iv) Tenant shall become insolvent or unable to pay its debts as they become due, or Tenant notifies Landlord in writing that it anticipates either condition; (v) Tenant takes any action, or notifies Landlord in writing that Tenant intends,to file a petition under any section or chapter of the Bankruptcy Code as amended,or under any similar law or statute of the United States or any State; or a petition shall be filed against Tenant under any such statute which is not dismissed within days after the filing of it;or (vi) a receiver or trustee shall be appointed for Tenant's leasehold interest in the Premises or for all or a substantial part of the assets of Tenant and not discharged within days after the appointment of a receiver or trustee. (b) On the occun-ence of y Event of Default and after the applicable notice and cure period,and subject to terms conditions provided here,Landlord may: Approved:Landlord Accepted:Traxat s (i) without terminating this Lease and without entering into possession of the Premises, continue this Lease in effect and enforce all rights of Landlord and obligations of Tenant under this Lease,including the filing of suit for the collection of monthly Rent, operating charges, and all other sums due as they accrue (including attorneys' fees and other damages). Acts of maintenance or preservation, efforts to relet the Premises, or the appointment of a receiver on Landlord's initiative to protect its interest under this Lease shall not constitute a termination of this Lease or Tenant's right to possession under this Lease; (ii) re-enter and repossess the Premises, subject to notice, and any and all improvements on and additions to the Premises and remove all persons and property from the Premises by a suitable action or proceeding at law or in equity without being liable for any damages.No re-entry by Landlord shall be deemed a termination or an acceptance of a surrender of this Lease; (iii) terminate this Lease and sue Tenant for damages under this Lease which damages shall be an amount equal to: (A) the sum of all amounts due under this Lease to the date of termination; plus (B) the reasonable cost to Landlord for any repairs and other costs of reletting, all reduced to present value using a discount rate equal to the interest rate of a governmental security having a maturity closest to the then current expiration of the Term;plus (C) Landlord's costs and expenses incurred in the enforcement of these provisions, including reasonable attorney's fees; (iv) relet any or all of the Premises for Tenant's account for any or all of the remainder of the Term or for a period exceeding the remainder of the Term, in which event Tenant shall pay to Landlord,at the times and in the manner specified by the provisions of this Lease the Rent accruing during the remainder, less any Rent received by Landlord, with respect to the remainder, from the reletting, as well as the cost to Landlord of any reasonable attorney's fees actually incurred, or for any repairs or cost of reletting or other action (including those taken in exercising Landlord's rights under any provision of this Lease)taken by Landlord on account of the Event of Default,but in no event shall Landlord be liable in any respect for failure to relet the Premises after good faith efforts to do so or in the event of reletting, for failure to collect the Rent under this Lease. Any sums received by Landlord on a reletting in excess of the Rent reserved for this Lease shall belong to Landlord; (v) cure the Event of Default in any other manner(after giving Tenant written notice of Landlord's intention to do so except in the case of emergency), in which event Tenant shall reimburse Landlord for all expenses reasonably incurred by Landlord in doing so plus ten percent (10%) of the expenses to cover Landlord's administrative costs and expenses, plus interest on, all of the foregoing at the rate of seventeen percent (17%) per annum, which expenses and interest shall be additional Rent and shall be payable by Tenant immediately on demand by Landlord; and/or (vi) pursue any co ination of these remedies and/or any other remedy available to Landlord on account of vent of Default at law or in equity. 9 "� Approved:hal � •. Accepted:Tenant Aely .. ........... i (c) If legal proceedings are instituted, and a compromise or settlement shall be made, it shall not be constituted as a waiver of any subsequent breach of any covenant, condition or agreement contained in this Lease. All such remedies of Landlord shall be cumulative, and in addition, Landlord may pursue any other remedies that may be permitted by law or in equity. Forbearance by Landlord to enforce one or more of these remedies on an event of default shall not be deemed or construed to constitute a waiver of the default. 17. USE. (a) The Tenant shall use the Premises for office use only and for no other purpose whatsoever. Tenant shall comply with all present and future laws or ordinances applicable to the Premises and shall not commit or suffer waste on the Premises,or use or permit anything on the Premises which may be illegal, or constitute a private or public nuisance, or conflict with or invalidate or increase the cost of any of Landlord's hazard, fire, liability and extended coverage insurance, or which may be dangerous to persons or the property. Tenant, its agents, employees, patients, customers or invitees shall not: (i) smoke tobacco or other similar product within the building on the Premises; and (ii) loiter or lounge within the Common Area or outside the building on the Premises. (b) Landlord states that Landlord has no objection to Tenant's use including use of a webcam,or webcam broadcast. Tenant acknowledges and agrees that Tenant is solely responsible for obtaining all permits for use of the Premises and any governmental approvals at Tenant's sole cost and expense. Landlord makes no representation or warranty as to the permissibility of Tenant's intended use or as to which permits or governmental approvals Tenant will need to obtain to operate in the Premises as Tenant intends. Tenant understands, acknowledges and agrees that it is assuming the risk in entering into this Lease as to the obtaining of permits and governmental approvals for its intended use of the Premises. 18. RENEWAL_OPTION. (a) Provided Tenant has not been in default under this Lease beyond applicable cure periods, Tenant shall have one (1)option to renew(the "Option Term') for a period of twenty- four(24)months. The Fixed Rent during the Option Term shall be Thirty-Seven Thousand Two Hundred Dollars ($37,200.00) per year, payable in equal monthly installments of Three Thousand One Hundred Dollars ($3,100.00) per month plus applicable sales tax. Assuming sales tax remains at 6.8%, there would be added Two Hundred Ten and 80/100 Dollars ($210.80)for a total of Three Thousand Three Hundred Ten and 80/100 Dollars($3,310.80). (b) The Tenant, in exercising the option to renew granted hereunder, shall give Landlord written notice no later than three (3) months prior to the upcoming expiration of the Lease. All other terms and conditions of the Lease shall remain for the Option Term except that the Security Deposit shall be increased and paid before the expiration of the Initial Term of the Lease so that it shall equal one full months' Rent as established pursuant to the Option Term. 19. HOLDING OVER In the event of holdin over by Tenant without Landlord's written consent Tenant shall pay Rent equal to one hun i y p rc `t(150%)of the applicable Rent plus other sums due from to Approved:Landlord Accepted:Tenni time to time under this Lease.Possession by Tenant after the expiration of this Lease shall not be construed to extend its Term. 20. NO OFFER. The submission of this Lease by either party to the other for review shall not be considered an offer to enter into this Lease and the submission shall not bind either party in any way until both Landlord and Tenant have each executed and delivered to each other duplicate originals of this Lease. 21. NO CONSTRUCTION AGAINST DRAFTING PARTY. Landlord and Tenant acknowledge that each of them and their respective counsel have had an opportunity to review this Lease and that this Lease shall not be construed for or against either party merely because that party prepared or drafted this Lease or any particular provision of it. 22. SEVERABILITY. If any provision of this Lease or the application of this Lease to any person or circumstance shall to any extent be or become illegal, invalid or unenforceable, the remaining provisions of this Lease, or the application of that provision to other persons or circumstances, shall not be affected by the illegality, invalidity or unenforceability, and each remaining provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. 23. TIME OF THE ESSENCE. Time is of the essence with respect to all required acts of Tenant and Landlord and each provision of this Lease. 24. BROKERAGE COMMISSIONS. i Landlord and Tenant warrant and represent that they have not dealt with any real estate broker or salesman in connection with this Lease except Mr. Keith O'Donnell c/o Avison Young (the `Broker"). Landlord agrees to compensate the Broker. Tenant represents, Tenant has dealt with no other person or entity which would create any liability for the payment of a commission by the other party. The party who breaches this warranty shall defend, hold harmless, and indemnify the non-breaching party from any claims or liability arising from the breach. 25. AUTHORITYTO EXECUTE LEASE. Tenant represents and warrants that this Lease has been duly authorized, executed and delivered by and on behalf of Tenant and constitutes the valid, binding, and enforceable agreement of Tenant in accordance with the terms of this Lease. Landlord represents and warrants that Landlord is the owner of fee simple title to the property on which the Premises is located, this Lease has been duly authorized, executed and delivered by and on behalf of Tenant, and constitutes the valid, binding and enforceable agreement of Landlord in accordance with the terms of this Lease. u Approved:tandlo Accepted:Tenant 26. NOTICES. (a) All notices, demands, consents and approvals which may be or are required to be given by either party to the other hereunder shall be in writing and shall be deemed to have been fully given and received upon actual delivery (or refusal to accept delivery) to the address of all parties designated to receive notice as set forth below or to such other place as the party to be notified may from time to time designate by at least ten (10) business days notice to the other parties. Notices, demands, consents and approvals shall be deemed properly given only by: (a) personal delivery; or (b) sent by Federal Express or other nationally-recognized overnight delivery service; or (c) deposit in the United States mail certified, return receipt requested with postage prepaid. Until changed in the manner set forth above, the addresses for notice are as follows: If to Landlord: Boynton Boundless,L.L.C. Attn.:Michael S.Weiner 6111 Broken Sound Pkwy NW, Suite 200 Boca Raton,FL 33487 Telephone:(561)237-6819 Inveiner( ssclawfirin,co If to Tenant: Attn.:Mr.Mark Hefferin 1400 W.Fairbanks Ave.,Suite 201 Winter Park,Florida 32789 Telephone:(407)636-7919 Mobile: (407) 840-1470 MarkHefferin@E2LHoldings.com (b) In addition to the means set forth in this Paragraph 26(a) above, any notice, demand, consent or approval which may be or are required to be given by either party to the other hereunder, may be alternatively delivered and shall be deemed to have been fully given and received by the receipt of electronic communications commonly known as "email," provided confirmation of receipt of such email is obtained by the notifying party. If email transmissions are to be sent,then they are to be sent to Landlord at mweiner@ssclawfirm.com and to Tenant at MarkHefferin@E2L[ioldings.com. 27. CAgL CONDITION,MAINTENANCE&REPAIRSOF PREMISES,ACCESS. (a) Tenant acknowledges that Tenant has examined the condition of the Premises and agrees to take possession of and accept same in it's "AS IS, WHERE IS" condition. Tenant agrees that no representations with respect to the condition of the Premises or with respect to the condition of any plumbing, electrical, heating, ventilating, air-conditioning, cooling or refrigeration equipment or any other mechanical equipment or apparatus located in the Premises have been made by Landlord or its agents, and that Landlord shall not be bound by any promises or agreements to decorate, alter, repair, modify, maintain or improve the Premises,unless such promises or agreements are expressly set forth in this Lease. (b) Tenant shall, a T runt own cost and expense, keep and maintain the interior of the Premises and all f t!h im ov ments located therein, including, without limitation, 12 Approved:Landlord Accepted:Tenant, floors, ceilings and walls (excluding, however, the Structure of the Building as defined in Section 27(d) below) doors and windows, all plumbing fixtures, lighting, electrical, heating, plumbing, air-conditioning, cooling, ventilating and refrigeration equipment and all other equipment, apparatus and appurtenances within the Premises, in good condition, order, maintenance and repair, repairing or replacing any of same with materials of the same or better quality as originally used and causing said repairs to be done in a good and workmanlike manner, and will keep the Premises in a clean, healthful and safe condition and in accordance and in compliance with all applicable laws, ordinances and other governmental regulations, orders and directions during the term of this Lease. Upon the termination of this Lease, Tenant will yield up the Premises to Landlord in good condition and repair as the Premises and Personal Property was in on the first day of the Term of the Lease; and Tenant will deliver the keys therefor at the place of payment of Rent. Should Tenant fail or neglect to make such repairs, restoration or replacement promptly with or without notice from Landlord to do so, Landlord shall have the right to make all such necessary repairs, restorations or replacements at Tenant's expense and the costs incurred by Landlord in connection therewith shall become Additional Charges. (e) Additionally, any damage to, or destruction of, or repairs or replacements to or with respect to the Premises, caused, arising out of or necessitated directly or indirectly by or attributable to any act or omission of Tenant or any agent, servant employee, or invitee of Tenant shall be promptly repaired, restored or replaced by Tenant at Tenant's sole cost and expense. Should Tenant fail or neglect to make such repairs,restoration or replacement promptly with or without notice from Landlord to do so, Landlord shall have the right to make all such necessary repairs, restorations or replacements at Tenant's expense and the costs of such shall become Additional Charges. (d) Landlord, at its sole cost and expense,shall keep and maintain the roof and the exterior structure of the building on the Premises (the foregoing collectively, the "Structure of the Building"). The Structure of the Building is Landlord's sole responsibility; all other maintenance,repair or upkeep is Tenant's responsibility. (e) Tenant shall take, and shall have full responsibility for taking, all precautions in connection with preparation of the Premises prior to any severe storm or hurricane touching down within one hundred (100) miles of Boynton Beach, Florida, including without limitation: (i) establish hurricane and storm protective procedures for the Premises and its contents; (ii) bring outdoor objects indoors; (iii) remove antennae and loose objects from the roof; and (iv) apply,if appropriate,hurricane shutters to the Premises and close all curtains and blinds. 28. EARLY OCCUPANCY. Tenant shall have the right to enter the Premises from and after the mutual execution of this Lease to install furniture, fixtures and equipment and otherwise prepare the Premises for occupancy (collectively the "Early Entry Activities"). If Tenant enters into possession of the Premises prior to the Rent Commencement Date or permits its contractors to enter the Premises prior to the Rent Commencement Date, it shall be for Early Entry Activities only. Such occupancy shall not affect the Rent Commencement Date or result in the imposition of any additional rental obligations of Tenant. Tenant acknowledges, understands and agrees that Landlord shall be do' no work in connection with readying the Premises for Tenant's 13 Approved:lsadlo Accepted:Tcaaot occupancy and that Tenant has taken the Premises in "AS IS/WHERE IS"condition as set forth in Paragraph 27. 29. MULTI-TENANT BUILDING. Tenant acknowledges, understands and agrees that the first floor of the building in which the Premises is located is occupied by another tenant and that ingress and egress to the second floor is via an exclusive stairway at the rear of the building and a common stairway that exits into a common foyer at the front of building. Tenant understand that the foyer is leased to the tenant for the first floor subject to tenant's right to use set forth herein, allowing the tenant, its employees, and business invitees to use such stairways for ingress and egress to their first floor premises. 30. Intentionally Left Blank. i 31. QUIET ENJOYMENT. Landlord covenants and agrees, provided Tenant pays all Rent and performs the terms and conditions of this Lease as and when required,to take all necessary steps to secure to Tenant and to maintain for the benefit of Tenant the quiet and peaceful possession and enjoyment of the Premises and all rights appurtenant thereto, for the term of this Lease, without disturbance, hindrance or molestation by Landlord or any other person claiming title to the Premises or any part of the Premises by through or under Landlord, and Landlord warrants and forever agrees to defend Tenant's interest under this Lease against the claims of any and all persons claiming title to the Premises or any part of the Premises by through or under Landlord. 32. SECURITY DEPOSIT. (a) Simultaneously with the execution of this Lease, Tenant shall pay to Landlord a sum equal to the first month's rent,the last month's rent and a security deposit equal to one month's rent. The security deposit and last month's rent shall be held by Landlord without interest and without segregation as to the full and faithful performance by Tenant of the terms and conditions of this Lease. Landlord may use all or any part of the security deposit as is necessary to cure any default of Tenant under this Lease and in that event and a portion or all of such security deposit is used for such purpose,Tenant shall within fifteen(15)days after notice from Landlord replace such portions or all of such funds as may be expended by Landlord. In the last month of the Lease, provided, Tenant is not in default, the payment of rent for the last month's rent shall be applied to such amount then due. At the expiration of this Lease, the security deposit shall be returned to tenant without interest provided Tenant has returned the Premises to Landlord and has not otherwise been in default of this Lease, including but not limited to a default for the non- payment of rent. 33. ENTIRE AGREEMENT. This Lease contains the entire agreement between the parties with respect to its subject matter and negotiations rela'ng to its subject matter,and this Lease supersedes all previous letter agreements. This Lease y be amended only by subsequent written agreement between the parties. Except for thos t are set forth in this Lease, no representations, prior written or oral Al w Approved:LAudl Accepted:Tempt promises, warranties or agreements made by Landlord or Tenant shall be applicable to this Lease. 34. GOVERNING LAW VENUE. This Lease shall be governed by and shall be construed and interpreted in accordance with the laws of the State of Florida and venue for any action shall be in Palm Beach County,Florida. 35. ATTORNEY'S FEES/COLLECTION COSTS. In the event Tenant or Landlord defaults in the performance of any of the terms, covenants, agreements or conditions contained in this Lease or in the event Landlord places the enforcement of this Lease for the collection of any Rent due or to become due, or the recovery of possession of the Premises in the hands of an attorney,or in the event either party files suit against the other, with respect to the enforcement of its rights under this Lease,Tenant and Landlord agree that the prevailing party shall be entitled to be reimbursed by the non-prevailing party for all reasonable attorney's fees, expert witness fees, paralegal fees and court costs incurred by the prevailing party. All costs charged to or incurred by Landlord in the collection of any amounts owed pursuant to this Lease, including reasonable attorney's fees and court costs, shall be paid by Tenant; and, at the option of Landlord, shall be deemed to be additional Rent under this Lease and shall be due from Tenant to Landlord on the first day of the following month. 36. RADON GAS. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities,may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county health department. 37. CONFIDENTIALITY. Each party to this Lease agrees not to disclose the economic terms of this Lease except as each party respectively determines to be necessary for the conduct of its business.Neither party shall issue any press releases pertaining to this Lease or containing the economic terms of this Lease without the prior written consent of the other party. 38. MEMORANDUM OF LEASE. Tenant shall not permit, allow or cause this Lease, or any amendment to this Lease, to be recorded in any public registry or office of register of deeds. Landlord may record a memorandum in the Public Records to preserve its rights pursuant to Paragraph 9 hereinabove. 39. WAIVER OF THE RIGHT TO TRIAL BY JURY, LANDLORD AND TENANT KNOWINGLY AND INTENTIONALLY WAIVE THE RIGHT TO TRIAL 13Y IR IN ANY ACTION OR PROCEEDING THAT LANDLORD OR TENANT MAY IN TI R THE EXECUTION OF THIS LEASE AGAINST EACH 15 Approved:Landlu Accepted:Tenant OTHER WITH RESPECT TO ANY MATTER ARISING OUT OF OR RELATED TO THIS LEASE OR THE PREMISES. 40. COVENANT AGAINST WffHHOLDING RENTAL. Notwithstanding any other provisions contained in this Lease or any extensions, modifications or renewals of this Lease,it is understood and agreed that in the event of default in performance of any agreement, condition, or other provisions to be performed by the Landlord, or if for any other reason Tenant might be entitled to any reimbursement from Landlord, in no event shall Tenant deduct or withhold any such amount from rental payments due Landlord pursuant to the rental provision of this Lease,if sent. 41. MlONT1HLY +NTAL STATEMENTS. The Landlord shall not be required to send to Tenant monthly statements for rentals due or to become due under the terms and conditions of this Lease. However, past due reminders shall be considered notice under Paragraph 16(a)(i)of this Lease. 42. PARTIAL INVALIDITY. If any term or provision of this Lease or the application of any term or provision of this Lease to any party or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of that term or provision to parties or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected by the invalidity or unenforceability, and each term and provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. 43. DEFINITION OF AND WBILITY OF LANDLORD. The term "Landlord" as used in this Lease means only the owner for the time being of the Premises or the owner of a leasehold interest in the Premises so that in the event of sale of the Premises or an assignment of this Lease, or a demise of the Premises, Landlord shall be entirely freed and relieved of all obligations of Landlord under this Lease, and it shall be deemed without further agreement between the parties and the purchaser(s), assignee(s) or Tenant(s) that the purchaser, assignee or Tenant has assumed and agreed to observe and perform all obligations of Landlord under this Lease. It is specifically understood and agreed that there shall be no personal liability of Landlord in respect to any of the covenants,conditions or provisions of this Lease. In the event of a breach or default by Landlord of any of its obligations under this Lcase, Tenant shall look solely to the equity of Landlord in the Premises for the satisfaction of Tenant's remedies. 44. ACCORD AND SATISFACTION. No payment by Tenant or receipt by Landlord of a lesser amount than any payment of Rent herein stipulated shall be deemed to be other than on account of the earliest stipulated Rent, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as Rent beenme an accord and satisfaction, and Landlord may accept such check or payment without pre,udic to Landlord's right to recover the balance of such Rent or pursue any other remedy provided r in this ease or available at law or in equity. \ 16 Approved:l.00dlord Accepted:Tenaol /6911/4Z 45. WAIVER OF COVENANT OR CONDITION. The failure of Landlord to insist on strict performance of any of the covenants or conditions of this Lease or to exercise any option conferred in this Lease in any one or more instances shall not be construed as a waiver or relinquishment for the future of any such covenants, conditions or options,but the same be and remain in full force and effect. 46. COUNTERPARTS: FACSIMILE SIGNATURES. This Lease may be executed in multiple counterparts, each of which shall be deemed an original but all of which, together, shall constitute but one and the same instrument. This Lease shall be effective when the parties have forwarded their respective signatures by facsimile either to the other party or to the other party's counsel. Facsimile signatures shall have the same legal effect as original signatures. SIGNATURES ON FOLLOWING PAGE i Approved:Landlord Accepted:Tenant_ IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the day and year first above-written. WITNESSES: LANDLORD: BOYNTON BOUNDLESS, L.L.C., a Florida limited Lability co any By: Prin am : 10,X E-AMichael Weiner, ager - - Print Name: "Pe,,6ecct t"ss t WITNESSES: TENANT: B Print Name: ,\(S�ktE P `:Mt4 Print Nance: tG1��'�CT7C4 STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me this 9fday of2018, by Michael S. Weiner, Manager of BOYNTON BOUNDLESS,L.L.C.,aFlorida limi" d liability company,on behalf of the company,who is personally kno tome. Signature of N lic t My Commission Expires: nrarnr t Y MvcowunsstoN#cc lass STATE OF FLORIDA EXPIRES:F&=j 16'2M COUNTY OF PALM BEACH to i °ale foteg in instrument was acknowledged before me this2Oday of 5 2018, by W& Icls as , who has produced his driver' license as identification. Pu6fo SUN d Ftorlde " MY t7t3 0"M Orr w E�NM t1T119/Z000 Signature o ta.ry Public My Commission Expires- 18 Approved:landlord Accepted:Tenant I i 9 a i — a `I32.00 7 $ SPv Al X ~• A - tet.,_/ .fir F °4+ _ G f s , z;„,.VA kv. . i BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 OLD BUSINESS AGENDAITEM: 14.F. SUBJECT: Consideration of a First Amendment to the Standard Contract Agreement with Granicus, LLC for the Website Design, Build, and Maintenance Services SUMMARY: On January 22, 2020 the CRA release a Website Design, Build, and Maintenance Request for Proposal (RFP) with a submission deadline of February 20, 2020 in accordance with the CRA Procurement Policy. At the March 10, 2020 meeting, the CRA Board selected Granicus, LLC as the successful bidder and entered into a Standard Contract Agreement for the Boynton Beach CRA's website re-design (see Attachment 1). In order to align the payment schedule with the Scope of Work outlined in executed Standard Contract Agreement, Granicus is requesting that an Amendment be processed in order for them to move forward with their billing process (see Attachment 11). This will amend the payment schedule from one lump payment of $23,500 to five payments of $3,900 for the five phases in Attachment A - Project Timeline (Pages 14-15). All other terms and conditions shall remain the same. FISCAL IMPACT: FY 2019 -2020 Budget, Project Fund Line Item 01-51420-200, $23,500 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Authorize staff to work with legal counsel on the First Amendment to the Standard Contract Agreement with Granicus, LLC to include a new payment schedule and authorize Board Chair to execute the Amendment on the Board's behalf. ATTACHMENTS: Description D Attachment I -Granicus, LLC Standard Contract Agreement D Attachment II -Granicus's Proposed Amendment BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY STANDARD CONTRACTOR AGREEMENT This Contractor Agreement (hereinafter "Agreement") is made by and between Granicus, LLC (hereinafter the "Contractor") and the Boynton Beach Community Redevelopment Agency, located at 710 N. Federal Highway, Boynton Beach, Florida 33435 (hereinafter the "CRA") (collectively the "Parties"). WHEREAS, the CRA is in need of Contractor Services as described in the Boynton Beach Community Redevelopment Agency Website Design, Build and Maintenance Services Request for Proposal, issued January 22, 2020; and WHEREAS, the Contractor Services are required for a proper municipal purpose and is in the interest of the public; and WHEREAS, the use of the Contractor Services will further the Community Redevelopment Plan; and WHEREAS, the Contractor has the knowledge, ability, licensing (if applicable), and equipment to provide Contractor Services; NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both Parties acknowledge, the Parties agree as follows: 1) Incorporation. The recitals above and all other information above are hereby incorporated herein as if fully set forth. 2) Notice and Contact. a. Contact Person for the Contractor: Dawn Kubat Business Name: Granicus, LLC Address:408 St. Peter Street, Suite 600, St. Paul, MN 55102 Telephone Number: 1-800-314-0147 Email Address: contracts(agranicus.com b. Contact Person for the CRA (hereinafter"Program Coordinator"): Name: Bonnie Nicklien Address: 710 North Federal Highway, Boynton Beach FL 33435 Email Address: NicklienB(a)bbfl.us Telephone Number: (561) 600-9090 3) Description of the Contractor Services: Contractor will perform its obligations as described in "Attachment A: Contractor Services." The obligations of Contractor described in "Attachment A: Contractor Services," including any work performed at the Hourly Rate described below, shall be referred to in this Agreement as the "Contractor Services." If mutually agreed to by both parties, the parties may make additions, deletions, or other amendments to "Attachment A: Contractor Services" at any time by completing and executing 01271451-1 1 "Attachment E: Amendment to Contractor Services." Any such amendments will be consistent with the Website Design, Build, and Maintenance Services Request for Proposals issued by the CRA in January, 2020. 4) Dates and Times. Contractor will commence the Contractor Services on the Effective Date of this Agreement, and will complete all Contractor Services no later than April 30, 2021 ("Completion Date"), unless both parties agree in writing to amend the Completion Date. 5) Compensation. The CRA shall pay the Contractor an amount not to exceed $23,500 for the performance of the Contractor Services. Payment for each individual service or item provided shall not exceed the amount described in "Attachment B: Fee Schedule." Other website design services shall be provided at a rate of Two Hundred and 00/100 Dollars ($200.00) per hour ("Hourly Rate"). Collectively, the General Fee and fees to be paid at the Hourly Rate shall be referred to as the "Compensation." In the event of additions, deletions, or other amendments to Contractor Services as described in Paragraph 3 of this Agreement, the amount of the Compensation may be adjusted, but the hourly rate of Two Hundred and 00/100 Dollars ($200.00) shall not be increased in excess of three percent without approval of the CRA Board. 6) Method of Payment of Compensation. Payment of Compensation (or any part thereof) for Contractor Services is dependent upon sufficient time having been allowed for processing of this Agreement and Contractor providing all required paperwork identified below. a. Payment shall be made in by wiring funds through an Automated Clearing House (ACH) to routing number 022000020 account number 269099115. If, for any reason, the CRA is unable to complete payment using ACH, the CRA shall issue payment in the form of a check made out to _Granicus, LLC. Payment shall be in accordance with the Local Government Prompt Payment Act, Section 218.70, et al., Florida Statutes. b. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by the Contractor, either wholly or in part, and no payment shall be construed to be an acceptance of or to relieve the Contractor of liability for the faulty or incomplete rendition of the Contractor Services. c. The following is required paperwork that Contractor must provide the CRA before the CRA is able to process and invoice and issue payment. The CRA will not provide payment of Compensation, or any part thereof, unless it receives the following: i. Vendor Application and W-9 ii. Itemized Invoice with project name/purchase order number, dates, cost, and description of service(s) rendered, iii. Photos and/or proof of deliverables in an electric format acceptable to the CRA. iv. Other updated documents required during the term of the contract (e.g. License, Certifications, Insurance, etc.) 7) Personnel. Contractor represents that Contractor has, or will secure at Contractor's own expense, all necessary personnel required to perform the Contractor Services under this Agreement. Such personnel shall not be employees of, or have any contractual relationship with, the CRA. All of the Contractor Services shall be performed by the Contractor, or under Contractor's supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, licensed or permitted under state and local 01271451-1 2 law to perform such Contractor Services. Contractor warrants that all Contractor Services shall be performed by skilled and competent personnel in accordance with all applicable federal, state and local laws and professional and technical standards, and that Contractor has all required licenses and permission required by state, local, and federal law to perform the Contractor Services. 8) CRA to Own Materials. The Contractor agrees that the CRA shall be the owner of all materials and other documents created by the Contractor on behalf of the CRA as part of its performance of the Contractor Services pursuant solely and exclusively to this Agreement. Any and all documents, files, reports, programs, developments and innovations, whether written or electronic, which are developed by Contractor solely and exclusively for the CRA during the term of this Agreement and in the course of the performance of Contractor Services hereunder shall be the exclusive property of the CRA and shall be submitted to the CRA along with the final invoice in a format acceptable to the CRA. Contractor hereby assigns all right, title and interest in same to the CRA. 9) Propriety. Contractor understands that at all times during its performance of Contractor Services, Contractor shall conduct itself at all times with due regard to public conventions and morals, and shall refrain from making statements or presenting material that contains vulgar, obscene, profane, or otherwise objectionable language that, as determined in the sole discretion of the CRA, material and substantially interferes with the functions and reasonable business operations of the CRA. 10)Content, Logistics, Etc. The CRA has sole and absolute discretion as to the content and propriety of the Contractor Services and may deem certain content inappropriate for the CRA's intended use. The Contractor shall have exclusive control of the Contractor Services provided by the Contractor, including the method, manner, and means of executing the Contractor Services. 11)Cancellation. Either Party may terminate this Agreement without cause by providing sixty (60) day advanced written notice to the non-terminating Party. The CRA shall not be liable to Contractor for payment for any Contractor Services not yet rendered, but shall be liable for payment of goods received and accepted by the CRA, and Contractor Services rendered and accepted by the CRA, prior to the date of notice of cancellation. In no case shall any payments made pursuant to this paragraph exceed the amount of Compensation. 12)Default. The failure of a party to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If the defaulting or breaching party fails to cure the default within thirty (30) days of notice from the other party or prior to the Completion Date, whichever comes first, the party not in breach or default may terminate this Agreement. 13)Waiver. The CRA shall not be responsible for any property or other damages or personal injury sustained by the Contractor from any cause whatsoever related to the Contractor Services whether such damage or injury occurs before, during, or after the actual performance of the Contractor Services. The Contractor hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by the Contractor. 14)Indemnification. The Contractor shall indemnify, save, and hold harmless the CRA, its agents, and its employees from any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed, or recovered against or from the CRA, its agents, or its employees, by reason of any property or other damages or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to the gross negligence or wrongful conduct or the faulty equipment (including equipment installation and removal) of the Contractor or related to the performance of this Agreement by Contractor or Contractor's employees, agents, partners, principals, or subcontractors. This paragraph shall not be construed to require Contractor to indemnify the CRA for its own 01271451-1 3 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. Nothing in paragraph 15 of this Agreement shall limit Contractor's liability pursuant to this section. 15)Limitation of liability. To the extent permitted by law, the CRA's liability to Contractor for all matters that occur as a result of, arise out of, or are otherwise related to this Agreement, including negligent, grossly negligent, or willful misconduct or omission, shall be limited to the amount of Compensation or the direct out- of-pocket damages actually incurred, whichever is less. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA, including those set forth in Section 768.28, Florida Statutes. To the extent permitted by law, Contractor's liability to the CRA for all matters that occur as a result of, arise out of, or are otherwise related to this Agreement, including negligent, grossly negligent, or willful misconduct or omission, shall be limited to the amount of Compensation plus the CRA's attorneys' fees and costs, including those at both the trial and appellate levels. 16)No Transfer. The Contractor shall not subcontract, assign, or otherwise transfer this Agreement to any individual, group, agency, government, non-profit or profit corporation, or other entity without prior, written permission from the CRA, which permission shall not be unreasonably withheld. 17)Insurance. The Contractor shall obtain all insurance required by the CRA and provide proof thereof at least 10 days prior to the start of the Contractor Services, and include, along with an executed copy of this Agreement, a Certificate of Insurance ("COI")for comprehensive general liability insurance with a liability limit of at least $1,000,000 per occurrence. Additional insurance requirements may be found in "Attachment C," which is hereby incorporated herein. The Insurance must remain in force for so long as is necessary to cover any occurrence relating to, resulting from, or arising out of the Contractor Services or this Agreement. The CRA is to be included as "Additional Insured"with respect to liability arising out of services performed by the Contractor by or on behalf of the CRA or acts or omissions of the Contractor in connection with providing Contractor Services pursuant to this Agreement. The Certificate must include the following as additional insured parties: Boynton Beach Community Redevelopment Agency 710 N. Federal Highway Boynton Beach, Florida 33435 The City of Boynton Beach 100 E. Boynton Beach Boulevard Boynton Beach, Florida 33425 18)Tax Forms. The Contractor's individual members, including the Contractor's agents and employees, shall provide the CRA with completed W-9 forms in order receive payment. The CRA shall provide the Contractor with an IRS Form 1099 where required under law. The Contractor further acknowledges that the CRA is neither paying Social Security benefits nor withholding taxes from the Contractor's compensation for the Contractor Services. The Contractor assumes all liability and responsibility for payment of the Contractor's (and the Contractor's individual members) own FICA and Social Security benefits and all taxes resulting from this Agreement. 19)Funding. This Agreement is expressly conditioned upon the availability of funds lawfully appropriated and available for the purposes set out herein as determined in the sole discretion of the CRA. In the eventfunds to finance this Agreement become unavailable, the CRA may terminate this Agreement upon no less than twenty-four(24) hours' notice to Contractor. The CRA shall be the sole and final authority as to the availability of funds. The CRA shall pay Contractor for goods received or services rendered prior to the date of termination. 01271451-1 4 20) No Discrimination. The Contractor shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, familial status, gender identity, gender expression, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 21)Independent Contractor; No Partnership, Etc. The Contractor agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that the Contractor is an independent contractor(s) and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance of Contractor Services; and that Contractor is an independent contractor and not an employee of the CRA for all purposes including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance Law.. The Contractor will exercise its own judgment in matters of safety for itself, those affected by the Contractor Services, and attendees of the Event. 22)Promotional Materials. The Contractor agrees that the CRA may photograph and/or record video and audio of the Contractor Services, and that such photographs and recordings may be (i) used for the purposes of promotion of the CRA, or undertakings by the CRA; (ii) transmitted live or by recording on local television and radio channels; and (iii) used in materials intended for public display or distribution to the public, including but not limited to print advertisements, billboards, street and light pole banners, websites affiliated with the CRA, and social media affiliated with the CRA. The Contractor waives and assigns to the CRA all copyrights under the Copyright Contractor of 1976, 17 U.S.C. 101, et seq., and all other rights in recorded, photographed, or transmitted versions of the Contractor Services. The CRA shall attribute the Contractor Services to the Contractor. 23)No Infringement. The Contractor represents that in performing the Contractor Services under this Agreement, the Contractor will not infringe on the property right, copyright, patent right or any other right of anyone else; and if any suit is brought or a claim made by anyone that anything in conjunction with the ownership or the presentation of said Contractor or appearance as part of the Contractor Services is an infringement on the property right, copyright, patent right, or other rights, the Contractor will indemnify the CRA against any and all loss, damages, costs, attorney fees or other loss whatsoever. The Contractor shall not use the CRA's logos, or marks without the CRA's prior written approval. 24)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. 25)Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 01271451-1 5 26)Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 27)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. 28)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. 29)Severability. If any part of this Agreement shall be declared unlawful or invalid, the remainder of the Agreement will continue to be binding upon the parties. To that end, this Agreement is declared severable. 30)Force Majeure. Neither party shall be deemed to be in breach of this Agreement if either party is prevented from performing any obligations required of it by reason of boycotts, shortages of materials, labor disputes, embargoes, acts of God, acts of public enemy, acts of superior governmental authority, floods, riots, foreign or civil wars, rebellion, terrorism, sabotage by third parties, or any other similar circumstances for which it is not reasonably responsible and which are not within its control. 31)Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of the Contractor contained in this Agreement. No waiver by the CRA shall be deemed a continuing waiver unless expressly stated in writing, and no action or inaction by the CRA shall be deemed a waiver. All waivers by the CRA must be expressly stated in writing. The Contractor may waive any requirements of the CRA contained in this Agreement. 32)Public Records. The CRA is a public agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida's Public Records Law. Specifically, the Contractor shall: a. Keep and maintain public records required by the CRA to perform the Contractor Services described in this Agreement. b. Upon request from the CRA's custodian of public records, provide the CRA with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law. c. Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if the Contractor does not transfer the records to the CRA. d. Upon completion of the Agreement, transfer, at no cost, to the CRA all public records in possession of the Contractor or keep and maintain public records required by the CRA to perform the service. If the Contractor transfers all public records to the CRA upon completion of the Agreement, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the Agreement, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. 01271451-1 6 The Contractor also understands that CRA may disclose any document in connection with performance of the Contractor Services or this Agreement, so long as the document is not exempt or confidential and exempt from public records requirements. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561) 737-3256; 710 North Federal Highway, Boynton Beach, FL 33435; or Simon 33)Agent. If this Agreement is signed by the Contractor's agent, the agent warrants that he/she is duly authorized to act on behalf of the Contractor, that he/she is authorized to enter into this Agreement, and that the agent and Contractor are jointly and severally liable for any breach of this Agreement. 34)Attorneys' Fees and Costs. Except as provided in paragraph 15, should it be necessary to bring an action to enforce any of the provisions of this Agreement, each party shall be responsible for its own attorneys' fees and costs. 35)Compliance with Laws. In the performance of the Contractor Services under this Agreement, the Contractor shall comply in all material respects with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations, including applicable ethics and procurement requirements. 36)Effective Date and Termination. This Agreement will become effective at the date and time that the last party signs this Agreement ("Effective Date"). Unless earlier terminated pursuant to this Agreement, this Agreement will automatically terminate after the performance of the Contractor Services and final payment by the CRA, or on May 31, 2021 whichever occurs last. Nothing in this paragraph shall be construed so as to affect the CRA's right to cancel or postpone the Contractor Services pursuant to this Agreement. 37)Renewal. Prior to the termination of the Agreement, the parties may renew this Agreement for up to two additional one-year terms by mutually executing the form attached hereto as "Attachment D" (the "Renewal Agreement"). Either party may send the other party the Renewal Agreement, but in order to be effective, the Renewal Agreement must be signed by both parties. In the event of a renewal, only the dates and times provided for in this Agreement shall be deemed altered, unless other alternations or amendments are agreed upon in writing by the parties in the Renewal Agreement. The terms of this Agreement shall not be altered by the Renewal Agreement unless explicitly altered in the Renewal Agreement. 38)Survival. The provisions of this Agreement regarding promotional rights, infringement, indemnity, waiver, insurance, agents, and cancellation shall survive the expiration or termination of this Agreement and remain in full force and effect. 39)Electronic Signatures. The parties agree that the electronic signature of a party to this Agreement shall be as valid as an original signature of such party and shall be effective to bind such party to this Agreement. 40)Time is of the Essence. The parties acknowledge and agree that time is of the essence in the performance under this Agreement. 41)Non-Scrutinized Company. Contractor hereby certifies that it is not on the Scrutinized Companies that Boycott Israel List created pursuant to Section 215.4725, Florida Statutes, and is not engaged in a boycott of Israel. If the CRA determines that this certification is falsified or contains false statements, or that 01271451-1 7 Contractor is placed Scrutinized Companies that Boycott Israel List or engages in a boycott of Israel after the execution of the Agreement, the CRA may terminate the Agreement. 42)Agreement Non-Exclusive. Contractor shall be free to contract for similar services to be performed for other entities or persons while under contract with the CRA. The provision of services provided for herein is non- exclusive. The CRA in its sole and absolute discretion may retain additional entities or persons to perform the same or similar work. 43)Transferability. Upon termination of this Agreement, Contractor will ensure that a database dump, all content, and files published or uploaded to CRA website including photographs, graphics, text, maps, GIS data, documents, along with all functionality created specifically for use by the CRA, will be packaged and transferred to CRA or the CRA's designee in a form that is acceptable to the CRA. This space intentionally left blank 01 271 451-1 8 IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed on the day and year written below, By:XPW-'*AA0t- Date. Apr8,2020 Authorized Representative for Contractor Print Name: Dawn Kubat- VP of Legal Witness:---�70hil WatkillS Date: 04/06/2020 Witness Name: John Watkins A0, 7 By: 71 Date: Authorized Representative for CRA Print Name---.LL-t'""bi 5" Witness: Date: Witness N 01271451-1 ATTACHMENT A CONTRACTOR SERVICES 1. General: a. Proposer shall design a website that provides data search and results on website b. Proposer shall design a website that is compliant with, at minimum, Web Content Accessibility Guidelines (WCAG) 2.0 AA ADA Compliant, Section 508. c. Website must provide multiple language support d. Website must provide search Engine Optimization e. Website must provide search Engine Marketing f. Website must be designed for continuous operation 24 hours a day every day of the year. g. Website design must include disclosure of website framework, architectural pattern, wireframes, and technologies (HTML5, CSS, JavaScript, CMS, grid system, third-party libraries) h. Proposer must relinquish copyright and ownership rights to BBCRA, including, but not limited to HTML, scripting code, images, videos, wireframes, database diagrams, framework code, web server code, libraries, assemblies, client code, database procedural code, and database schema code. Source code and content held in escrow account i. Proposer must provide web system Maintenance j. Website must accommodate database Integration 2. Website Design: a. The website must allow data search and results on website b. The website must contain an announcement area for holidays, office open/close, changes in statutes, public notices, etc. c. The website must allow once only acceptance of disclaimer to impede the disclaimer from being displayed on every visit to website d. The website must allow online forms and applications auto populate e. The website must allow opt-in for electronic notifications of changes to data f. The website must be extensible to other UI/UX components including, but not limited to, ESRI Map components and GIS Mapping g. The website must be extensible to other data sources including, but not limited to Relational Database Management System (RDBMS) and Web Services. h. The website must contain dashboard for the status of data submitted via online forms i. The website must contain visually appealing charts and graphics j. The website must contain user login for focused data, status updates, changes, applications, charts and maps k. The website must contain a fixed navigation bar and consistent header and footer for all pages I. The website must be cross browser compatible and tested on current and recent versions of, Edge, Firefox, Safari, Chrome, etc. 01271451-1 10 m. The website shall be compatible with, but not limited to, Rackspace, Amazon Hosting Services, or Microsoft Azure Hosting Services n. The website must use responsive website design for tablet, phone, and desktop ensuring that the website is fully "device/viewport/browser agnostic" o. The website shall be "Cloud compliant" for hosting by outside vendor p. The website design must ensure clear communication, brand consistency and aesthetic appeal 3. Website Content: a. The website must contain department contact information including name, staff and short bio b. The website must allow for new content creation and repurposing of current content c. The website must contain a calendar with important dates, deadlines and events d. The website must contain an information area for news, guides, resources, forms, glossary and frequently asked questions e. The website must contain static information files that are easy to find, access and locate f. The website must contain database driven web pages based on search results g. Additional content may be required after research of current website 4. Website Functionality: The website must: a. Provide ease of navigation and usability b. Generate website usage statistics using Google Analytics or approved alternative c. Allow data download (format to include csv, Excel, XML) d. Contain an administration portal to data, users, and system site settings e. Allow users to opt-in to subscriptions for news, deadlines, changes to data via email or text f. Use secure online forms for applying for multiple business processes g. Allow for emergency posting h. Allow for email Integration i. Allow for social Media integrations including, but not limited to, Facebook, Twitter, Instagram, YouTube, RSS Feed j. Integrate with NovusAgenda (a Granicus product) 5. Website Maintenance, Hosting, and Support: a. Proposer shall provide U.S. based telephone and email support 24 hours a day, every day of the year. b. Proposer must be able to deliver timely response (solution required within 4 hours) and resolution for technical requests, changes to the website and the ability to update components/libraries when vulnerabilities are discovered. c. Proposer shall provide graphics and animation updates d. Proposer shall provide website content updates 01271451-1 11 e. Proposer shall provide ongoing support and script programming services as needed on an on-call basis f. Proposer shall monitor website for technical and/or security issues g. Proposer shall provide system back-up, security patches, and restoration h. Proposer shall review website for poor or pixelated images replace as required i. Proposer shall test email accounts (requires confirmation receipt) j. Proposer shall monitor servers and inform BBCRA if any server changes are important to our account k. Proposer shall make minor edits to sentences and paragraph wording I. Site maintenance must not interfere with website availability 6. Website Data Extraction and Loading: For data extraction and loading, the website must: a. Be easy to use and navigate b. Implement best practices and industry standards c. Support batch, automated, and interactive modes d. Provide for change management and notifications and auditing support e. Have the capability to download bulk data sets in various formats, including XML, csv and Excel 7. Website Security and Hardening: a. Proposer shall test for common website exploits using currently accepted standards and practices 8. Website Content Management: a. Website must function such that BBCRA has ability to add, update and delete external website links b. BBCRA requires a non-technical interface that is user friendly to edit and update website content c. Real-time updates are required for content and data d. Website must contain an administrative website portal for status on analytics, data date, and database availability e. The CMS must be role-based for set-up of security access levels f. Website must function as to give BBCRA the ability to add new features without HTML or technical knowledge g. The website must use a cost effective system h. Website must generate an audit log for content and code changes 9. Public Records and Florida Statutes Compliance a. Social Security Numbers are not part of Florida's Public Records Statutes and must be excluded from website and website database(s) b. Protected names per Florida Statutes must be excluded from website and website database(s) c. Proposer will be responsible for maintaining and producing public records in compliance with Chapter 119, Florida Statute and BBCRA Public Records policy, including an agreement that proposer will charge the sums allowed by Statute and CRA policy for producing public records 01271451-1 12 d. Proposer will be responsible for maintaining confidentiality of records exempt or confidential pursuant to Florida Laws, including Chapter 119, Florida Statutes and Section 125.0104, Florida Statutes e. The name of the current Public Records Liaison must be displayed on the website with contact information pursuant to Florida Statute f. Review and incorporate requirements of Special District Accountability Act, Florida Statute Chapter 189, 10. Additional Work at an Hourly Rate a. Proposer will provide additional consultation not specifically described in this scope at an hourly naha tobeagreed upon bythe CRA and Proposer. 11. Deliverables a. User Interface/User Experience (U|/UX) Design and Branding b. Extract, Transform, Load /ETL\ Design and Testing o. Website Security and Hardening d. User Acceptance and Full Life Cycle Testing e. Production Delivery and Setup f. One online BBCRAStaff Training Session ioincluded. Additional sessions may berequested atacost not to exceed $1,000 for each online training and $4,540 for each on-site training g. Maintenance and Support h. Documentation and User Manual Project Timeline The project timeline may be amended by mutual agreement of both parties, at any time. Such mutual agreement may be established by email communication. Phase 1 —Research • Kickoff meeting o Is the beginning of the project from which the project duration is calculated. • Discovery package o Should be completed within one week of delivery from Grancius. • Initial Sitemap o The initial sitemap should be reviewed and any missing pages added by the end of the week following completion of the Discovery Package. • UX Consulting Workshop o Should be scheduled to occur 3 to 4 weeks after the Kickoff. o Homepage wireframe is presented and refined • Wireframe revisions o All wireframe revisions should be provided to Granicus within one week of the UX Consulting Workshop, including feedback from Department Representatives and the Executive Approver. • Wireframe approval o Wireframe approval should be signed within two weeks of the UX Consulting Workshop. Phase 2—Design Development • Initial Design Presentation o Scheduled between 5 and 10 business days after the wireframe approval. o Revisions will be made during the presentation call. • Design Revision o Design revision feedback should be provided to Granicus within 3 days of receiving the initial revised design, including feedback from the Department Representatives. • Final Design Revision o Final design revision should be provided to Granicus within one week receiving the revised design, including feedback from the Executive Approver. • Design Approval o Design approval should be signed within one week of receiving the final design revision from Granicus. • Development o Completed by Granicus team about 8 weeks after design approval. • Final Sitemap 01271451-1 14 o Should be completed no more than three weeks after design approval. Phase 3— Migration • Initial Migration o Requires 1 week for every 100 pages • Migration Review and QA o Requires 1 week for every 200 pages Phase 4—Soft Launch • Initial User Acceptance Testing o Site should be reviewed and issues compiled and sent to Granicus two weeks after delivery of site o Granicus will complete UAT list generally within two weeks of reception. • Transfer to Production Server o Completed by Granicus to complete Soft Launch phase Phase 5—Final Launch • Training o Should be scheduled 3 or more weeks in advance o Ideally happens immediately after transfer to the Production server • Final User Acceptance Testing o Should be completed within two weeks of training o Granicus will complete UAT list generally within two weeks of reception. • Final Content Updates o Should be completed concurrently with Final User Acceptance Testing • Final Review o Could include focus groups or a public beta launch (Granicus does not coordinate focus group review). o Executive Approver review o Should be completed 3 to 4 weeks before Go Live o Issues and changes requests will be sorted and prioritized by Granicus. Critical issues must be reported to Granicus at least 3 weeks before Go Live. 01271451-1 15 ATTACHMENT B FEE SCHEDULE Price includes all materials, prep work, equipment and labor necessary for the completion of the work described in ATTACHMENT A, CONTRACTOR SERVICES Item Description Quantity Unit Price ($) Item Total No. General 1-4 Website Design 1 each 19,500 $19,500 Website Content Website Functionality 5 Website Maintenance, Price/year $4,000 $4,000 Hosting, and Support 6 Website Data Extraction and 1 each Included 0 Loading 7 Website Security and 1 each Included 0 Hardening 8 Website Content 1 each n/a n/a Management Reimbursable and/or Out-of- Pocket Expenses (specify 9 multiplier or mark-up if n/a n/a n/a applicable or not to exceed amount TOTAL $23,500 10 Additional Consultation (Post Price/hour $200.00 TBD Launch) 01271451-1 16 ATTACHMENT C INSURANCE REQUIREMENTS Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall, at his/her/its own expense, provide and maintain in force, until all of its services to be performed under the Standard Form of Agreement have been completed and accepted by the CRA (or for such duration as it otherwise specified herein), the following insurance coverages: A. Worker's Compensation Insurance to apply to all of the Contractor's employees in compliance with the "Worker's Compensation Lave" of the State of Florida and all applicable Federal Laws. Employer's Liability with limits of $100,000 per person, $500,000 per occurrence and $100,000 per each disease. B. Comprehensive General Liability with minimum limits of one million dollars ($1,000,000.00) per occurrence combined single limit for Bodily Injury Liability and $1,000,000 minimum Property Damage Liability. Additionally, coverage shall also include $1,000,000 aggregate on products and completed operations; $2,000,000 general aggregate. Coverage must be afforded on a form no more restrictive than the latest edition of the Comprehensive General Liability policy, without restrictive endorsements other than ISO Endorsement GL 21 06, as Filed by the Insurance Services Office and must include: 1. Premises and/or Operations 2. Independent Consultants 3. Broad form Contractual Coverage applicable to this specific contract, including any hold harmless and/or indemnification agreement. 4. Personal Injury Coverage with employee and contractual exclusions removed. C. Business Automobile Liability with minimum limits of three hundred thousand dollars ($300,000.00) per occurrence combined single limit for Bodily Injury Liability and Property Damage Liability. Coverage must be afforded on a form no more restrictive than the latest edition of the Business Automobile Liability policy, without restrictive endorsements, as filed by the Insurance Services Office and mustinclude: 1. Hired and Non-Owned Vehicles 2. Employers' Non-Ownership D. Professional Liability Insurance with minimum limits per occurrence applicable to CRA projects as follows: Contract Cost Range Limit 1. $0 - $99,000 $ 250,000 2. 100,000-299,000 500,000 3. 300,000-499,000 750,000 4. 500,000—Above 1,000,000 Coverage shall be afforded on a form acceptable to the CRA. Contractor shall insure that sub-consultants used for any portion of the project, maintain adequate levels of Professional Liability Insurance. 01271451-1 17 E. The CRA and The City of Boynton Beach shall be included as an additional insured on the Contractor's policies and all policies shall include a waiver of subrogation. Boynton Beach Community Redevelopment Agency 710 N. Federal Highway Boynton Beach, FL 33435 City of Boynton Beach 100 E. Boynton Beach Blvd. Boynton Beach, FL 33435 01271451-1 18 ATTACHMENT D RENEWAL AGREEMENT The Contractor Agreement dated (the "Agreement") is hereby renewed and amended through this Renewal Agreement made by and between ("Contractor") and the Boynton Beach Community Redevelopment Agency, located at 710 N. Federal Highway, Boynton Beach, Florida 33435 (hereinafter the "CRA") (collectively the "parties"). WHEREAS, the parties previously entered into the Agreement; and WHEREAS, the CRA is in need of Contractor Services beyond the termination date of the original Agreement; and WHEREAS, the Agreement provides that the CRA may renew the Agreement to allow for a total period of three years; and WHEREAS, the parties desire to renew the Agreement under the same terms and conditions except as expressly altered herein; WHEREAS, this Renewal Agreement will continue to be in furtherance of the CRA Plan; NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both parties acknowledge, the parties agree as follows: I. Incorporation. The recitals above and all other information above are hereby incorporated herein as if fully set forth. II. Renewal of the Agreement. The Agreement is hereby renewed for a period of year(s). The renewal is subject to the amendments to the Agreement contained in this Renewal Agreement. III. Alteration of Terms. The terms of the Agreement remain in full force and effect, except for those terms explicitly amended by this Renewal Agreement. Amendments to the Agreement are shown as follows: additions are shown in underlined format; deletions are shown in strikethrough format. Specifically, the paragraphs and subparagraphs from the Agreement identified below shall be amended as follows: a. Dates and Times Amended. The following dates and times in the Agreement are amended as follows: i. INSERT b. Other AMENDMENTS GO HERE. IV. Effective Date of Renewal Agreement. This Renewal Agreement will become effective at the date and time that the last party signs this Renewal Agreement with the services being renewed the day after the prior period's end date to ensure no lapse in the Contractor Services. The Agreement, as amended by and including this Renewal Agreement, will automatically terminate after the performance of the Contractor Services and payment by the CRA, or on_, 2020, whichever occurs last. IN WITNESS WHEREOF, the parties hereto have caused this Renewal Agreement to be executed on the day and year written below. 01271451-1 19 By: Date: Authorized Representative for Contractor Print Name: Witness Date: By: Date: Authorized Representative for CRA Print Name: Witness Date: 01271451-1 20 ATTACHMENT E AMENDMENT TO CONTRACTOR SERVICES This Agreement to Amend the Contractor Agreement (hereinafter"Amendment") is made by and between (hereinafter "Contractor") and the Boynton Beach Community Redevelopment Agency, located at 710 N. Federal Highway, Boynton Beach, Florida 33435 (hereinafter the "CRA") (collectively the "parties"). WHEREAS, the parties previously entered into the Contractor Agreement dated (hereinafter"Agreement"); and WHEREAS, the parties desire to amend the "Attachment A: Contractor Services" WHEREAS, the Agreement provides that the parties may amend "Attachment A: Contractor Services," NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both parties acknowledge, the parties agree as follows: I. Incorporation. The recitals above and all other information above are hereby incorporated herein as if fully set forth. II. Amendment of Attachment A. The"Attachment A: Contractor Services"that was attached to the Agreement is hereby deleted in its entirety and replaced with the document attached hereto as "Revised Attachment A: Contractor Services." Commencing on the date this Amendment is executed by both parties, for all purposes related to the Agreement, the term "Contractor Services" shall refer to the obligations of Contractor as described in the attached "Revised Attachment A: Contractor Services." III. Amendment to Paragraph 6) Compensation. Paragraph 6) Compensation of the Agreement is hereby deleted in its entirety and replaced with the following: 6) Compensation. The CRA shall pay the Contractor an amount not to exceed $ (hereinafter, [TO BE INSERTED] (Payment of deposit, additional payment, and balance described above (including payment of any part thereof, such as for goods received or services rendered), are individually and collectively referred to in this Agreement as "Payment.") IV. No Other Alteration of Terms. Except for those terms explicitly amended by this Amendment, the terms of the Agreement remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed on the day and year written below. By: Date: Authorized Representative for Contractor Print Name: Witness Date: 01271451-1 21 By: Date: Authorized Representative for CRA Print Name: Witness Date: 01271451-1 22 Beach GlranlUjs Final (01271452xBA9D6) Boynton 2020-04-08 Created: 2020-04-08 By: John Watkins(John.Watkins@granicus.com) Status: Signed Transaction ID: CBJCHBCAABAAe3Icxr5zfA7HuOGaFVM6PjVDAK80FwmL "Granicus Final (01271452xBA9D6) Boynton Beach" History Document created by John Watkins (John.Watkins@granicus.com) 2020-04-08-5:58:28 PM GMT-IP address:66.41.163.189 Document emailed to Dawn Kubat (dawn.kubat@granicus.com) for signature 2020-04-08-5:59:17 PM GMT 15) Email viewed by Dawn Kubat(dawn.ku bat@granicus.com) 2020-04-08-6:59:55 PM GMT-IP address:66.41.8.163 Document e-signed by Dawn Kubat(dawn.kubat@granicus.com) Signature Date:2020-04-08-7:00:04 PM GMT-Time Source:server-IP address:66.41.8.163 nE Signed document emailed to Dawn Kubat (dawn.kubat@granicus.com) and John Watkins (John.Watkins@granicus.com) 2020-04-08-7:00:04 PM GMT First Amendment to the Granicus Service Agreement between Granicus, LLC and Boynton Beach Community Redevelopment Agency This First Amendment to the Granicus, LLC Service Agreement is effective on the date this document is signed and entered into by and between Granicus, LLC,a Minnesota Limited Liability Company d/b/a Granicus (hereinafter referred to as"Granicus"),and Boynton Beach Community Redevelopment Agency(hereinafter referred to as"Client"),with reference to the following: WHEREAS,the Client and Granicus entered into an Agreement effective (the"Agreement"); and WHEREAS,the Client and Granicus wish to amend the billing frequency terms of the Agreement; NOW,THEREFORE, in consideration of the premises,the parties intend that the Agreement be amended as follows: 1. Attachment B, Fee Schedule of the Agreement(Page 16)will be replaced in its entirety with the attached "Exhibit A". 2. Except as amended by this First Amendment,all other terms and conditions of the Agreement shall remain in full force and effect. 3. In the event of any inconsistency between the provisions of this First Amendment and the documents comprising the Agreement,the provisions of this First Amendment shall prevail. 4. The invoice will include a credit equivalent to the price of one year of solutions marked by first year free. Upon renewal, products will be invoiced at the rates in the future year pricing table. 5. Credit provided is the equivalent of the annual charge. For agreements less than one year,the full credit amount will be applied to the first term's invoice. IN WITNESS WHEREOF,the parties have caused this First Amendment to be executed by their duly authorized representatives. Agreement and Acceptance By signing this document,the undersigned certifies they have authority to enter the agreement.The undersigned also understands the services and terms. t 1 , + l i i 1 },t�\ttttttttttttttttttttttttttttttttttttttttttttttttttttttttttttttt�,, , I Signature: Signature: Name: Name: Title: Title: Date: Date: info@granicus.com . . EXHIBIT A ATTACHMENT B FEE SCHEDULE -AMENDED Price includes all materials, prep work, equipment and labor necessary for the completion of the work described in ATTACHMENT A, CONTRACTOR SERVICES Item Description Quantity Billing Frequency Unit Price ($) Item Total No. General 1-4 Website Design 1 each Milestones 19,500 $19,500 Website Content 20/20/20/20/20 Website Functionality 5 Website Maintenance, Price/year Annual $4,000 $4,000 Hosting, and Support 6 Website Data Extraction and 1 each - Included 0 Loading 7 Website Security and 1 each - Included 0 Hardening 8 Website Content 1 each - n/a n/a Management Reimbursable and/or Out-of- Pocket Expenses (specify 9 multiplier or mark-up if n/a - n/a n/a applicable or not to exceed amount TOTAL $23,500 10 Additional Consultation (Post Price/hour $200.00 TBD Launch) 01271451-1 16 ................ Ik�' Z V C f V iwZ N' d 1, Z E Boynion Beach Blvd fYt Nk f "ov 0 C i A c voI H. ,A T' Av, C r? Ire 2" Avr �;Orj �'J5 M p '",2020 300 NE 2nd St Zoning:C4,R2 Sale Price:$1,600,000 Price/AC:$1,553,398.06 A Boynton Beach,FL 33424 Parcel Size:1.03 AC Sale Status:Active Palm Beach County Lot Dimensions:- Days On Market:542 #of Lots:- Boynton/Lantana Submarket PrODOsed Use:Mixed Use This property is represented by Seawinds Investment Realty,LLC-Donald B.Dillon,(561)625-9322 This property is for sale individually 225 Iff Boynton Beach Blvd Zoning:C2 and and RIA Sale Price:$1,895,000 Price/AC:$1,787,735.85 Boynton Beach,FL 33435 Parcel Size:1.06 AC Sale Status:Active Palm Beach County Lot Dimensions:- Days On Market:39 #of Lots:- Boynton/Lantana Submarket PrODOsed Use:Commercial.Retail.Convenience Store.Dav Care Center.Fast This property is represented by Posh Properties-Thomas Kornitzer,(561)330-4731 Jerilyn M.Walter,(561)330- 4731 This property is for sale individually 8/7/2020 Copyrighted report licensed to Boynton Beach Community Redevelopment Agency-686423. Page 2 420 W Boynton Beach Blvd Building Type:Class B Office/Loft/Creative Space Sale Price:$1,800,000 Price/SF:$295.91 Boynton Financial Centre Status:Built 1985 Cap Rate:- Building Size:6,083 SF Boynton Beach,FL 33435 Sale Status:Active Typical Floor Size:6000 Days On Market:51 Palm Beach County Stories:2 This property is represented by Atlantic Commercial Group-Gary Broidis,(561)447-8610 This property is for sale individually 433 W Boynton Beach Blvd Zoning:C2-Office/Retail Sale Price:$749,000 Price/AC:$1,337,500.00 Downtown Boynton Beach Parcel Size:0.56 AC Blvd Sale Status:Active Lot Dimensions:Irregular Days On Market:3,153 t Boynton Beach,FL 33435 #of Lots:- Palm Beach County This property is represented by Coastal Commercial Group LLC-Ingrid Kennemer,(561)441-0967 This property is for sale individually 8/7/2020 Copyrighted report licensed to Boynton Beach Community Redevelopment Agency-666423. Page 3 � S k H tSSLslgb 1 1N5(d.,rs # � � 1 !r�fl41 t � 71 I- t �F F d=it4 - I f,It E r � �y , z riff r g _ X \ II r'15 t ,Rl �� •;���ls f LS' 1 f } 1 F D r \- 1 }F>t� i - f BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 NEW BUSINESS AGENDAITEM: 15.A. SUBJECT: Discussion and Consideration of a Letter of Intent from Ocean Avenue Residences and Shoppes, LLC forthe CRA Owned Property Located at 115 N. Federal Highway SUMMARY: On August 4, 2020, the CRA received a Letter of Intent (LOI) from Ocean Avenue Residences and Shoppes, LLC to purchase and develop the CRA owned parcels located at 115 N. Federal Highway (see Attachments I - 111). After purchasing the property in May 2018 for $3 Million, the CRA leased the building to the City for use as the temporary library during the construction of Town Square. The LOI proposes to use the CRA's 2.60 acres to create an urban mixed-use project consisting of 229 residential units, 18,000 square feet of commercial space and 544 parking spaces with the ability for the CRA to add public parking spaces to the garage structure if desired. While the LOI does not currently include any of the adjacent privately owned properties, it does describe their willingness to incorporate these parcels into the proposed development if all parties are in agreement. • Proposed Purchase Price: $3 million • Proposed Project Cost: $60-65 million • Proposed Developer Equity: approximately$12 million • Proposed Number of Units: 229 multi-family residential • Proposed Commercial Space: 18,000 square feet • Proposed Garage Structure: 544 spaces • Proposed Incorporation of Dewey Park into the Project offering continued public access Under the Board's Letter of Intent Policy, when a LOI is received the Board may either accept the LOI and issue a 30 day public Notice of the intent to dispose or reject the LOI entirely. A second option for the Board would be to reject the LOI and issue a Request for Proposal or its third option is to reject the LOI and do not issue an Request for Proposal. FISCAL IMPACT: To be determined by the CRA Board. CRA PLAN/PROJECT/PROGRAM: 2016 Community Redevelopment Plan CRA BOARD OPTIONS: 1. Accept the LO and issue a 30 day public Notice of the intent to dispose of the property for redevelopment to Ocean Avenue Residences and Shoppes, LLC. 2. Reject the LO and issue a Request for Proposal for development of the property. 3. Reject the LO and do not issue an Request for Proposal. ATTACHMENTS: Description D Attachment I -Aerial Map - 115 N. 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SUBJECT: Discussion and Consideration of Letter of Request for Use of the CRA Owned Parking Lot located at 115 N. Federal Highway SUMMARY: On June 26, 2020, the CRA received a formal request to lease certain parking spaces located at the 115 N. Federal Highway building from the adjacent property owners (see Attachment 1). The owners of the properties located at 511, 515 and 529 E. Ocean Avenue, Ocean Properties LLC, are requesting that the CRA provide them with the ability to lease the parking lot and all of the spaces therein for the sole use of the tenants and customers of the properties previously identified (see Attachment 11). The request includes the following proposed lease terms: • Lease Period -one year with unlimited renewal options • Right to Terminate -when or if the CRA sells the property • Lease price - $10.00 per space per month (44 spaces) including all required liability insurances and liability waivers Additionally requested by 500 Ocean Properties LLC is that as part of any sale of the CRA owned property for future development that the sale be contingent upon such developer providing an adequate number of publicly owned parking spaces to serve the tenants occupying space in the 511, 515, 529 E. Ocean Avenue properties. Currently, the City of Boynton Beach is leasing the 115 N. Federal Highway property from the CRA for use as the temporary library space. The City is in the process of relocating the library into the new City Hall/Library building and anticipates the move being completed by July 31, 2020. The building structure is scheduled for asbestos removal and demolition on a date still to be determined in late August or September 2020. The CRA Board may consider the terms being presented or may determine that it is in the best interest of the Agency to continue utilizing the 115 parking lot as "public parking" and not limit their use to a single entity. Construction costs to develop a surface parking lot under the City's Land Development Regulations would be approximately$9,000 per space. FISCAL IMPACT: To be determined. CRA BOARD OPTIONS: Option 1. Accept the request made by Ocean Properties LLC to lease all of the parking spaces owned by the CRA at the property located at 115 N. Federal Highway under the terms provided and direct staff and legal counsel to bring back a lease agreement for Board approval. Option 2. Negotiate alternative terms to those requested by Ocean Properties LLC to lease all of the parking spaces owned by the CRA at the property located at 115 N. Federal Highway and direct staff and legal counsel to bring back a lease agreement for Board approval. Option 3. Reject the request made by Ocean Properties LLC to lease all of the parking spaces owned by the CRA at the property located at 115 N. Federal Highway under the terms provided. ATTACHMENTS: Description D Attachment I - Parking Request Letter D Attachment II -Aerial Map - 115 N. Fed. Hwy. HARVEY OYER PARTNER 5hutts is Bowen LLP 1100 CityPlace Tower 525 Okeechobee Boulevard West Palm Beach, Florida 33401 DIRECT (561) 650-8517 FAX (561) 822-5522 EMAIL HOyer@shutts.com June 26, 2020 Via U.S. Mail and Email: Simon M o bbflaus Michael Simon Executive Director Boynton Beach Community Development Agency 710 N. Federal Highway Boynton Beach, FL 33435 Re: Parking Lot located at 115 North Federal Highway Dear Michael: Please allow this letter to constitute the formal request of 500 Ocean Properties LLC to lease the parking spaces located at the above-referenced CRA owned property. We understand that the City's use of the building as a temporary library is coming to a conclusion in the near future and that the parking spaces will be, at least temporarily, available. As you know, our family has owned 511, 515, and 529 East Ocean Avenue for nearly a century. We are now on our third generation of ownership of the buildings. They are part of the City's history and certainly integral to the core of the downtown. Our family insurance business has been located here for sixty-seven (67) years and Hurricane Alley for over twenty-five (25) years. We are delighted to be in this location and in a location that should be even better going forward, thanks to the Town Square project. However, as you know, we have almost no parking available for our buildings. This is due to no fault of our own. The downtown was platted and the buildings were constructed prior to the common usage of automobiles. Our lack of onsite parking was never problematic for us or our tenants when the church owned 115 North Federal Highway because the church only utilized their parking lot on Sunday and we and our tenants rented their parking spaces on weekdays and Saturdays. With the CRA's acquisition of the church, coupled with the street redesign that eliminated a number of on-street parking spaces, we and our tenants have struggled with parking. It has caused us to lose tenants and it is currently preventing our ability to re-let the old Fashion Shoppe space, which had been in existence at that location for over 20 years. As you can tell by WPBDOCS 10428650 1 Ot .F ,a. MsAW Rte.,u_A, . .) ..A.t,§....#eA EEE.>=tv d ,,E „r.-r=, EeaI itV.., t=..A...H Michael Simon June 26, 2020 Page 2 the longevity of our tenants, we are a very stable landlord and are proud of the stability of our tenants. However, we now find ourselves in a period of great instability due to lack of available parking. As such, we would like to formally request to rent all of the parking spaces located at 115 North Federal Highway for as long as the CRA Board is willing to lease them to us. Understanding that your goal is to sell the site for redevelopment, we understand that this is not a permanent solution. Therefore, our proposal is to lease the parking spaces located at your building for one (1) year, commencing immediately, at Ten Dollars ($10.00) per space per month, with an unlimited number of renewal options upon the same terms and conditions. We understand that you will need a termination right in the event that the parcel is sold for redevelopment. We further request that as part of any sale of the property for future development that the sale be contingent upon such developer providing an adequate number of public parking spaces to serve our tenants and any other businesses that have relied on this parking in past decades. We understand that such future parking will not be free of charge. As you well know, the viability of any downtown business is inextricably tied to the availability of convenient parking. None of the downtown businesses will survive without the City and CRA providing parking options for the property owners and business owners. I am happy to work with your staff on a term sheet or lease agreement if these terms are acceptable to you and the Board. Of course, I am happy to discuss this with you or the Board at any time. Please advise the earliest CRA Board agenda that we can be placed on. Thank you for your consideration. Sincerely, HarvQ E. Oyl-, III, Esq.,Managing Member 500 Ocean Pr6perties LLC HO/djb cc: Susan Oyer Christian Oyer Macoviak WPBDOCS 10428650 1 ,u,t Utt:.,Fz,m 'ORT .. LH ERIQIf � kIA,Nk f 04.L A,,at,0 1A 15,07, '"AU,, it,.a,-E 7AMt w < A 115 . Federal Hwy. t �V N „ni .� ars t.iJ £r ,� �"'}srY, ii s et ss t '�i, }`U z, � `� � �{r .�t �jt 1>; ,di„ �1,+ � �ti'•4— ;,i�I,< <z t s .t , } jk\� � S I j tea 1 � r trtf 'r � rf{ Requested CRA ��14 Owned Parking Spaces �is1 d},'i,:� }r�`�tmkJlt tl�1A11�llr 7 +t�• rf'i ')`tl F�s U_'it,� _ r!' _$ r'�sst� --.,�tl�l?u.��.�„e_r t, <,h Y-,;l� �I�,,iii�,j}�)�3 rte "l - �{s t,{,L�,��}�1}j ist4��sk Ji�£��}�)j����}s N�t��tt>t��,) 1i11s�ift l�ll��}r�t•{t sl� i}ti;�j��( `�s ! r y 1st��)���iSi)tis - � a Ohl i1f r j!� rte i 1 ! 1 s _ t t 1 } r ti } `Stl { lip-"Sr yO C' +sl� N'�i(`��i - f£ BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 NEW BUSINESS AGENDAITEM: 15.C. SUBJECT: Consideration of the Boynton Beach Woman's Club's Request and Terms to Use the Historic Woman's Club of Boynton Beach for FY2020-2021 Meeting Dates SUMMARY: The members of the Boynton Beach Woman's Club have submitted a request to the CRA Board for the use of the Historic Woman's Club of Boynton Beach for their monthly Executive Board/Business Meetings and Luncheons. Please see the Woman's Club request and date schedule for October 15, 2020 through May 6, 2021 (see Attachments 1-11). The request is to utilize the C RA owned facility for a total of thirteen (13)event dates at no cost. Attachment III is the October 7, 2019 CRA Board Meeting Minutes outlining the rental terms with the Boynton Beach Woman's Club for 2020. The CRA currently holds a deposit for damages in the amount of$500.00 per the Boynton Beach Woman's Club 2020 rental agreement (see Attachment IV). The Boynton Beach Woman's Club agreed to provide in-kind services in exchange for using the building for their meetings. It was agreed that they would help with the cost of repairing the drop curtain for the stage. Due to COVID-19, the building has been closed to the public since mid-March 2020. Therefore, the repairs to the drop stage curtain have not begun. The CRA Board may want to consider the current request for in-kind services to stay in effect and/or suggest new terms for the type of in-kind service the Boynton Beach Woman's Club could provide in lieu of rental fees. The Boynton Beach Woman's Club understands that the CRA will manage the building in accordance with the COVID-19 Executive and Emergency Orders as provided by the Governor's Office. FISCAL IMPACT: Rental fees $450 (weekday, local rental rate) per meeting x 13 event dates = $5,850 Cleaning fees $200 per meeting x 13 event dates = $2600 Total Rental/Cleaning Fees for 13 event dates = $8,450 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan: Historic Properties and Federal Highway District and 2010 Downtown Vision and Master Plan CRA BOARD OPTIONS: 1. Approve the use of the Historic Woman's Club of Boynton Beach by the Boynton Beach Woman's Club subject to execution of a rental agreement with terms, conditions, and/or modifications as discussed and agreed upon by the two parties. 2. Do not approve the use of the Historic Woman's Club of Boynton Beach by the Boynton Beach Woman's Club. ATTACHMENTS: Description D Attachment I - Location Map D Attachment II - Boynton Beach Woman's Club FY 2020-2021 Rental Dates D Attachment III -October 7, 2019 CRA Board Meeting M inutes D Attachment IV -WC 2019-2020 Rental Agreement a C arr S 4b3'A'Hlkdg �A$ s� s tY f , �� � Rf•'.MVP S-.s- d &� iJ l�s 11 tFt3 ' r w—A �d NPS a k\h p y ,,• r re3+,+n LL �y . �� ., 0 �� � .. _ ..,. C ,Y✓.�„ ! , Ui ,Y�y,t kld'. ..d, --a„ _ ��yia ir� �.N.}ti,":. BOYNTON WOMAN'S CLUB Calendar for 2020-2021 DATE TIME VENUE EVENT October 15 9:15 am 1010 S. Federal Highway Executive Board Meeting 11:00 am to Business Meeting 1:00 pm October 29 10:30 am to Luncheon & Women's Issues Now Speaker 2:00 pm November 12 9:15 am Executive Board Meeting 11:00 am to Business Meeting 1:00 pm December 3 9:15 am 1010 S. Federal Highway Executive Board Meeting 11:00 am to It It It Business Meeting 1:00 pm January 7 9:15 am 1010 S. Federal Highway Executive Board Meeting 11:00 am It It It Business Meeting 1:00 pm January 21 10:00 am 1010 S. Federal Highway Arts &Crafts Exhibit& Luncheon 2:00 pm February 4 9:15 am Executive Board Meeting 11:00 am to Business Meeting 1:00 pm February 18 10:30 am to Luncheon &Speaker(Ed Lamont?) 2:00 pm March 4 9:15 am Executive Board Meeting 11:00 am to Business Meeting 1:00 pm March 25 10:30 am Scholarship Luncheon 2:00 pm April 8 9:15 am Executive Board Meeting 11:00 am to Business Meeting 1:00 pm April 22 10:30 am to Luncheon &Speaker(BB Town Square?) 2:00 pm May 6 9:15 am Executive Board 11:00 am to Business Meeting 1:00 pm Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October , 2019 Board Member Penserga asked if the numbers considered both rent reimbursement and physical improvement or one of the other and learned they were sums. Motion Board Member Penserga moved to approve. Chair Grant seconded the motion. A roll call vote was called. Chair Grant and Board Member Penserga voting aye; Board Members McCray and Romelus voting nay. Vote Motion failed. B. Approval of Commercial Property Improvement Grant Program in the amount of $50,000 for Coastal QSR, LLC d/b/a Taco Bell located at 2391 S. Federal Highway (TABLED 9110/19) No action was taken on this item. 13. Public ri 14. Old Business A. Consideration of the Request for Rental Terms and Dates for the Boynton Woman's Club for FY 2020 Meeting Dates at the Historic Woman's Club of Boynton Beach Mr. Simon reviewed the schedule of the Woman's Club requested meeting dates from January 2020 through May 2020. At the time of acquisition, out of consideration of the sale, the CRA approved an office and the use of the facility at no charge to the Woman's Club for their monthly Executive Board Meeting and Business Luncheons, as long as they were held between 8:30 a.m. and 5:30 p.m. with no alcohol and no more than 50 people. This request was the same request as last year, which was meeting without paying rent. If the Board will contemplate the request, staff suggested the Board consider an in-kind service or security deposit. Board Member McCray asked how the CRA handled the purchase of the building for the temporary Library, from the Church and learned the Church paid $10 a month. Board Member McCray favored some type of in-kind services as the CRA paid to improve the building. Kay Baker, President Boynton Woman's Club, noted the CRA would hold events to attract the public to the building. She advised the Woman's Club events are also open to 10 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida October 7, 2019 the public and,they will have speakers. It will allow people to come in and see what the CRA did to rehabilitate the building. She wanted to partner in on any large events the CRA wants to hold in the building. When Ms. Shutt showed pictures, one photo was a drop curtain from the stage. It was mentioned there maybe some restoration for the drop curtain. Ms. Baker had already indicated the Woman's Club, who has 48 members, will assist with the cost of that restoration. Board Member McCray was fine with the schedule for a year with in-kind services. Chair Grant accepted the offer of assistance with the drop curtain. He was present when they offered the building to the CRA and he will do all he could to ensure the Woman's Club always had a home at the Boynton Beach Historic Woman's Club. Motion Board Member Romelus so moved to receive in-kind services from the Boynton's Woman's Club and follow their request schedule that will be worked out with staff. Board Member McCray seconded the motion. The motion unanimously passed. B. FY 2018 - 2019 Update for the Non-profit Organization Grant Agreement with the Community Caring Center of Greater Boynton Beach Inc. Ms. Shutt explained this request was the is the second grantee for the FY 18119 Non- profit Organization Grant Program. Staff reviewed the report for the quarter ending June 30' 2019, and it is consistent with the grant agreement. This grant applicant has to receive Board approval for disbursement of the check. The request is for $9,500. The total received by the Community Caring Center was $19K for their economic development initiative with the Secret Garden, which is a culinary incubator. They have done a great job. Motion Board Member McCray moved to approve. Board Member Romelus seconded the motion. The motion unanimously passed. Sherri Johnson explained they met most benchmarks in the first few months through to June 301h. They were excited about the job fair and Mr. Simon's participation with Career Source and the City's Economic Development Director, who gave a State of the Economy presentation at the job fair. The final report reflected the incubator created two new start- up business. Out of the grant, they paid for three start up businesses to get their food managers license. She introduced fellow board member Jane Snell, Art Whitman, Keturah Joseph, Joyce Portnoy and Doreen Roberson. Board Member Romelus asked if the quarterly report had to be so long and learned staff could shorten it. Board Member Romelus favored seeing the report in a different format. 11 A e, i t Ftii tV s s„ mom HISTORIC WOMAN'S CLUB OF BOYNTON BEACH RENTAL AGREEMENT This Rental Agreement("Agreement")is hereby made by and between the Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes, located at 710 N. Federal Highway, Boynton Beach, Florida 33435 (the "CRA") and the BOYNTON BEACH WOMAN'S CLUB ("Renter" or `Boynton Woman's Club")(individually referred to as a"Parry"collectively referred to as the"Parties"),for the rental of the Historic Women's Club of Boynton Beach (together with all associated property and grounds,the"Facility.") 1) Renter's Information: (Print all information. All blank spaces must be completed.) Renter's Name BOYNTON BEACH WOMAN'S CLUB Point of Contact(Name)KAY BAKER Renter's Address PO BOX 1135 City BOYNTON BEACH State FL Zip 33425 Phone No. 561-369-2300 Alternate Phone No. 561-319-8366 Email Address BWC1901@gmail.com Purpose/Intended Use for Rental REGULAR MEETINGS of BOYNTON BEACH WOMAN'S CLUB ("Event"). Renter is(check all that apply)Individual Civic X Non-profit X For Profit 2) Event Details. The Event will take place during the following date(s)and time(s). Date(s): The dates of the Event will be as described in the attached Exhibit A. Each meeting individually is considered an Event. The CRA reserves the right to reschedule any Event (meeting)for any reason upon 10 days written notice to Renter. Time(s) (indicate A.M. or P.M.): x M Time In ®15dm- Event Start Time e Q m End Time IX 15 io in Time Out i.e 'T l D e i 1,1.30 I1:301P m Approximate Number Attending Event: Over 18 yrs old& 7nder 18 yrs old ®/43 Aq 01216770-1 Page 1 of 10 Describe Event Regular meetings of the Boynton Beach Woman's Club. List Equipment Needed:N/A no equipment needed. Will alcohol be served? Yes ,No *READ THE ALCOHOL POLICY CAREFULLY-THERE ARE NO EXCEPTIONS TO THIS POLICY. If alcohol will be served, please list bonded & licensed caterer/bartender that will service Event. (Required) v. ---._.. —Phone License# Bond and/or Insurance Policy-9 Will Food be served? Yes .—No Will you need the Kitchen?-.A—Yes No Caterer Name Phone ...... License# Bond and/or Insurance Policy# ................. Additional Needs ...... 3) Facility Information and Rates. The CRA will allow Renter to use the facilities selected below for the Event: I't Floor only_X 2"d Floor only .... .. Entire Building The cost for the rental of such facilities shall be in-kind services as outlined below ("Facility Fee"): The Boynton Woman's Club,in exchange for holding meetings on the dates identified in Exhibit A,as presented and approved by the CRA Board on October 7,2019,agree to the following in kind services as the Facility Fee: • The Boynton Woman's Club luncheon meetings offer a speaker and will be open to the public.This meeting is usually held on the 3'Thursday of the month. There will be a charge for the luncheon,but attendance to hear the speaker will be free. The Boynton Woman's Club will submit notice of these meetings in both the Palm.Beach Post and the San Sentinel for public information. • If the CIrequests,the Boynton Woman's Club will assist with any Open House or other programs that the CRA might hold to inform the public about the availability of the renovated.Historic Woman's Club Building of Boynton Beach. If requested by the CRA, the Boynton Woman's Club will conduct historic tours of the building and distribute literature about its history during these programs. The Boynton Woman's Club may also assist in other ways as might be agreed to by the parties. • The Boynton Woman's Club will provide financial support in an arnowit to be determined for the restoration of the stage drop curtain. 01216770-1 Page 2 of 10 A complete list of venue spaces and associated rates is found in the Historic Woman's Club of Boynton Beach Rental Rules and Regulations Manual attached hereto as Exhibit A. 4) Additional Services and Fee. The CRA will provide the additional services selected below for a total cost of $0.00 - ("Service Fee"). The Boynton Beach Woman's Club will be responsible for cleaning up after each meeting/event,including sweeping, cleaning/washing dishes,wiping down tables & countertops and disposing all garbage into outdoor garbage cans. Set-up and break down .... Cleaning pre-Event and post-Event Access hours prior to the Event Access hours after the Event Staff members during the Event A complete breakdown of the costs associated with the Service Fee can be found in the Historic Woman's Club of Boynton Beach Rental Rules and Regulations Manual attached hereto as Exhibit A. 5) Sales Tax. Florida state sales tax will be charged on the rental fee. Renters claiming exemption from sales tax must provide a copy of the Florida Department of Revenue Form DR-14"Consumer's Certificate of Sales Tax Exemption." 6) Rental Fee. The total sum of the Facility Fee in Paragraph 3,the Service Fee in Paragraph 4, and sales tax in Paragraph 5 shall be the"Rental Fee."Rental Fee includes payment for the use of space,use of existing lighting and sound equipment,and the existing arrangement of tables and chairs. Payment must be made in cash, by money order, personal check, or by certified bank check made payable to the Boynton Beach CRA. 7) Rental Fee Deposit. Fifty percent (50%) of the Rental Fee must be received no later than three (3) days after execution of the rental agreement by the CRA in order to reserve the Facility for the Event. 8) Balance Payment.The remaining fifty percent(50%)balance must be paid ten(10)days prior to the Event. Failure to make balance payment will result in Event cancellation. 9) Security Fee. The Renter _is /_X_ is not required to hire security based on Renter's representations in this Agreement and pursuant to the criteria outlined in the Historic Woman's Club of Boynton Beach Rental Rules and Regulations Manual. Security may be hired from the 01216770-1 Page 3 of 10 Palm Beach County Sherriffs Office,the City of Boynton Beach Police Department,or other CRA-approved security provider. 10)Facility Damage Deposit. In addition to the Rental Fee,Renter will pay a refundable deposit of$500.00 ("Facility Damage Deposit"). If the Event is cancelled, the Renter defaults, or this Agreement is otherwise terminated, the Facility Damage Deposit will not be refunded to the Renter unless otherwise provided in this Agreement. The deposit must be received no later than three (3) days after execution of this Agreement by the CRA. If the Facility Damage Deposit is to be refunded,the CRA will issue such refund within 3)0 days of the termination of the Agreement. 11)Care of Facility. The Renter is responsible for leaving the Facility in the same condition it was in prior to the Event. Any costs to the CRA for clean-up or for repair or replacement required because of damage to the Facility caused by the Event will be deducted from the Facility Damage Deposit. Any remaining Facility Damage Deposit will be refunded thirty(30) days after the Event, 12)Inspection. A pre-Event and post-Event walkilu-ough. inspection will be conducted by CRA staff with the Renter. The cost of any and all damage to the Facility,including the equipment, and costs incurred as a result of rules violations will be deducted from the Facility Damage Deposit. Examples of damage and/or rule violations that will result in deduction from the Facility Damage Deposit include but are not limited to; floor stains; stains on walls-, broken or missing furniture and/or equipment;defacement of any part of the interior or exterior of the building; damage created by improper use of equipment. or pori-co mpliance of facility rules-, unauthorized use of the kitchen or other spaces at the Facility;unauthorized extension of Event hours; improper storage of equipment; or failure to properly clean the kitchen and other facilities used for the Event. 13)Parking. The Facility has a limited number of designated parking spaces. Parking is prohibited on any part of Isles Road(street immediately to the east side of the Facility). Cars parked within this tow zone area will be towed at the owner's expense. Parking is allowed in the Facility parking lot and along designated parking areas along Federal Highway. Valets and attendants may also park at the Senior Center parking lot, designated areas on the street next to the Senior Center, and at the retail. businesses on the southeast side of Federal Highway (subject to approval of the businesses). Since space is limited, the use of a valet service is required when more than 60 guests are in attendance. Documentation of valet service is required seven(7)days prior to the Event. 14)Copyright. Renter will assume responsibility, including financial responsibility, for all cost, liabilities and claims that arise from the use of patented, trademarked,franchised,or copyright music, materials, devices, processes or dramatic rights used in or incorporated in the Event. The Renter agrees to indemnify and hold harmless the CRA from any claims, damages, or costs, including legal fees for all legal work including appeals, which might arise from questions of use of any material described above. 1.5)Alcohol. Renter assumes all liability for serving and consumption of alcohol. State and local laws apply with regard to serving alcohol and alcohol consumption. The Renter is responsible for obtaining any permits or licenses necessary to sell and/or serve alcohols Permit and license 01216770-1 Page 4 of 10 documents shall be submitted to the CRA no later than sixty (60) days prior to the Event. If alcohol is provided at the Event, liquor liability insurance will be required. The CRA reserves the right to discontinue the service of alcohol at any time during the Event. 16)Cancellation. All cancellations must be reported in writing immediately to the CRA_ In the Event of a cancellation sixty (60) or more days prior to the Event date, the Renter will receive a full refund of the Rental Fee, less an administrative fee of twenty percent(20%) of the Rental Fee. If a cancellation is made more than thirty (30) days but less than sixty (60) days prior to the Event, the Renter will receive a fifty percent (50%)refund of the Rental Fee. If an Event is scheduled less than 30 days prior to the Event date,the Rental Fee is not subject to a refund. No refund will be given if thirty(30) days' or less notice of the cancellation is given. The Event may be rescheduled one time if the Renter contacts the CRA in writing at least ninety(90)days prior to the original Event date and provided a mutually-agreed upon alternate date is available. Rescheduling requires a non-refundable payment in full of all Rental Fees at the time of rescheduling. 17)Emergencies: The CRA reserves the right to cancel or reschedule an Event at any time, with or without prior notice due to emergency or prohibitive circumstances over which it has no control,such as Acts of God,hurricanes, damage to the Facility that renders it unsafe or unusable, or war. If a facility rental must be cancelled due to an emergency, the Renter may reschedule the Event at no additional charge, or will receive for a full refund of the Rental Fee. 18)Compliance with Rules and Regulations. Renter will comply with all Historic Woman's Club of Boynton Beach Rental Rules and Regulations, a copy of which is attached hereto as Exhibit A and hereby incorporated as if fully set forth herein. Failure to comply with any rule or regulation shall be a material breach of this Agreement and the CRA may, in its sole discretion,elect to terminate this Agreement as the result of such breach. 19) Default. The failure of the Renter to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If the Renter fails to cure the default within seven(7) days of notice from the CRA or prior to the Event, whichever is sooner,the CRA may terminate this Agreement. Nothing in this paragraph shall be construed as a limitation on any damages the CRA may incur or is entitled to as a result of Renter's breach or default. 20)Waiver. The CRA shall not be responsible for any property damages or personal injury sustained by the Renter from any cause whatsoever related to the Event or this Agreement, whether such damage or injury occurs before, during, or after the Event. The Renter hereby forever waives, discharges,and releases the CRA, its agents, and its employees,to the fullest extent the law allows, from any liability for any damage or injury sustained by the Renter. 01216770-1 Page 5 of 10 This waiver,discharge,and release specifically include negligence byte CRA,its agents, or its employees,to the fullest extent the law allows. The CRA shall not be liable to Renter for any other damages of any type that Renter may incur as a result of cancellation, default, emergencies,rescheduling or of termination of this Agreement. 21)Indemnification. The Renter shall indemnify, defend, 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 and copyright or patent infringement, sustained by any person or entity whomsoever, which damage is incidental to,occurs as a result of,arises out of,or is otherwise related to the Event, or the negligent or wrongful conduct or the faulty equipment(including equipment installation and removal)of the Renter or this Agreement. 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 Renter to indemnify the CRA for the CRA's own negligence, or intentional acts of the CRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers,employees and agents. 22)No Transfer. The Renter shall not subcontract, assign, or otherwise transfer this Agreement to any individual, group, agency, governinent, non-profit or for-profit corporation, or other entity without express,written,prior permission from the CRA. 23)Insurance. Renter will obtain the following insurance(select all that apply): Nonprofits/Business Entities: An existing general liability insurance policy. In addition,Renter must provide a certificate of liability insurance naming the CRA as additional insured,with at least one million dollars($1,000,000)in general liability coverage and at least one million dollars ($1,000,000) in an umbrella policy. If alcohol is served, the group shall provide a certificate of liability insurance naming the CRA as additional insured,with at least one million dollars ($1,000,000) in general liability coverage and at least two million dollars ($2,000,000) in an umbrella policy. For additional requirements, see Historic Woman's Club of Boynton Beach alcohol policy. .– Individual(Private Citizen)Medi Large Event(over 60 people): Either an existing general liability insurance policy, or a "Special Event" policy with a certificate of liability insurance naming the CRA as additional insured,with at least one million dollars($1,000,000) per occurrence in Special Event Liability coverage, with at least one million dollars ($1,000,000) in General Aggregate, and with at least two hundred fifty thousand dollars ($250,000)in Property Damage Liability Sublimit for the Historic Woman's Club of Boynton Beach. If alcohol is served, the group shall provide a Liquor Liability Coverage naming the CRA as additional insured, with at least one million dollars ($1,000,000) in general liability coverage and at least one million dollars($1,000,000)in General Aggregate. —.— Individual.(Private Citi7en) all Event(up to 60 people):Insurance requirements may be waived at the discretion of the CRA Executive Director or his/her designee. In such cases, 01216770-1 Page 6 of 10 a Hold Harmless and Waiver of Liability form must be signed releasing the CRA from any and all liability. Additional insurance(e.g.,insurance associated with serving alcohol) The Renter shall obtain all insurance required by the CRA and provide proof thereof at least 10 days prior to the Event, and include, along with an executed copy of this Agreement, a Certificate of Insurance ("COI") with the liability limit as described above. The Insurance must remain in force for so long as is necessary to cover any occurrence relating to,resulting from,or arising out of each Event or this Agreement. The CRA is to be included as"Additional Insured"with respect to liability arising out of services performed by the Renter by or on behalf of the CRA or acts or omission of the Renter in connection with this Agreement. The Certificate must include the following as an additional insured: Boynton Beach Community Redevelopment Agency 710 N.Federal Highway Boynton Beach,Florida 33435 If the Renter fails to provide evidence of insurance coverage within ten(10)days prior to the scheduled Event, the CRA may cancel the Event and the Renter will forfeit all rights to the refund of any monies paid to the CRA. The CRA reserves the right to ensure and require that the insurance coverages provided by the Renter are proper and that the insurers are licensed or otherwise qualified to do business in Florida. If at any time during the term of the Agreement, the CRA should determine that it is in its best interests to insist on an alternative insurance provider, it may do so and the Renter agree to comply with the CRA°s decision. The CRA also reserves the right to review,modify, or amend any required coverages,limits,and endorsements during the life of an agreement and any extensions thereof. The CRA further reserves the right,but not the obligation, to review and reject any insurer providing coverage on the firms' behalf because of the insurer's poor financial condition or due to the insurer's failure to operate legally in the State of Florida. 24)No Discrimination. The Renter 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. 25)No Partnership,Etc. The Renter 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 no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the Event. The Renter will exercise its own judgment in matters 01216770-1 Page 7 of 10 of safety for itself and attendees of the Event, The Renter attests that it possesses a current personal accident and or personal health insurance policy. 26)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 the Parties . 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. 27)Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original,but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined.together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically(i.e.,via facsimile or pdf format document sent via electronic mail), which transmitted document shall be deemed an original documentfor all purposes hereunder. 28)Agreement Deemed to be Drafted 3ointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the Parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 29)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. 30)Independent Advice. The Parties declare that the terms of this Agreement and all Exhibits 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. 31.)Severe bitity. If any part of this Agreement shall be declaredunlaw-ffil or invalid,the remainder of the Agreement.will continue to be binding upon the parties so long as the Parties'rights and obligations contained in this Agreement are not materially prejudiced and the intentions of the Parties can continue to be achieved. To that end this Agreement is declared severable. 32)Voluntary Waiver of Provisions. The CRA may,in its sole and absolute discretion and only as permitted by law,waive any requirement of the Renter contained in this Agreement. 33)Public Records. The Renter also understands that CRA may disclose any document in connection with this Agreement, so long as the document is not exempt or confidential and exempt from public records requirements. 01216770-1 Page 8 of 10 34)Compliance with Laws. In its performance under this Agreement,the Renter shall comply in all material respects with all applicable federal and state laws and regulations and all applicable Palm Beach County,City of Boynton Beach, and CRA ordinances and regulations. 35)Effective Date and Termination. This Agreement will become effective at the date and time that the last party signs this Agreement. This Agreement will automatically terminate after the Event and final payment is received by the CRA,whichever is later. Nothing in this paragraph shall be construed so as to affect the CRA's right to cancel or reschedule the Event pursuant to this Agreement. 36)Survival. The provisions of this Agreement regarding the content of the Event, copyright, indemnity, waiver, insurance, agents, and cancellation shall survive the expiration or termination of this Agreement and remain in full force and effect. t Authorized Representative Printed Name -t-,nature nat Date Please return the completed agreement to: CRA Executive Director c/o Historic Woman's Club of Boynton Beach 710 N. Federal Highway Boynton Beach,FL 33435 Phone (561)737-3256 FOR OFFICE USE ONLY Reviewed by- Date: Approved: Notes: ........................ ....... ............ 01216770-1 Page 9 of 10 EXHIBIT A 2020 CALENDAR January 9, 9:00 Executive Board 11:00 Business Meeting 23, 11:30 Arts&Crafts Exhibit and Luncheon February 6, 9:00 Executive Board 11:00 Business Meeting 20, 11:30 Luncheon,Ed Lamont speaker March 12, 9:00 Executive Board 11:00 Business Meeting 19, 11:30 Scholarship Luncheon April 2, 9:00 Executive Board 11:00 Annual Meeting 16, 11:30 Luncheon& Speaker on Senior vs Crime Project May 7, 9:00 Executive Board 11:00 Business Meeting 14, 11:30 Installation Luncheon&New Board Meeting 01216770-1 Page 10 of 10 BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 NEW BUSINESS AGENDAITEM: 15.D. SUBJECT: CRA Board Discussion and Consideration of Executive Director's Annual Performance Review for FY 2019-2020 SUMMARY: At their June 13, 2017 meeting, the CRA Board approved entering into an Executive Director Employment Agreement and a First Amendment in September 2018 with Michael Simon to provide all of the duties, responsibilities, and obligations as required of the Boynton Beach Community Redevelopment Agency's Executive Director(see Attachments I and 11). Employment History with the Boynton Beach CRA: September 2006 - February 2007: Mr. Simon was hired as a consultant working on the proposed MLK Jr. Blvd. Corridor redevelopment project analysis and property acquisitions. March 2007 - September 2013: Mr. Simon began full-time employment as the Development Manager and then advanced to Development Director in October 2010. October 2013: Mr. Simon was promoted to the position of Assistant Director. October 2016 -June 2017: Mr. Simon served as the Interim Executive Director. July 2017 - Present: Mr. Simon has been serving as the Executive Director. As described in the Employment Agreement under Section 4.0., Performance Review, "the CRA Board will provide Mr. Simon with a review of his performance as Executive Director on an annual basis. At the Board's discretion, the Performance Review may be presented to Mr. Simon in written or oral form and must take place at a regularly scheduled Board meeting." The Executive Director provided each member with a Performance Evaluation Form (see Attachment 111) to be completed and returned, if so desired, to the Executive Director for discussion at the Board's August 11, 2020 regular meeting. FISCAL IMPACT: Current salary amount is $151,632 and an annual automobile allowance of$3,360. CRA BOARD OPTIONS: Discussion and consideration of the item as determined by the CRA Board. ATTACHMENTS: Description D Attachment I -2017 Executive Director Employment Agreement D Attachment II - FirstAmendment 2018 - Executive Director's Employment Agreement D Attachment III - Performance Evaluation Form EXECUTIVE DIRECTOR EMPLOYMENT AGREEMENT This employment agreement ("Agreement"), is made and entered into by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (the "CRA"), and MICHAEL SIMON, ("SIMON") (collectively,the "Parties"). WHEREAS,the Board desires to employ SIMON as Executive Director of the CRA; and WHEREAS, the CRA desires to provide certain benefits, to establish certain conditions of employment and to set certain working conditions of SIMON as Executive Director of the CRA; and WHEREAS, SIMON desires to accept employment as Executive Director of the CRA under the terms and conditions set forth herein; NOW, THEREFORE, for and in consideration of the mutual covenants herein contained, the Parties agree as follows: 1.0. Duties 1.1. The CRA agrees to employ SIMON as the full-time Executive Director of the CRA. As Executive Director, SIMON will perform all of the functions and duties assigned and delegated to him by the Board of Commissioners of the CRA(the "Board") and all functions and duties that are necessary to manage the CRA's operations pursuant to Florida Statutes, 163.330 ® 163.463. The general scope of duties is set forth in the job description attached hereto as Exhibit"A." 1.2. SIMON agrees to perform the duties set forth in Exhibit "A," as well as all other legally permissible and proper duties and functions as may be assigned by the Board from time to time. 1.3. SIMON agrees to perform the duties of the Executive Director with care, diligence, skill and expertise and in full conformance with the laws governing the CRA. 1.4. SIMON shall be subject to the all existing CRA policies and procedures governing its employees ("Human Resource Policies"). Where there is a conflict between the Human Resource 00822979-I Policies and the terms of this Agreement, the terms of this Agreement shall control. 1.5. While serving as the Executive Director of the CRA, SIMON shall not be entitled to engage in any other employment or professional engagements without prior consent of the Board, except that SIMON may operate as a licensed real estate broker so long as doing so does not conflict with or impede SIMON's performance as the Executive Director of the CRA. 1.6. SIMON shall comply with all applicable provisions of Florida Statutes and all applicable ordinances, resolutions, policies and procedures of Palm Beach County, the City of Boynton Beach and the CRA governing the behavior of public employees, as each may be amended from time to time. 1.0. Term. 1.1. This Agreement shall become effective on the date the Board approves the Agreement or on the date SIMON executes the Agreement, whichever is later the last party has executed the Agreement ("Effective Date"). 1.2. The Executive Director serves at the pleasure of the CRA as governed by the Board, and therefore, SIMON's appointment as Executive Director hereunder has no fixed term. 1.3. The CRA may terminate SIMON as Executive Director at any time, subject only to the provisions set forth in Section 6 of this Agreement. 1.4. SIMON may resign from the Executive Director position at any time, subject only to the provisions set forth in Section 7 of this Agreement. 2.0. Salary 2.1. Base,,,,,,Salar , The CRA shall pay SIMON an annual compensation of$135,000.00, for serving as the Executive Director of the CRA pursuant to this Agreement ("Base Salary"). The Base Salary shall be payable in equal bi-weekly installments at the same time and in the same manner that all other CRA employees are paid. 00822474-1 2.2. The CRA will reimburse SIMON for documented and justifiable expenses incurred as a direct result of SIMON"s performing his duties as Executive Director of the CRA, within the amounts authorized for in the CRA budget. 3.0. Benefits 3.1. Benefits. The benefits provided to SIMON pursuant to this Section 3.0 shall hereinafter be referred to as the "Benefits." 3.2. Automobile/Car Allowance. The Executive Director's duties require that he have the use of an automobile during his employment by the CRA. The CRA agrees to pay SIMON three thousand dollars ($3,000.00) per year, beginning on the Effective Date, for automobile expense reimbursement payable in equal biweekly installments at the same time and in the same manner as the Base Salary is paid. 3.3. Le gal Holidays. SIMON is not required to work office hours on legal holidays as designated from time to time by the CRA,the State of Florida, or the United States Government. 3.4. Vacation and Sick Leave. The SIMON shall be entitled to accrue, use, and cash out sick and vacation leave pursuant to the CRA's paid leave benefits policy. If the policies relating to vacation and sick leave of the CRA change,the Employee's benefits will change accordingly. 3.5. Insurance. CRA agrees to provide, at no cost to SIMON, health, dental, life, and disability insurance for SIMON consistent with the health insurance policies in effect as of the Effective Date of this Agreement and provided by the City of Boynton Beach to its employees. If the policies relating to insurance of the City for City senior staff employees change, SIMON's benefits will change accordingly. 3.6. Professional Memberships. The CRA agrees to budget for and pay SIMON's membership costs in the American Planning Association (APA), the American Institute of Planners (AICP), the 00822979-1 Florida Redevelopment Association (FRA), and the Urban Land Institute (ULI), to further his development as Executive Director for the benefit of the CRA. 3.7. Conventions. The CRA agrees to budget for and pay SIMON's travel and subsistence expenses to attend one national convention (e.g. ULI, APA, International Council of Shopping Centers (ICSC), National Trust for Historic Preservation (NTHP)) and one Florida conference (e.g. FRA) per year. 4.0. Performance Review 4.1. Timin . During the term of this Agreement, every year in the month of May, the Board will provide SIMON with a review of his performance as Executive Director (hereinafter Performance Review). At the discretion of the Board, the Performance Review may be presented in written or oral form to SIMON, and must take place at a regularly scheduled CRA Board meeting. 4.2. Base Salary and Benefits Adjustments. In conjunction with any Performance Review, the Board may change the Base Salary and/or any Benefits provided to SIMON pursuant to Sections 2.0 and 3.0 of this Agreement in such amounts and to such an extent as the Board deems appropriate. Any change to SIMON's Base Salary and/or Benefits shall require a written amendment to this Agreement executed by both Parties. 5.0. Termination. 5.1. Date of Termination. This Agreement shall terminate upon the earlier of the following (hereinafter Termination Date): 5.1.1. Execution by both Parties of a written amendment to this Agreement terminating the Agreement; 5.1.2. Unilateral termination of SIMON as Executive Director by the CRA pursuant to Section 5.0 of this Agreement; 00822979-1 5.1.3. Resignation by SIMON pursuant to Section 6.0 of this Agreement; or 5.1.4. Death of SIMON. 6.0. Unilateral Termination_b ,the CRA 6.1. Procedure. The CRA may unilaterally terminate SIMON as Executive Director of the CRA at its absolute and sole discretion by majority vote of the Board at a publicly noticed meeting of the CRA Board. At said meeting, the CRA shall state whether the termination of SIMON is with or without cause as described in paragraphs 6.2 and 6.3 below, and shall set the last day of SIMON's term as Executive Director. The last day of SIMON's term shall hereinafter be referred to as the"Effective Date of Termination". 6.2. Termination with Cause. If SIMON is unilaterally terminated by the CRA for failure to perform the duties and obligations of the Executive Director as set forth in Section 1.0 of this Agreement, and/or for misconduct and/or for violation of any rule, regulation or law, SIMON shall be entitled to all earned and accrued base salary, vacation and sick pay, and all earned and accrued retirement benefits in any retirement plan offered through the CRA (including any employer "matching" funds) as of the date of termination,but SIMON shall not be entitled to severance pay. 6.3. Termination without Cause. If SIMON is unilaterally terminated by the CRA without a stated cause, SIMON shall be entitled to the following: 6.3.1. A minimum of three (3) and maximum of twenty (20) weeks of severance pay from the effective date of termination. The term "severance pay" shall have the meaning as set forth in s. 215.425, Florida Statutes, and the amount and term of severance pay shall be determined by the Board at its sole discretion. 6.3.2. All earned and accrued vacation leave through the Effective Date of Termination. 00822979-1 6.3.3. All earned and accrued sick leave through the Effective Date of Termination. 6.3.4. All earned and accrued retirement benefits in any retirement plan offered through the CRA (including any employer"matching" funds); and 6.3.5. Reimbursement for as-yet unreimbursed expenses through the Effective Date of Termination. 6.4. Conflict. In the event of a conflict between the severance benefit terms of this Section and the limitation of severance benefits provided in s. 215.425, Florida Statutes, as the same may be amended from time to time, the provision of Florida Statutes shall prevail. 7.0. Termination by Resignation 7.1. Procedure. SIMON may resign from the Executive Director position by providing a written Notice of Resignation to the CRA pursuant to the requirements of Section 10 of this Agreement (herein after"Notice of Resignation"). 7.2. Notice of Resiiation. The Notice of Resignation shall provide a resignation date no later than thirty (30) days following the date of the Notice of Resignation (hereinafter "Effective Date of Resignation"). 7.3. Final Com, ensation. Upon resignation, SIMON shall be entitled to the following: 7.3.1. Base Salary through the Effective Date of Resignation or such other date as mutually agreed to between the CRA and SIMON; 7.3.2. Earned and accrued sick and vacation leave through the Effective Date of Resignation or such other date as mutually agreed to between the CRA and SIMON; 7.3.3. All earned and accrued retirement benefits in any retirement plan offered through the CRA (including any employer"matching"funds); and 00822979-1 7.3.4. Reimbursement for as-yet unreimbursed expenses through the Effective Date of Resignation or such other date as mutually agreed to between the CRA and SIMON. 8.0. Termination Due to Death 8.1. Final Compensation. If this Agreement terminates due to SIMON's death, SIMON's estate shall be entitled to the following: 8.1.1. Base Salary as of SIMON's last day serving as Executive Director. 8.1.2. All earned and accrued vacation leave through SIMON's last day serving as Executive Director. 8.1.3. All earned and accrued sick leave through SIMON's last day serving as Executive Director. 8.1.4. All earned and accrued retirement benefits in any retirement plan offered through the CRA (including any employer"matching" funds); and 8.1.5. Reimbursement for as-yet unreimbursed expenses through the SIMON's last day serving as Executive Director. 8.2. Pa ice. In the event of any disagreement or dispute arising regarding to whom SIMON's final compensation, as described above, should be paid, the CRA may rely on a court order on the matter, or in the absence of such an order, may interplead the payment of final compensation with a court of proper jurisdiction. 9.0. Indemnification. CRA shall defend, hold harmless from, and indemnify SIMON against any tort, professional liability claim or demand, or other legal action, whether groundless or otherwise, arising out of an alleged act or omission occurring in the performance by SIMON of the duties as Executive Director, except for any negligent, fraudulent, or criminal act or omission of SIMON. CRA 00822979-1 reserves the right to select, appoint, retain, and discharge legal counsel necessary to provide the foregoing defense. 10.0. Notices. 10.1. All notices hereunder shall be in writing, and shall be delivered by certified mail, return receipt requested, first-class postage prepaid, addressed to the parties at their following respective addresses, or at such other address as may be designated in writing by either party to the other: CRA: Boynton Beach Community Redevelopment Agency c/o CRA Board Chairperson 710 N. Federal Hwy. Boynton Beach, Florida 33435 And CRA Attorney Lewis, Longman &Walker, P.A. 515 N. Flagler Drive Suite 1500 West Palm Beach, FL 33401 Employee: Michael Simon 714 Hillcrest Road Boynton Beach, FL 33435 11.0. General Provisions. 11.1. Entire A reement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 11.2. Severability;,. If any part of this Agreement shall be declared unlawful or invalid, the 00822979-1 remainder of the Agreement will continue to be binding upon the parties so long as the rights and obligations of the Parties contained in this Agreement are not materially prejudiced and the intentions of the Parties can continue to be achieved. To that end, this Agreement is declared severable. 11.3. Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 11.4. Agreement Deemed to be Drafted Jointly... This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 11.5. Governintt Law, Jurisdiction, and Venue. The terms and provisions of this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be Palm Beach County, Florida, for all purposes, to which the Parties expressly agree and submit. 11.6. Independent Advice. The Parties declare that the terms of this Agreement have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 11.7. Q9WILiance with Laws. In his performance pursuant to this Agreement, SIMON shall 00822979-1 comply in all material respects with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations, including any applicable ethics and procurement requirements. IN WITNESS WHEREOF, the Boynton Beach Community Redevelopment Agency, Boynton Beach, Florida, has caused this Agreement to be signed and executed on its behalf by the CRA Chairman, and approved as to form by the Board Attorney, and Michael Simon, Employee has signed and executed this Agreement,both in duplicate, on the day and year first above written. [SIGNATURES ON FOLLOWING PAGE] 00822979-1 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the day and year written below: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: f Date: JustiQ Katz, Vice C air CRA ATTORNEY Approved as to form and legal sufficiency Date: Lewis, Longman &Walker, P.A., MICHAEL SIMON Date: Michael Simon 00822979-t IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the day and year written below: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Date: � 7 By: �wm Justis Satz,Vic C)iair CRA ATTOA Approve t form � - al sufficiency ` Date: 1�117 Lewis,Longman &Walker, P.A., MICHAEL SIMON ' Date. Michael Simon 60622979-1 EXHIBIT "A" BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (CRA) JOB DESCRIPTION TITLE: EXECUTIVE DIRECTOR REPORTSTO: CRA BOARD OF DIRECTORS GENERAL STATEMENT OF DUTIES: An incumbent in this position performs highly responsible administrative and professional work directing and leading the activities of the CRA of Boynton Beach, its assigned staff, programs, and activities and other programs and initiatives designed to enhance business and economic development in the CRA area. Work includes preparation of work programs, budget and Capital Improvements Program, oversight of the sale of bond issues and project initiation, design, construction and monitoring. Under administrative direction, the incumbent may act as an advisor to the City's executive management team, and serves as a key staff member in the administration, development, and implementation of policies, systems, and procedures to facilitate implementation of the CRA's redevelopment plans and agreements. The incumbent manages a considerable variety and volume of work concerned with formulating and implementing projects, initiatives and work plans focused on community redevelopment. The, incumbent's work is reviewed through meetings, reports, observation, and task/report/project completion. The incumbent reports to the Board of Directors of the CRA and is reviewed through conferences,reports, and discussions while projects are in progress and-upon completion. The incumbent is responsible for the supervision of five(5) direct reports (i.e., Executive Assistant, Assistant Director, Finance& Operations, Planning Director, Director, Economic Development and Communications and Marketing Manager). Updated: 06/05/07 ESSENTIAL DUTIES AND RESPONSIBILITIES: • Initiates,plans and directs the implementation of the adopted redevelopment plans (i.e., 20-30 plan, BB corridor plan,N. Federal Plan,Urban Design Guidelines) and answers general development questions as necessary. • Plans, organizes, assigns, directs and reviews the activities of professional, technical and clerical personnel engaged in the compilation, analysis and interpretation of data and preparation of reports and recommendations affecting community planning and redevelopment. • Oversees and is responsible for the final selection, training and evaluation process for all CRA staff. 1 • Administers and provides oversight for all contracts and agreements for services by negotiating contracts, creating the budgets for the contracts and by making sure they are in accordance with legal framework. • Serves as an in-house consultant and represents the CRA in dealing with and interfacing, communicating and resolving issues and problems with other agencies on a variety of related matters. • Negotiates the acquisition and disposition of real estate for the CRA and manages the real estate assets held. • Provides oversight, and input to staff on the CRA Strategic Plan, and for individual strategic plans by conducting weekly meetings with staff to share and update plans, and to ensure that everyone is communicating regularly and are aligned with the mission of the organization. • Conducts weekly staff meetings in order for staff to share information and keep abreast of overall CRA operations and other operations in the City and local community. • Negotiates the acquisition and disposition of real estate for the CRA and manages the real estate assets held. • Oversees preparation of the annual operating budget and capital plan by meeting with the Assistant Director Finance and Operations in order to present to the CRA Board for approval, and approves and reviews budgetary and financial reports prepared by the Assistant Director. • Represents the CRA at meetings (e.g., Kiwanis Club, Rotary, Chamber of Commerce and other organizations) regarding CRA matters within the scope of the CRA activities. • Conducts, directs and oversees all Public Relations activities for the CRA. • Handles all Board matters,policy matters and other related issues in order to accomplish Board Directives. • Sets all Board monthly meeting agendas and has oversight for all Board packets and to ensure all correct material is in packets etc. • Meets and confers with Board Attorney in order to ensure that Board policies and directives are being implemented appropriately. 2 • Serves as public interface with the development community by attending meetings, visiting sites, discussing issues for resolution, discussing architectural styles, negotiating, and providing guidance etc. • Directs and implements projects in the phase of completion and evaluation in order to bring back the infort-nation to the Board for their review and decision making on policies. • Provides oversight and assistance with all administrative and operational duties and issues for the CRA. • Prepares written evaluations on that the status of a program or project for the Board of Directors. • Prepares and responds to email messages from the Board, staff, developers, City officials and other personnel. • Attends monthly Board meeting, attends City commission meetings and two night meetings a month in order to keep abreast of activities and programs, and to provide information and/or answer questions as necessary. PERFORMANCE EVALUATION DUTIES AND RESPONSIBILITIES: • Observes subordinates'job perforinance to ensure subordinate accomplishes goals and objectives. • Meets with subordinate(s) to discuss and review job performance necessary. • Analyzes and evaluates working conditions for improved employee output and requests and evaluates both written and oral input from employees to improve departmental services. • Conducts supervisory conferences or discussions with subordinates in reference to their performance. • Visits subordinates on-site to ensure observe their work and to provide assistance and input as necessary. • Informs subordinates of how their efforts, in any given project, affected the outcome of the total project. • Writes perfonnance appraisal reports. • Verbally praises subordinates. • Verbally reprimands subordinates. 3 KNOWLEJ�GE,SKILLS AND ABILITIES LIST: KNOWLEDGE • Knowledge of economic development issues, public relations and issues affecting urban revitalization. • Knowledge of financial packaging for development projects. • Knowledge of principles and practices of City Planning, Zoning, historic preservation and housing. • Knowledge of the financial and legal aspects relating to bond issue and sales and land acquisition. • Knowledge of marketing techniques relating to promoting programs. • Knowledge of principles and practices of administration and organizational theory. • Knowledge of research techniques, methods, and procedures. • Thorough knowledge of the principles,practices and laws surrounding redevelopment in the City of Boynton Beach and knowledge of the same in the State of Florida. • Knowledge of economic development trends and techniques and the functions, operations and relationships among local, state, and federal agencies related to redevelopment and housing policies. • Knowledge of negotiation tools and techniques and to building practices. • Considerable knowledge of problem solving and conflict resolution practices and techniques. • Considerable knowledge of project and workload planning and organizational and management practices as applied to the analysis and evaluation of programs, policies, and operational needs and change management. • Basic knowledge of principles and practices of budget preparation in the public sector. • Basic knowledge of the practices and methodologies of contract administration and the development and implementation of procedures. SKILLS • Skill in comprehending information and ideas clearly. • Skill and ability to make arithmetic computations with speed and accuracy. • Skill at operating a personal computer and related software including but not limited to word processing, spreadsheets and electronic mail. ABILITIES * Ability to lead a team of paraprofessional and professional staff. • Ability to identify and respond to community,Redevelopment Agency Board, and City Council issues, concerns, and needs. • Ability to make presentations to the CRA Board on a regular basis. 4 • Ability to facilitate public meetings, workshops, and negotiations, • Ability to engage in on-going process improvement review and implementation, both individually and as a to member and leader. • Ability to seek out opportunities for redevelopment and negotiate effective and constructive deals on behalf of the CRA. • Ability to provide vision and set operational goals to achieve the CRA vision, and identify and analyze administrative problems, and implement operational changes. • Ability to understand and contribute to the work of the CRA by ensuring effective service delivery. • Ability to deal constructively with conflict and develop effective resolutions. • Ability to exercises analytical judgment in areas of responsibility by identifying issues or situations as they occur and specifying decision objectives, assists in identifying alternative solutions to issues or situations, and implements decisions in accordance with prescribed and effective policies and procedures and with a minimum of errors, • Ability to exercise discretion and judgment in developing and implementing courses of action in carrying out responsibilities. Maintains firmness,objectivity, and fairness in implementing courses of action. • Ability to identify, assimilate and comprehend the critical elements of a situation; interpret the implications of alternative courses of action and evaluate factors essential to a problem solution; to separate relevant from irrelevant information. • Ability to develop and maintain excellent rapport, and cooperative and courteous relationships with boss, co-workers, officials, developers, city employees and the general public. Listens to and considers their suggestions and complaints and responds appropriately. • Ability to be adaptable to perfon-ning under stress when confronted with critical and/or high priority activities, events or unusual situations in which working with speed and sustained attention are make or break aspects of the job. • Ability to plan and organize constantly changing daily work flow by establishing priorities for the completion of work in accordance with sound time-management methodology; effectively and efficiently utilizes resources to achieve such goals and objectives. • Ability to speak to people to convey or exchange infon-nation;receive or provide assignments or directions; speak with others with poise, voice control and confidence; record and deliver and communicate effectively and efficiently with persons of varying educational and cultural backgrounds. • Ability to communicate orally in the English language with customers, clients, and the public in a one-to-one or group setting. • Ability to produce written documents in the English language with clearly- organized thoughts with proper sentence construction, punctuation, and grammar. • Ability to explain things clearly. Ability to remain fair and objective. • Ability to remain calm in stressful situations. • Ability to think under pressure. 5 • Ability to apply supervisory,management and leadership principles, practices concepts and techniques, • Ability to apply principles of time management. • Ability to favorably influence the activities of others (e.g., outside vendors). • Ability to identify and correct personal deficiencies. • Ability to display sensitivity to the feelings of others. • Ability to use diplomacy and tactfulness. • Ability to negotiate. • Ability to persuade others. • Ability to display patience. • Ability to demonstrate initiative. • Ability to withstand criticism. • Ability to follow directions. • Ability to obtain needed resources, as appropriate. • Ability to work independently. MINIMUM ENTRA�LCE )UA1,JFLCAT1ONS- _Q_ _ _t Graduate from an accredited college or university with a Bachelor's Degree in public or business administration, urban and regional planning, or related field. Eight (8) years of progressively responsible work experience in community redevelopment, urban renewal, real estate, finance and public relations, the majority of which shall have been in a responsible managerial capacity with budgetary development and responsibility. A Master's degree is preferred and may substitute for a portion of the required work experience; or an equivalent of training and experience. SPECIAL JOB Rt NTS IONS: This position requires the incumbent to work a standard 40 hour week which requires some flexibility. Working under pressure is unavoidable when schedules change and problems arise,but deadlines and goals must still be met. Incumbent performs majority of the work typically indoors. Work is usually performed sitting, standing, and walking. ESSENTIAL PHYSICAL UI NTS ENVIRONMENTAL i�ONDITIONS: • Sitting for long periods of time, standing, and walking. • Lifting and bending. • Use of telephone and the computer on a regular and continual basis. • Acceptable eyesight (with or without correction). • Acceptable hearing(with or without hearing aid). • Works inside with noise and heat. Reasonable accommodation will be made for otherwise qualified individuals with a disability. 6 FIRST AMENDEMENT TO EXECUTIVE DIRECTOR EMPLOYMENT AGREEMENT This First Amendment to Executive Director Employment Agreement ("Agreement") is made and entered into by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (hereinafter the "CRA"), and MICHAEL SIMON (hereinafter "SIMON"). RECITALS WHEREAS, on June 18, 2017, the CRA and SIMON entered into the Agreement employing SIMON as Executive Director of the CRA; and WHEREAS,pursuant to Section 4.0 of the Agreement, every year, the Board of Directors of the CRA will provide SIMON with a review of his performance as Executive Director and may re-evaluate SIMON'S base salary and/or benefits; and WHEREAS,on September 12, 2018,the Board of Directors of the CRA provided SIMON with a perfonnance evaluation and approved an amendment to the Agreement, increasing SIMON'S base salary by 8%; and WHEREAS, SIMON'S salary increase shall become retroactive beginning June 1, 2018. ("Effective Date"). NOW THEREFORE, for and in consideration of the foregoing recitals, the mutual covenants and promises contained herein, and other good and valuable consideration, the receipt of which is hereby acknowledged, the Parties hereby agree as follows: L Salary Increase. As of the Effective Date, the Agreement is hereby amended by deleting Section 2.1 of the Agreement in its entirety and inserting in lieu thereof the following: 2.1 Base Salary. The CRA shall pay SIMON an annual compensation of$145,800.00, 01038947-2 for serving as the Executive Director of the CRA pursuant to this Agreement ("Base Salary"). The Base Salary shall be payable in equal bi-weekly installments at the same time and in the same manner that all other CRA employees are paid. 2. Conflicts. Should any provisions of this First Amendment conflict with any provisions of the Agreement or any other amendment to the Agreement, the provisions of this First Amendment shall control. 3. Counterparts. This First Amendment may be executed in two or more faxed or emailed counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. 4. Other Terms and Conditions. All other terms and conditions of the Agreement shall remain in full force and effect. BOYNTON BEACH COMMUNITY REDE .O T Y By: l . Date: Steven Grant, Chair CRA ATTORNEY Approved as t forrn and legal sufficiency f _ Date: d Lewis, Longman & Walker, P.A., MICHAEL SIMON r Fa. d Date: Michael Simon 01038947-2 BOYNTO ' "w R)L 4, 't,,F1 1;,.:'4F.�_�s��' Executive Director's Annual Performance Evaluation Period: June 2019 - June 2020 FOR: Roy Michael Simon, L DATE: NAME OF EVALUATOR: ANNUAL EVALUATION PROCESS: 1. The Board Chair and each Board member Board is requested to complete the performance evaluation form based on his/her assessment of the Executive Director in ten major areas of responsibility that include a total of 32 specific performance measures. An "Overall Impression"rating and six (6) comment areas are also included. 2. The Board Chair and each Board member Board shall discuss the evaluation individually with the Executive Director at a Performance Evaluation Conference. Preliminary scores may be adjusted as a result of the discussion. There is a "Comment" section below each question for clarification purposes, if necessary. 3. A composite Ratings Summary Chart shall be prepared by the Executive Director Executive Director and provided to the CRA Board. (The detailed rating sheets of the other Board members will be provided when requested.) 4. The performance evaluation shall be reviewed at the next available Board meeting at which time the CRA Board shall determine the merit of an increase in the Executive Director's compensation. INSTRUCTIONS: Rating Scale: Each question is followed by a rating scale. Raters may circle the selected performance indicator (1, 2, 3, 4 or 5) or place an 'Y'along with a numerical score on the rating scale line when you feel a rating falls between two whole numbers. There are 32 listed performance indicators in the ten major performance categories on the pages that follow: 1 = Unsatisfactory: poor, needs substantial improvement=VERY DISSATISFIED 2 = Below expectations: needs improvement= MARGINAL 3 = Satisfactory: meeting an acceptable performance level = SATISFIED 4 = Meeting expectations: very good = MORE THAN SATISFIED 5 = Exceeding expectations: excellent=VERY SATISFIED EXECUTIVE DIRECTOR'S TEN MAJOR AREAS OF RESPONSIBILITY I. Organizational Management 1. Leadership: Does the Executive Director motivate others to maximum performance? Is the Executive Director respected as demanding but fair? Does the Executive Director provide the necessary assistance to the Board and leadership to the CRA staff and community volunteers? Is the Executive Director mindful of the Agency's activities related to Statutory guidelines and regulations? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 2. Supervision: Does the Executive Director adequately supervise and direct the activities of the CRA staff? Is the Executive Director able to utilize CRA staff effectively to meet the goals and objectives of the CRA? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 3. Job Organization: Does the Executive Director delegate responsibility effectively? Does the Executive Director use his/her time productively? Does the Executive Director program projects and activities in an orderly and systematic way? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: Page 2 of 14 4. Staff Development: Is the Executive Director able to recruit and retain quality employees? Is the Executive Director Executive Director committed to having CRA staff operate well as a team? Does the Executive Director effectively develop and make professional training available for CRA staff members? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: H. Fiscal/Operational Management S. Budget: Is the budget developed in a systematic and effective manner? Is the annual budget presented in a timely manner and does it reflect a well-planned, realistic and accurate financial plan? Does the Executive Director carry out the budget satisfactorily throughout the year and control expenses within the levels set in the budget? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 6. Agendas: Does the Executive Director prepare comprehensive, relevant and complete agenda topics and reports for the CRA Board? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: Page 3 of 14 7. Financial Reporting: Does the Executive Director provide periodic financial reports in a well-designed, informative and understandable format? Based on the Agency's annual reporting and auditing practices, does the Executive Director maintain sound financial practices and meet desired fiscal management? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 8. Managing Multiple Priorities: Is the Executive Director capable of prioritizing and implementing multiple priorities while considering the most important goals, objectives and tasks facing the CRA? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 9. Productivity: Can the Executive Director be depended on for sustained productive work? Does the Executive Director readily assume responsibility? Does the Executive Director meet time estimates within his/her control? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: Page 4of14 III. Program Development and Follow-Through 10. Execution of Policy: Does the Executive Director understand and comply with the overall policies, laws and philosophy of the CRA? Do his/her efforts lead toward successful accomplishment of Agency goals? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 11. Program Development: Does the Executive Director translate policies and objectives into specific and effective programs? Does the Executive Director independently recognize problems, develop relative facts, formulate alternate solutions and decide on appropriate recommendations? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 12. Imagination - Initiative: Does the Executive Director display objectivity when approaching a problem? Does the Executive Director create effective solutions? Is the Executive Director able to visualize the implications of various alternatives? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: Page 5 of 14 IV. Communication 13. a. Communication: Does the Executive Director keep CRA Board members and other appropriate people informed? Does the Executive Director present his/her thoughts in an orderly and understandable manner? Does the Executive Director display effective communicate skills and display signs of respect to members of the public? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 13.b. Communication: Does the Executive Director possess the skills necessary to conduct the business of the Agency when dealing with members of the development industry? Does the Executive Director conduct himself/herself in a positive and professional manner when dealing with members of the development industry? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 14. Reporting: Does the Executive Director provide requested information to the Board in a timely and efficient manner? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: Page 6of14 15. Board Communication: Does the Executive Director provide the Board with adequate information to make decisions? Does the Executive Director receive an enthusiastic response to his/her new ideas and needed organizational changes? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 16. Written Communication: How effective are the Executive Director's letters, memoranda and other forms of written information? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: V. Relationship with the CRA Board members 17. Response to Board: Does the Executive Director respond in a positive way to suggestions and guidance from the Board? Is the Executive Director attuned to the Board's attitudes, feelings and objectives? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: Page 7of14 VI. Long Range Planning 18. Strategic Planning: Does the Executive Director help develop effective goals, objectives, policies and procedures while providing an annual budget work plan that reflects those provided by the Board and held within the CRA Plan? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 19. Economic Development: Does the Executive Director demonstrate leadership and vision in promoting the economic and physical development within the CRA District while maintaining concerns for"quality of life"issues? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 20. Multi-Year Approach: Is the Executive Director assisting the CRA Board to address the Agency's future through multi-year planning and appropriate capital budgeting? Does the Executive Director possess the ability to see beyond current year projects and goals? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: Page 8of14 VII. Relationship Building/Public Relations 21. Community Reputation: What is the general attitude of the community toward the Executive Director? Is the Executive Director regarded as a person of high integrity and ability? Is his/her public credibility an asset or liability to the City? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 22. Intergovernmental Relations: Does the Executive Director work effectively with City, state, federal and other local government representatives? Is the relationship with other local government officials and staff beneficial to the CRA? Is the Executive Director able to facilitate cooperative efforts among various local agencies and the CRA? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: VIII. Professional/Personal Development 23. Objectivity: Is the Executive Director unemotional and unbiased? Does the Executive Director take a rational and impersonal viewpoint based on facts and qualified opinions? Is the Executive Director able to divide his/her personal feelings from those which would most effectively represent the CRA's interest? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: Page 9of14 24. Professional Reputation: Does the Executive Director deal effectively with other public sector employees or officials? Is the Executive Director respected by professional and staff representatives within the City of Boynton Beach, other cities and counties? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 25. Stress Management: Is the Executive Director able to resolve problems while under strain or unpleasant conditions? How well does the Executive Director tolerate conditions of uncertainty? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: IX. Professional Attributes 26. Leadership Style: Does the Executive Director display a leadership style that is firm,but flexible and adaptable, while responding to individuals or situations in an appropriate, positive manner? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 27. General Attitude: Is the Executive Director enthusiastic, cooperative and willing to adapt? Does the Executive Director have an enthusiastic attitude toward the CRA and City,both Page 10 of 14 professionally and personally? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 28. Professional Drive: Is the Executive Director energetic and willing to spend the time necessary to do a good job?Does the Executive Director have good initiative and is the Executive Director a self-starter? Does the Executive Director have good mental and physical stamina? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 29. Judgment and Decisiveness: Is the Executive Director able to reach quality decisions in a timely fashion? Are his/her decisions considered to be generally, good? Does the Executive Director exercise good judgment in making decisions regarding his/her general conduct? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: 30. Integrity: Does the Executive Director properly avoid politics and partisanship? Is the Executive Director honest and forthright in his/her professional capacities? Does the Executive Director have a reputation in the community for honesty and integrity? 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: Page 11 of 14 X. OVERALL PERFORMANCE: 1.0 2.0 3.0 4.0 5.0 Unsatisfactory Below Satisfactory Meets Exceeds Expectations Expectations Expectations COMMENTS: Areas ofperformance calling or praiselcommendation. Comment Areas 1. What are the Executive Director's most significant accomplishments during the past year? 2. What are the Executive Director's strongest qualities or strengths? 3. In what areas does the Executive Director need to improve? Recommendations. 4. Two things the Executive Director does that you would like him/her to continue. Page 12 of 14 S. Two things the Executive Director does that you would like him/her to discontinue. 6. Two things the Executive Director does not do that you would like him/her to start. Additional Comments (if applicable): The remainder of this page is intentionally left blank. Page 13 of 14 Executive Director's Annual Performance Evaluation Signature Page Evaluator's Signature Date Evaluator's Printed Name: Performance Conference Date (if applicable): Executive Director's Signature (if Performance Conference took place) Page 14 of 14 BOYN wwwBEACH "CRA '0 CRA BOARD MEETING OF: August 11, 2020 PENDING ASSIGNMENTS AGENDA ITEM: A.1. SUBJECT: Review of Commercial Properties within main areas of the CRA SUMMARY: At their July 14, 2020 meeting, the CRA Board assigned the CRAAB with the task of identifying available properties located within key commercial and light industrial areas of the CRA. CRA staff will provide the CRAAB with a list of properties found on Costar/LoopNet and the Multiple Listing Service that are being marketed as "for sale." The CRA Board's assignment involves the CRAAB performing research and analysis on these properties either as a group or in committees. The goal of the assignment is to have the CRAAB provide a priority list of properties or recommendations on whether or not to pursue possible acquisition based on available funding. All land assemblages for future redevelopment shall be in furtherance of the 2016 Boynton Beach Community Redevelopment Plan. CRA staff has provided the results of available property searches from CoStar/LoopNet as Attachments I-III. FISCAL IMPACT: To be determined. CRA P LAN/P ROJ ECT/PROGRAM: 2016 Community Redevelopment Plan CRAAB RECOMMENDATION: To be determined. ATTACHMENTS: Description Attachment I -Area of 1-95 to US Attachment II -Area of NE 3rd Street to N. 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