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Agenda 11-30-21 d BEACK�,,,,,,CRA OWN= U N FTY REDEVELOPMENT E Community Redevelopment Agency Board Meeting Tuesday, November 30, 2021 -5:30 PM GoToWebinar Online Meeting and City Hall Chambers, 100 E. Ocean Avenue 561-737-3256 Special Meeting AGENDA 1. Call to Order 2. Invocation 3. Pledge of Allegiance 4. Roll Call 5. Agenda Approval A. Additions, Deletions, Corrections to the Agenda B. Adoption of Agenda 6. Legal A. Discussion and Consideration of Letter to the Palm Beach County Housing Authority Regarding Auction of the Cherry Hill Lots 7. Informational Items and Disclosures by Board Members and CRA Staff: A. Disclosure of Conflicts, Contacts, and Relationships for Items Presented to the CRA Board on Agenda 8. Public Comments 9. Old Business A. Discussion and Consideration of Reallocation of Funding for the Palm Beach County Housing Authority Auction of Cherry Hill Lots B. Discussion and Consideration of the Responses to the RFP/RFQ for the 115 N. Federal Hwy Infill Mixed Use Redevelopment Project Development Proposals 10. Adjournment NOTICE IF A PERSON DECIDES TO APPEAL ANY DECISION MADE BY THE CRA BOARD WITH RESPECT TO ANY MATTER CONSIDERED AT THIS MEETING, HE/SHE WILL NEED A RECORD OF THE PROCEEDINGS AND, FOR SUCH PURPOSE, HE/SHE MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDING IS MADE,WHICH RECORD INCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. (F.S.286.0105) THE CRA SHALL FURNISH APPROPRIATE AUXILIARY AIDS AND SERVICES WHERE NECESSARY TO AFFORD AN INDIVIDUAL WITHA DISABILITYAN EQUAL OPPORTUNITY TO PARTICIPATE INAND 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. a..s;�s, i �Y V ` B E AC H !a sii C�d R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD M EETING OF: November 30, 2021 LEGAL AGENDAITEM: 6.A. SUBJECT: Discussion and Consideration of Letter to the Palm Beach County Housing Authority Regarding Auction of the Cherry Hill Lots SUMMARY: Following an auction hosted by the Palm Beach County Housing Authority (PBCHA) in which the PBCHA disposed of multiple lots in the Cherry Hill neighborhood within the CRAArea, the Board directed legal and staff to draft a letter formally requesting the PBCHA use the funds received from that auction to fund affordable housing projects within the CRAArea. The draft letter is presented for the Board's consideration (Attachment 1). FISCAL IMPACT: None. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: 1. Approve the letter to the Palm Beach County Housing Authority and have it executed by all CRA Board Members. 2. Provide legal counsel with changes to the letter to the Palm Beach County Housing Authority and have it executed by all CRA Board Members. 3. Do not approve the letter to the Palm Beach County Housing Authority and provide further direction. ATTACHMENTS: Description D Attachment I - Draft Letter Mr. Van Johnson Palm Beach County Housing Authority 3432 West 45th Street West Palm Beach, FL 33407 Dear Mr.Johnson: This letter is written on behalf of the Boynton Beach Community Redevelopment Agency(BBCRA).As you are aware, the Palm Beach County Housing Authority (PBCHA) recently held a public auction and sold multiple lots within the Cherry Hill neighborhood of Boynton Beach. Over the many years PBCHA owned the lots, the BBCRA made repeated offers and requests to have these lots developed as affordable housing. The BBCRA also attempted to purchase many of the lots at the recent auction; however, it was only able to secure one property. The remainder of the properties were sold at a price that will prohibit their use as affordable housing.Given the mutual goals of the BBCRA and the PBCHA to provide affordable housing, this letter is to formally request the PBCHA dedicate the funds received from the recent sale of the various Cherry Hill properties to providing affordable housing within the BBCRA Area. The BBCRA would welcome the opportunity to partner with you to provide affordable housing in Boynton Beach, as has long been envisioned by both the BBCRA and the PBCHA. Please direct any questions or opportunities to partner with Thuy Shutt, the Executive Director. Very truly yours, Steven B. Grant, Board Chair on Behalf of the Board Woodrow Hay, Board Vice Chair Ty Penserga, Board Member Justin Katz, Board Member Christina Romelus, Board Member 01577527-1 a..s;�s, i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD M EETING OF: November 30, 2021 OLD BUSINESS AGENDAITEM: 9.A. SUBJECT: Discussion and Consideration of Reallocation of Funding for the Palm Beach County Housing Authority Auction of Cherry Hill Lots SUMMARY: On November 16, 2021, at the City Commission meeting, direction was given to the City Manager to work with CRA Executive Director to see if the remaining funds ($927,400) can be reallocated to the MLK Jr. Boulevard Mixed Use Redevelopment Project. CRA Board approval is required to reallocate the $427,400 to the MLK Jr. Boulevard Mixed Use Redevelopment Project. In accordance with the ILA, the CRA will be returning the City's $500,000 in ARPA funds to be used towards this project or other eligible projects. CRA staff also confirmed with Fisher Auction Company (FAC) on November 23, 2021, that no further action is needed on the additional lots that were offered until after December 3, 2021, and they will be in contact with the CRA after that date regarding any closings that did not go through. Please see Attachment I for the background of this agenda item. FISCAL IMPACT: FY 2021-2022 Budget, Line Item 02-58200-406, reallocation of $427,400 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: 1. Approve the reallocation of $427,400 from FY 2021-2022 Budget, Line Item 02-58200-406 to the MLK Jr. Boulevard Mixed Use Redevelopment Project. 2. Do not approve Approve the reallocation of $427,400 to the MLK Jr. Boulevard Mixed Use Redevelopment Project and provide direction for staff. ATTACHMENTS: Description D Attachment I - PBCHA Background a..s;�s, i �Y V ` B E AC H !a sii C�d R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD M EETING OF: November 9, 2021 CRA PROJECTS IN PROGRESS AGENDAITEM: 14.C. SUBJECT: Palm Beach County Housing Authority Auction of the Cherry Hill Lots Update SUMMARY: The BBCRA was the successful bidder for Lot 18 -404 NW 12th Avenue -which is adjacent to a BBCRA owned lot (see Attachment 1). The lot is approximately 2,548 sq. ft. (25' x 100') with a winning bid price of $66,000 plus a 10% premium for a total contract price of $72,600. The BBCRA is currently under contract for the lot located at 404 NW 12th Avenue (see Attachments I I and 111). The anticipated closing date was November 3, 2021. On October 29, 2021, the CRA received a written notice that the seller is exercising its option to extend the closing to December 3, 2021 in accordance with Paragraph 4 of Exhibit B to the Purchase and Sale Contract. CRA staff and legal counsel will plan accordingly for the December 3, 2021, closing (see Attachment IV) and will report back to the Board after obtaining results of the final ownership list from the PBCHA. BACKGROUND On Tuesday, September 14, 2021, at 10:00 a.m. the auction of the Palm Beach County Housing Authority's 40 vacant lots, located in Cherry Hill, opened for bidding through Fisher Auction Company (FAC) (see Attachment V). Attached is the list of the properties including the opening bid on each lot (see Attachment VI). The BBCRA had budgeted $500,000 for the auction along with City funding (American Rescue Plan Act funds) in the amount of$500,000 for a total of$1 Million dollars to participate in the auction. Both the BBCRA and City staff participated and monitored the auction. The lots were broken down as follows: • 28 -25' wide lots • 9 -50'-60' wide lots • 2 1 00' wide lots The BBCRA actively engaged in the bidding process but was outbid on all but one lot. The following is a breakdown of the average sales price of each of the lots: • 25' wide lots -averaged $64,000 • 50'-60' wide lots -averaged $105,000 • 100' wide lots - averaged $193,000 Attachment VII provides the BBCRA's bidding results on various lots. BBCRA staff monitored the auction closely so that there will be sufficient money to pay for all of the BBCRA winning bids plus deposits and could not justify the bidding prices. The lots were being sold too far above the appraised values (see Attachment VIII). Overpaying for the land would artificially inflate the land value and make it cost prohibitive to construct an affordable product that could be absorb by the market for this area. The BBCRA was also contacted by FAC to see if the BBCRA was interested in submitting our best offer on other lots that may be available if the properties do not close by November 3, 2021. CRA staff will be evaluating the information and will be submitting our best offer to FAC with consideration of the potential impacts to the area as previously indicated. FISCAL IMPACT: FY2021-2022 Budget, Line Item 02-58200-406, $72,600 plus closing costs CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: ATTACHMENTS: Description D Attachment I - BBCRA Lot Purchased Map (Lot 18 or 404 NW 12th Avenue) D Attachment II -Winning Bid Notification from Fisher Auction Company D Attachment III- "As Is" Contract for Lot 18 (404 NW 12th Avenue) D Attachment IV -October 29, 2021 Closing Extension Notification Email D Attachment V -Aerial Map of PBCHA Lots in Auction D Attachment VI - Fisher Auction Company List of Lots & Starting Bids D Attachment VII - Bidding History D Attachment VIII - BBCRAAppraisal Sheet Used for Bidding Purposes F ^ z J - LLL CJ ca 49 m Y J Y � H J i5 N �l } !� S } A } iplig' fli� t. s v�y r Flrt rl } y'i I �h rra ,'fR+Ist+I s �` — sr,x ,iir s �fti r i�l{ii ) reit 41rt{4 �k' ti 4 r {lr r tltt �)a 4{ 1t i trtt f t�N?rs is rY,s y irnt s l� � l rrtf},`- �r�)ii�Zi��ti)lt`jtY � tr t f1%r#`i 4 r{t9}+l�i4t4\1 rr ftiitr4it�t{ fi;, � � 4�� r bP t t t l lir ��S"{r 10� p l, t�\�1 t��'f1{i„.,,UI )@r4tr tk 3r lrs Grl tr r t,.,•'r rl irillrr {sstij;�lV4trtr t.sir(�H�\�fll�tit��}�it'rjtti�rl�1{r ii?rl{ti�{�rtl�lrt}ri ) t trr7tr tr{ itf� f l,_1t � �l�� tt£� l� 7 - {S 14 rl i rkt} a. tY t,s i tr rpSi�s� 1 tis From: Andre LaBawe To: Shutt,Thuv Subject: PBCHA Auction-Successful Bid Date: Wednesday,September 15,20213:50:12 PM Attachments: Wire Instructions TX-Safe Escrow-obcha.odf Importance: High Good Afternoon Ms.Shutt, Congratulations on your winning bid for Property#18-404 NW 12th Avenue,Boynton Beach,FL 33435. Buyer's Contract Escrow Bid Price Premium Price Deposit $66,000.00 $6,600.00 1 $72,600.00 $7,260.00 Your contract will be coming from Paul Fisher via DocuSign. $7,260.00 Escrow Deposit(10%of your total Contract Price).Please reference the Name on the Contract,the Address(es)of the property and Title Experts on your wire transfer.Once your wire has been confirmed by the Escrow Agent the hold on your credit card will be released. We thank you for participating in the Auction and look forward to a successful closing! Please let me know if you have any questions or need anything additional. Best regards, Andre LaBauve,CFO Fisher Auction Company "Over 50 Years of Continued Success" 2112 East Atlantic Boulevard Pompano Beach,Florida 33062 Direct:754.220.4124 1 Phone:800.331.6620 x4124 Fax:954.782.8143 1 andrePfisherauction.com Disclaimer: This e-mail is intended only for the person addressed.It may contain confidential information and/or privileged material. If you receive this in error,please notify the sender immediately and delete the information from your computer.Please do not copy or use it for any purpose nor disclose its contents to any other person. ro m Aa -m u 10 E E 0 uy o 0 ry 0 vi 0 411 C) Elf (-) W 0 al w cl, Wl cm- di En - exLL K. w (1, cj-CD m Ll aj LL STj m, g3 w cT(Q D w Gr'.Q qIj 'D "n R—b m 448 "t Lo o o 0 'o o o j co fW Lo 0- cl Cl _j _j el wA R7 _j o LL, Q, LL 14. u.. 1. 2 V) yj m o'C7 o o C1 o I m c, o c c d, a� < dal 41 d, , cn M cn CY) Xam ci) cL LL LL LL LL z j i z 0 b ow q, 0 0 0 cc uj aj m M > ,.gip". 0 ii o-�b m m m m -j T co C, 00 C,4 W, 04 7, ............ 6J 4,3 G7 be xt Z q� Z q, Z q, z QL-2 x CL m IV J2: CL Q, Cl 0, LL ,iy LL CY if, co m ,4 CO c® Lo lfd m LL q 04 LL�A uj lb Q 'D fLl.N Go � LIi z Cl V 49 t �—c C) ca CD 2) WP w LL CV) cr) LJ In Z GO LL LL LL 3 V, to z z z c] Sl 't m L�, co co 't 't -j 0 LCY m m CS 1 0 T 0 x r 5, o 0 0 wm CL: w LW <U -j T IF 0 -j _j U. its m ca, M Mn,,� Cl ol m EO CV) CO ED_j co Z --j z -j m m .9t v a uc a, Lo Q, lrli 7 w4 ........... "Ilk N', 77-7-, ,7,77f 7777 I cb 0 C� W ql -31 z m 213 rZ CJ-r, i -D E to 0 C M 0 o a-D A Q- V) o X3 co 4 A D W (D LL c_ I s u- LL (u w s m t (vy s -2 s q) 1,b CP B cp Ln —j N LL —0 tta --P-- _j N D (14 LL Zz LL ii V) a 0 v) LO 0 n 7 I11 Ifl o LJ GR U1 X 0 ell 0 0 Q, cc Lij Lu o (d C < rJ 9 Csd m m M lo s ON __j LF) q v LO -41 O LO w c, m "r CIA 1�, dit w� DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 "AS IS" Residential Contract For Sale And Purchase THIS FORM HAS BEEN APPROVED BY THE FLORIDA REALTORS AND THE FLORIDA BAR ,i Realtors" 11 PARTIES: Palm Beach County Housing Authority ("Seller"), 2' and Bovnton Beach Communitv Redevelopment Aaencv ("Buyer"), 3 agree that Seller shall sell and Buyer shall buy the following described Real Property and Personal Property 4 (collectively "Property") pursuant to the terms and conditions of this AS IS Residential Contract For Sale And Purchase 5 and any riders and addenda ("Contract"): 6 1. PROPERTY DESCRIPTION: 7° (a) Street address, city, zip: 404 NW 12th Avenue, Boynton Beach 33435 8 (b) Located in: Palm Beach County, Florida. Property Tax ID #: 08-43-45-21-14-000-4140 9' (c) Real Property: The legal description is 10 CHERRY HILLS LT 414 11 12 together with all existing improvements and fixtures, including built-in appliances, built-in furnishings and 13 attached wall-to-wall carpeting and flooring ("Real Property") unless specifically excluded in Paragraph 1(e) or 14 by other terms of this Contract. 15 (d) Personal Property: Unless excluded in Paragraph 1(e) or by other terms of this Contract, 16 17 18 19 20* Other Personal Property items included in this purchase are: None. This is a sale of land only with no 21 improvements and no Personal Property included. 22 Personal Property is included in the Purchase Price, has no contributory value, and shall be left for the Buyer. 23. (e) The following items are excluded from the purchase: None 24 25 PURCHASE PRICE AND CLOSING 26• 2. PURCHASE PRICE (U.S. currency):.......................... ......................................................i__......... $ 72,600 27` (a) Initial deposit to be held in escrow in the amount of(checks subject to COLLECTION) .......$ 7,260 28 The initial deposit made payable and delivered to "Escrow Agent" named below 29" (CHECK ONE): (i) E]accompanies offer or (ii) [x is to be made within 24 hr (if left(*Deposit due 24hrs.from receipt"tContract) 30 blank, then 3) days after Effective Date. IF NEITHER BOX IS CHECKED, THEN 31 OPTION (ii) SHALL BE DEEMED SELECTED. 32' Escrow Agent Information: Name: Title Xperts, LLC 33` Address: 560 Village Boulevard, Suite 140, West Palm Beach, Florida 33409 34. Phone: E-mail: racole@titlexperts.com Fax: 561-510-2295 35* - - 35. (b) Additional deposit to be delivered to Escrow Agent within N/A (if left blank, then 10) 36` days after Effective Date ...........................................................................................................$ 37 (All deposits paid or agreed to be paid, are collectively referred to as the "Deposit") 38' (c) Financing: Express as a dollar amount or percentage ("Loan Amount") see Paragraph 8 ......... None 39' (d) Other: N/A ................ $ 40 (e) Balance to close (not including Buyer's closing costs, prepaids and prorations) by wire 65 340 41` transfer or other COLLECTED funds ....................................................................................... $ 42 NOTE: For the definition of"COLLECTION" or"COLLECTED" see STANDARD S. 43 3. TIME FOR ACCEPTANCE OF OFFER AND COUNTER-OFFERS; EFFECTIVE DATE: 44 (a) If not signed by Buyer and Seller, and an executed copy delivered to all parties on or before 45, See Addendum to Contract , this offer shall be deemed withdrawn and the Deposit, if any, shall be returned to 46 Buyer. Unless otherwise stated, time for acceptance of any counter-offers shall be within 2 days after the day 47 the counter-offer is delivered. 48 (b) The effective date of this Contract shall be the date when the last one of the Buyer and Seller has signed or 49 initialed and delivered this offer or final counter-offer("Effective Date"). 50 4. CLOSING DATE: Unless modified by other provisions of this Contract, the closing of this transaction shall occur 51 and the closing documents required to be furnished by each party pursuant to this Contract shall be delivered 52' ("Closing")on See Addendum to Contract ("Closing Date"), at the time established by the Closing Agent. f`D�S rDS Buyer's Initial J Page 1 of 12 Seller's Initials FloridaRealtor Bar-ASIS-5x Rev.6/19©2017 Florida Realtors`and The Florida Bar. All rights reserved. Seria[4,016159.900163.1623020 Form Simplicity I DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 i s 53 5. EXTENSION OF CLOSING DATE: 54 55 ) 56 57 58 (b) If an event constituting "Force Majeure" causes services essential for Closing to be unavailable, including the B9 unavailability of utilities or issuance of hazard, wind, flood or homeowners' insurance, Closing Date shall be 60 extended as provided in STANDARD G. 61 6. OCCUPANCY AND POSSESSION: 62 (a) Unless the box in Paragraph 6(b) is checked, Seller shall, at Closing, deliver occupancy and possession of the 63 Property to Buyer free of tenants, occupants and future tenancies. Alles, ol 82l98M7r9MrM-9rM"-TTdrV1U-T-0T 64 s 65 If occupancy is to be delivered before Closing, Buyer assumes all risks of 66 loss to the Property from date of occupancy, shall be responsible and liable for maintenance from that date, 67 and shall be deemed to have accepted the Property in its existing condition as of time of taking occupancy. 66' (b) ❑ CHECK IF PROPERTY IS SUBJECT TO LEASE(S) OR OCCUPANCY AFTER CLOSING. If Property is 69 subject to a lease(s)after Closing or is intended to be rented or occupied by third parties beyond Closing, the 70 facts and terms thereof shall be disclosed in writing by Seller to Buyer and copies of the written lease(s) shall 71 be delivered to Buyer, all within 5 days after Effective Date. If Buyer determines, in Buyer's sole discretion, that 72 the lease(s) or terms of occupancy are not acceptable to Buyer, Buyer may terminate this Contract by delivery 73 of written notice of such election to Seller within 5 days after receipt of the above items from Seller, and Buyer 74 shall be refunded the Deposit thereby releasing Buyer and Seller from all further obligations under this Contract. .1 do lip ou LLr 75 76 ' 77* 7. ASSIGNABILITY: (CHECK ONE): Buyer ❑may assign and thereby be released from any further liability under 78' this Contract; FN] may assign but not be released from liability under this Contract; or ❑may not assign this 79 Contract. ea FINANCING 81 8. FINANCING: r 82' ❑Q (a) Buyer will pay cash for the purchase of the Property at Closing. There is no financing contingency to Buyer's 83 obligation to close. If Buyer obtains a loan for any part of the Purchase Price of the Property, Buyer acknowledges 84 that any terms and conditions imposed by Buyer's lender(s) or by CFPB Requirements shall not affect or extend 85 the Buyer's obligation to close or otherwise affect any terms or conditions of this Contract. 86' log 11 opm 87' NIA (describe) loan within 141A (if left blank, then 30) days after Effective Date ("Loan vat ea* Period") for (CHECK ONE):❑fixed,❑adjustable,❑fixed or adjustable rate in the Loan Amount (Se ragraph 89' 2(c)), at an initial interest rate not to exceed N/A % (if left blank, then prevailing rate bas pon Buyer's so' creditworthiness), and for a term of N/A (if left blank, then 30)years("Financing"). 91" (i) Buyer shall make mortgage loan application for the Financing within NIA blank, then 5) days 92 after Effective Date and use good faith and diligent effort to obtain approval of a loa sting the Financing terms 93 ("Loan Approval") and thereafter to close this Contract. Loan Approval which re a condition related to the sale 94 by Buyer of other property shall not be deemed Loan Approval for purpose is subparagraph. 95 Buyer's failure to use diligent effort to obtain Loan Approval during t oan Approval Period shall be considered a !_ 96 default under the terms of this Contract. For purposes of this sion, "diligent effort" includes, but is not limited 97 to, timely furnishing all documents and information and ng of all fees and charges requested by Buyer's s8 mortgage broker and lender in connection with Buyer's gage loan application. 99 (ii) Buyer shall keep Seller and Broker full ' rmed about the status of Buyer's mortgage loan application, 100 Loan Approval, and loan processing and autopfFs Buyer's mortgage broker, lender, and Closing Agent to disclose 101 such status and progress, and relea reliminary and finally executed closing disclosures and settlement int statements, to Seller and Broker. 183 (iii) Upon Buyer obtainin In Approval, Buyer shall promptly deliver written notice of such approval to Seller. 104 (iv) If Buyer is unabl obtain Loan Approval after the exercise of diligent effort, then at any time prior to 105 expiration of the Loa proval Period, Buyer may provide written notice to Seller stating that Buyer has been 106 unable to obtain Approval and has elected to either: 107 (1)w can Approval, in which event this Contract will continue as if Loan Approval had been obtained; or 108 ( Ds DS Buyer's Initial Page 2 of 12 Seller's Initials FloridaRealtor Sar-ASIS-5x Rey.6119©2017 Florida Realtorst,and The Florida Bar. All rights reserved. Sedalft:032208.000162-8636670Form ;-., Simplicity I DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 n i E i, 109 110 expiration of the Loan Approval Period, then Loan Approval shall be deemed waived, in which event ntract 111 will continue as if Loan Approval had been obtained, provided however, Seller may elect to terp his Contract i 112 by delivering written notice to Buyer within 3 days after expiration of the Loan Approval ', 113 (vi) If this Contract is timely terminated as provided by Paragraph 8(b)(iv) , above, and Buyer is not in i, 11a default under the terms of this Contract, Buyer shall be refunded the D ereby releasing Buyer and Seller `' 115 from all further obligations under this Contract. 116 (vii) If Loan Approval has been obtained, or deeme ve been obtained, as provided above, and Buyer ' 117 fails to close this Contract, then the Deposit shall Id to Seller unless failure to close is due to: (1) Seller's 118 default or inability to satisfy other contingent' is Contract; (2) Property related conditions of the Loan Approval 119 have not been met (except when suc ltions are waived by other provisions of this Contract); or(3) appraisal 120 of the Property obtained by B ender is insufficient to meet terms of the Loan Approval, in which event(s)the 121 Buyer shall be refund eposit, thereby releasing Buyer and Seller from all further obligations under this 122 Contract. 123' ❑(c) ion of existing mortgage(see rider for terms). 124` 125 CLOSING COSTS, Z=EES AND CHARGES 126 9. CLOSING COSTS; TITLE INSURANCE; SURVEY; HOME WARRANTY; SPECIAL ASSESSMENTS: 127 (a) COSTS TO BE PAID BY SELLER: 128 • Documentary stamp taxes and surtax on deed, if any • HOA/Condominium Association estoppel fees 129 • Recording and other fees needed to cure title 130 • Seller's attorneys'fess 131" •Municipal lien search (if Paragraph 9(c)(i)or(iii) is checked) •Other: See Addendum to Contract 132 If, prior to Closing, Seller is unable to meet the AS IS Maintenance Requirement as required by Paragraph 11 133 a sum equal to 125% of estimated costs to meet the AS IS Maintenance Requirement shall be escrowed at 134 Closing. If actual costs to meet the AS IS Maintenance Requirement exceed escrowed amount, Seller shall pay 135 such actual costs. Any unused portion of escrowed amount(s) shall be returned to Seller. 136 (b) COSTS TO BE PAID BY BUYER: 137 • Taxes and recording fees on notes and mortgages • Loan expenses 138 • Recording fees for deed and financing statements •Appraisal fees 139 • Owner's Policy and Charges(if Paragraph 9(c)(ii) is checked) • Buyer's Inspections 140 • Survey (and elevation certification, if required) • Buyer's attorneys'fees 141 • Lender's title policy and endorsements •All property related insurance 142 • HOA/Condominium Association application/transfer fees • Owner's Policy Premium (if Paragraph 143 •Municipal lien search (if Paragraph 9(c)(ii) is checked) 9 (c)(iii) is checked.) i 144• •Other: See Addendum to Contract 145• (c) TITLE EVIDENCE AND INSURANCE: At least (if left blank, then 15, or if Paragraph 8(a) is checked, 146 then 5) days prior to Closing Date ("Title Evidence Deadline"), a title insurance commitment issued by a Florida 147 licensed title insurer, with legible copies of instruments listed as exceptions attached thereto ("Title 148 Commitment") and, after Closing, an owner's policy of title insurance (see STANDARD A for terms) shall be 149 obtained and delivered to Buyer. Iso . The owner's title policy 151 premium, title search and closing services (collectively, "Owner's Policy and Charges") shall be paid, as set 152 forth below. The title insurance premium charges for the owner's policy and any lender's policy will be calculated 153 and allocated in accordance with Florida law, but may be reported differently on certain federally mandated 154 closing disclosures and other closing documents. For purposes of this Contract"municipal lien search" means a 155 search of records necessary for the owner's policy of title insurance to be issued without exception for unrecorded 156 liens imposed pursuant to Chapters 159 or 174, F.S., in favor of any governmental body, authority or agency, 157 (CHECK ONE): issue 158* x❑ (i) Seller shall designate Closing Agent and pwpW Owner's Policy and Buyer shall pay the 159 premium for Buyer's lender's*policy and charges P2 mons! -poise-fleas IM811119 to 160 endorsements and loan closing, which amounts shall be paid by Buyer to Closing Agent or such other 161 *and owner's title 162• ❑ (ii) Buyer shall designate Closing Agent and pay for Owner's Policy and Charges and charges for closing 163 services related to Buyer's lender's policy, endorsements and loan closing; or DS DS Buyer's Initials Page 3 of 12 Seller's Initials Florida Reallors ar-ASlS-5x Rev.6/19 Q 2017 Florida Realtors and The Florida Bar, All rights reserved. SedaW 032208-DO0162.0636570 Form 0 Slmpltcity DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 x 164• ❑ (iii) [MIAMI-DAD EIBROWARD REGIONAL PROVISION]: Seller shall furnish a copy of a prior owner's policy 165 of title insurance or other evidence of title and pay fees for: (A) a continuation or update of such title evidence, 166 which is acceptable to Buyer's title insurance underwriter for reissue of coverage; (B) tax search; and (C) 167 municipal lien search. Buyer shall obtain and pay for post-Closing continuation and premium for Buyer's owner's 168' policy, and if applicable, Buyer's lender's policy. Seller shall not be obligated to pay more than $ 169 (if left blank, then $200.00)for abstract continuation or title search ordered or performed by Closing Agent. 170 (d) SURVEY: On or before Title Evidence Deadline, Buyer may, at Buyer's expense, have the Real Prop y 171 surveyed and certified by a registered Florida surveyor ("Survey"). 10 hes mI 172 173' 174` 175UU111-Irr ME 6 176 177 (f) SPECIAL ASSESSMENTS: At Closing, Seller shall pay: (i) the full amount of liens imposed by a public body 178 ("public body"does not include a Condominium or Homeowner's Association)that are certified, confirmed and 179 ratified before Closing; and (ii) the amount of the public body's most recent estimate or assessment for an [ Iso improvement which is substantially complete as of Effective Date, but that has not resulted in a lien being 181 imposed on the Property before Closing. Buyer shall pay all other assessments. If special assessments may 162 be paid in installments (CHECK ONE): 183* ❑x (a) Seller shall pay installments due prior to Closing and Buyer shall pay installrhents due after Closing. 184 Installments prepaid or due for the year of Closing shall be prorated. 185• ❑(b) Seller shall pay the assessment(s) in full prior to or at the time of Closing. 186 IF NEITHER BOX IS CHECKED, THI=N OPTION (a) SHALL BE DEEMED SELECTED. ' 187 This Paragraph 9(f) shall not apply to a special benefit tax lien imposed by a community development district ' 188 (CDD) pursuant to Chapter 190,F'.S., which lien shall be prorated pursuant to STANDARD K. ' 189 DISCLOSURES 190 10. DISCLOSURES: ,! 191 (a) RADON GAS: Radon is a naturally occurring radioactive gas that, when it is accumulated in a building in i 192 sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that 193 exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding 194 radon and radon testing may be obtained from your county health department. 195 (b) PERMITS DISCLOSURE: Except as may have been disclosed by Seller to Buyer in a written disclosure, Seller 196 does not know of any improvements made to the Property which were made without required permits or made 197 pursuant to permits which have not been properly closed. If Seller identifies permits which have not been 19a properly closed or improvements which were not permitted, then Seller shall promptly deliver to Buyer all plans, 199 written documentation or other information in Seller's possession, knowledge, or control relating to 200 improvements to the Property which are the subject of such open permits or unpermitted improvements. 201 (c) MOLD: Mold is naturally occurring and may cause health risks or damage to property. If Buyer is concerned or 202 desires additional information regarding mold, Buyer should contact an appropriate professional. 203 (d) FLOOD ZONE; ELEVATION CERTIFICATION: Buyer is advised to verify by elevation certificate which flood 204 zone the Property is in, whether flood insurance is required by Buyer's lender, and what restrictions apply to 205 improving the Property and rebuilding in the event of casualty. ens 1@000!81 lie'AID "Aammah slid 207 r 208 e 209 210" 211 r 212 213 The National Flood Insurance Program may assess additional fees or adjust premiums 214 for pre-Flood Insurance Rate Map (pre-FIRM) non-primary structures (residential structures in which the insured 216 or spouse does not reside for at least 50% of the year) and an elevation certificate may be required for actuarial 216 rating. 217 (e) ENERGY BROCHURE: Buyer acknowledges receipt of Florida Energy-Efficiency Rating Information Brochure 218 required by Section 553.996, F.S. DS r DS Buyer's Initial Page 4 of 12 Seller's Initials FiorldaRealtors - Bar-ASIS-5x Rev.6119 0 2017 Florida Realtors®and The Florida Sar. All rights reserved. Serial0:0322W000162.8806670 Form 5lmplicity s DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 6 219 (f) LEAD-BASED PAINT: If Property includes pre-1978 residential housing, a lead-based paint disclosure is 220 mandatory. ' 221 (g) HOMEOWNERS' ASSOC IATIONICOMMUNITY DISCLOSURE: BUYER SHOULD NOT EXECUTE THIS 222 CONTRACT UNTIL BUYER HAS RECEIVED AND READ THE HOMEOWNERS' i 223 ASSOCIATIONICOMMUNITY DISCLOSURE, IF APPLICABLE. 224 (h) PROPERTY TAX DISCLOSURE SUMMARY: BUYER SHOULD NOT RELY ON THE SELLER'S CURRENT 225 PROPERTY TAXES AS THE AMOUNT OF PROPERTY TAXES THAT THE BUYER MAY BE OBLIGATED TO 226 PAY IN THE YEAR SUBSEQUENT TO PURCHASE. A CHANGE OF OWNERSHIP OR PROPERTY 227 IMPROVEMENTS TRIGGERS REASSESSMENTS OF THE PROPERTY THAT COULD RESULT IN HIGHER i 226 PROPERTY TAXES. IF YOU HAVE ANY QUESTIONS CONCERNING VALUATION, CONTACT THE 229 COUNTY PROPERTY APPRAISER'S OFFICE FOR INFORMATION. 230 (i) FOREIGN INVESTMENT IN REAL PROPERTY TAX ACT ("FIRPTA"): Seller shall inform Buyer in writing if 231 Seller is a "foreign person" as defined by the Foreign Investment in Real Property Tax Act ("FIRPTA"). Buyer " 232 and Seller shall comply with FIRPTA, which may require Seller to provide additional cash at Closing, if Seller 233 is not a "foreign person", Seller can provide Buyer, at or prior to Closing, a certification of non-foreign status, 234 under penalties of perjury, to inform Buyer and Closing Agent that no withholding is required. See STANDARD 235 V for further information pertaining to FIRPTA. Buyer and Seller are advised to seek legal counsel and tax 236 advice regarding their respective rights, obligations, reporting and withholding requirements pursuant to 237 FIRPTA. 236 Q) SELLER DISCLOSURE: Seller knows of no facts materially affecting the value of the Real Property which are 239 not readily observable and which have not been disclosed to Buyer. Except as provided for in the preceding 240 sentence, Seller extends and intends no warranty and makes no representation of any type, either express or 241 implied, as to the physical condition or history of the Property. Except as otherwise disclosed in writing Seller 242 has received no written or verbal notice from any governmental entity or agency as to a currently uncorrected 243 building, environmental or safety code violation. i 244 PROPERTY MAINTENANCE, CONDITION, INSPECTIONS AND EXAMINATIONS 245 11. PROPERTY MAINTENANCE: Except for ordinary wear and tear and Casualty Loss, Seller shall maintain the 246 Property, including, but not limited to, lawn, shrubbery, and pool, in the condition existing as of Effective Date ("AS 247 IS Maintenance Requirement"), 246 12. PROPERTY INSPECTION; RIGHT TO CANCEL: Intentional) omittedr 249" 250days after Effective Date ("Inspection Period") within which to have such Inspections Property ., 251 performed as Buyer shall desire during the Inspection Period If Buyer defer , in Buyer's sole E, 252 discretion, that the Property is not acceptable to Buyer, Buyer may term) 1s Contract by delivering 253 written notice of such election to Seller prior to expiration pection Period. If Buyer timely 254 terminates this Contract, the Deposit paid shall be return uyer, thereupon, Buyer and Seller shall I 255 be released of all further obligations under this act, however, Buyer shall be responsible for 256 prompt payment for such Inspections, for r of damage to, and restoration of, the Property resulting 257 from such inspections, and shall ppikoeTeller with paid receipts for all work done on the Property(the 258 preceding provision shall a termination of this Contract). Unless Buyer exercises the right to 259 terminate granted uyer accepts the physical condition of the Property and any violation of 260 government ing, environmental, and safety codes, restrictions, or requirements, but subject to 261 Selle ' inuing AS 1S Maintenance Requirement, and Buyer shall be responsible for any and all 282 €r 263 ( r i 264 giii 265 is 266 G 267 266 (C) tion 269 spa 19 iftNIANOMPOP, is, S, 270 , 271 s a prom y 272 273 Z Ions, DS r,DS Buyer's Initials Ts Page 5 of 12 Seller's Initials FlorldaRealtors ar-ASIS-5x Rev-6/10©2017 Florida Realtorsd,and The Florida Bar. All rights reserved. SadalH:032208.080762.8336570 Form Simplicity DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 274 pall in 275 O 276 277 (d) ASSIGNMENT OF REPAIR AND TREATMENT CONTRACTS AND WARRANTIES: At Buyer's option and 278 cost, Seller will, at Closing, assign all assignable repair, treatment and maintenance contracts and warranties 279 to Buyer. 260 ESCROW AGENT AND BROKER 281 13. ESCROW AGENT: Any Closing Agent or Escrow Agent (collectively "Agent") receiving the Deposit, other funds 282 and other items is authorized, and agrees by acceptance of them, to deposit them promptly, hold same in escrow 283 within the State of Florida and, subject to COLLECTION, disburse them in accordance with terms and conditions 284 of this Contract. Failure of funds to become COLLECTED shall not excuse Buyer's performance. When conflicting 285 demands for the Deposit are received, or Agent has a good faith doubt as to entitlement to the Deposit, Agent may 28B take such actions permitted by this Paragraph 13, as Agent deems advisable. If in doubt as to Agent's duties or 287 liabilities under this Contract, Agent may, at Agent's option, continue to hold the subject matter of the escrow until 288 the parties agree to its disbursement or until a final judgment of a court of competent jurisdiction shall determine 289 the rights of the parties, or Agent may deposit same with the clerk of the circuit court having jurisdiction of the 290 dispute. An attorney who represents a party and also acts as Agent may represent such party in such action. Upon 291 notifying all parties concerned of such action, all liability on the part of Agent shall fully terminate, except to the 292 extent of accounting for any items previously delivered out of escrow. If a licensed real estate broker, Agent will 293 comply with provisions of Chapter 475, F.S., as amended and FREC rules to timely resolve escrow disputes through 294 mediation, arbitration, interpleader or an escrow disbursement order. 295 In any proceeding between Buyer and Seller wherein Agent is made a party because of acting as Agent hereunder, 296 or in any proceeding where Agent interpleads the subject matter of the escrow, Agent shall recover reasonable 297 attorney's fees and costs incurred, to be paid pursuant to court order out of the escrowed funds or equivalent. Agent 298 shall not be liable to any party or person for mis-delivery of any escrowed items, unless such mis-delivery is due to 299 Agent's willful breach of this Contract or Agent's gross negligence. This Paragraph 13 shall survive Closing or 300 termination of this Contract. 301 14. PROFESSIONAL ADVICE; BROKER LIABILITY: Broker advises Buyer and Seller to verify Property condition, 302 square footage, and all other facts and representations made pursuant to this Contract and to consult appropriate 303 professionals for legal, tax, environmental, and other specialized advice concerning matters affecting the Property 304 and the transaction contemplated by this Contract. Broker represents to Buyer that"Broker does not reside on the 305 Property and that all representations (oral, written or otherwise) by Broker are based on Seller representations or 306 public records. BUYER AGREES TO RELY SOLELY ON SELLER, PROFESSIONAL INSPECTORS AND 307 GOVERNMENTAL AGENCIES FOR VERIFICATION OF PROPERTY CONDITION, SQUARE FOOTAGE AND 308 FACTS THAT MATERIALLY AFFECT PROPERTY VALUE AND NOT ON THE REPRESENTATIONS (ORAL, 309 WRITTEN OR OTHERWISE) OF BROKER. Buyer and Seller (individually, the 'Indemnifying Party") each 310 individually indemnifies, holds harmless, and releases Broker and Broker's officers, directors, agents and 311 employees from all liability for loss or damage, including all costs and expenses, and reasonable attorney's fees at 312 all levels, suffered or incurred by Broker and Broker's officers, directors, agents and employees in connection with 313 or arising from claims, demands or causes of action instituted by Buyer or Seller based on; (i) inaccuracy of 314 information provided by the Indemnifying Party or from public records; (ii) Indemnifying Party's misstatement(s) or 315 failure to perform contractual obligations; (iii) Broker's performance, at Indemnifying Party's request, of any task 316 beyond the scope of services regulated by Chapter 475, F.S., as amended, including Broker's referral, 317 recommendation or retention of any vendor for, or on behalf of, Indemnifying Party; (iv) products or services 318 provided by any such vendor for, or on behalf of, Indemnifying Party; and (v)expenses incurred by any such vendor. 319 Buyer and Seller each assumes full responsibility for selecting and compensating their respective vendors and 320 paying their other costs under this Contract whether or not this transaction closes. This Paragraph 14 will not relieve 321 Broker of statutory obligations under Chapter 475, F.S., as amended. For purposes of this Paragraph 14, Broker 322 will be treated as a party to this Contract. This Paragraph 14 shall survive Closing or termination of this Contract. 323 DEFAULT AND DISPUTE RESOLUTION 324 15. DEFAULT: 325 (a) BUYER DEFAULT: If Buyer fails, neglects or refuses to perform Buyer's obligations under this Contract, 326 including payment of the Deposit, within the time(s) specified, Seller may elect to recover and retain the Deposit 327 for the account of Seller as agreed upon liquidated damages, consideration for execution of this Contract, and 328 in full settlement of any claims, whereupon Buyer and Seller shall be relieved from all further obligations under DS r DS Buyer's Initials Page 6 of 12 Seller's Initials FtoridaRealtorsL ar-ASIS-5x Rev.6119 O 2017 Florida Realtors®and The Florida Bar. All rights reserved. Sodau+;032208.000162.8636670'Form Simplicity DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 E t 329 this Contract, or Seller, at Seller's option, may, pursuant to Paragraph 16, proceed in equity to enforce Seller's 330 rights under this Contract. The portion of the Deposit, if any, paid to Listing Broker upon default by Buyer, shall 331 be split equally between Listing Broker and Cooperating Broker; provided however, Cooperating Broker's share 332 shall not be greater than the commission amount Listing Broker had agreed to pay to Cooperating Broker. ! 333 (b) SELLER DEFAULT: If for any reason other than failure of Seller to make Seller's title marketable after 334 reasonable diligent effort, Seller fails, neglects or refuses to perform Seller's obligations under this Contract, 335 Buyer may elect to receive return of Buyer's Deposit without thereby waiving any action for damages resulting 336 from Seller's breach, and, pursuant to Paragraph 16, may seek to recover such damages or seek specific 337 performance. 338 This Paragraph 15 shall survive Closing or termination of this Contract. 339 16. DISPUTE RESOLUTION: Unresolved controversies, claims and other matters in question between Buyer and 340 Seller arising out of, or relating to, this Contract or its breach, enforcement or interpretation ("Dispute")will be settled 341 as follows: 342 (a) Buyer and Seller will have 10 days after the date conflicting demands for the Deposit are made to attempt to 343 resolve such Dispute, failing which, Buyer and Seller shall submit such Dispute to mediation under Paragraph 344 16(b). i; 345 (b) Buyer and Seller shall attempt to settle Disputes in an amicable manner through mediation pursuant to Florida 346 Rules for Certified and Court-Appointed Mediators and Chapter 44, F.S., as amended (the"Mediation Rules"). 347 The mediator must be certified or must have experience in the real estate industry. Injunctive relief may be 348 sought without first complying with this Paragraph 16(b). Disputes not settled pursuant to this Paragraph 16 ' 349 may be resolved by instituting action in the appropriate court having jurisdiction of the matter. This Paragraph 350 16 shall survive Closing or termination of this Contract. *See Addendum to Contract 351 17. ATTORNEY'S FEES; COSTS:The parties will split equally any mediation fee incurred in any mediation permitted 352 by this Contract, and each party will pay their own costs, expenses and fees, including attorney's fees, incurred in 353 conducting the mediation. In any litigation permitted by this Contract, the prevailing party shall be entitled to recover 354 from the non-prevailing party costs and fees, including reasonable attorney's fees, incurred in conducting the 355 litigation, This Paragraph 17 shall survive Closing or termination of this Contract. 356 STANDARDS FOR REAL ESTATE TRANSACTIONS ("STANDARDS") 357 18. STANDARDS: i 356 A. TITLE: 1 359 s s 360 Paragraph 9(c), the Title Commitment, with legible copies of instruments listed as exceptions attached the shall 361 be issued and delivered to Buyer. The Title Commitment shall set forth those matters to be dischar y Seller at 362 or before Closing and shall provide that, upon recording of the deed to Buyer, an owner's poli title insurance 363 in the amount of the Purchase Price, shall be issued to Buyer insuring Buyer's marketable t' the Real Property, 364 subject only to the following matters: (a) comprehensive land use plans, zoning, an er land use restrictions, 365 prohibitions and requirements imposed by governmental authority; (b) restrictio nd matters appearing on the 366 Plat or otherwise common to the subdivision; (c) outstanding oil, gas and ' ral rights of record without right of 367 entry; (d) unplatted public utility easements of record (located contigu o real property lines and not more than 368 10 feet in width as to rear or front lines and 7 112 feet in width a ide lines); (e) taxes for year of Closing and 369 subsequent years; and (f) assumed mortgages and purchas ney mortgages, if any (if additional items, attach 370 addendum); provided, that, none prevent use of Propert ESIDENTIAL PURPOSES. If there exists at Closing 371 any violation of items identified in (b)—(f)above, th a same shall be deemed a title defect. Marketable title shall 372 be determined according to applicable Title St rds adopted by authority of The Florida Bar and in accordance 373 with law. 374 (ii) TITLE EXAMINATION: Buyer sh ave 5 days after receipt of Title Commitment to examine it and notify Seller 375 in writing specifying defects}, if that render title unmarketable. If Seller provides Title Commitment and it is 376 delivered to Buyer less tha ays prior to Closing Date, Buyer may extend Closing for up to 5 days after date of 377 receipt to examine sa n accordance with this STANDARD A. Seller shall have 30 days ("Cure Period") after 378 receipt of Buyer's ce to take reasonable diligent efforts to remove defects. If Buyer fails to so notify Seller, Buyer 379 shall be dee to have accepted title as it then is. If Seller cures defects within Cure Period, Seller will deliver i 380 writtel a to Buyer(with proof of cure acceptable to Buyer and Buyer's attorney) and the parties will close this 381 Co Closing Date (or if Closing Date has passed, within 10 days after Buyer's receipt of Seller's notice). If 362 , d, DS DS Buyer's Initials Page 7 of 12 Seller's Initials FloridaRealtors ar-ASIS-5x Rev,6119©2017 Florida Realtors"and The Florida Bar. All rights reserved. SerialN:032208.000162.8536670Form ' Simplicity DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 s s z STANDARDS FOR REAL. ESTATE TRANSACTIONS ("STANDARDS")CONTINUED E, 363 h 384 Seller shall continue to use reasonable diligent effort to remove or cure the defec Cure Period"); or 386 (b) electing to accept title with existing defects and close this Con sing Date (or if Closing Date has 386 passed, within the earlier of 10 days after end of Exte eriod or Buyer's receipt of Seller's notice), or(c) 387 electing to terminate this Contract and r and of the Deposit, thereby releasing Buyer and Seller from all 388 further obligations under If after reasonable diligent effort, Seller is unable to timely cure defects, and 389 Buyer do a defects, this Contract shall terminate, and Buyer shall receive a refund of the Deposit, ` 3130 391 397 encroach on setback lines, easements, or lands of others, or violate any rest ri ants, or applicable 393 governmental regulations described in STANDARD A (i)(a), (b) or yer shall deliver written notice of j 394 such matters, together with a copy of Survey, to Selle ays after Buyer's receipt of Survey, but no later 395 than Closing. If Buyer timely delivers su Survey to Seller, such matters identified in the notice and 398 Survey shall constitute a sect to cure obligations of STANDARD A above. If Seller has delivered a 397 prior surve , at Buyer's request, execute an affidavit of "no change" to the Real Property since the 398 399 C. INGRESS AND EGRESS: Seller represents that there is ingress and egress to the Real Property and title to 400 the Real Property is insurable in accordance with STANDARD A without exception for lack of legal right of access. { 401 D. LEASE INFORMATION: Seller shall, at least 10 days prior to Closing, furnish to Buyer estoppel letters from 402 tenant(s)/occupant(s) specifying nature and duration of occupancy, rental rates, advanced rent and security 403 deposits paid by tenant(s)or occupant(s)("Estop pel Letter(s)"). If Seller is unable to obtain such Estoppel Letter(s) 404 the same information shall be furnished by Seller to Buyer within that time period in the form of a Seller's affidavit 406 and Buyer may thereafter contact tenant(s) or occupant(s) to confirm such information. If Estoppel Letter(s) or 406 Seller's affidavit, if any, differ materially from Seller's representations and lease(s) provided pursuant to Paragraph 407 6, or if ten ant(s)loccupant(s) fail or refuse to confirm Seller's affidavit, Buyer may deliver written notice to Seller 408 within 5 days after receipt of such information, but no later than 5 days prior to Closing Date, terminating this 409 Contract and receive a refund of the Deposit, thereby releasing Buyer and Seller from all further obligations under 410 this Contract. Seiler shall, at Closing, deliver and assign all leases to Buyer who shall assume Seller's obligations 411 thereunder. 412 E. LIENS: Seller shall furnish to Buyer at Closing an affidavit attesting (i) to the absence of any financing 413 statement, claims of lien or potential lienors known to Seller and (ii) that there have been no improvements or I 414 repairs to the Real Property for 90 days immediately preceding Closing Date. If the Real Property has been 415 improved or repaired within that time, Seller shall deliver releases or waivers of construction liens executed by all 416 general contractors, subcontractors, suppliers and materialmen in addition to Seller's lien affidavit setting forth 417 names of all such general contractors, subcontractors, suppliers and materialmen, further affirming that all charges 418 for improvements or repairs which could serve as a basis for a construction lien or a claim for damages have been 419 paid or will be paid at Closing. 420 F. TIME: Calendar days shall be used in computing time periods. Time is of the essence in this Contract. Other 421 than time for acceptance and Effective Date as set forth in Paragraph 3, any time periods provided for or dates 422 specified in this Contract,whether preprinted, handwritten, typewritten or inserted herein, which shall end or occur 423 on a Saturday, Sunday, or a national legal holiday(see 5 U.S.C. 6103) shall extend to 5:00 p.m. (where the Property 424 is located)of the next business day. 425 G. FORCE MAJEURE: Buyer or Seller shall not be required to perform any obligation under this Contract or be 426 liable to each other for damages so long as performance or non-performance of the obligation, or the availability of 427 services, insurance or required approvals essential to Closing, is disrupted, delayed, caused or prevented by Force 428 Majeure. "Force Majeure" means: hurricanes, floods, extreme weather, earthquakes, fire, or other acts of God, 429 unusual transportation delays, or wars, insurrections, or acts of terrorism, which, by exercise of reasonable diligent 430 effort, the non-performing party is unable in whole or in part to prevent or overcome. All time periods, including 431 Closing Date, will be extended a reasonable time up to 7 days after the Force Majeure no longer prevents 432 performance under this Contract, provided, however, if such Force Majeure continues to prevent performance under 433 this Contract more than 30 days beyond Closing Date, then either party may terminate this Contract by delivering 434 written notice to the other and the Deposit shall be refunded to Buyer, thereby releasing Buyer and Seller from all 435 further obligations under this Contract. 436 H. CONVEYANCE: Seller shall convey marketable title to the Real Property by statutory warranty, trustee's, 437 personal representative's, or guardian's deed, as appropriate to the status of Seller, subject only to matters 438 described in STANDARD A and those accepted by Buyer. Personal Property shall, at request of Buyer, be f`DSS DS Buyer's Initials J Page 8 of 12 Seller's Inilials Florida Realtors ar-ASIS-5x Rev.6119 c0 2017 Florida Realtorso and The Florida Bar. All rights reserved. Sedalq;032206.000162-8636670Form �' Simplicity i DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 t s STANDARDS FOR REAL ESTATE TRANSACTIONS ("STANDARDS")CONTINUED 439 transferred by absolute bill of sale with warranty of title, subject only to such matters as may be provided for in this 440 Contract. 441 I. CLOSING LOCATION; DOCUMENTS; AND PROCEDURE: 442 (i) LOCATION: Closing will be conducted by the attorney or other closing agent ("Closing Agent") designated by 443 the party paying for the owner's policy of title insurance and will take place in the county where the Real Property 444 is located at the office of the Closing Agent, or at such other location agreed to by the parties. If there is no title 445 insurance, Seller will designate Closing Agent. Closing may be conducted by mail, overnight courier, or electronic 446 means. 447 (ii) CLOSING DOCUMENTS: Seller shall at or prior to Closing, execute and deliver, as applicable, deed, bill of 448 sale, certificate(s)of title or other documents necessary to transfer title to the Property, construction lien affidavit(s), 449 owner's possession and no lien affidavit(s), and assignment(s) of leases. Seller shall provide Buyer with paid 450 receipts for all work done on the Property pursuant to this Contract. Buyer shall furnish and pay for, as applicable, ' 451 the survey, flood elevation certification, and documents required by Buyer's lender. t 452 (iii) FInCEN GTO NOTICE. If Closing Agent is required to comply with the U.S. Treasury Department's 453 Financial Crimes Enforcement Network ("FMCEN") Geographic Targeting Orders ("GTOs"), then Buyer 454 shall provide Closing Agent with the information related to Buyer and the transaction contemplated by this 455 Contract that is required to complete IRS Form 8300, and Buyer consents to Closing Agent's collection and 456 report of said information to IRS. 457 (iv) PROCEDURE: The deed shall be recorded upon COLLECTION of all closing funds. If the Title Commitment 456 provides insurance against adverse matters pursuant to Section 627.7841, F.S., as amended, the escrow closing 454 procedure required by STANDARD J shall be waived, and Closing Agent shall, subject to COLLECTION of all 460 closing funds, disburse at Closing the brokerage fees to Broker and the net sale proceeds to Seller. 461 J. ESCROW CLOSING PROCEDURE: If Title Commitment issued pursuant to Paragraph 9(c) does not provide 1i i 462 for insurance against adverse matters as permitted under Section 627.7841, F.S., as amended, the following 463 escrow and closing procedures shall apply: (1) all Closing proceeds shall be held in escrow by the Closing Agent 464 for a period of not more than 10 days after Closing; (2) if Seller's title is rendered unmarketable, through no fault of 465 Buyer, Buyer shall,within the 10 day period, notify Seller in writing of the defect and Seller shall have 30 days from 466 date of receipt of such notification to cure the defect; (3) if Seller fails to timely cure the defect, the Deposit and all 467 Closing funds paid by Buyer shall, within 5 days after written demand by Buyer, be refunded to Buyer and, 466 simultaneously with such repayment, Buyer shall return the Personal Property, vacate the Real Property and re- 469 convey the Property to Seller by special warranty deed and bill of sale; and (4) if Buyer fails to make timely demand 470 for refund of the Deposit, Buyer shall take title as is, waiving all rights against Seller as to any intervening defect 471 except as may be available to Buyer by virtue of warranties contained in the deed or bill of sale. 472 K. PRORATIONS; CREDITS: The following recurring items will be made current(if applicable)and prorated as of 473 the day prior to Closing Date, or date of occupancy if occupancy occurs before Closing Date: real estate taxes 474 (including special benefit tax assessments imposed by a CDD), interest, bonds, association fees, insurance, rents 475 and other expenses of Property. Buyer shall have option of taking over existing policies of insurance, if assumable, 476 in which event premiums shall be prorated. Cash at Closing shall be increased or decreased as may be required 477 by prorations to be made through day prior to Closing. Advance rent and security deposits, if any, will be credited 478 to Buyer. Escrow deposits held by Seller's mortgagee will be paid to Seller. Taxes shall be prorated based on 479 current year's tax. If Closing occurs on a date when current year's miilage is not fixed but current year's assessment 460 is available, taxes will be prorated based upon such assessment and prior year's miilage. If current year's 481 assessment is not available, then taxes will be prorated on prior year's tax. If there are completed improvements 482 on the Real Property by January 1st of year of Closing, which improvements were not in existence on January 181 483 of prior year, then taxes shall be prorated based upon prior year's miilage and at an equitable assessment to be 484 agreed upon between the parties, failing which, request shall be made to the County Property Appraiser for an 485 informal assessment taking into account available exemptions. In all cases, due allowance shall be made for the 486 maximum allowable discounts and applicable homestead and other exemptions. A tax proration based on an 487 estimate shall, at either party's request, be readjusted upon receipt of current year's tax bill. This STANDARD K 488 shall survive Closing. 489 L. ACCESS TO PROPERTY TO CONDUCT APPRAISALS, INSPECTIONS, AND WALK-THROUGH: Seller 490 shall, upon reasonable notice, provide utilities service and access to Property for appraisals and inspections, 491 including a walk-through (or follow-up walk-through if necessary) prior to Closing. 492 M. RISK OF LOSS: If, after Effective Date, but before Closing, Property is damaged by fire or other casualty 493 ("Casualty Loss") and cost of restoration (which shall include cost of pruning or removing damaged trees) does not 494 exceed 1.5% of Purchase Price, cost of restoration shall be an obligation of Seller and Closing shall proceed 495 pursuant to terms of this Contract. If restoration is not completed as of Closing, a sum equal to 125% of estimated f`DSS DS Buyer's Initials J Wage 9 of 12 Seller's Initials Florida Realtors ar-ASIS-5x Rev.6119©2017 Florida Realtorso,and The Florida Bar. All rights reserved, Sedafll:032208.000162.8538670For m ` Simplicity DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 i l STANDARDS FOR REAL ESTATE TRANSACTIONS ("STANDARDS") CONTINUED 496 cost to complete restoration (not to exceed 1.5% of Purchase Price)will be escrowed at Closing. If actual cost of 497 restoration exceeds escrowed amount, Seller shall pay such actual costs (but, not in excess of 1.5% of Purchase 498 Price). Any unused portion of escrowed amount shall be returned to Seller. If cost of restoration exceeds 1.5% of 499 Purchase Price, Buyer shall elect to either take Property "as is"together with the 1.5%, or receive a refund of the 50o Deposit thereby releasing Buyer and Seller from all further obligations under this Contract. Seller's sole obligation 501 with respect to tree damage by casualty or other natural occurrence shall be cost of pruning or removal. 502 N. 1031 EXCHANGE: If either Seller or Buyer wish to enter into a like-kind exchange (either simultaneously with 503 Closing or deferred)under Section 1031 of the Internal Revenue Code("Exchange"), the other party shall cooperate 504 in all reasonable respects to effectuate the Exchange, including execution of documents, provided, however, 505 cooperating party shall incur no liability or expense related to the Exchange, and Closing shall not be contingent i 506 upon, nor extended or delayed by, such Exchange. 507 0. CONTRACT NOT RECORDABLE; PERSONS BOUND; NOTICE; DELIVERY; COPIES; CONTRACT 508 EXECUTION: Neither this Contract nor any notice of it shall be recorded in any public records. This Contract shall 509 be binding on, and inure to the benefit of, the parties and their respective heirs or successors in interest. Whenever 510 the context permits, singular shall include plural and one gender shall include all. Notice and delivery given by or to 511 the attorney or broker (including such broker's real estate licensee) representing any party shall be as effective as 512 if given by or to that party. All notices must be in writing and may be made by mail, personal delivery or electronic 513 (including "pdf') media. A facsimile or electronic (including "pdf')copy of this Contract and any signatures hereon 514 shall be considered for all purposes as an original. This Contract may be executed by use of electronic signatures, 515 as determined by Florida's Electronic Signature Act and other applicable laws. f 516 P. INTEGRATION; MODIFICATION: This Contract contains the full and complete understanding and agreement 517 of Buyer and Seller with respect to the transaction contemplated by this Contract and no prior agreements or 518 representations shall be binding upon Buyer or Seller unless included in this Contract. No modification to or change 519 in this Contract shall be valid or binding upon Buyer or Seller unless in writing and executed by the parties intended 520 to be bound by it. 521 Q. WAIVER: Failure of Buyer or Seller to insist on compliance with, or strict performance of, any provision of this 522 Contract, or to take advantage of any right under this Contract, shall not constitute a waiver of other provisions or 523 rights. 1` 524 R. RIDERS; ADDENDA; TYPEWRITTEN OR HANDWRITTEN PROVISIONS: Riders, addenda, and typewritten 525 or handwritten provisions shall control all printed provisions of this Contract in conflict with them. 526 S. COLLECTION or COLLECTED: "COLLECTION" or "COLLECTED" means any checks tendered or 527 received, including Deposits, have become actually and finally collected and deposited in the account of Sze Escrow Agent or Closing Agent. Closing and disbursement of funds and delivery of closing documents 520 may be delayed by Closing Agent until such amounts have been COLLECTED in Closing Agent's accounts. 530 T. RESERVED. 531 U. APPLICABLE LAW AND VENUE: This Contract shall be construed in accordance with the laws of the State 532 of Florida and venue for resolution of all disputes, whether by mediation, arbitration or litigation, shall lie in the 533 county where the Real Property is located. 534 V. FIRPTA TAX WITHHOLDING: If a seller of U.S. real property is a "foreign person" as defined by FIRPTA, 535 Section 1445 of the Internal Revenue Code ("Code") requires the buyer of the real property to withhold up to 15% 536 of the amount realized by the seller on the transfer and remit the withheld amount to the Internal Revenue Service 537 (IRS) unless an exemption to the required withholding applies or the seller has obtained a Withholding Certificate 538 from the IRS authorizing a reduced amount of withholding. 539 (i) No withholding is required under Section 1445 of the Code if the Seller is not a "foreign person". Seller can 540 provide proof of non-foreign status to Buyer by delivery of written certification signed under penalties of perjury, 541 stating that Seller is not a foreign person and containing Seller's name, U.S. taxpayer identification number and 542 home address (or office address, in the case of an entity), as provided for in 26 CFR 1.1445-2(b). Otherwise, Buyer 543 shall withhold the applicable percentage of the amount realized by Seller on the transfer and timely remit said funds 544 to the IRS. 545 (ii) If Seller is a foreign person and has received a Withholding Certificate from the IRS which provides for reduced 546 or eliminated withholding in this transaction and provides same to Buyer by Closing, then Buyer shall withhold the 547 reduced sum required, if any, and timely remit said funds to the IRS. 548 (iii) If prior to Closing Seller has submitted a completed application to the IRS for a Withholding Certificate and has 549 provided to Buyer the notice required by 26 CFR 1.1445-1(c) (2)(i)(B) but no Withholding Certificate has been 550 received as of Closing, Buyer shall, at Closing, withhold the applicable percentage of the amount realized by Seller 551 on the transfer and, at Buyer's option, either(a) timely remit the withheld funds to the IRS or(b) place the funds in 552 escrow, at Seller's expense, with an escrow agent selected by Buyer and pursuant to terms negotiated by the f`DSS DS Buyer's Initials 1 J Page 10 of 12 Seller's initials FlorldaRealtors ' ar-ASIS-5x Rev.6I19 O 2017 Florida Realtorse and The Florida Bar. All rights reserved. Sesialk:032209-000162.8536670 Form - 5implicity DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 STANDARDS FOR REAL ESTATE TRANSACTIONS("STANDARDS")CONTINUED 553 parties, to be subsequently disbursed in accordance with the Withholding Certificate issued by the IRS or remitted 554 directly to the IRS if the Seller's application is rejected or upon terms set forth in the escrow agreement. 555 (iv) In the event the net proceeds due Seller are not sufficient to meet the withholding requirement(s) in this 556 transaction, Seller shall deliver to Buyer, at Closing, the additional COLLECTED funds necessary to satisfy the 557 applicable requirement and thereafter Buyer shall timely remit said funds to the IRS or escrow the funds for c 558 disbursement in accordance with the final determination of the IRS, as applicable. 559 (v) Upon remitting funds to the IRS pursuant to this STANDARD, Buyer shall provide Seller copies of IRS Forms 560 8288 and 8288-A, as filed. 561 W. RESERVED 562 X. BUYER WAIVER OF CLAIMS: To the extent permitted by law, Buyer waives any claims against Seller 563 and against any real estate licensee involved in the negotiation of this Contract for any damage or defects 564 pertaining to the physical condition of the Property that may exist at Closing of this Contract and be 565 subsequently discovered by the Buyer or anyone claiming by, through, under or against the Buyer. This 566 provision does not relieve Seller's obligation to comply with Paragraph 10U). This Standard X shall survive 567 Closing. 568 ADDENDA AND ADDITIONAL TERMS 569• 19. ADDENDA: The following additional terms are included in the attached addenda or riders and incorporated into this 570 Contract(Check if applicable): F] A. Condominium Rider ❑ K. RESERVED E] T. Pre-Closing Occupancy ❑ B. Homeowners'Assn. ❑ L. RESERVED ❑ U. Post-Closing Occupancy ❑ C. Seller Financing ❑ M. Defective Drywall ❑ V. Sale of Buyer's Property ❑ D. Mortgage Assumption ❑ N. Coastal Construction Control ❑ W. Back-up Contract ❑ E. FHANA Financing Line ❑ X. Kick-out Clause Y ❑ F. Appraisal Contingency F1 0. Insulation Disclosure ❑ Y. Seller's Attorney Approval ❑ G. Short Sale ❑ P. Lead Paint Disclosure (Pre-1978) ❑ Z. Buyer's Attorney Approval ❑ H. Homeowners/Flood Ins. ❑ Q. Housing for Older Persons ❑ AA. Licensee Property Interest ri ❑ I. RESERVED ❑ R. Rezoning ❑ BB. Binding Arbitration ❑ J. Interest-Bearing Acct. E] S. Lease Purchase/Lease Option E] CC. Miami-Dade County Special Taxing District Disclosure 3, ❑ Other: 571' 20. ADDITIONAL TERMS: See Addendum attached hereto and incorporated herein by reference. 572 573 574 575 576 577 578 579 580 589 582 583 584 565 586 587 568 COUNTER-OFFER/REJECTION 589* ❑ Seller counters Buyer's offer(to accept the counter-offer, Buyer must sign or initial the counter-offered terms and Soo deliver a copy of the acceptance to Seller). 591• ❑Sets Buyer's offer. / os Buyer's Initials Pagel 1 of 12 Seller's Initials VJ FloridaRealtors ar ASIS-5x Rev.6119©2017 Florida Realtors®and The Florida Bar. All rights reserved. Serial8:032208.000482-8636870 ®Form DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 1 592 THIS IS INTENDED TO BE A LEGALLY BINDING CONTRACT. IF NOT FULLY UNDERSTOOD, SEEK THE 593 ADVICE OF AN ATTORNEY PRIOR TO SIGNING. IF 59APPROVED BY THE FLORIDA REALTORS AND THE FLORIDA BAR. a THIS FORM HAS BEEN A 595 Approval of this form by the Florida Realtors and The Florida Bar does not constitute an opinion that any of the 596 terms and conditions in this Contract should be accepted by the parties in a particular transaction. Terms and 597 conditions should be negotiated based upon the respective interests, objectives and bargaining positions of all 598 interested persons. 599 AN ASTERISK (*) FOLLOWING A LINE NUMBER IN THE MARGIN INDICATES THE LINE CONTAINS A BLANK 600 TO BE COMPLETED. DocuSigned by: Y 9/15/2021 i 601' Buyer: 8 Date: 12A743350E6C464... 6D2' Buyer: Date: 603' Seller: Date: 9/19/2021 355F6DF34BEE46C... boa• Seller: Date: 605 Buyer's address for purposes of notice Seller's address for purposes of notice 606• Boynton Beach Community Redevelopment A enc Palm Beach County Housing Authority 607• 100 E. Ocean Ave., 4th Floor 3432 West 45th Street 608, Boynton Beach, FL 33435 West Palm Beach, Florida 33407 609 BROKER: Listing and Cooperating Brokers, if any, named below (collectively, "Broker"), are the only Brokers 610 entitled to compensation in connection with this Contract. Instruction to Closing Agent: Seller and Buyer direct 611 Closing Agent to disburse at Closing the full amount of the brokerage fees as specified in separate brokerage 612 agreements with the parties and cooperative agreements between the Brokers, except to the extent Broker has 613 retained such fees from the escrowed funds. This Contract shall not modify any MLS or other offer of compensation 614 made by Seller or Listing Broker to Cooperating Brokers. 615, N/A Fisher Auction Company 616 Cooperating Sales Associate, if any Listing Sales Associate I 617' N/A Lamar Fisher 618 Cooperating Broker, if any Listing Broker DS Buyer's Initials Page 12 of 12 Seller's Initials Florida ReallorslFloridaBar-ASIS-5x Rev.6119 02017 Florida Realtors&and The Florida Bar. All rights reserved. 8001:032208.000162.6636670 Form 5lmplicity DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 Addendum to "AS IS" Residential Contract For Sale and Purchase 1. Auction Process This Addendum is based upon vacant land (the "Property") being sold at auction pursuant to the terms of those certain General Terms and Conditions of Sale which have been made available within the Online Bidder Registration Instructions Package and are incorporated herein as reference as Exhibit"B". And as such, the additional provisions of this Addendum set forth below, shall be incorporated and made a part of that"AS IS" Residential Contract For Sale and Purchase herein after referred to as "Contract." It is understood and agreed that the purpose of the Auction is to sell the Property(ies)to the highest bidder(s)at the Auction, under terms and conditions set forth at the Auction and this Contract. If there is any conflict between this Addendum and any of the terms or provisions of the Contract, the terms and provisions of this Addendum shall prevail. 2. Sale is "AS IS" THE SALE OF THE PROPERTY IS AND WILL BE MADE ON AN "AS IS" "WHERE IS" "WITH ALL FAULTS" BASIS AND BASED UPON THE PROPERTY'S PRESENT CONDITION, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND OR NATURE, EXPRESS, IMPLIED OR OTHERWISE (EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT AND IN THE CLOSING DOCUMENTS), INCLUDING, BUT NOT LIMITED TO (i)ANY IMPLIED WARRANTIES OF HABITABILITY, GOOD, FAIR OR ADEQUATE CONDITION OR REPAIR OR GOOD, WORKMANLIKE CONSTRUCTION, AND (ii)ANY REPRESENTATION OR WARRANTY CONCERNING THE PHYSICAL, ENVIRONMENTAL, OR FINANCIAL CONDITION OF THE PROPERTY OR ANY INCOME, EXPENSES, CHARGES, LIENS, ENCUMBRANCES, RIGHTS OR CLAIMS ON OR AFFECTING OR PERTAINING TO THE PROPERTY OR ANY PART HEREOF. In addition to and without limiting the generality of the foregoing sentence, except as otherwise expressly set forth in this Agreement and in the Closing documents, Seller makes no representation or warranty of any kind whatsoever as to (i)the nature or condition of the soils on the Property; (ii)the drainage of or relating to the Property; (iii)the condition or repair of the Property; (iv)the nature or suitability to Buyer of any zoning, land use, Master Plan designation, Property use, plan classification, or existing governmental permits, licenses or approvals; (v)any test, report or similar assessment of the Property generated by a third party vendor not a party to this Agreement; (vi)the financial position or net operating income of the property, including the revenues and expenses thereof; or(vii)the presence or absence of any hazardous or toxic substances or materials, wastes, pollutants, mold, contaminants, oil or petroleum products or tanks on, under or within the Property or within watercourse or body of water near the Property or any violation of building, health or environmental laws and regulations. Buyer represents, warrants and agrees that Buyer has been provided a full and fair opportunity to complete all physical, environmental, legal, financial and other examinations relating to the acquisition of the Property hereunder before Buyer's execution of Contract and Buyer acknowledges that it will acquire the Property solely on the basis of such examinations, the express terms and conditions of this Agreement, the special warranties of title contained in the General Warranty Deed and the title insurance protection afforded by the owner's policy of title insurance issued in connection with the transaction. Buyer hereby agrees and confirms that Buyer completed all inspections of the Property deemed necessary by Buyer including but not limited to liens, open permits, municipal violations, violations of building and environmental rules and regulations, books and/or records affecting the Property and survey (including flood elevation). Buyer shall indemnify Seller for any and against all liability, including, but not limited to, bodily injury or damage to Property (including the Property itself) arising out of Buyer's inspections of the Property. Buyer shall also indemnify Seller for liens, claims or liability which may be filed or DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 result against the Property by persons or entities employed or contracted by Buyer to perform inspections of the Property. This indemnity shall survive termination of this Agreement. During the inspection of the Property prior to execution of Contract, Buyer had the Property surveyed or waived the right to survey the Property. Buyer agrees hereby to accept the Property for Closing notwithstanding any encroachments on the Property, specifically encroachments on setbacks lines, easements or lands of others. Any survey objection shall be deemed a Permitted Exception to Title. Buyer has procured an elevation certificate and verified the flood zone applicable to Property and hereby accepts the flood designation of the Property for all purposes of this Contract. 3. Execution of Contract The Successful Bidder shall be required to execute the Contract and Addenda within (24) hours of his/her receipt of such documents. The "Total Purchase Price" shall be the Successful Bid plus 10% (Buyer's Premium)of such Successful Bid. The sale of the Property to the Highest and Successful Bidder is subject to the Seller's final approval and acceptance of price. 4. Deposit An Escrow Deposit equal to 10% of the Total Purchase Price is due within twenty-four(24) hours from receipt of the Contract. The Escrow Deposit must be sent via Federal wire transfer to Title Xperts, LLC ("Escrow/Settlement Agent"). 5. No Contingencies The Contract is not contingent upon any matters of any kind including financing or post due diligence. 6. Closing Costs Seller shall cause an ALTA standard Title Commitment and Owner's Title Insurance Policy in an amount equal to the Total Purchase Price to be furnished to the Buyer, at the Buyer's expense. The Commitment and Owner's Title Insurance Policy shall be issued by the Escrow Agent from either Fidelity National Title Insurance Company or Westcor Land Title Insurance Company. It is understood and agreed that fee simple title to the Property is being sold to the Buyer without representation or warranty and subject to the Permitted Exceptions. The Property is sold free and clear of all liens, claims, encumbrances and other interests including any back real estate taxes owed. 7. Closing Closing shall occur on or before (45)calendar days from the date the Contract was fully executed by both Buyer and Seller. The Buyer shall pay the Total Purchase Price at Closing by wire transfer of immediately available funds. 8. Brokers Each party warrants to the other that no broker or finder other than Fisher Auction Company and Buyer's Qualifying Licensed Real Estate Agent, if applicable (the "Broker") has been engaged or consulted by the warranting party or any affiliated person or entity of such party or is in any way entitled to compensation as a consequence of the sale of the Property to Purchaser. It shall be the obligation of the Seller to pay the Broker a real estate commission in such amounts and upon such terms as agreed upon between Seller and Broker pursuant to a separate agreement. Each party hereby indemnifies, defends and holds the other party harmless from any loss, cost (including reasonable attorneys' fees), damage, claim, DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 demand or liability for any such commission or fee incurred by the indemnified party and arising by, through or under the indemnifying party. 9. Misc. When executed by Seller and Buyer, this Contract shall be binding on all parties, their heirs, personal representatives, successors and assigns. If Buyer fails to perform under this Contract, then, as Sellers' sole and exclusive remedy under this Contract, the Escrow Agent is hereby irrevocably immediately directed and instructed that the Escrow Deposit shall be forfeited and paid over to Seller as agreed liquidated damages in order to compensate Seller for the damages caused by such breach and not as a penalty. In the event any litigation arises under this Contract, the prevailing party shall be entitled to recover from the non-prevailing party all of their reasonable attorney's fees, court costs, and expenses, including those incurred on appeal. The provisions of this section shall survive closing or earlier termination of this Contract. THE PARTIES HEREBY IRREVOCABLY WAIVE THEIR RIGHTS TO A TRIAL BY JURY WITH RESPECT TO ANY CLAIM OR CONTROVERSY ARISING OUT OF OR RELATED TO THIS CONTRACT. If any provision of this Contract is held or rendered illegal or unenforceable, it shall be considered separate and severable from this Contract and the remaining provisions of this Contract shall remain in force and bind the parties as though the illegal or unenforceable provision had never been included in this Contract. --Docu5�o Date: Signed by: Buyer: I �� -1-�� -M-. 9/15/2021 1 I 12A743350E6C404... Palm Beach County Housing Authority --DocuSigned by: Seller: 6VXS_Cz yf Date: 9/19/2021 By: 355F6DF34BEE46C... DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 "EXHIBIT B" GENERAL TERMS AND CONDITIONS OF SALE Please review this document("Terms and Conditions")carefully.In order to be eligible to bid on the Properties,a Bidder must sign their Acknowledgment and Acceptance of these General Terms and Conditions of Sale. 1. START/END DATES AND TIMES: The Online Real Estate Auction("Online Auction"or"Auction")will begin at 10:00 AM Eastern Time on Tuesday,September 14tH 2021 and begin concluding at 10:00 AM Eastern Time, on Wednesday,September 15th,2021 with one (1) lot closing every five (5) minutes, subject to any time extensions, on Fisher Auction Company's Online Bidder Application which can be accessed through the Fisher Auction Company website. 2. ONLINE AUCTION REGISTRATION: Registration is required to become a qualified and eligible online bidder("Bidder").To register,a prospective Bidder must: (a)Complete the Online Bidder Registration Form providing Bidder's full name,company name,residence/business addresses with telephone numbers,cellular telephone number,facsimile number,email address,a copy of a State valid driver's license number or a valid passport,and the name(s)and/or entity in which the Bidder will take title to the Property/Properties. (b) Bidders must provide a valid credit card in which a$5,000.00 pre-authorization hold will be placed,before being able to participate in the bidding.This pre-authorization hold will be released at the conclusion of the Auction unless you are the Successful Bidder at which point the pre-authorization hold will be released upon receipt of the escrow deposit(s) by the Escrow Agent. (c) Sign/Date/Time an acknowledgment that the Bidder has read and agrees to be bound by these General Terms and Conditions of Sale. (d)Execute the Online Bidder Contract. (e) Return the required three(3)executed documents to Auctioneer,2112 East Atlantic Boulevard, Pompano Beach,Florida 33062;Facsimile:954.782.8143;Email:info@fisherauction.com no later than 5:00 PM ET Tuesday,September 14th,2021. 3. SUCCESSFUL BID, PURCHASE PRICE (INCLUDES BUYER'S PREMIUM), ESCROW DEPOSIT(S), NON-CONTINENT "AS IS" CONTRACT FOR SALE AND PURCHASE AND ADDENDA: (a) When the Seller accepts the highest bid ("Successful Bid") for a Property, then the Successful Bidder will be required to execute,as Buyer("Buyer")(i)the non-contingent"AS IS"Contract for Sale and Purchase and any and all Addenda("Contract"), which has been previously furnished to Bidder, immediately upon receipt of such documents,with no changes/exceptions (ii) initiate a wire transfer for the Escrow Deposit,which will be 10%of the Total Purchase Price to the Escrow Agent,Title Xperts,LLC.Bidder will have no later than twenty-four(24)hours from receipt of the Contract to execute and return the Contract. If the Successful Bidder does not initiate the wire for the Escrow Deposit(s)as stated above and execute and return the Contract within twenty-four(24) hours from the receipt of such documents,they will be considered in default and the$5,000 credit card hold will be processed and considered as liquidated damages. (b)The amount of(i)the Successful Bid AND(ii)10%of the Successful Bid("Buyer's Premium"),added together,will be the Total Purchase Price("Purchase Price")for the Property to be purchased by the Buyer under the Contract together with closing costs as further provided in the Contract. 4. CLOSINGS AND PAYMENT OF PURCHASE PRICE: (a)The Closings("Closing")will be on or before 45 calendar days from the date the Contract is fully executed by both Buyer and Seller. Seller shall only have the right to extend the Closing for an additional thirty(30)calendar days by providing written notice to the Buyer.The Closing will be coordinated and administered through the offices of the Settlement Agent;Title Xperts, LLC;560 Village Boulevard,Suite 140,West Palm Beach,Florida 33409; Phone:561.510.2294. (b) The remaining balance of the Purchase Price will be due and payable by Buyer at Closing by Federal Wire Transfer of immediately available funds, pursuant to written instructions from the Escrow Agent/Settlement Agent. Buyer shall receive credit for the Escrow Deposit(s), upon clearance, which shall be released from escrow and applied by the Escrow Agent / Settlement Agent towards the Purchase Price at Closing. (c)Time shall be of the essence as to Buyer's obligations in these General Terms and Conditions and as described in the Contract. 5. TITLE INSURANCE and ZONING: (a) Seller, at Buyer's expense, will procure a Title Commitment and Owner's Title Insurance Policy on the Property(ies). The premium for the Owner's Title Policy shall be paid by the Buyer. The Commitment and Owner's Title Insurance Policy shall be issued by the Settlement Agent from either Fidelity National Title Insurance Company or Westcor Land Title Insurance Company. (b)Except as provided for herein,it is understood and agreed that fee simple title to the Property(ies)is being sold to the Buyer(s), free and clear or all liens,without representation or warranty and subject to the Permitted Exceptions. (c)The Seller will convey title by a General Warranty Deed("Deed"). DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 (d)Title to the Property(ies)will be subject to the exceptions set forth in the proposed Commitment("Permitted Exceptions"). Buyer agrees to take title to the Property(ies)subject to the Permitted Exceptions, among other matters as described in these General Terms and Conditions of Sale and in the Contract. (e)Buyer agrees that the Property(ies)are subject to all laws,ordinances,codes,rules and regulations of applicable governmental authorities pertaining to the ownership, use and occupancy of the Property(ies) including, but not limited to, zoning, land use, building codes and agrees to take title subject to such matters, and the following permitted exceptions: (i) all covenants, restrictions,easements and agreements of record now on the Property(ies);(ii)all liens for unpaid municipal charges not yet due; (iii) the state of facts which would be shown by a current survey or inspection of the Property(ies); (iv) any Homeowner's Association Documents/Fees;(v)any matter created by or through Buyer(s);(vi)any title matters which Buyer(s)have accepted or are deemed to have accepted as set forth in the Contract; and (vii) such other matters that will not make the Property(ies) unusable or unmarketable for residential purposes. (f)Seller is not providing to Buyer any surveys of the Property(ies). In the event Buyer desires to obtain a survey a Property(ies), Buyer will be solely responsible to obtain,and pay for,such survey without reducing the proceeds of the Purchase Price payable to Seller at the Closing.Buyer shall not have the right to terminate the Contract based upon the results of the survey. 6. BUYER'SACKNOWLEDGEMENTS: (a)The sale of the Property(ies)is an"All Cash"transaction and shall not be subject to any contingencies,or post due diligence. (b)The Seller,Auctioneer and their representatives,attorneys,agents,and sub-agents,assume no liability for errors or omissions in this or any other property listing or advertising or promotional/publicity statements and materials.The Seller,Auctioneer and their representatives, attorneys, agents and sub-agents, make no representation or guarantee as to the accuracy of the information herein contained or in any other property listing or advertising or promotional/publicity statements and materials. Neither Auctioneer nor the Seller has any obligation to update this information. Neither Auctioneer nor the Seller,their Agents and Sub-Agents,attorneys, Escrow Agent/Settlement Agent, representatives, members, managers or affiliates has any liability whatsoever for any oral or written representations,warranties, or agreements relating to a Property except as is expressly set forth in the Contract. (c)The Property(ies)are sold in its"AS IS AND WHERE IS"condition and with all faults and defects,with no representations or warranties,express or implied. All Bidders are encouraged to inspect the Property(ies) prior to placing any bid at the Online Auction and the Successful Bidder,as Buyer,acknowledges that they have had a reasonable opportunity to inspect and examine all aspects of the Property(ies)and make inquiries of applicable governing authorities pertaining to such matters in connection with the Property(ies) as Buyer has deemed necessary or desirable prior to the Online Auction. Bidders should review all applicable zoning, land use, code compliance, environmental matters, physical condition, and any and all other governmental statutes,ordinances, rules, laws and regulations and do such other due diligence in advance of execution of this document and all of the accompanying documents in connection with the purchase of the Property(ies)("Governing Documents").Please review all Governing Documents carefully,and seek the advice of an attorney. (d)Competitive bidding is an essential element of an Online Auction sale,and such a sale should be conducted fairly and openly with full and free opportunity for competition among bidders.Any conduct,artifice,agreement,or combination the purpose and effect of which is to stifle fair competition and chill the bidding, is against public policy and will cause the sale to be set aside. Collusion/Bid Rigging is a Federal Felony punishable by imprisonment and fine.Auctioneer will report all illegal conduct to the F.B.I.and cooperate with any prosecution. (e)The Properties may be withdrawn from the Online Auction at any time without notice and are subject to prior sale. (f)Seller,in its absolute sole discretion,reserves the right to amend,negotiate,modify,or add any terms and conditions to these General Terms and Conditions of Sale,the Contract and to announce such amendments, modifications,or additional terms and conditions at any time,including during this Online Auction. (g)The highest bid shall be the Successful Bid only if same is acceptable to and accepted by Seller,by and through the Auctioneer via this Online Auction,and as evidenced by Seller and the Successful Bidder,as Buyer,each executing the Contract. (h) Back-up bids will be recorded and received by Seller in Seller's absolute discretion.Should the Property(ies) not close with the Buyer(s)or should the Buyer(s)not comply with any term or condition of any document executed by Buyer(s)in connection with the Property(ies),the Seller will have the option,but not the obligation,to pursue back-up bids. (i)If you are unsure about anything regarding the Property(ies)or the Governing Documents,do not place a bid or participate in the Online Auction. Review of the Governing Documents and all of the terms and conditions as well as a review of the Property(ies) before making any bids is strongly recommended and you will be deemed to have done so on execution of these General Terms and Conditions of Sale. (j) At the close of this Online Auction, upon the acceptance of the Purchaser's bid is an acknowledgment that such bid is the highest bid,at which time it became a binding agreement to purchase the Property(ies).Whether such bid is accepted is subject to this Agreement, including any announcements/notices made by the Auctioneer.Thereafter,you may not withdraw your bid and you are obligated to execute the Contract(s). (k) In the event a conflict exists between the Contract and the General Terms and Conditions of Sale,then, (i) prior to Buyer's execution and delivery of the Contract,the terms of the General Terms and Conditions of Sale shall govern and control and (ii) DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 following Buyer's execution and delivery of the Contract,the terms of the Contract shall govern and control over the General Terms and Conditions of Sale. 7. ANNOUNCEMENTS/NOTICES: All announcements/notices provided to the Bidders shall supersede and take precedence over all previously written or printed material and any other oral statements made; provided however that the Auctioneer shall not be authorized to make any representation or warranty (express or implied) with respect to the Properties. The Auctioneer has the sole and absolute discretion to make any announcements via this Online Auction,including but not limited any announcements that may amend or alter these Online Auction terms,conditions,or procedures that were previously set forth in written materials. In the event of a dispute over the bidding process,the Auctioneer shall make the sole and final decision and will have the right either to accept or reject the final bid or re-open the bidding. 8. DEFAULT: If the Buyer fails to comply with any of these General Terms and Conditions of Sale,the Seller shall retain the required Escrow Deposit(s),which shall be considered fully earned and non-refundable,under this Agreement and/or the Contract as liquidated damages and not as a penalty. The Escrow Agent/Settlement Agent must immediately release the Escrow Deposit(s) upon request of the Seller. Buyer acknowledges and understands that this provision is enforceable and shall not be deemed a penalty because the damages are not readily ascertainable and generally impossible to calculate under the circumstances.Upon Default and notice of same by Seller to Escrow Agent/Settlement Agent,Buyer understands and agrees to the immediate release of the Escrow Deposit(s)funds to the Seller by Escrow Agent/Settlement Agent without the requirement of further documentation or consent from Buyer.Additionally,in the event the Successful Bidder fails to submit the executed Contract(s)and required Escrow Deposit(s)as required by these General Terms and Conditions of Sale,the Successful Bidder authorized the Auctioneer to charge a fee of Five Thousand Dollars($5,000.00)which amount will be charged to the high bidder's credit card.If such charge occurs,a four percent(4%)processing fee will be added to the charge.The Auctioneer and the Seller also reserve the right to immediately put the Property(ies) up for sale again.These remedies are in addition to any other remedies, including specific performance and/or additional money damages that the Seller and/or the Auctioneer may have in equity or at law. 9. REPRESENTATIONS: All information was derived from sources believed to be correct, but is not guaranteed. Bidders shall rely entirely on their own information,judgment,and inspection of the Property(ies)and records. Neither the Seller nor Auctioneer, it's Agents and Sub- Agents makes any representation or warranties as to the accuracy or completeness of any information provided. All sizes, dimensions,drawings are approximations only. 10. BROKER PARTICIPATION: Three Percent(3%)of the Final Bid Price will be paid to a qualified Licensed Real Estate Broker("Broker")whose registered Buyer's offer is accepted by the Seller and closes on the Property, provided the Broker is not prohibited by law from being paid such commission.To qualify for a commission,the Broker must first register their prospect on the MANDATORY REAL ESTATE BUYER BROKER PARTICIPATION REGISTRATION form.The form must be received by the office of Auctioneer no later than 5:00 PM ET, Tuesday,September 141h,2021.This registration MUST be sent to Auctioneer,2112 East Atlantic Boulevard,Pompano Beach,FL 33062. Brokers may fax their broker registration(s) to 954-782-8143 or email to info@fisherauction.com. NO LATE REGISTRATIONS WILL BE ACCEPTED.Commissions will be paid only after closing.Brokers are not required to attend the Closings. If a Broker has not met all of these requirements, no commission will be paid to the Broker, even if the Broker's prospect purchases the Property. No oral registrations will be accepted.Under no circumstances whatsoever will any commission be paid if the sale does not close for any reason. 11.FINAL BID PRICE: The final bid price for the Property(ies)shall be determined by competitive bidding at the Auction.The Property(ies)is being sold to the highest bidder with the highest bid being subject to the Seller's final approval and acceptance of price,plus the ten percent (10%)Buyer's Premium and is subject to the terms and conditions of the Governing Documents. 12.ACKNOWLEDGMENT AND ACCEPTANCE: The Undersigned Bidder(s) acknowledge receipt of a copy of these General Terms and Conditions of Sale and having read and understood the provisions set forth therein,accepts same and agrees to be bound thereby.Facsimile or electronic signatures will be treated and considered as original. 13.HOLD HARMLESS: Auctioneer cannot, and will not, be held responsible for any interruption in service, bidding extension times, errors, and/or omissions,caused by any means,therefore they cannot guarantee continual, uninterrupted or error free service as the website could be interfered with by means out of Auctioneer's control. Bidder acknowledges that this Online Auction is conducted electronically and relies on hardware and software that may malfunction without warning.The Auctioneer may void any sale, temporarily suspend bidding, extend bidding times and re-sell the Property(ies) that were affected by any malfunction. The decision of the Auctioneer is final. 14. INDEMNIFICATION: Buyer(s)shall defend,indemnify,and hold harmless Auctioneer,Seller and their officers,directors,employees,and agents,from and against any and all claims,demands,causes of action,costs,liabilities,losses,damages,and expenses(including reasonable DocuSign Envelope ID:3011682F-6A11-47F6-B344-E2B9DDB53604 attorneys and expert witness fees and expenses)(collectively,"Claims"),and by whomever brought,to the extent arising out of or in any way related to (i)the sale of, (ii)the performance of the parties' obligations under this Agreement; (iii) the physical condition and quality(and express or implied representations regarding such condition and quality)of the Property(ies)or any portion thereof, (iv)any breach of these General Terms and Conditions of Sale,Governing Documents, or the Contract; (v)any claim arising from the sale of the Property(ies);(vi)any claim arising from Buyer's participation in the Online Auction;or(vii)any other act,omission or representation by Buyer. 15. GOVERNING LAW/JURISDICTION/VENUE: This Agreement shall be construed,enforced and governed by the laws of the State of Florida,without regard to choice of law and similar doctrines. The parties consent to jurisdiction in the State of Florida and venue,for any litigation arising out of this Agreement. 16. WAIVER OF JURY TRIAL: EACH PARTYTO THIS AGREEMENT HEREBY KNOWINGLY,VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHTTHEY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED UPON THIS AGREEMENT OR ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ANY OTHER AGREEMENT CONTEMPLATED AND EXECUTED IN CONNECTION HEREWITH, OR ANY COURSE OF DEALING,COURSE OF CONDUCT,STATEMENTS(WHETHER VERBAL OR WRITTEN)OR ACTIONS OF ANY PARTY HERETO. 17. ATTORNEY'S FEES: If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret any provision or provisions of this Agreement,the prevailing party will be entitled to reasonable attorneys'fees and costs,whether at the trial court and appellate level,in addition to all other costs associated with the action whether or not the action advances to judgment, in addition to any other relief to which that party may be entitled. 18. ENTIRE AGREEMENT: This Agreement embodies the entire agreement between the parties relative to the subject matter,and there are no oral or written agreements between the parties,or any representations made by either party relative to the subject matter,which are not expressly set forth herein.To the extent that any of the terms or provisions contained herein differs or conflicts with those contained within the Contract,the Contract shall control. From: Kiarra Rodriguez-Title Xperts To: kdodoe@llw-law.com;Shutt.Thuv Cc: Gail Jiion,Title Xperts;Title Xperts Closina Team Subject: TXC-2021-51//404 Northwest 12th Avenue,Boynton Beach,FL 33435::Title Closing Update Date: Friday,October 29,20215:25:02 PM Good Afternoon, Happy Friday. Hope all is well. Please be advised that the closing date is being extended to on or before Friday, December 3, 2021. The seller is extending the closing date pursuant to paragraph 4 of Exhibit B to the Purchase and Sale Contract. We will be reaching out to schedule/reschedule signing times accordingly. Feel free to advise if you have any questions at all. Thank you! LOOKING AHEAD:: The scheduled closing date is currently calendared as 11/03/2021. Do notify us if this date has changed. If this is a financed transaction, we must have the lender's clear to close 48 hours prior to closing, and a final balanced closing disclosure with the lender's loan document package no less than 24 hours prior to the scheduled closing date. Our wire cut-off time is 4 p.m. Plan to schedule closings no later than 2 p.m. for same-day funding via wire transfer. Marra Rodriguez Closing Coordinator Title Xperts, LLC Knowledge. Clarity. Superior Service. 560 Village Boulevard, Suite 140 West Palm Beach, FL 33409 Office: (561) 510-2294 Fax: (561) 510-2295 Email: kiarrae,titlexperts.com BEWARE: There are currently high incidences of theft of closing funds via fraudulent wiring instructions. Please note our wire instructions are sent via a secure document portal. If you receive any communication regarding a change in our wiring instructions, contact our office via tele hone immediately. An email is not sufficient. ISO NOT wire funds until you receive verbal confirmation from our office. NOTICE: This email is privileged, confidential,protected, and intended for the use of the individual to whom it is addressed. If you are not the intended recipient or the agent responsible for delivery to the intended agent, be advised that you have received this email in error and that any use, dissemination, reading, forwarding,printing, or copying of this email is strictly prohibited. If you have received this email in error,please notify the sender and delete this email from your system. Thank you. rx — �p r Y. c s 7 f d � � , t- c 1 r f s j u f ,E w r r U. 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Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: 404 NW 12th Avenue,Boynton Beach,FL 33435-Bid($61,000)outbid Date: Wednesday,September 15,2021 12:01:02 PM Dear Thuy You have received the following notification: 404 NW 12th Avenue, Boynton Beach, FL 33435 - Bid ($61,000) outbid Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 18: 404 NW 12th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: 406 NW 12th Avenue,Boynton Beach,FL 33435-Bid($53,000)outbid Date: Wednesday,September 15,2021 11:51:38 AM Dear Thuy You have received the following notification: 406 NW 12th Avenue, Boynton Beach, FL 33435 - Bid ($53,000) outbid Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 19: 406 NW 12th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: 406 NW 12th Avenue,Boynton Beach,FL 33435-Bid($57,000)outbid Date: Wednesday,September 15,2021 12:07:53 PM Dear Thuy You have received the following notification: 406 NW 12th Avenue, Boynton Beach, FL 33435 - Bid ($57,000) outbid Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 19: 406 NW 12th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: 408 NW 12th Avenue,Boynton Beach,FL 33435-Bid($53,000)outbid Date: Wednesday,September 15,2021 11:51:46 AM Dear Thuy You have received the following notification: 408 NW 12th Avenue, Boynton Beach, FL 33435 - Bid ($53,000) outbid Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 20: 408 NW 12th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: 408 NW 12th Avenue,Boynton Beach,FL 33435-Bid($57,000)outbid Date: Wednesday,September 15,2021 12:15:04 PM Dear Thuy You have received the following notification: 408 NW 12th Avenue, Boynton Beach, FL 33435 - Bid ($57,000) outbid Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 20: 408 NW 12th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: 432 NW 13th Avenue,Boynton Beach,FL 33435-Bid($51,000)outbid Date: Wednesday,September 15,2021 11:18:44 AM Dear Thuy You have received the following notification: 432 NW 13th Avenue, Boynton Beach, FL 33435 - Bid ($51,000) outbid Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 29: 432 NW 13th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: 434 NW 13th Avenue,Boynton Beach,FL 33435-Bid($51,000)outbid Date: Wednesday,September 15,2021 12:18:45 PM Dear Thuy You have received the following notification: 434 NW 13th Avenue, Boynton Beach, FL 33435 - Bid ($51,000) outbid Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 30: 434 NW 13th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: 436 NW 13th Avenue,Boynton Beach,FL 33435-Bid($51,000)outbid Date: Wednesday,September 15,2021 12:18:48 PM Dear Thuy You have received the following notification: 436 NW 13th Avenue, Boynton Beach, FL 33435 - Bid ($51,000) outbid Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 31 : 436 NW 13th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: An identical bid was just accepted.The current minimum bid is 66,000. Bid again! Date: Wednesday,September 15,2021 12:01:30 PM Dear Thuy You have received the following notification: An identical bid was just accepted. The current minimum bid is 66,000. Bid again! Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 18: 404 NW 12th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: Max bid of$53,000 reached.You are the high bidder,however no more automatic bids will be placed on your behalf. Date: Wednesday,September 15,2021 11:10:11 AM Dear Thuy You have received the following notification: Max bid of $53,000 reached. You are the high bidder, however no more automatic bids will be placed on your behalf. Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 20: 408 NW 12th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: Max bid of$57,000 reached.You are the high bidder,however no more automatic bids will be placed on your behalf. Date: Wednesday,September 15,2021 11:54:37 AM Dear Thuy You have received the following notification: Max bid of $57,000 reached. You are the high bidder, however no more automatic bids will be placed on your behalf. Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 19: 406 NW 12th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: Max bid of$58,000 reached.You"ve been outbid.The current minimum bid is 60,000. Bid again! Date: Wednesday,September 15,2021 11:53:17 AM Dear Thuy You have received the following notification: Max bid of $58,000 reached. You've been outbid. The current minimum bid is 60,000. Bid again! Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 18: 404 NW 12th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. Sincerely, FisherAuction Company (954) 942-0917 info anfisherauction.com If you would like to stop receiving these emails please turn off email notifications in Edit Account Fisher Auction Company 2112 East Atlantic Boulevard, Pompano Beach, FL 33062 9549420917 }f?c_ rd.1.1__�s From: info@fisherauction.com To: Shutt,Thuv Subject: Max bid of$60,000 reached.You"ve been outbid.The current minimum bid is 62,000. Bid again! Date: Wednesday,September 15,2021 12:08:27 PM Dear Thuy You have received the following notification: Max bid of $60,000 reached. You've been outbid. The current minimum bid is 62,000. Bid again! Auction: Real Estate Auction - By Order of the Palm Beach County Housing Authority Item: Lot 19: 406 NW 12th Avenue, Boynton Beach, FL 33435 (view item) Thank you for participating in our auction. 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SUBJECT: Discussion and Consideration of the Responses to the RFP/RFQ for the 115 N. Federal Hwy I nfill Mixed Use Redevelopment Project Development Proposals SUMMARY: On July 13, 2021, the CRA Board approved the issuance of the 115 N. Federal Highway Infill Mixed Use Redevelopment Project RFP/RFQ (see Attachment 1) for the acquisition and redevelopment of various BBCRA owned parcels including 115 N. Federal Highway, Boynton Beach, Florida; adjacent parcels for which the BBCRA has secured the property owners' consent to include in this RFP/RFQ and which the BBCRA anticipates owning prior to project commencement; and other parcels not owned or controlled by the BBCRA, as referenced and identified on Attachment "A," Aerial Map/Parcel Map, and hereinafter collectively referred to as the "Project Site". As of the submission deadline of by the October 19, 2021, the CRA received five proposals from the following development entities (see Attachment 11): • U.S. Construction, Inc. • Related Urban Development Group (RUDG), LLC • Hyperion Development Group • E2L Real Estate Solutions, LLC • Affiliated Development The RFP/RFQ document listed potential incentives, site plan requirements, submission requirements, and evaluation and selection requirements. CRA staff has commenced review of each of the five proposals for sufficiency, adherence to the RFP/RFQ requirements, financial components and other evaluation criteria (Attachments III-XII). Pursuant to Section 16.k of the RFP/RFQ, the CRA has obtained a consultant, Mr. Barry Abramson of Abramson and Associates, Inc. (https://www.abramsonassoc.com) to provide a third-party financial analysis of the development proposals (see Attachment XI 11) in accordance with the Evaluation and Selection Criteria and provide recommendations to the CRA Board. Mr. Abramson will be available virtually to present his findings and answer questions at the November 30th and December 14th meetings. As indicated in the RFP/RFQ, each Proposer/Developer will provide a brief presentation of their development proposals to the CRA Board at which time the Board may take public comments, ask questions, and/or provide comments to each Proposer. The final selection or no selection, of a Proposer/Developer is solely at the discretion of the CRA Board. FISCAL IMPACT: To be determined by the CRA Board CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRAAB RECOMMENDATION: At their November 4, 2021 meeting, the CRA Advisory Board made the following recommendations in order of preference: 1. Related Urban Development Group (RUDG), LLC 2.Affiliated Development 3. E21- Real Estate Solutions, LLC and U.S. Construction, Inc. 4. Hyperion Development Group The November 4, 2021 CRAAB meeting in its entirety is available at: https://youtu.be/g8ocTc83j2o or https://boyntonbeach.novusagenda.com/agendapubIic/M eetingView.aspx? MeetinglD=443&MinutesMeetinglD=-1&doctype=Agenda — Click on Meeting Video at the top of the page. CRA BOARD OPTIONS: To be determined by the CRA Board. ATTACHMENTS: Description D Attachment I(a) -2021 115 N. Federal Hwy Infill M U RFP RFQ D Attachment I(b) -Addenda D Attachment II - Proposals List D Attachment III -Affiliated Development Presentation D Attachment IV - E2L Real Estate Solutions, LLC Presentation D Attachment V - Hyperion Group LLC Presentation D Attachment VI - Related Urban Presentation D Attachment VII - US Construction, Inc. Presentation D Attachment VIII(a) -Affiliated Development Proposal - Part 1 D Attachment VIII(b) -Affiliated Development Proposal - Part 2 D Attachment IX(a) - E2L Real Estate Solutions, LLC Proposal - Part 1 D Attachment IX(b) - E2L Real Estate Solutions, LLC Proposal - Part 2 D Attachment X(a) - Hyperion Group LLC Proposal - Part 1 D Attachment X(b) - Hyperion Group LLC Proposal - Part 2 D Attachment XI(a) - Related Urban Proposal - Part 1 D Attachment XI(b) - Related Urban Proposal - Part 2 D Attachment XI(c) - Related Urban Proposal - Part 3 D Attachment XII(a) - US Construction, Inc. Proposal D Attachment XIII -Abramson &Associates, Inc. Financial Analysis { �na i - 6, 1 B TO f S oym I N 1 , E AC H k C R_A Nava �lr,, COMMUN17Y REDEVELOPMENT AGENCY BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY REQUEST FOR PROPOSALS AND DEVELOPER QUALIFICATIONS 115 N. Federal Highway Infill Mixed-Use Redevelopment Project Location: Boynton Beach Community Redevelopment (BBCRA) Owned Properties Issue Date: July 23, 2021 Submittal Deadline: October 19, 2021, no later than 2:00 p.m. The Boynton Beach Community Redevelopment Agency (BBCRA) is issuing this Request for Proposals and Developer Qualifications (RFP/RFQ) for the acquisition and redevelopment of various BBCRA owned parcels including 115 N. Federal Highway, Boynton Beach, Florida,; adjacent parcels for which the BBCRA has secured the property owners' consent to include in this RFP/RFQ and which the BBCRA anticipates owning prior to project commencement; and other parcels not owned or controlled by the BBCRA, as referenced and identified on Attachment "A," Aerial Map/Parcel Map, and hereinafter collectively referred to as the "Project Site". The BBCRA will accept sealed proposals at its office located in City Hall at 100 E. Ocean Avenue, 41" floor, Boynton Beach, FL 33435 ON OR BEFORE October 19, 2021, no later than 2:00 p.m. Eastern Standard Time (EST), as determined by the time stamp or clock at the BBCRA's reception area. Responses to this RFP/RFQ ("Proposals") received after 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 www.boyntonbeachcra.com (Select RFPs/RFQs/ITBs from the Business & Development top drop down menu). 1. Property Disposal and Project Description This RFP/RFQ is being issued for a project known as the 115 N. Federal Highway Infill Mixed-Use Redevelopment Project (the "Project"), and is seeking proposals for the acquisition and redevelopment of a BBCRA-owned property located at the Project Site as described in Attachment "A," Aerial Map/Parcel Map. The development will consist of a mixed-use Page 1 of 30 development project providing retail, office, public parking, and residential uses with a workforce housing component as specified in Paragraphs 9 and 10. The property being offered (including the parcels the BBCRA is in the process of negotiating acquisition) is approximately 2.28 acres.The property is located within the Downtown District as described in the 2016 BBCRA Community Redevelopment Plan and may be accessed online at https://www.boyntonbeachcra.com/home/showpublisheddocument/14/637296289931970000 (Pages 71-80). It carries a recommended Future Land Use of Mixed-Use High with a corresponding Zoning designation of Mixed-Use Core. The recommended land use and zoning designations provide for a density of 80 units per acre with a maximum allowable building height of 150 feet. Under defined circumstances, allowable density may be increased by twenty-five percent (25%) if a proposed development meets certain requirements under the City of Boynton Beach's Workforce Housing Ordinance. It is the responsibility of each proposer to review the City of Boynton Beach Land Development Regulations, and applicable site plan and design guidelines and limitations. Additionally, the Project Site is located within the designated Transit Oriented Development (TOD) and Transportation Concurrency Exemption Area (TCEA) of the City of Boynton Beach and is also located in the PBC Qualified Opportunity Zone. PBC Qualified Opportunity Zone information, may be obtained online at http://maps.co.palm- beach.fl.us/cwgis/?app=pbc interactive. All proposals and Projects must be in conformance with and in furtherance of the 2016 Boynton Beach Community Redevelopment Plan ("BBCRA Plan"). 2. 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 (1-95)and the Florida Turnpike. It also has a market of more than six (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. 3. 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," Aerial Map/Parcel Map and "B," Survey of BBCRA Owned Properties and Dewey Park. All appraisals and surveys of the subject properties that make up the Project Site are available or will be provided upon the BBCRA's acquisition in electronic form on the BBCRA's website, https://www.boyntonbeachcra.com/business-development/rfps-rfgs- itbs. Proposers should not rely solely on the information in the appraisal when compiling the Page 2 of 30 financial components of a proposal. The appraised value of BBCRA properties should be considered by proposer(s) in the offering price and request for BBCRA incentives. 4. Palm Beach County Impact Fees Development of the property will be subject to Palm Beach County Impact Fees. Please contact the Planning, Zoning and Building Administration Division of Palm Beach County for specific information regarding impact fees applicable to the Project, or go to www.discover.pbcov.or /pzb/administration to download relevant information. 5. Incentives for the Project Under Chapter 163, Florida Statutes, the BBCRA is empowered to encourage and incentivize redevelopment within the BBCRA Redevelopment Area consistent with the BBCRA Plan. The BBCRA is committed to meeting the goals and objectives of the BBCRA Plan and will support the Project with policies and may, at the sole discretion of the Board, consider providing Tax Increment Revenue (TIR) funding subject to negotiated terms and conditions. 6. Pre-Submission Meeting A voluntary in-person pre-submission meeting has been scheduled for August 19, 2021 at 4:00 p.m. (EST) in City Hall Chambers, located at 100 E. Ocean Avenue. The meeting is an opportunity for proposers to ask City and BBCRA staff questions about the Project. 7. Proposer Registration All entities interested in responding to this RFP/RFQ must register with the BBCRA via email by providing their name, address, telephone number, and an email address to Ms. Thuy Shutt, BBCRA Assistant Director, at ShuttT@bbfl.us. 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. 8. Additional Information After the proposals are received by the BBCRA, the BBCRA may make requests to proposers for clarifications,assurances,orfor 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 proposal, the proposer agrees to promptly deliver such further details, information and assurances, including, but not limited to, financial and disclosure data relating to the proposal and/or the proposer (including the proposer's affiliates, officers, directors, partners and employees), as requested by the BBCRA. 9. Architectural and Design Requirements The Project should incorporate quality architectural design and site development standards that enhance the downtown area and adjacent properties. Proposers should review the BBCRA Plan Page 3 of 30 for Project development and design guidance. Proposals will be evaluated on their adherence and incorporation of architectural and design elements presented in the BBCRA Plan and the City of Boynton Beach Land Development Regulations. At minimum, the proposals shall include the following requirements: a. Creation of a mixed-use development project providing retail, office, grocery store, and residential uses. The proposed project must contain a workforce housing component that will be affordable to households with income of 80-140% of the City of Boynton Beach Area Median Income (AMI) levels as described below: Moderate income (80%to 120%) $52,146 to $78,218 Middle income (120%to 140%) $78,218 to $91,255; b. Incorporation of public spaces and plazas, publicly accessible WiFi, enhanced green elements into the proposed design including the preservation and enhancement of the City of Boynton's Dewey Park (see Attachment A); c. Construction of a minimum of one hundred fifty (150) parking spaces open to the public in addition to the amount of parking spaces required for the development itself; d. Incorporation of multimodal accommodations and amenities into the Project's design, such as but not limited to shared bicycle, "last mile" vehicle stops such as Uber or Lyft, commuter bus stops and a future commuter rail stop located on the Federal East Coast Railway property on NE 41h Street (see Attachment "A," Aerial Map/Parcel Map); e. High quality exterior design and lighting enhancements of proposed parking garage structures to ensure compatibility with the surrounding area; and, f. Enhanced environmental features such as but not limited to electric vehicle charging stations and solar powered building and/or site components, etc. 10. Required Elements of Proposals Proposals must contain all of the following documents and information with tabbed sections in the order specified below to be deemed complete. Proposals not deemed complete may be rejected. a. Provide a general written statement describing the qualifications and background of the proposer including any financial (equity) partner. 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 list of proposer's 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. d. Provide a written list of similar mixed-use projects developed by the proposer, or companies controlled by its principals, and proposer's team that were completed within the last ten (10) years, including photographs, addresses, dates the projects were completed, and general project description. For projects that are public-private Page 4 of 30 partnerships, list the public partner and their contact information including name, title, address, email, and phone numbers. Provide no less than two (2) and no more than ten (10) projects for this item. If the proposer is comprised of more than one entity in a joint venture or partnership, each entity must provide the information requested separately. For joint ventures, development and equity partners, the proposer must summarize the actual or proposed amount of financial participation and control of each party within the partnership. If the entity is a subsidiary of, or otherwise affiliated with another organization, the proposer shall indicate such relationship. The proposer shall also list all proposed anchor tenants, if known at the time of submission, and third-party operators of the development. The proposer shall include the name and a description of the legal entity that would serve as the developer and be party to the Purchase and Development Agreement with the BBCRA. The proposer shall also provide the names and addresses of all persons and entities having a financial interest, mortgagee(s), or guarantor(s) in the proposed development and their roles in the project and the proposing entity. For joint ventures, the proposer must summarize the actual or proposed amount of financial participation and control of each party within the partnership. If the entity is a subsidiary of, or otherwise affiliated with another organization, the proposer shall indicate such relationship. The proposer shall also list all proposed anchor tenants and third-party operators of the development if known. e. Provide a brief profile for each member of the development team other than the proposing developer,as well as the resumes of the key personnel who would be assigned to the project. The proposer shall also identify any prior relations with the BBCRA for each individual team member or firm, members of its Board or its officers. The BBCRA reserves the right, in its sole discretion, to request additional information from any member of the development team to determine potential conflicts of interest and to limit or prohibit the participation of any team member or firm due to such conflict. f. State whether the proposed project is confined to the property offered by the BBCRA or if it utilizes adjacent property. If the latter, specify the location, size, use, level of control/commitment of such adjacent property to be included in the proposer's project and provide documentation evidencing site control or contractual commitment. If adjacent properties intended to be included in the project are not under the proposer's control, the proposal should include: (1) A base proposed concept assuming only the offered BBCRA property; and, (2) a proposed concept assuming the inclusion of the additional adjacent property. If the proposer wishes to propose variances from or changes to the requirements of the Land Development Regulations or the City's Comprehensive Plan, the proposal should include: (1) A base proposed concept without Page 5 of 30 the proposed variances or changes; and, (2) a proposed concept with the proposed variances or changes. g. Provide a Construction Staging and Sequencing Plan including nature and timing of on- and off-site impacts. Vehicular and Pedestrian Traffic Analysis and Plan for the proposed development demonstrating the proposed project would not cause unreasonably negative traffic impacts in the context of the Downtown District environment, and any modifications or improvements required to mitigate such impacts to maintain the integrity of the downtown traffic system, which, subject to City approval, would be the responsibility of the developer to fund as part of the project. h. Provide a detailed description of the proposed Project, with text, tabulations and graphics.This should include but it is not limited to a schematic site layout plan; proposed density, intensity, and height; parking locations and allocation per project component; a breakdown of the proposed total number of residential units and unit types, including number of bedrooms and bathrooms, and square footage for each unit type, whether condo or rental, and level of affordability, nature and square footage of commercial components, total gross building area (not including unenclosed/outdoor areas) and net rentable or salable area per project component (number of units, parking spaces, square footages should be provided per level as well as in total), conceptual elevations, as well as the information indicating compliance with the objectives and requirements of the plan and requirements specified in Paragraph 9, "Architectural and Design Requirements." i. Provide a proforma financial analysis including a development budget with a detailed breakdown of all project pre-development costs, other soft and financing costs, property acquisition from the BBCRA (and others if additional properties are included in the proposal), construction and other hard costs and post -construction period sales or other development costs, a sources and uses statement clearly identifying the sources and amounts and terms of all of the proposed debt and equity funding sources to pay for the project an operating cash flow detailing projected gross income, expenses, debt service and net cash flow, broken out by project component, for the development period and at least ten years of operation beginning upon project completion for a rental project/component(s) and through sell-out for a condominium project/component(s). Include a breakdown of the amount and terms of any proposed funding assistance being requested of the BBCRA, if applicable, and how those funds will be used when combined with other funding sources. A proposer may submit the requested breakdown information under a format of their own choosing but must also complete the Proposed Project Funding Uses and Sources Information form provided as Attachment "F". If the project is to be developed in more than one phase, clearly present the above information for each independent phase as well as in aggregate for total project. Provide assumptions and bases for the analysis including comparables and/or other support for estimated rental rates, sales prices, costs, expenses and other elements of analysis. Page 6 of 30 j. If the Project is proposed to use funding subsidies from the BBCRA or other qualified entities, proposer must provide a list of those entities and demonstrate experience with obtaining such project-based subsidies for workforce housing by listing projects and the amount and type of subsidy utilized or other information that would support proposer's ability to secure such financing. k. Provide a description of how the proposer will make attempts to utilize local qualified contractors, and sub-contractors, and laborers in the proposed Project as well as pre- apprenticeship or apprenticeship training. Documentation of this effort will be required as part of the project monitoring. I. Provide proof of financial capability to complete the proposed Project. Financial capability will be demonstrated by submitting a current (audited, if available) financial statement of the proposing entity, or underlying entity if proposing entity was recently created, 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 proposer is a subsidiary). In lieu of the above, the proposer shall submit third party evidence of the ability to secure financing in the form of a preliminary financing commitment letter or letter of interest from a lending institution or other primary source of debt or other financing. A firm financing commitment from a lending institution or other source of investment financing will be required prior to the closing of the sale of the Project property, or as otherwise stipulated in negotiated Agreement between the successful proposer and the BBCRA. 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 as part of the submission packet and will not be accepted if it is submitted directly to the BBCRA by an outside entity or institution. 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 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. Page 7 of 30 n. Provide authorization to Perform Credit Check for each proposer or business entity. The Authorization must be executed by the appropriate officer of proposer entity (see Attachment "D.1 & D.2.," Disclosure and Authorization to Perform Credit Check 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 statement if the proposer is in arrears of any taxes or other financial obligations to the BBCRA, City, or any other municipal or state entities. Proposer(s) may include additional relevant information. If there are no arrears of any taxes or other financial obligations to disclose, provide a written statement attesting to this fact. q. Provide a PowerPoint presentation of the proposal, consisting of no more than 15 slides. with maximum of three (3) slides dedicated to Proposer's past history and experience information. All remaining slides will focus on description of the development of the proposed project (e.g. site, program, design, construction, development cost, schedule, financing, proposed acquisition terms, estimated absorption rates and sales/leasing/operations). r. Providing executed form verifying that the proposer has met with City of Boynton Beach Planning and Development Department staff to review the Land Development Regulation requirements and development review processes applicable to the Project being proposed (see Attachment "E," City of Boynton Beach Planning and Development Department Meeting Verification Forms). s. All other requirements contained in this RFP/RFQ including all attachments that request a proposal or information from the proposer. t. An acknowledgement letter attesting that the proposer has read and understands all procedures and requirements of this RFP/RFQ (see Attachment "L," Acknowledgement Letter). 11. Submittal Package Requirements a. Location and Deadline. Proposals must be received by the BBCRA at 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 on or before October 19, 2021, no later than 2:00 p.m. Eastern Standard Time(the Deadline),as determined by the time stamp or clock at the BBCRA's reception area. Proposals received after 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 copy of the proposal Page 8 of 30 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 for the 115 N. Federal Highway Infill Mixed-Use Redevelopment Project Boynton Beach Community Redevelopment Agency City of Boynton Beach, Florida Issue Date: July 23, 2021 Submittal Deadline: October 19, 2021, no later than 2:00 p.m. (EST) 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. 12. RFP/RFQ Documents Provided The following planning and site documents are considered part of this RFP/RFQ and may be obtained from the BBCRA office or https://www.boyntonbeachcra.com/business- development/rfps-rfgs-itbs. • Survey of BBCRA Owned Properties and Dewey Park (provided as Attachment "B") • Phase I and/or Phase II Environmental Report • Property Appraisals • 2016 Boynton Beach Community Redevelopment Plan In addition, all proposers are encouraged to walk the area surrounding the Project location and it will be assumed that each proposer has performed all necessary visual inspections on the property. 13. RFP/RFQ Proposal Evaluation and Selection Process The BBCRA staff shall review each proposal and provide a determination to the BBCRA Board as to whether or not each proposal meets the minimum submission requirements for review, Page 9 of 30 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 Board or staff 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. In addition to meeting the minimum requirements of this RFP/RFQ as described in Paragraphs 9 and 10, each proposal will be evaluated on the following criteria. As noted below, adequate capability to successfully undertake the proposed project is a minimum standard which shall be met before any other criterion is considered: a. Capability of the Proposer and Development Team. Primary focus shall be on the experience, qualifications, and financial capacity of the proposer(and financial partner, if any is identified and to the extent firmly committed)considering:Track record of securing financing for (or self-financing) and developing projects of comparable nature and comparable or greater scale and of high quality in terms of their use and architecture; evidence of financing relationships and interest in the proposed project; other information indicating the proposer's financial capacity which it chooses to provide at this stage; reputation in the industry for competence and integrity;and successful completion of public-private development experience, if any. The capability and track record for high quality design of the architect/design team will also be considered. Note that if a proposer whose qualifications and financial capacity are not considered adequate to successfully undertake the project, the proposer will not be considered no matter what the proposal's merits on other criteria. Assuming adequacy of qualifications, relative qualifications,and capacity will be considered comparative criteria weighed along with the other criteria. b. Likelihood of Feasibility. The likelihood of the proposed project being feasible in a reasonable timeframe, considering: (1) The thoroughness and convincing nature of the market, development/construction, financing,operating,and other elements of the proposer's analyses,assumptions,and strategies; (2) Financing commitments, if any; (3) Extent of control of any additional properties proposed to be included in the project; (4) Implementation schedule; and, (5) Conditions and contingencies for realizing the project such as financing, market/pre- leasing, and regulatory/approvals, and how likely these are to be achieved. c. Financial Return/Effect to BBCRA. This would include the value of the proposed sale terms, any subsidy requested from the BBCRA and the value of the additional public parking to be provided by the proposer, as well as real estate taxes and any other direct or other clearly identifiable revenues to the BBCRA that would be generated by the project, and consideration of the timing and likelihood of receiving these revenues and any such other direct values or costs that the BBCRA in its discretion considers relevant Page 10 of 30 and can reasonably be evaluated. (It should be noted that, although revenue generated by the project is an important evaluation criterion, the BBCRA is not obligated to select or negotiate with the proposer who proposes the highest financial return to the BBCRA.) d. Fulfilment of the CRA's requirements and objectives for the project as stated in Paragraph 1. This would include the number of public parking spaces, operational efficiency, aesthetic quality, and amenity of the proposed public parking component, the extent and nature of workforce housing, the proposed project's ability to contribute to the vitality, amenity, and economic activity of and in the Downtown District, have a high quality architecture and aesthetic appeal, and the inclusion of meaningful open spaces, providing green and sustainable components and initiatives beyond what is required and/or that are unique solutions, and the inclusion of adjacent properties to the extent that it will improve the overall quality of the proposed development; and, e. Proposed plan or program to use local contractors, sub-contractors, and laborers in the Project. The plan or program shall include pre-apprenticeship or apprenticeship training and monitoring mechanisms. 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 Advisory Board and BBCRA Board at a public meeting. The Proposers will present their proposals and their PowerPoint slide presentations before the BBCRA Advisory Board and the same presentation to BBCRA Board at their regular scheduled meetings in the City Commission Chambers at City Hall located at 100 E. Ocean Avenue. The BBCRA Advisory Board acts as a recommendation body to the BBCRA Board. The BBCRA Board will then consider all proposals that meet the minimum submission requirements for review, BBCRA staff review, the BBCRA Advisory Board recommendation, and/or any other relevant data in the selection of the successful proposer. 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. 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. • Any Purchase and Development Agreement must be in a form approved by the BBCRA Board and BBCRA legal counsel. • 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 Page 11 of 30 selection of the successful proposer, proposer shall have the right to terminate the negotiations. The BBCRA may terminate negotiations at any time for any reason. • If the BBCRA 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. • The BBCRA may withdraw its offer of Agreement, including a final offer, at anytime prior to acceptance of such Agreement. Upon termination of negotiations or withdrawal of offer of an Agreement, the BBCRA may move forward as it deems appropriate, which may include 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. Any transfer of the property from the BBCRA to a proposer for less than market value will be subject to approval of the City of Boynton Beach City Commission. 14. 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 www.boyntonbeachcra.com. Issue Date of RFP/RFQ: July 23, 2021 Voluntary Pre-Submission Meeting August 19, 2021 Question/Request for Clarification Deadline: September 30, 2021 Submittal Deadline: October 19, 2021 Presentation to Advisory Board: November 4, 2021 Presentation to BBCRA Board: November 30, 2021 Proposer Selection by BBCRA Board: December 14, 2021 Purchase and Development Agreement: February 8, 2022 (Note: The dates offered above are subject to change — registered interested parties will be notified by email of changes, if any.) 15. 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: Page 12 of 30 Thuy Shutt, Assistant Director Boynton Beach Community Redevelopment Agency 100 East Ocean Avenue, 41h Floor Boynton Beach, Florida 33435 Phone: (561) 600-9098 Fax: (561) 737-3258 Email: ShuttT@bbfl.us 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. (EST) on September 30, 2021. 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 "H"). 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 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. Page 13 of 30 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 act 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. 16. 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: a. Withdraw this RFP/RFQ at anytime; b. Modify the schedule associated with this RFP/RFQ; c. Issue addenda to this RFP/RFQ; d. Request additional information, clarifications, or assurances from one or more proposers or prospective proposers; e. Reject any and all proposals; f. Refrain from awarding an Agreement as a result of this RFP/RFQ; g. Verify the accuracy of any information provided; h. Accept proposals that deviate from this RFP/RFQ; i. Disqualify or reject proposals that are incomplete, untimely, or unclear; j. Re-advertise this RFP/RFQ and accept new proposals; k. Obtain economic feasibility studies or third-party evaluations with regard to any part of any proposal; I. Evaluate the proposals through any process that complies with the BBCRA Procurement Policy, this RFP/RFQ, and applicable Florida Statutes, m. 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; n. Waive any required element or condition found in this RFP/RFQ for all proposals or for a specific proposal; o. Waive any formalities associated with this RFP/RFQ; p. 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. Page 14 of 30 17. Protests The Bid Protest Policy is available upon request. Submittal of a proposal in response to this RFP/RFQ constitutes acceptance of this policy. 18. 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. 19. 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. 20. Sensitive and Proprietary Information The BBCRA will maintain the confidentiality of sensitive and proprietary information to the extent permitted by law. The BBCRA will consider all other information, documentation and other materials submitted in response to this RFP/RFQto be of non-confidential and or non-proprietary nature and therefore subject to public disclosure under Chapter 119 of the Florida State Statutes. If a proposer believes any portion of a proposal is exempt from public records disclosure, the proposer must identify the portion of the proposal it believes it is exempt, state the reason for exemption, and request the BBCRA exempt it from public records disclosure. The BBCRA will exempt potions of a proposal from public records disclosure only to the extent permitted by law. 21. 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: 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. Page 15 of 30 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; 100 E. Ocean Avenue, Boynton Beach, Florida 33435, ShuttT@bbfl.us. 22. 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 "I," Public Entity Crimes Statement. 23. Drug Free Workplace Certification 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 "1," Drug Free Workplace Certification. 24. Non-Scrutinized Entity By submitting a bid, bidder 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. Bidders must complete Attachment "K;' Certification of Non-Scrutinized Entity. END OF MAIN DOCUMENT PROCEED TO ATTACHMENTS Page 16 of 30 List of Attachments: A. Aerial Map/Parcel Map B. Survey of BBCRA Owned Properties and Dewey Park C. Proposer Information D. 1. Authorization to Perform a Credit Check (personal) 2. Authorization to Perform a Credit Check (business entity) E. City of Boynton Beach Planning and Development Department Meeting Verification Form F. Proposed Project Funding Uses and Sources Information G. Authorization for Release of Information H. Addenda Acknowledgement I. Public Entity Crimes Statement J. Drug Free Workplace Certification K. Certification of Non-Scrutinized Entity L. Acknowledgment Letter Page 17 of 30 ATTACHMENT "A" AERIAL MAP/PARCEL MAP v s t r r _ v 6E �QUa� � �� ccmL� �.. �Z N ao C _ N 0. m0 S' Q � uQ1.. E 0) #1_ t• LL uJ m p m ni m m i 3 uJ O7 v) 0�m .-��• pN� N N N N N N � � N s _ N N �p N N N v N 41 (gyp N i' Imp 4r G v � C d v -� G m Oil , d k ,ro a sK, �• ¢ a z t I: l� 1' - t Page 18 of 30 ATTACHMENT "B" SURVEY OF BBCRA OWNED PROPERTIES AND DEWEY PARK Page 19 of 30 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: Page 20 of 30 ATTACHMENT "D.1" DISCLOSURE AND AUTHORIZATION TO PERFORM CREDIT CHECK An authorization to Perform Credit Check will need to be completed by each Principal/Owner. For Principal/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 are 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 credit worthiness. 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: Page 21 of 30 ATTACHMENT "D.2." AUTHORIZATION TO PERFORM CREDIT CHECK For Proposer (Business Entity): 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 are 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. 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: Page 22 of 30 ATTACHMENT "E" CITY OF BOYNTON BEACH PLANNING AND DEVELOPMENT DEPARTMENT FORM Proposer(s): _ has met with the City's Planning& Development Department to review the development that will be proposed within the 115 N. Federal Highway Block consisting of the following addresses and Property Control Number(s): Attachment "A" Property Addresses (check all applicable) Property Control Numbers ❑ BBCRA-owned Parcels 508 E. Boynton Beach Boulevard 08434528030010060 NE 1"Avenue 0843452803001 01 00 NE 41h Street 0843452803001 0080 115 N. Federal Highway 08434528030060010 ❑ #1 510 E. Boynton Beach Boulevard (Ace) 08434528030010030 ❑ #2 217 N. Federal Highway (S&F Properties) 0843452803001 001 0 ❑ #3 209 N. Federal Highway (Camalier) 0843452803001 01 21 ❑ #4 101 N. Federal Highway (Rajas Family Investments, Inc.) 084345280300601 30 ❑ #5 500 Ocean Properties, LLC (Oyer) 511 E. Ocean Avenue 084345280300601 00 515 E. Ocean Avenue 08434528030060111 529 E. Ocean Avenue 084345280300601 20 General Summary of Proposed Mixed Use Development (check all applicable): ❑ Approximate Gross Area of Non-residential/Commercial Uses s.f. ❑ Approximate Total Number Market Rate Residential Units ❑ Total # Rental Units ❑ Total # For Sale/Condo Units_ ❑ Approximate Total Number of Workforce Housing Units ❑ Total # Rental Units ❑ Total # For Sale/Condo Units ❑ Other Uses Approximate Overall Height feet Approximate Number of Stories Approximate Total Parking Spaces (including additional Public Parking Spaces) Pre-development/Entitlement Applications (check all applicable): ❑ Future Land Use Amendment ❑ Rezoning ❑ Conditional Use for ❑ Site Plan Approval ❑ Replat ❑ Other City of Boynton Beach Planning & Development Dept. Staff Name/Signature: _ Date: Page 23 of 30 ATTACHMENT"F" PROPOSED PROJECT FUNDING USES AND SOURCES INFORMATION Project Uses and Sources Land Costs - Soft Costs - Construction Costs - Carrying Cost/Financing Costs - Marketing and Sales Costs - Permit and Impact Fee Costs - Developer Overhead and Profit - Total Project Cost - Capital Stack Proposer/Developer Equity $ - Outside Capital Investor Equity $ - Mortgage or Financed Amount $ - Amount of BBCRA contribution requested, if any $ - Other funding as identified $E- - Funding Total $ - Page 24 of 30 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)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: Print Name: STATE OF FLORIDA COUNTY OF PALM BEACH THE FOREGOING INSTRUMENT was acknowledged before me this day of 20 , 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: Page 25 of 30 ATTACHMENT "H" ADDENDA ACKNOWLEDGEMENT Receipt is hereby acknowledged of the following addenda to the The Boynton Beach Community Redevelopment Agency Request for Proposals and Developer Qualifications 115 N. Federal Highway Infill Mixed-Use Redevelopment Project 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: Authorized Signature Print Name Title Date Page 26 of 30 ATTACHMENT"I" 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;ortransact 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 Page 27 of 30 ATTACHMENT'T 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) Page 28 of 30 ATTACHMENT"K" 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) Page 29 of 30 ATTACHMENT"L" 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 July 23, 2021 115 N. Federal Highway Infill Mixed-Use Redevelopment Project To Whom It May Concern: The undersigned has read the Boynton Beach BBCRA(BBCRA) Request for Proposal/Request for Qualifications (RFP/RFQ) for the 115 N. Federal Highway Infill Mixed-Use Redevelopment Project, dated July 23, 2021. 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 Page 30 of 30 B(Z)Y`NTON CRA' 3BEACH ADDENDUM NO. 1 TO REQUEST FOR PROPOSALS AND DEVELOPERS QUALIFICATIONS (RFP/RFQ) 115 N. FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT PROJECT August 26, 2021 TO ALL PROPOSERS AND OTHERS CONCERNED The Boynton Beach Community Redevelopment Agency (BBCRA) has issued a Request for Proposals and Developer Qualifications (RFP/RFQ) for the acquisition and redevelopment of various BBCRA owned parcels including 115 N. Federal Highway, Boynton Beach, Florida, adjacent parcels for which the BBCRA has secured the property owners' consent to include in this RFP/RFQ and which the BBCRA anticipates owning prior to project commencement, and other parcels not owned or controlled by the BBCRA, as referenced and identified on Attachment "A" Aerial Map/Parcel Map of the RFP/RFQ, hereinafter collectively referred to as the"Project Site." The intent of this RFP/RFQ Addendum is to provide supplemental information or provide clarification when requested. Proposers submitting proposals for the above-referenced project shall take note of the following changes, additions, deletions clarifications, etc., to the RFP/RFQ which shall become a part of and have precedence over anything shown or described otherwise. Question #1: In reviewing the RFP/RFQ, where the attached appraisal was provided and where the RFP states, "The property being offered (including the parcels the BBCRA is in the process of negotiating acquisition) is approximately 2.28 acres."Can you confirm that the Oyer property is part of the 2.28 acres and that the targeted date for closing on the Oyer property would be completed before the submission due date of October 19th? And also does that include the Bradley Miller property? Does the CRA anticipate that both of those properties would be available for the Proposers to include?And is there an anticipated value that the CRA will require as a minimum to bring both of those properties into this development? Answer: The 511, 515, and 529 E. Ocean Avenue (Oyer property), BBCRA owned properties, and 508 E. Boynton Beach Boulevard(Miller property), excluding adjacent alleys and road right-of- ways, total approximately 2.28 acres based on the survey provided and information indicated on the Palm Beach County Property Appraiser's website. A boundary survey for the Miller and Oyer properties will not be available until after closing. The contracted price for the Miller property at 508 East Boynton Beach Boulevard is$915,000. The BBCRA has performed its due diligence and the property will be conveyed to the BBCRA unoccupied. The BBCRA anticipates that the closing will proceed as scheduled on November 11, 2021 thus available to be included as part of this development. The Oyer property, 511, 515, and 529 E. Ocean Avenue, is appraised at $3.4 Million. The BBCRA Board agreed to a purchase price of$3.6 million and directed staff to enter into negotiations for a Purchase and Sale Agreement with a target closing date by the end of the year. The inclusion of this property into the development is subject to the completion of the BBCRA's due diligence which cannot occur until there is an executed Purchase and Sale Agreement. 01531443-1 1 Addendum No.01 Please refer to Paragraph 13, RFP/RFQ Proposal Evaluation and Selection Process, for information regarding the anticipated value of the properties as it relates to the overall quality of the development. Question #2: Please provide a copy of the lease agreement for Hurricane Alley with confirmation that all terms will remain the same with the CRA and eventually with Master Developer? Answer: The lease agreement for Hurricane Alley will not be available to the BBCRA until a Purchase and Sale Agreement between the BBCRA and 500 Ocean Properties, LLC is executed and due diligence commences. The BBCRA is unable to confirm any aspect of the terms of the lease at this time. Question#3: The parcel shown as#4, owned by the Raja Family Investments, is that property considered to be acquired by the CRA? Answer: The BBCRA has not received any direction from the Board to pursue acquisition of the referenced property. Question #4: What are the setbacks and height restrictions that are in place along the Federal Highway and Ocean Avenue frontages where retail uses will be located? Answer: This property is within the Urban Commercial Overlay, and would need to meet the overlay guidelines in addition to the underlying zoning district requirements. The guidelines require a pedestrian zone made up of three different components along Federal Highway and Ocean Avenue including: a street tree area zone of about five feet, a publicly accessible sidewalk that is ten feet wide, and a pedestrian zone (i.e. commercial, outdoor dining) that is another eight feet. All of these are measured from back of the curb inward into the property. The only additional height standard within the Overlay is a maximum height of 45 feet along Federal Highway then a step back in the building of about ten feet. After that ten feet, it is permitted to go under whatever the underlying zoning district permits. Question #5: There is a right of way between Ace Hardware and the CRA owned property, is that right of way part of the development or could it become part of the development? Answer: Abandonment of the 20' wide road right-of-way (Plat Book 1, Page 23) between the CRA property and 510 E. Boynton Beach Boulevard Property(Ace Hardware) is subject to review and approval by the City of Boynton Beach. If approved, only the portion between the Miller property and the BBCRA property may be incorporated in its entirety into the development. With respect to the right-of-way along Ace Hardware's property, depending on how the right-of-way was dedicated, only the southern half of the abandoned right-of-way may be incorporated into the development. Question #6: When Proposers submit a plan to the planning department for review, will they have the chance to have other disciplines/groups such as the City's Utilities Department weigh in on the plans? 01531443-1 2 Addendum No.01 Answer. The RFP/RFQ does not require Proposers to submit a full site plan. If Proposers would like to know the feasibility of their development, the BBCRA encourages Proposers to contact City staff and ask for a pre-application or pre-review before submittal. It is up to the Proposers at their discretion to do their due diligence. If additional approvals are required such as variances, conditional uses, code amendments, etc., those processes should be identified and addressed in the proposal. Proposers will still need to go through the City processes to do the formal review for the site plan approval processes. Please contact Amanda Radigan, Principal Planner, (RadiganA@bbfl.us), to coordinate an informal pre-application meeting with the City's development review team. Question #7: Please provide an estimated budget or value range for this project? Answer: The project budget or cost will not be available until the successful developer is selected by the BBCRA Board and a Purchase and Development Agreement is executed by both parties. Question #8: Does the CRA require union participation in your projects? Answer. No. Question #9: Do the CRA release planholder's lists for your projects? If so, please provide a copy. Answer. There is no planholder's lists for this RFP/RFQ. Interested parties who have registered to receive information concerning the project are provided in the response to Question #10 below. Question #10: Please provide a list of all registrants. Answer. The following entities/individuals have registered as of the publication date of this Addendum: • Bob Moser- Rvi Planning +Landscape Architecture • Mark Hefferin, Kelley Hefferin, Antonio Balestried, and Ogla Corrada - E2L Real Estate Solutions, LLC • Michael Haller- Concord Eastridge, Inc. • Jeff Burns-Affiliated Development • Louis Puma-Affiliated Development • Maxwell Van Arnem, Harold Van Arnem and Bill Morris- Ocean Ave Residences and Shoppes, LLC • Ted Leshinski- Keith Team • Jordan Thaler- Hyperion Development Group • June Jean- Stateland Brown Holdings • Tim Carey • Valerie Pleasanton • Barbara Ready 01531443-1 3 Addendum No.01 • Traci Scheppske— WGI A video recording of the August 19, 2021 Voluntary Pre-submission Meeting is available on the BBCRA website, https://www.boyntonbeachcra.com/Home/Components/RFP/RFP/10/80. END OF ADDENDUM No. 1 01531443-1 4 Addendum No.01 J tf, C-) IN-r,("D CRA , itrt,, BEAC COP MUNITY ADDENDUM NO. 2 TO REQUEST FOR PROPOSALS AND DEVELOPERS QUALIFICATIONS (RFP/RFQ) 115 N. FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT PROJECT September 24, 2021 TO ALL PROPOSERS AND OTHERS CONCERNED The Boynton Beach Community Redevelopment Agency (BBCRA) has issued a Request for Proposals and Developer Qualifications (RFP/RFQ) for the acquisition and redevelopment of various BBCRA owned parcels including 115 N. Federal Highway, Boynton Beach, Florida, adjacent parcels for which the BBCRA has secured the property owners' consent to include in this RFP/RFQ and which the BBCRA anticipates owning prior to project commencement, and other parcels not owned or controlled by the BBCRA, as referenced and identified on Attachment "A" Aerial Map/Parcel Map of the RFP/RFQ, hereinafter collectively referred to as the"Project Site." The intent of this RFP/RFQ Addendum is to provide supplemental information or provide clarification when requested. Proposers submitting proposals for the above-referenced project shall take note of the following changes, additions, deletions clarifications, etc., to the RFP/RFQ which shall become a part of and have precedence over anything shown or described otherwise. Question #1: Will the city of the awarded GC be responsible for the materials testing and inspections on this project? Answer: The BBCRA will be awarding the contract to a developer who will be responsible for hiring a General Contractor or Builder to work on the project if they do not have the expertise in- house. Question #2: Does Ms. Shutt need to be informed in writing when a proposer meets with City staff about the project? Answer: CRA and City staff have coordinated in advance of the RFP/RFQ issuance. Planning and Development staff is aware of the project so interested parties may contact City of Boynton Beach Planning and Development staff directly for a meeting. Below are their phone numbers. Mike Rumpf, Planning and Zoning Administrator 561-742-6374 Amanda Radigan, Principal Planner 561-742-6256 1 01531443-1 Addendum No.02 Sections 3, 12, List of Attachments, and Attachment "B" in the RFP/RFQ is hereby amended to state: (The underlined language below indicates language that is added. The .0rikeeit language below indicates language that is deleted). 3. 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," Aerial Map/Parcel Map and "B," Survey of BBCRA Owned Properties, Properties which the BBCRA currently has an executed contract to purchase, and Dewey Park. All appraisals and surveys of the subject properties that make up the Project Site are available or will be provided upon the BBCRA's acquisition in electronic form on the BBCRA's website, https://www.boyntonbeachcra.com/business-development/rfps-rfgsitbs. Proposers should not rely solely on the information in the appraisal when compiling the financial components of a proposal. The appraised value of BBCRA properties should be considered by proposer(s) in the offering price and request for BBCRA incentives. 12. RFP/RFQ Documents Provided The following planning and site documents are considered part of this RFP/RFQ and may be obtained from the BBCRA office or https://www.boyntonbeachcra.com/business-development/rfps-rfgs-itbs. • Survey of BBCRA Owned Properties, Properties which the BBCRA currently has an executed contract to purchase, and Dewey Park (provided as Attachment "B") • Phase I and/or Phase II Environmental Reports(including 508 E. Boynton Beach Boulevard 9/13/21 Phase 11 Environmental Site Assessment) • Property Appraisals • 2016 Boynton Beach Community Redevelopment Plan In addition, all proposers are encouraged to walk the area surrounding the Project location and it will be assumed that each proposer has performed all necessary visual inspections on the property. List of Attachments: A. Aerial Map/Parcel Map B. Survey of BBCRA Owned Properties, Properties which the BBCRA currently has an executed contract to purchase, and Dewey Park C. Proposer Information D. 1. Authorization to Perform a Credit Check (personal) 2. Authorization to Perform a Credit Check (business entity) E. City of Boynton Beach Planning and Development Department Meeting Verification Form F. Proposed Project Funding Uses and Sources Information G. Authorization for Release of Information H. Addenda Acknowledgement I. Public Entity Crimes Statement J. Drug Free Workplace Certification K. Certification of Non-Scrutinized Entity L. Acknowledgment Letter 2 01531443-1 Addendum No.02 ATTACHMENT "B" SURVEY OF BBCRA OWNED PROPERTIES, PROPERTIES WHICH THE BBCRA CURRENTLY HAS AN EXECUTED CONTRACT TO PURCHASE, AND DEWEY PARK Please note that Attachment "B"has been replaced in its entirety and the.dwg file will be uploaded on the BBCRA website by 5:00 P.M. Monday, September 27, 2021. END OF ADDENDUM NO. 2 3 01531443-1 Addendum No.02 4 - - _ 0 dO'w< a00�.�, a _ __"'g _ _ _ _ - - _ 7m vgo - - - - - ¢pyo Z a Q Z LL 0 m Dol �p ZZZ oo 0 pyO o a - - - - O¢F z W a _ _ z -t-- ,oµ--- ----- - li moo,„a- �mE oo .�T J—oJ ----- - po-EAST BOVNT ON BEACH BOULEVARD-ISwTATE ROAD 804) L I me x mcwo --r g 6 ^ 80 m Q s e BUILD- 0 0 I m a N a j �a i - F- t g m i n p m � x ,o sa I,o 0 m e a < ms`s NE 1st AVENUE Ll o t /i Pacrel '°" C m o xo o bo v O �lLy Lii� O aI � I§ m o - m I mm �� I �m o a I m p m Qo= o^ O o r hrc eea _ G ( W 3a re/ /i 'rel H� I I I I e d I gµ y d m U' r Si �&Wo •,g'' E" II " I a ¢_'a M� Weo o U Q— o I o :ooW — Q p a I 6d �P o N � W _ J3 a po e r gnu a.m p o T -Ln EASe8 T AVENUE _ _ z - rnj o c ___ O �m RF BLOCK 7 • t m TOWN OF 60YNRi0N li vOrcp�'rP'=cep i3tn �vjs �O �o r.rea zrse�es°.e.eziLL I I I, 'I I mm oe ie3a �IAtl BOY N RA 1f))lisrjrtt« s IC Cu ON aiC.PN€TY F;EDEV LC)PI EN" AGl NCC,t ADDENDUM NO. 3 TO REQUEST FOR PROPOSALS AND DEVELOPERS QUALIFICATIONS (RFP/RFQ) 115 N. FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT PROJECT October 4, 2021 TO ALL PROPOSERS AND OTHERS CONCERNED The Boynton Beach Community Redevelopment Agency (BBCRA) has issued a Request for Proposals and Developer Qualifications (RFP/RFQ) for the acquisition and redevelopment of various BBCRA owned parcels including 115 N. Federal Highway, Boynton Beach, Florida, adjacent parcels for which the BBCRA has secured the property owners' consent to include in this RFP/RFQ and which the BBCRA anticipates owning prior to project commencement, and other parcels not owned or controlled by the BBCRA, as referenced and identified on Attachment "A" Aerial Map/Parcel Map of the RFP/RFQ, hereinafter collectively referred to as the"Project Site." The intent of this RFP/RFQ Addendum is to provide supplemental information or provide clarification when requested. Proposers submitting proposals for the above-referenced project shall take note of the following changes, additions, deletions clarifications, etc., to the RFP/RFQ which shall become a part of and have precedence over anything shown or described otherwise. Question#1: Is there any unused density associated with Dewey Park that can be used for additional units in the proposed development? Answer: No, Dewey Park currently is described as a passive recreational amenity adjacent to the project. In order to allocate density to the parcel and combine it with this project, changes in land use and/or zoning would be required, which would need to be approved by the City. Question#2: I understand there was a response to the question of whether the Oyer property can be included in the RFP response. I believe the answer was yes, however the last part of the response was a little confusing. With regard to the red portion, does this mean we cannot include this property into the response until the BBCRA's due diligence is completed and there is an executed PSA?"The Oyer property, 511, 515, and 529 E. Ocean Avenue, is appraised at$3.4 Million. The BBCRA Board agreed to a purchase price of $3.6 million and directed staff to enter into negotiations for a Purchase and Sale Agreement with a target closing date by the end of the year. The inclusion of this property into the development is subject to the completion of the BBCRA's due diligence which cannot occur until there is an executed Purchase and Sale Agreement." Answer: The Oyer property may be included in a proposal pursuant to Section 10.f of the RFP/RFQ. 1 01546952-1 Addendum No.03 Question#3: Can you please resend a link for the Impact Fees? The link in the RFP does not seem to work. Answer. Please see the link below. https://discover.pbcpov.orp/pzb/adinstration/pages/impact-fee.aspx Question#4: Is there a pre-registration prior to the October 19th deadline that we can register our organization to be able to submit an RFP? Answer. Please see Section 7 of the RFP/RFQ for registration information. Question#5: On the proposal itself, what should we list as the price for the land, should it be the $3,400,000 or is the land free? Answer. Please see Sections 10.i,j, 1, and m of the RFP/RFQ. Question#6: With the understanding that the Oyer and Bradley properties are under Purchase and Sales agreements based on Addendum #2 map, can we obtain a copy of both agreements for our review to confirm specific conditions and confirmed timing to close? Answer. Please see the attached fully executed Purchase and Sale Agreements for both the 511, 515, and 529 E. Ocean Avenue and the 508 E. Boynton Beach Boulevard properties. Question#7: Based on the revised property maps we understand the city currently has 3.581 acres of property to support the master development. This includes the City Dewey Park and Right of Ways as shown on attached highlighted map. Based on current and future zoning calculations of 80 units per acre this would indicate maximum of 286 units. Please confirm this is correct without any workforce housing bonus which would require a minimum of 25% of the units to be designated for 80-140 AMI for Boynton Beach area per section 9.a. of the RFP? In furtherance, we wanted to include hatched project area showing inclusion of dedications from ROW's to illustrate our master site density contributing land. Answer. Confirmation of total unit count for a proposed development needs to be obtained from the City of Boynton Beach. Question#8: Is the CRA eligible to extend its sunset date beyond 2044 to recover additional TIF money's that could be possibly used to support the developments parking requirements? Answer. No. Question#9: Are there appraisals available for 510 E Boynton Blvd, 217 N Federal Highway, 209 N Federal Highway and 101 N Federal Highway? They are not available on the BBCRA website. Answer. The appraisal for 209 N. Federal Highway is attached. The BBCRA does not have appraisals for 510 E. Boynton Beach Boulevard, 217 N. Federal Highway, and 101 N. Federal Highway. These were not included as part of the RFP/RFQ documents since the BBCRA was either not under contract for the properties, or Board approval of the offer price was not given for these properties. 2 01546952-1 Addendum No.03 Question#10: Section 9a, of the RFP is in reference to affordability. Where can we receive more specific information about what would be deemed affordable rents for these AMI levels described in the RFP?And what percentage of the affordable units would need to comply with the moderate income range vs. the middle income range? Answer: Please contact the City of Boynton Beach Planning and Development Department for the affordable rents for the Boynton Beach AN levels. The RFP/RFQ does not have a required percentage of affordable units for the moderate or middle income ranges. Sections 12 is hereby amended to state: (The underlined language below indicates language that is added. The istr4keou language below indicates language that is deleted). 12. RFP/RFQ Documents Provided The following planning and site documents are considered part of this RFP/RFQ and may be obtained from the BBCRA office or https://www.boyntonbeachcra.com/business-development/rfps-rfqs-itbs. • Survey of BBCRA Owned Properties, Properties which the BBCRA currently has an executed contract to purchase, and Dewey Park (provided as Attachment "B") • Phase I and/or Phase II Environmental Reports(including 508 E. Boynton Beach Boulevard 9/13/21 Phase 11 Environmental Site Assessment and Confirmatory Groundwater Sampling Report for the CRA Property in the vicinity of 115 N. Federal Highway) • Property Appraisals • 2016 Boynton Beach Community Redevelopment Plan In addition, all proposers are encouraged to walk the area surrounding the Project location and it will be assumed that each proposer has performed all necessary visual inspections on the property. END OF ADDENDUM NO. 3 3 01546952-1 Addendum No.03 PURCHASE AND SALE AGREEMENT This Purchase andl nt( rei r" )Is made and entered Into s of the Effective (hereinafter defined), by and between BOYNTON BEACH REDEVELOPMENTlic agency created pursuant Chapter 163, Part Ill, of the Flora s (hereinafter "PURCHASER") and SOD Ocean Properties, LLC (hereinafter 'SELL "). In consWeration of the mutual covenants ande in set forth,the Parties hereto agree as fol . PUKHASE A11D j&W&BQP= ll and convey PURCHASER andu nd acquire from SELLER, an the terms andn hereinafter , the Properties Wated In Pal Beach County, Florida (the aPropertlee) 9nd more particularlydescribed ll Lot 10 and the West 7 feet 8 Inches of Lot 11, Less the South 8 feet (Ocean Avenue R/", Block 4 TOWN OF BOYNTON, according to the plat thereof,as recorded in Plat Book X Page 23, ` f the Public records of Palm BeachCounty,Florida And Lot 11, Less the West 7 et 8 Inches,Less the South 8 feet Avenue ), ,according to the plat thereof,as recorded In Plat Book 1,Page 23,of the Public Records of Palma ,Florida. And Lot 12, Block 6, ORIGINAL TOWN OF BOYNTON, accordingthe plat thereof, recorded in Plat Book 1, Page 23, of the Public Records 'Peachun ,Florida. Property Address: 51L 513% and Sn East 1. PURCHASE PRICE AND PAYMENT. u r the Property shah ill... n Sbc Hundred ThousandIla ( ), payable in cash, by wire transfer oU nited States Dollars at the Closing. ' 1 ii SELLER's inftisisi Purchase and Sale Agreement Pap 2of1 3. DEPOSIT. 3.1 Eafflest on v o N Within five( )Business Days after the execution of the Agreement by both parties, PURCHASER shall delver to Lewis, Longman&Walker, P ( ne) a deposit in the amount of Fifty ThousandIla ($%000.00) ( h "Initial Deposre). Provicling thisn Is inaterms , PURCHASHER shall deliver to Escrow Agent an additional deposit In the amount of One Hundred Thousand o! ( , on or before October 15t 2M1. The Initial Deposk and additional p sit are hereafter referred to a i . 3.2 AagilcoggoiDIshursemoi,,gf,,L)e2glit, The Deposit shall be applied an disbursed s follows: Providing this Agreement is not terminatedeither party pursuantthe terms set forth herein, Fifty Thousandit be releasedSELLER withinthe expiration of the Feasibility (hereinafter fine ). The remainingp shall be deliveredE a Closing, and the PU RCHASERsha II receive a credit for the Deposit againstPurchase ri . If this Agreement Is terminated duringthe Feasibility for any reason, the Depositshell be Immediately fun e PURCHASER. If this Agreement Is terminateda default, pursuant to Section 12,the Deposit shall be delivered to( r retained by,as applicable) on- f , and the non-defaulting Pa shall have such additional rights, If any, as are providedIn Section 3.3 Escrow_Agent. PURCHASER andauthorke Escrow Agent to receive, deposit and hold funds in escraw and,subject to clearance,disburse them upon proper autharbAon and In accordance with Florida law and the of this Agreement The parties agree that Escrow AgentWill not be gableo for misdeliverV of escrowed PURCHASER andSELLER, unless misdelivery willful breach of this Agreement or gross negligence. If Escrow AgentInterpleads the subjectr Escrow Agent ill pay the filingand costs from the os n will recover reasonable attorney's fees and coststhe escroowed funs which are charged awarded as court costs in favor of the prevailingparty. All claims againstt will be a rbltrated, so long as Escrow Agents to arbitrate. 4. gFJ . E E The date of this Agreement( e Date ) shall be the date when t st one of the SELLER andPURCHASER has signed this Agreement. S. Q2$1M. The purchase and sale transaction contemplated herein shall dose o or before December 17, 2D21( a'Closing ), nle extended by written agreement,signed t , extending the Closing. However,In no event whomever shallt Closing r later than December 31, 2MI. 6. Tlyg]n E CQhIVEYED. At Closing, SELLER shalt convey tD PURCHASER, SELLM initials Purchase and Sale Agreement Pap 3 of 1 Spedal Warranty Deed1 it the requirements of the1 nt(hereinafter defined), valid, a e b and lrisurable title In fee simple the Property,free and dear of any and all lens, encumbrances, conditions, easements, rl ions and other conditions except only the following(collectively, 'Permitted Exceptionsm): ( ) general real taxesestate and special assessments for the year of Closingn u uen t due and payable; ( ) covenants, conditions, easements, dedications, rlights-cf-waV and matters record Inducled on the Title Commitmentor shown on the Survey ( n In Section , to hich PURCHASER falls3 or which PURCHASER agrees to accept, pursuantSection 7.1 and Section 7.2 hereof. 7. FEASIOWTV_ PERIOD. The PURCHASER and Its designeesshall have from tho Effective Date II November 1Z 2MI (aFeaslbilkV Parlocr), at PURCHASEWs expense, to make Inquiries which PURCHASER may deem necessarydetermine a suitable r Its Intended we and to enter upon Property, at anytime to time with reasonablenotice to SELLER and so long tresult In a business Interruption, to perform any and all physical tests, inspections, valuation appraisals and Investigations of the Property, Inducling but not limited to Phase i and Phase it Investigations. During this Feasibility Period, PURCHASER may elect, In C SE 's sole and absolute d1wation, to terminatethis Agreement and receive back theDeposit, provicied that PURCHASER es SELLER with written notice E ' s terminate the Agreement prior to time on the last day of the Feasibility Period. Soul PURCHASER fail to providei rior to 5:00pm Eastern time n the fine I day.of the Feasibility Period, PURCHASER will have waiveditterminate the Agreement pursuant to this , the II become non-refundable to PURCHASER(except In the event of a material default by SELLER),and the parties shall proceed to Closing on the terms and conditionscontained in. If PURCHASERlterminate this Agreement in accordance with this Section, PURCHASER shall: (1) leave the Property in substantially the condition existing on the , subject to such disturbanceas was reasonably e sa or convenlent forte testing and Investigation of the Property,(i1)to the extent practicable, shall repair and restom anya E ' testing and i n; a (11ase to SELLER, at no cost all reportsn h r work product generated as a result of the PURCHASERsIn Investigation. PURCHASER hereby es to Indemnify and hold SELLERharmless from and against all dalms, losses, expenses,s, man s and liabilities, Induclift but not limited to, amrney'sfees,for nonpayment for services rendered to P (Iniluding, without Imitation, any construction liens resultingtherefrom) or for damage to persons or property (subject the limitation on practicability ) arising out of PURCHASEWs. Investigation o the Property. However, PURCHASEWs Indemnification obligations shall ncot exceed Its statutorylimits of sovereignImmunity ithi n 768.28, Florida Statutes, and PURCHASER does not waive its sovereign Immunity h . ' obWlons under a ion shall survive the termination,expiration orClosing of this Agreement. 7.1 MII&YJIME, Within twenty( ) days of the Effective , PURCHASER shall obtain, at the PURCHASEWsnse, from & Title Company chosen by PURCHASER e. PUC s Initials: ��'`j1 SELLER's Initials: Purchase nd Sale Agreement Page 4 of7 (hereinafter l Ca pan ), a Title Commitment sl t insure in the amount of the Purchase Price subjectonly to the Permitted Exceptions,together with completelegible all Instruments a s conditions r exceptions In Schedulethe Titlen ll assessments, outstanding utility charges, liens and other matters not constitutingI Ins and that can b cured with the payment of moneyshall be paidr to or at closing from SELLEWs proceeds. PURCHASER shall examine the 'ritle Commitment and deliver written notice SELLER no later than thirty( )days after the Effective Daft notifying E any objections PURCHASERhas to the condition of tit (hereinafter'Title Objections"). If PURCHASER falls to deliver the Title ObjectionsSEMER withint rt ,title shall be deemed accepted subject conditions set forth In the TitleCommitment. If PURCHASER timely delivers the Title Objections,then s either cure and remove the Mtle Objection(s) or provide notice to PURCHASER that SELLER will not cure such title J (hereinafter "Cure Period"). in the event that SELLER Is unable or unwilling to cure remove,and or cause to be cured and removed, the TitleObjections i the Cure Period, then PURCHASER, i 's sale and absolutediscretion, shall have the option o (1) accepting the title as it then Is and proceedingsin it reduction in the Purchase Price and all such Title Objections that SELLER dechnescure shall become Permitted Exceptions, or(ii) canceling andr fn i h In which ,the Deposit shall be returned to PURCHASER n the is shag her obligations or liability hereunder, except for those x i n of this Agreement. Should elect to accept the title s it then Is and proceed to Closing, i ll still be required all assessments, outstandingcharges, liens,and mortgages due and payables of the Closing. In no event shall SELLER be requiredto commence litigation to cure any title or surveydefect,encroachment,or encumbrance. Prior to the CAosing, PURCHASER shall have the right to cause the Title Company to Issue an updated Title Commitment (ONe Ucovering the Property. If any Title Update ins any conditions that arose after the effective date of the title commitment and causedwere or allowed to occur by SELLER andwhich i r In theI nt, and such Items render title unmarketable, 5 shall have the right to object such new or different conditions in writingr to Closing. fl rlghts and objections of the Parties with respect objections risi hshall be the same as objections items appearing in the Titlef j s of this Section. 7. . 5urvey &_v1-. PURCHASER, at PURCHASER's expense, shall obtain current boundary u y (the ) of the Property, Indicating a number of acres comprising the Property to the nearest I/WMh of an acre. if the Survey disdoses encroachments n the Property or that Improvements located thereon encroach on setback lines, easements, Ins of others or violate ny restrictions, covenantsof this or applicable n l regulations, the same shall constitute a title fe and shall be governed the provisions of Section 7.1 con f Objections. ver, In no event shall S i commence litigation n title or survey or ` PURCHASM I iti SELLER's I itI I . r Purchase n Sale Agreement Page 5 of 17 encroach me nt,or encu mbrance. 7.3 SEUER Deliveries. SELLER shall deliver to PURCHASERfollowing n and Instruments withint (3) business days of the Effectiveof this Agreement, except as specifically In I . 7.3.1 Copies of lanes for all commercial and residential tenants ing the Property. 7. .2 Copies of any reports or studies (including en to rl environmental, soil borings, and other physical Inspection , in SELLEWs possession or control with respecte physical condition or operation of the ,If any. 7.3.3 Copies of all licenses, variances, iv , permb (including not limited to all surface water management permits, wetiands r lconsumptive use permits andvl n I resource permits), authorizations, and approvalsrequired law or by any governmental or private authorityhaving jurisdiction r the Property,or any portion ( I Approvals"),which are material to the use or operation of the Prope rtV andin SELLEWs possession, any. 73A At Closing, shall execute and deliver to PURCHASER any and all documentsend Instruments requiredPURCHASER,in PURCHASER's sole andabsolute discretion, hich: (Q effectuate the transfer to PURCHASER of thoseov rn I or portions thereofis are applicable the Property, that PURCHASERdesires to have assigned o it, and/or ( ) cause the Property to be withdrawn from anyGovernmental Approvals. SELLER will not be requiredincur expenses to providesuch documentsan Instruments. o later than twenty ( prior to thei , SELLER shall remedy, restore, and rectify any and all violations r I Approvals (including, but not limited , any and all portions of the surface r management system, mitigation areas or other Items which do not comply with the Govemmental Approvals or applicable rules), if any. SELLER ns that there will not be, at thetime 11 any unrecorded Instruments affectingWe to the Property, Including but not limited any conveyances, easements, licenses r leases, CONDITIONS - i . PURCHASER shall nobligated to close on the purchasethe Property unlesseach of the following n ins(collectively,the "Conditions to 11 ) am either fulfilled or waived by PURCHASERIn writing: . . RegrespoWligarls and WarMM& All of the representations and warranties of SELLER containedin this Agreementshall be tnie and correct as of Closing. .2. physical condition of the Property shall b ' Initials: ,, SELLER's Initials: ' Purchase and Sale Agreement Page 6 of 1 materially the some n the date of Closing s on the Effective Date, reasonable wear and tear excepted. 8.3. PendInZ_ProMed1nFj, At Closing, there ll be no litliption, claim, action, or administrative agency or other governmental proceeding, of any kind whatsoever, Nether pending, actual, or threatened, that would affect the Property, which has not been disclosed,prior to Closing, n C . s and Regulations. The Property shall be In compliance with all applicable federal, state andi laws, ordinances, rules, regulations, requirements,licenses,permits ando ions as af thedate of Closing. Property II y t t t time of Closing J on ®x leases referred to In Section 7.11 above. After the Effective t t,Sailer shall be permitted to renew existingleases affecting the Property provided that II such renewal leases provide the landlord a nine ) right of termination, do not exceed a term of one Veer from the date of renewai, and that any ternu whatsoever that differ from the current lease r thant lease expiration subject I or rejection by PURCHASER. 9. QDSINGePURCHASER ll prepare, or cause to be prepared, the Closing t forth In this Section, except for documents prepared by the PURCHASER'PURCHASER's Titlein shall execute anddeliver, or cause to be executed ei the following documentsInst (collectively, "Closing o n , . Japed. A Special Warranty Deed ( h ") conveying valid,good, marketable and insurablesimple title n r of all liens, encumbrances and other conditions of title otherthan the Permitteds. .2 121ler"s AffMlXks.121r" SELLER shall fumish to PURCHASER and Title Company a customary o n is affidavit attestingt @ bestof b knowledge,no Individual r entity has any claim i under the applicable llen t ; and that there are no partiesIn possession of the Property other then SELLER. SELLER shall also furnish non-foreignv . In the evet SELLER Is unable t 'de live r its affilaffild evits refers need above,the same shall be deeined an u neured title . Closingclosing n h the Purchase price, the II credits, adjustments and prorations. between PURCHASER andII costs and expenses to be paidat Closing, n net proceeds due SELLER,which PURCHASER shall so execute and deliver at Closing. OmAto Docuarn Documentationrequired r title to the ar t sPURCHASEWs Inithils. -i -` SELLEWs initials. i Purchase and Sale Agreement Page 7 of 17 Property f all liens,encumbrances and ,if any,otherthan otherPermitted 1 ns. .5. Add An1LQgg1M1= Suchr documents as PURCHASER or the Title Company may reasonably t that SELLER execute and dermer,and any other documents requiredis Agreement or reasonably necessafy In order to close this transaction effectuatetheterms of this . CLOSINGM EBQMONS,CLOSING GM AND rents,10.L Prorations. Assessments, Interest, Insurance and other expenses of the Property shall be prorated through theloi shall have the option of taking r existing policiesinsurance, assumable,In whichpremiums shall be prorated. Cash at Closing s ll be Increased or decreased as may be requiredr Ins throughto be made h r to Closing. Advance rentand security deposits,If any,will be credited . Taxes shall be proratedupon the current yeaes tax with due allowance r maximum allowable . ll comp with SectionIV Florida Statutes,with respect to the payment of prorated ad valorem taxes for the year of closing Into I II is Office. in the event that, following the Closing, l amount of assessedI pmperty tax an the Property for the current yearls higherthani used for purposes of the Closing, s shall re-prorate anyi r credited basedon suchestimate aslfpaid In r. This shall sufvIve the Closing. . . SRAGWI ROL Uens. Certified, confirmed and ratified special assessment liens imposed by publicl sin . Pending liens s of Closingshall be assumedPURCHASER. If the Improvement has been substantially completed as of the Effective Date, any pendinglien shall be consideredcertified, confirmed or ratified and SELLER shall, at ClosInL be charged an amountl to the last estimate r assessment for the Improvement by the public Closina Cost& PURCHASER shall be responsibler recordingII general closing expenses (settlement ur r fees, ovemight package, etc.), all title insurance expenses, documentary sumps an the deed, and any expenses associated PURCHASEWs financing. ill pay their respective attorney's fees. Otherthan SELLER yin r , PURCHASER and SELLER agme that the transaction contemplated this Agreement shall be"net"to the SELLER withyin II costs associated with the tra nsactio n other than SELLEWs a y's ure. PURCHASER shall fund the Purchase the credits, offsets andherein. C (as applicable)shall execute and deliver to ClosingClosing sin sh II, at otimms PURCHASER'S Initials SELLER's Initials; , Purchase IAgreement Closing:Page 8 of 17 (1) disburse the sale proceeds to SELLER; (II) deliver the Closing Documentsn a 'marked-up"ntle Commitment to PURCHASER, andr, record the Deed and other recordable Closingin the appropriatepublic records. lflg, MoM&2A ApdAt Closing, shall obtain, or cause to be obtained, s fa r release of record of all mortgages, liens applicable c ri COVENANTSIL REPRESENTAMNS, induce PURCHASERr Into this Agreement, SELLER makes the following ,all of which,to the best of Its knowledge,in all material respects and except as otherwise provided in thW Agreement(1) are now true, and(IQ shall be true as of the date of the Closingunless receives Information to the contrary, and (III) shall survive the Closing. In that PURCHASER Ii be provided immediate notice to the following representations: 11 At all t s e Date until priorto Closing, shall keep the Property(whether before or after the date of Closing) clear of any mechanies or material n's llensfor work or materials fumished to or contracted for,by or on behalf of SELLER prior to the Closing,and SELLER shalll a fen and hold PURCHASER harmless from against allx nd Kablilty in connectiont (including,without limitation,co u rt costs reasonableand rn s ). 11.2 SELLER has no actual knowledge nor has SEU.ER received any notice litigation, i ,action or proceeding actual orh in r the Property by any organization,person,Individualorgovemmental agency which (as to anythreatened litigation,claim,action or proceeding,Ina materiallyv fashion)the use,o lue of the Property or any part thereaforwhicho otherwise relate 11.3 SELLERhas full power and authorityr Into this Agreement and assume and performobligations hereunder in this Agreement. SELLER does rot and will not conflict it In the breach of any conditionor provision,or constitute a defaultunder,or result In the creation orImposition o lien,charge,or encumbrance upon th r rt or assets of the SELLER by reason ofthe terms of any contract,mortgage,lien, s , agreement, Indenture, Ins r judgment to which the SELLER Is a party of which is or purports binding the SELLER or which effects the E ®no action by any federal,stow or municipal r other govemmental agency department, commission, board, bureau or Instrumentality necessaryto make thIsAgreementa valid Instrument bindinguponthe SELLER In accordance with its terms. 11.4 SELLER representsill not,between the AgreementandtheClosing,withoutr r t, lch consent shall not be unreasonably i I r delayed, except In the in st , create any m rna PCU sInitials."", SELLEWSI Purchase and Salet Page 9 of 1 encumbrancesnthe . For purposes of this provisionn "she II mean any liens, claims,options, or other encumbrances,encroachments, rights-of-way, leases, conditionseasements, covenants, or restrictions. Except for renewing existingleases In accordancewith Sectiona.5 hereof,SELLER represents thatSELLERill not,betweenthe Effective Datoof this Agreement and the Closing,take any action to terminate r material ,amend or alto r any existingin existance,withoutthe pdarconsentof PURCHASER,whichConsent shall not be unreasonablywilth held ordelayed. 1L5 SELLER represents that them rh In possession of the Property r any portion of the Property as a lessee othert clSection . . IL6 SEI IF shall use Its best efforts to maintaint Property In Its present condition so as to ensure that'll: shall remain substantially In the same condition from the conclusion the sl rt the Closing . IMENTIONALLY DELETED. representsJLLB SELLER that It has no actual knowledge nor has it received notice that the Property has been,is prose nfly or Is contemplatedui!ized as a reservoir of Hazardbus Material. As used herein,the term"HazardousI" shall mean any substance, water or material which has been determinedany state, federal or local government authority to be capable of posingrisk Injury to health,safety , Inducling but not limited to,all of thoseIs,wastes and substances hazardous ortoxic by the U.S. Environmental Protection Agency, the U.S. Department of Labor,the U.S.Department of Transportation, an r any other state or local governmental agency now or hereaftr authorized to reguhaft materials and substances In the environment (collectively " r I ut ( s)"). 11.9 SELLERthe Property is not subjectany dead restrictions or declaration of restrictionsrunning it the Property whichwould use of the Property exceptthoset Permitted ns as deflneclabwe. IL10 Between the Effective Date of this Agreement and the data of Closing, SELLER ill not file any application for a change of thezoning i# t' of the Property. M11 AMU The execution and deliveryh nt by SELLER and the consummation by SELLER of the transactioncontemplated this Agreementhi SELLEWS capackyn all requisite action has been taken to makethis Agreement valid and binding on SELLER in accordanceh Its terms.The person executing this Agreement an of SELLER has n duly authorizedn behalf of and to binds ,and this Agreement representsa valid binding ! of SELLER. ops ' initials,,—,Q, i i I :§ E �. Purchase and Sale Page 10 of 17 11.12 Mle. SELLER Is and will be on the Closingowner of valid, , marketable and Insurable simple title to the Property, free and clear of all liens, encumbrances and restrictions of anykind, except the Permitted Exceptions whichencumbrances of record ill be dischargedt Closing). IL13 Additional arrantkL;nd _ReRresentations-of SE131R, As a materfal Inducement Eentering Into this Agreement, SELLER, to the best of SELLEWS Informationand belief,hereby representsandwarrants the following: =13.1 Them are o pending applications, permits, petitions, contracts, approvals, or other proceedings with any governmental or quasi-governmental authority, including limited , PURCHASER, municipalities, counties, districts, utilities, r federal or state agendas, concerninguse or operation , or title to the Property or any portion thereof not grantedor Is not obligatedInterest in the Propertyto any of the foregoing . 11.23.2 am no facts believedI to the use, 'condition and operationh Property in the mannerthathas been usecloroperated, i i has not disclosedU I Including limited unrecorded instruments or defectsIn the f the Property whichill Impairthe use or operation of the Property f any manner. .3 The Property andthe use and operationthcompliance with ll applicable countyl laws,ordinances,regulations,licenses,permits n authorizations, in ui limitation, applicable zoningI n I laws and regulations. 12. . L PUBQd&SWs Default. In the event that tWs transaction fails to close due to a wrongful refusal to close r default on the PURCHASER,subject to the provisionsf Paragraph 12,3 below, the Depositl then being heldshall be paid bV Escrow Agent to SELLER liquidated s and,t r, i PURCHASER nor SELLER shall have any further obligation or liabilities n r this Agreement,except forthose expressly providedsurvive the termination of this Agreement,- , however, that PURCHASER shall also be responsibler the l of any lions assertedtte Property by persons claiming , through or under PURCHASER, but not otherwise. PURCHASER an SELLER acknowledge SER defaults, SELLER will suffer damages In an amount hick cannot be ascertainedh reasonable certaintyn the Effective Date and that the amount of the Deposit being held et most closely approximates the amount necessary to compensate SELLER. PURCHASER and SELLER agree that this Is a bona liquWated damages provision and not a penalty or forfeiture provision. oisw�a� PURCHASEWsInitialw , SE 's Initlels � Purchase and Sale Agreement Page 11 of 17 122. Seller's Default. In the event that SELLER shall fall to fully timely performany of its obligations or covenants hereunder or I any of SELLEW S representations untrue or Inaccurate, then, notwkhstanding anything trary contained In this Agreement, PURCHASER may, at Its option: (1) declare SELLER In u under this Agreement by notice I' to SELLER, In which event PURCHASER may terminate 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 specific performance of this Agreement without waiving any action for damages. Notice gf Rjftjft., Prior to declaring a dffkultnexercising the remedies in, the non-defoulting Partyshall Issue a notice of to the defaulting I the event or condition of default In sufficient detail to enablea reasonable n to determineion necessary to cure the default. The defaulting shall have tan ( ' days from deliverynotice duringthe default, , however,that as to a failureckne, the cure periodshall only be t ' ( )business the delivery of notice. Both partiles agree that N an extensionIs requestedas a result e u such extension shall not be unreasonablywithheld I t In no event shall the Closing er 31, 2021. if the default has not been cured within the aforesaid period, non-defoulting Party mayexercise the remedies described . Survival. The provisions of this section shall survive the termination this Agreement. considered13. II n l 1 In i ut shall be delivered ®hen received by certified mail, return receiptr personal de live ry to the following addresses: If to Seller Christian Macovlak Oyer-Macovlak Insurance 531 East Ocean Boynton Beach,FL 33435 With a copy to: Harvey E. Oyerill h n,LLP 525 Okeechobee I . Suite 1 West Palm Beach,FL 33401 If to Purchaser: Thuy Shutt,Executive Director Boynton Beach Community veld t Agency IM E.Ocean Avenue, h Floor Boynton ,FL t , 615"aza PURCHASEWs Initials: SELLEWs Initlals Purchase nd Sale Agreement Page 12 of 1 With a copy : Kenneth Longman a1 r, PA 360 S.Rosemary Avenue Suite West Palm Beach,Fl.33401 JA BINDING OBLIGATION/ASSIGNMENT. The terms andconditions of this Agreement hereby made bindingon, and shall Inure to the benefitso and permitted assigns of the Parties hereto. SELLER may not asswn Its Interest In is Agreement without the prior written consent of PURCHASEki ll not be unreasonably h . PURCHASER II have the right to assign this Agreement to the City of Boynton Beach (the "City") without the prior consent of SEU.ER andthe PURCHASER shall be releasedfrom any further It 1 liabilities r this Agreement. The PURCHASER may not assign this Agreement to any other party withoutprior written approval of SELLER, which shall not unreasonably ith I . If PURCHASER has been dissolved as an entity while this Agreement and/or the attached Lease AgreementIn effect,the to of section ),Florida Statutes,js it may be amendedtime i ,shall 15. BROKER FEES. The SELLER and PURCHASER hereby gets that they have not dealt with a l estate broker In connection with the tranrAcdon contemplatedi nt and are not liable r a sales commission.SELLER and PURCHASERr t I Indemnify, defend i each r from and againstn all claims, s. damages, costs or expenses (Including, u limitation, attorneys ) of any kind arisingu or resulting from any agreement,arrangement or understanding alleged to have been made with any broker or finder claiming through the Indemnifying party In connectbn with this Agreement. The provisionsthis Section shall survhm Closingr termination of this Agreement. 16. I TLC , IAL For purposes of thisAgreement, pollutant ("Poll ") shall mean anv hazardous or toxic substance, material, or waste of anykind or any contaminant, pollutant, petroleum, petroleum productor petroleum by-products defined or regulated environmental laws. Disposal ("Disposal") shall mean the release, , handlIng, discharge, or disposal of such Pollutants.Environmental lam(uEnvironmental ")shall mean any applicable federal, state, or local laws, statutes, ordinances, les, regulations or other governmental restftlonL 16.L1 As a material Inducement to PURCHASER entering Into this Agreement, SELLER hereby warrants and represents the following,asappIl ( SELLER and occupants obtained n In full compliance with anyand all permits regardings I I on theProperty or contiguousowned by SELLER,to the best of SELLER'S knowledge. ainorms PURCHASEWs Initials. SEUJEWs In Purchase and Sale t Page 13 of 7 (2) SELLER is not awarenor does It have any notice of any past,present orfuture e , iti itis or practices which may give rise to any liability r form a basisr any claim, demand, cost or action relatingi of anyPollutant on the SELLERnor does it have any notice of any past,presentorfuture n , conditions, i t practices an configuousproperlythati iv rise to any liability r forma basis for any claim, n r action relating to the Disposal o any PollutantaffectingtheSELLER'S property. ( ) There inocivil, criminal or administrative action, sult, claim, demand, investigation or notice of violation pending or, knowledge, threatened ais or the Property relatinganyway to the is I of Pollutantsonthe Pro perty, y portionth or an any contiguousn . . PUBLIC RECORDS. PURCHASER is a publicsubject r 119, Florida herebyStatutes. The SELLER Is notified that thel y bw, Pursuant Chapter 119,to maintainn is upon requestIt records deemed publicunder the statute Including this Agreement and some or all of the documentsconsummate the transaction set forth herein.To the extent that any litigation s I Instituted by SEUJM, either directly or as a thirdprevent or prohlbt Purchaser from disclosingr providing documents Involvingthis Agreement orthe transactiont in the Agreementu to a public u r Chapter 119,SELLER agrees that PURCHASERaye r: defendthe claim up to and Including final judgment or ' Interplead the challenged documentsInto the court. In either event, reasonable attorneye fees and costk rll and appellate. 18. LAISPII W. - I. This Agreement and any amendment hereto,may be executed in any number of counterparts, shall be deemed to be an original and all of which shall, together, constitute one andthe same Instrument. The section and paragraph headings herein contained are for the purposesWentlication only and shalln I construing n . Reference to a Sectionshall be deemed to be a referencethe entire ion, unless i . No modification or amendment of this Agreement shall be of anyr effect unlessin writing executedy the Parties. This Agreement forth the entire a n n the Parties relatingthe n all subject a r herein and supersedes all prior and contemporaneoustions, understandings written or orat between the Parties. This Agreement shall be interpreted to accordance with the laws of the State of Florida. The Parties hereby agree that jurisdiction ny litigation brought arising out of thisAgreement shall be In the Fifteenth Judicial Circuit, In and r Palm BeachCounty, Florida, or, should any cause of action be limited to federal jurisdiction only,In the Uniteds District Courtforthe Southerni I ri . 1 r herein time which n esu i ie shall n ®calendar days. Any timer for in this etmnx.s PURCHASM Initials. SELLER's Inttiais. Purchase and Sale Agreement Pop 24 of 7 Agreement which endson a Saturday,Sunday or legal holiday shall extend t ® . an the next full sine . Ti n In performance IIobligations r this Agreement. . . Waiver. Neither the Il Insist upon a strict performance of any of the terms, provisions, covenants, agreements andconditions hereof, nor the acceptance of any Item by a party withknowkWge of a breachof this Agreement by the other party In the performance of their respective o l i run r,shall be deemed a waiver of otherany rights or remedies that a party may have or a waiver of anysubsequent c r defaultIn such provisions, covenants, agreements or conditions. This shall survive to rmination of th Is Agreementthe Closing. 114, tonn . The Parties to thisAgreement, through counsel, have participatedin the negotiationn tion hereof. Neither this Agreement nor any amendmenthereto shall be more strictly construedit any of the Parties. As used In this or any amendmenth lin II Include the feminine, singular shall Inducle the plural, and the plural shall Include the singular,as the context may require. Provisions of this Agreement that expressly provide that they survive Closing shall not merge Into the Deed. S@veqbIIlty., If any provision of this Agreement or the applicationthereof shall, for any reason and to anye Invalid or ,neither the remainder of this Agreement r the applicationi t persons,entitiesr circumstances shall be affected thereby, butInstead shall be enforcedmaximum nt permitted by law.The provisions of this Sections all apply to anyt i t. 1 .6 Handwrttten Provisions. Handwritten provisions Inserted In this Agreement and initialed shall control al printedprovisions in conflict .7 MlyerofJupildiii. an Inducemeritto PURCHASER agreeingenter Into this Agreement PURCHASER and SELLER hereby waive trial by jury In any actionr proceedingu r party against to other party pertainingr whatsoever arising out of or In anyway wrinectedwiththis Agreement. 61torneys Do mad C Should it be necessary to bringan action enforce any of the provisions of this e a Ie attornew fees and costs,Including those at the appellatelevel,shall a the prevailingunlessotherwise provided In this Agreementn j limitation of sovereign Immunity as providedhi Section 768.2B, Florida Statutes. 119 lindillL Autor c represents andarra the other that each person executingt behalf of the PURCHASERn E has SELLER's Initials Purchase I t Pop 15 of 17 full right andI authority to executethis Agreement andi a for whom r an whose behalf he or she 1s signing h respect to all provisions containedIn this Agreement. rn . This Agreement may not be recorded in the Public Palm u ,Florida without the.prior approval of both parties. Survival. The covenants, warranties, re presentations, Indemnities n undertakings C and PURCHASER that specifically surviveaoslngset forth In this Agreement shall survive the Closing. 16,12 'SEILLERs Attomeye Fees and Cosb.SELLER acknowledges ands that SELLER shall be responsiblefor Its own attorneW fees and ag costs, If any,Incurred by SELLER in connection with the ion contemplated by this Agreement. 18.13 jMMMkMjMMUajgL NothingIn this Agreement shall be deemed to affect the rights, prtvleges, and sovereign Immunities of the PURCHASER, Including those set forth in Section Florida Statutes. 19. REPRESENTATIONS.,MV ENANTS AN D WA MANTLES OF PU RCHASER. To Induce SELLER to enter Into this Agreement, PURCHASER makes the followingrepresentations,all of which, to the best of its knowledge, II material respects andotherwise vl i this n (r) are now true, and (IQ shall be true as of the date of the Closing, (III) Il survive the Closing. 19.1 VgII& Created andinGood Standln ,. validly under all applicabLein good standing under II- applicable s of the Effective this Agreement, andill be in good standingunder all applicable state laws a of the Closing . 1 I n n i nRC AS and the consummation by PURCHASERof the transaction n l by this Agreement are withinPURCHASERS. lawful capacity and all requiske action has been taken to make this Agreement valid and bindingon PURCHASERIn Ith its terms.7he person executing PURCHASERthis Agreement on behalf of s been duly authorizedon behalf of and bind PURCHASER,andthis Agreement represents1 in i obligation Of PURCHASER. -I . -Is . n II faults. VBCIFICALLY SET FORTH HEREIN. IT IS UNDERSTOOD AND AGREED THAT PURCHASER IS KIRCHASING THE PROPERTY IN AN AS4S. , AND WITH WARRANTIES SET FORTH HEREIN, SELM MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONSITION OF THE PROPERTY OR THE PROPERTY'S NTNESS FOR PURCHASER'S HfMDED USE. PURCHASER SHOULD RELAY ON ITS OWN INVESTIGATIONS AND DiSPECTIONS DURING THE FEASIBUITY PERIOD. ai Initials: I °�� f q_ i • • Purcluse and Salet Page 16 of 17 21. Over Insurance I g8ptq Sign on East Fap,de Wall 2f 2 1 Bulldipg. PURCHASER andn' l t the existingint ll sign on the east fop cle of the531 East OcianAvenue building l r over 60 years,is one of the is business Images In the Cilty of Boynton Beach, possesses historic and cultural 1 , and is one of the last remainingrepresentations of the Citys historic main street. such, PURCHASER agrees to uie Its bestI Il sign eitherI r to be relocated and utilized elsewhere In the vicinitythat the cost of the preservation and relocationefforts do not exceed a maximumof Twenty Thousandll . I the event that PURCHASER Is unable to preserve or relocate the wall sign as provided herein, PURCHASER II provide notice ,who shall sixty within which to relocate the sign at Its own n r contribute all additional funding r$20,0W to the CRA for the CRA to relocatethe sign. les adcnowledge and agree that the possibility ists that the sign could be 4amaged or destroyed duringI tl n. However, PURCHASER shall use Its best efforts, as provided herein, to preserve the wall sign ensureand that It remains visible li . IN WITNESSF, the Parties have executed i date. PURCHASEWslnitials.� '`111t1"fir SELLEWs Initials: Purchase and Sale Agreement Page 17 of 17 : COMMUNITYBOYNTON BEACH P REDEVEWPMENT AGENCY t pO �o `� p i t � � e r Printed n S.Grant Printed Name: , 61, Title: Chair Title: 14'LLL�'Qly �a t Date:,' te ,,,, 11 R�'`i�2� �5 r��k�r)- 3 � � Y Date: ti- WITWESS: WIT N7�- R 'g'o�-4?�`z s� r . Printed Prin d RO GENS 4 W gman &Wai# P.A. Printed Name: a F ar raw ' Initials: _. SELLEWs II ® ` y 4 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 508 E BBB, 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 at 508 E. Boynton Beach Boulevard, City of Boynton Beach, in Palm Beach County, Florida (the "Properties") and more particularly described as follows: Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. 2. PURCHASE PRICE AND PAYMENT. The Purchase Price to be paid for the Property shall be Nine Hundred Fifteen Thousand and 00/100 Dollars ($915,000.00), 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 and 00/100 Dollars ($100,000.00)the "Deposit"). 3.2. Applic_ation,lDisbursement 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 expiration of the Feasibility Period (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 during the Feasibility Period (hereinafter defined) for any reason, the Deposit shall be immediately refunded to the PURCHASER. If this Agreement is terminated due to a default, pursuant to Section 12, the PURCHASER's Initials: SELLER's Initials: 00704498-1 Purchase and Sale Agreement Page 2 of 15 Deposit shall be delivered to (or retained by, as applicable) the non-defaulting Party, and the non-defaulting Party shall have such additional rights, if any, as are provided in Section 12. 3.3. Escrow 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 date of this Agreement (the "Effective Date") shall be the date when the last one of the SELLER and PURCHASER has signed this Agreement. 5. CLOSING. The purchase and sale transaction contemplated herein shall close on or before November 11, 2021 (the "Closing"), unless extended by other provisions of this Agreement or by written agreement, signed by both parties, extending the Closing. 6. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by Warranty Deed complying with the requirements of the Title Commitment (hereinafter defined), valid, good, marketable and insurable title in fee simple to the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, restrictions and other conditions except only the following (collectively, the "Permitted Exceptions"): (a) general real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; (b) covenants, conditions, easements, dedications, rights-of-way and matters of record included on the Title Commitment or shown on the Survey (defined in Section 7), to which PURCHASER fails to object, or which PURCHASER agrees to accept, pursuant to Section 7.1 and Section 7.2 hereof. 7. FEASIBILITY PERIOD. The PURCHASER, and its designees shall have twenty (20) days from the Effective Date of this Agreement ("Feasibility Period"), at PURCHASER's expense, to make inquiries to determine if the Property is suitable for its intended use and to enter upon the Property, at any time and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, valuation appraisals and investigations of the Property, including but not limited to Phase I and Phase II investigations, which PURCHASER may deem necessary. During this Feasibility Period, PURCHASER may elect, in PURCHASER's sole and absolute discretion, to terminate this contract and receive back all deposits hereunder. If PURCHASER elects to PURCHASER's Initials: 6- SELLER's Initials: 00704498-1 __- Purchase and Sale Agreement Page 3 of 15 terminate this Agreement in accordance with this Section, PURCHASER shall: (i) leave the Property in substantially the condition existing on the Effective Date, subject to such disturbance as was reasonably necessary or convenient in the testing and investigation of the Property; (ii) to the extent practicable, shall repair and restore any damage caused to the Property by PURCHASER's testing and investigation; and (iii) release to SELLER, at no cost, all reports and other work generated as a result of the PURCHASER's testing and investigation. PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, attorney's fees, for nonpayment for services rendered to PURCHASER (including, without limitation, any construction liens resulting therefrom) or for damage to persons or property (subject to the limitation on practicability provided above) arising out of PURCHASER's investigation of the Property. However, PURCHASER's indemnification obligations shall not exceed its statutory limits as provided within Section 768.28, Florida Statutes, and PURCHASER does not waive its sovereign immunity rights. SELLER hereby agrees to indemnify and hold PURCHASER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, attorney's fees, for nonpayment for services rendered to SELLER or for damage to persons or property (subject to the limitation on practicability provided above) arising out of PURCHASER's investigation of the Property. SELLERS' obligations under this Section shall survive the termination, expiration or Closing of this Agreement. 7.1. Title Review. Within twenty (20) days of the Effective Date, PURCHASER shall obtain, at the PURCHASER's expense, from a Title Company chosen by PURCHASER (hereinafter "Title Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of the Purchase Price subject only to the Permitted Exceptions, together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. Any and all assessments, outstanding utility charges, liens and other matters not constituting Permitted Exceptions shall be paid by Seller prior to or at closing from Seller's proceeds. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than thirty (30) days after the Effective Date notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "Title Objections"). If PURCHASER fails to deliver the Title Objections to SELLER within the aforesaid review period, title shall be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the Title Objections, then SELLER shall have thirty (30) days to diligently and in good faith undertake all necessary activities to cure and remove the Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable to cure and remove, or cause to be cured and removed, the Title Objections within the Cure Period, to the satisfaction of PURCHASER, then PURCHASER, in PURCHASER's sole and absolute discretion, shall have the option of (i) extending the Cure Period and the Closing for one additional thirty (30) day period, or (ii) accepting the title as it then is but using such portion of the Purchase Price as may be necessary to pay and satisfy any mortgages, outstanding utility charges, delinquent property taxes and/or code enforcement and PURCHASER's Initials: S136T— SELLER's Initials: 00704498-1 Purchase and Sale Agreement Page 4 of 15 contractors' liens or other recorded claims of lien upon the property, or (iii) canceling and terminating this Agreement, in which case, the Deposit shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue an updated Title Commitment ("Title Update") covering the Property. If any Title Update contains any conditions which did not appear in the Title Commitment, and such items render title unmarketable, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment, subject to the provisions of this Section. 7.2. Survey Review. PURCHASER, at PURCHASER's expense, shall obtain a current boundary survey (the "Survey") of the Property, indicating the number of acres comprising the Property to the nearest 1/100th of an acre. If the Survey discloses encroachments on the Property or that improvements located thereon encroach on setback lines, easements, lands of others or violate any restrictions, covenants of this Agreement, or applicable governmental regulations, the same shall constitute a title defect and shall be governed by the provisions of Section 7.1 concerning title objections. 7.3. SELLER Deliveries. SELLER shall deliver to PURCHASER the following documents and instruments within ten (10) days of the Effective Date of this Agreement, except as specifically indicated: 7.3.1. Copies of any reports or studies (including engineering, environmental, soil borings, and other physical inspection reports), in SELLER's possession or control with respect to the physical condition or operation of the Property, if any. 7.3.2. Copies of all licenses, variances, waivers, permits (including but not limited to all surface water management permits, wetland resource permits, consumptive use permits and environmental resource permits), authorizations, and approvals required by law or by any governmental or private authority having jurisdiction over the Property, or any portion thereof (the "Governmental Approvals"), which are material to the use or operation of the Property, if any. 7.3.3. Prior to the Closing Date, SELLER shall execute and deliver to PURCHASER any and all documents and instruments required by PURCHASER, in PURCHASER's sole and absolute discretion, which: (i) effectuate the transfer to PURCHASER of those Governmental Approvals, or portions thereof which are applicable to the Property, that PURCHASER desires to have assigned to it, and/or (ii) cause the Property to be withdrawn from PURCHASER's Initials: 640 SELLER's Initials: 00704498-1 Purchase and Sale Agreement Page 5 of 15 any Governmental Approvals. No later than thirty (30) days prior to the Closing Date, SELLER shall remedy, restore, and rectify any and all violations of the Governmental Approvals (including, but not limited to, any and all portions of the surface water management system, mitigation areas or other items which do not comply with the Governmental Approvals or applicable rules), if any. SELLER warrants that there will not be, at the time of Closing, any unrecorded instruments affecting the title to the Property, including, but not limited to any conveyances, easements, licenses or leases. 8. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the purchase of the Property unless each of the following conditions (collectively, the "Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 8.1. Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 8.2. Condition of Property. The physical condition of the Property shall be the same on the date of Closing as on the Effective Date, reasonable wear and tear excepted. 8.3. Pending Proceedings. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever, pending or threatened, which has not been disclosed, prior to closing, and accepted by PURCHASER. 8.4. Compliance with Laws and Regulations. The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, requirements, licenses, permits and authorizations as of the date of Closing. 8.5. Occupancy. The property shall be conveyed to the PURCHASER at time of closing unoccupied. 9. CLOSINGDOCUMENTS. The PURCHASER shall prepare, or cause to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the SELLER'S Title Company. At Closing, SELLER shall execute and deliver, or cause to be executed and delivered to PURCHASER the following documents and instruments: 9.1. Deed. A Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple title to the Property free and clear of all liens, encumbrances and other conditions of title other than the Permitted Exceptions. 9.2. Seller's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law; and that there are no parties in PURCHASER's Initials: SELLER's Initials: 00704496-1 Purchase and Sale Agreement Page 6 of 15 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 as of Closing shall be assumed by PURCHASER. If the improvement has been substantially completed as of the Effective Date, any pending lien shall be considered certified, confirmed or ratified and SELLER shall, at Closing, be charged an amount equal to the last estimate or assessment for the improvement by the public body. PURCHASER's Initials: J6/4— SELLER's Initials: 00704498-1 Purchase and Sale Agreement Page 7 of 15 10.4. Closing Costs. PURCHASER shall be responsible for recording the deed and half of all general closing expenses (settlement fee, courier fees, overnight package, etc.). SELLER is responsible for documentary stamps on the deed and half of all general closing expenses and their own legal fees. All other costs of closing shall be borne by PURCHASER. 10.5. Closin_g 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 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 PURCHASER's Initials: SELLER's Initials: 00704498-1 Purchase and Sale Agreement Page 8 of 15 or assets of the SELLER by reason of the terms of any contract, mortgage, lien, lease, agreement, indenture, instrument or judgment to which the SELLER is a party of which is or purports to be binding upon the SELLER or which affects the SELLER; no action by any federal, state or municipal or other governmental department, commission, board, bureau or instrumentality is necessary to make this Agreement a valid instrument binding upon the SELLER in accordance with its terms. 11.4. SELLER represents that SELLER will not, between the date of this Agreement and the Closing, without PURCHASER'S prior written consent, which consent shall not be unreasonably withheld or delayed, except in the ordinary course of business, create any encumbrances on the Property. For purposes of this provision the term "encumbrances" shall mean any liens, claims, options, or other encumbrances, encroachments, rights-of-way, leases, easements, covenants, conditions or restrictions. Additionally, SELLER represents that SELLER will not, between the date of this Agreement, and the Closing take any action to terminate or materially, amend or alter any existing leases presently in existence, without the prior consent of PURCHASER,which consent shall not be unreasonably withheld or delayed. 11.5. SELLER represents that there are no parties other than SELLER in possession of the Property or any portion of the Property as a lessee. 11.6. SELLER shall not list or offer the Property for sale or solicit or negotiate offers to purchase the Property while this Agreement is in effect. SELLER shall use its best efforts to maintain the Property in its present condition so as to ensure that it shall remain substantially in the same condition from the conclusion of the Feasibility Period to the Closing Date. 11.7. SELLER has no actual knowledge nor has SELLER received any notice of any litigation, claim, action or proceeding, actual or threatened, against SELLER or the Property by any organization, person, individual or governmental agency which would affect (as to any threatened litigation, claim, action or proceeding, in a materially adverse fashion) the use, occupancy or value of the Property or any part thereof or which would otherwise relate to the Property. 11.8. SELLER represents that it has no actual knowledge nor has it received any notice that the Property has been, is presently or is contemplated to be utilized as a reservoir of hazardous material. As used herein, the term "Hazardous Material" shall mean any substance, water or material which has been determined by any state, federal or local government authority to be capable of posing a risk of injury to health, safety and property, including, but not limited to, all of those materials, wastes and substances designated as hazardous or toxic by the U.S. Environmental Protection Agency, the U.S. Department of Labor, the U.S. Department of Transportation, and/or any other state or local governmental agency now or hereafter authorized to regulate materials and substances in the environment (collectively "Governmental Authority(ies)"). PURCHASER's Initials: 5s6- SELLER's Initials: 0070981 Purchase and Sale Agreement Page 9of15 11.9. SELLER represents to PURCHASER that the Property is not subject to any deed restrictions or declaration of restrictions running with the Property which would affect the use of the Property except those constituting Permitted Exceptions as defined above. 11.10. Between the date of this Agreement and the date of closing, SELLER will not file any application for a change of the present zoning classification of the Property. 11.11. Authority. The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 11.12. Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free and clear of all liens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). 11.13. Additional Warranties and Representations of SELLER. As a material inducement to PURCHASER entering into this Agreement, SELLER, to the best of SELLER'S information and belief, hereby represents and warrants the following: 11.13.1. There are no pending applications, permits, petitions, contracts, approvals, or other proceedings with any governmental or quasi-governmental authority, including but not limited to, PURCHASER, municipalities, counties, districts, utilities, and/or federal or state agencies, concerning the use or operation of, or title to the Property or any portion thereof and SELLER has not granted or is not obligated to grant any interest in the Property to any of the foregoing entities. 11.13.2. There are no facts believed by SELLER to be material to the use, condition and operation of the Property in the manner that it has been used or operated, which it has not disclosed to PURCHASER herein, including but not limited to unrecorded instruments or defects in the condition of the Property which will impair the use or operation of the Property in any manner. 11.13.3. To the best of SELLER'S knowledge, the Property and the use and operation thereof are in compliance with all applicable county and governmental laws, ordinances, regulations, licenses, permits and authorizations, including, without limitation, applicable zoning and environmental laws and regulations. PURCHASER's Initials: O&---, SELLER's Initials: OD704498-1 Purchase and Sale Agreement Page 10 of 15 12. DEFAULT. 12.1. PURCHASER's Default. In the event that this transaction fails to close due to a wrongful refusal to close or default on the part of PURCHASER, subject to the provisions of Paragraph 12.3 below, the Deposit actually then being held by the Escrow Agent shall be paid by Escrow Agent to SELLER as agreed liquidated damages and, thereafter, neither PURCHASER nor SELLER shall have any further obligation or liabilities under this Agreement, except for those expressly provided to survive the termination of this Agreement; provided, however, that PURCHASER shall also be responsible for the removal of any liens asserted against the Property by persons claiming by, through or under PURCHASER, but not otherwise. PURCHASER and SELLER acknowledge that if PURCHASER defaults, SELLER will suffer damages in an amount which cannot be ascertained with reasonable certainty on the Effective Date and that the amount of the Deposit being held by Escrow Agent most closely approximates the amount necessary to compensate SELLER. PURCHASER and SELLER agree that this is a bona fide liquidated damages provision and not a penalty or forfeiture provision. 12.2. Seller's Default. In the event that SELLER shall fail to fully and timely perform any of its obligations or covenants hereunder or if any of SELLER'S representations are untrue or inaccurate, then, notwithstanding anything to the contrary contained in this Agreement, PURCHASER may, at its option: (1) declare SELLER in default under this Agreement by notice delivered to SELLER, in which event PURCHASER may terminate this Agreement and demand that the Deposit be returned, including all interest thereon if any, in accordance with Section 3 and neither Party shall have any further rights hereunder, or (2) seek specific performance of this Agreement, without waiving any action for damages. 12.3. Notice of Default. Prior to declaring a default and exercising the remedies described herein, the non-defaulting Party shall issue a notice of default to the defaulting Party describing the event or condition of default in sufficient detail to enable a reasonable person to determine the action necessary to cure the default. The defaulting Party shall have fifteen (15) days from delivery of the notice during which to cure the default, 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: PURCHASER's Initials. SELLER's Initials: 00704498-1 Purchase and Sale Agreement Page 11 of 15 If to Seller: Bradley Miller 508 E BBB, LLC 508 E. Boynton Beach Boulevard Boynton Beach, FL 33435 With a copy to: Alan J. Ciklin, Esq. CIKLIN LUBITZ Northbridge Tower I, 20th Floor 515 N. Flagler Drive West Palm Beach, FL 33401 If to Purchaser: Michael Simon, Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Kenneth Dodge Lewis, Longman &Walker, PA 515 North Flagler Drive Suite 1500 West Palm Beach, FL 33401 14. BINDING OBLIGATION/ASSIGNMENT. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER, which shall not be unreasonably withheld. PURCHASER shall have the right to assign this Agreement to the City of Boynton Beach (the "City") without the prior consent of SELLER and the PURCHASER shall be released from any further obligations and liabilities under this Agreement. The PURCHASER may not assign this Agreement to any other party without the prior written approval of SELLER, which shall not unreasonably withheld. If PURCHASER has been dissolved as an entity while this Agreement and/or the attached Lease Agreement are in effect, the provisions of section 163.357(1), Florida Statutes, (as it may be amended from time to time), shall apply. 15. BROKER FEES. The SELLER and PURCHASER hereby state that they have not dealt with a real estate broker in connection with the transaction contemplated by this Agreement and are not liable for a sales commission. SELLER shall indemnify, defend and hold harmless the PURCHASER from and against any and all claims, losses, damages, costs or expenses (including, without limitation, attorney's fees) of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by SELLER on its behalf PURCHASER's Initials-AMr-11 SELLER's Initials: 00704498-1 Purchase and Sale Agreement Page 12 of 15 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 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 PURCHASER's Initial SELLER's Initials- 00704498-1 00704498-1 Purchase and Sale Agreement Page 13 of 15 documents into the court. In either event, SELLER agrees to pay PURCHASER'S reasonable attorneys'fees and costs, both trial and appellate. 18. MISCELLANEOUS. 18.1. General. This Agreement, and any amendment hereto, may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which shall, together, constitute one and the same instrument. The section and paragraph headings herein contained are for the purposes of identification only and shall not be considered in construing this Agreement. Reference to a Section shall be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall be of any force or effect unless in writing executed by the Parties. This Agreement sets forth the entire agreement between the Parties relating to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the Parties. This Agreement shall be interpreted in accordance with the laws of the State of Florida. The Parties hereby agree that jurisdiction of any litigation brought arising out of this Agreement shall be in the Fifteenth Judicial Circuit, in and for Palm Beach County, Florida, or, should any cause of action be limited to federal jurisdiction only, in the United States District Court for the Southern District of Florida. 18.2. Computation of 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. 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 PURCHASER's Initials: SELLER's Initial 007044984 Purchase and Sale Agreement Page 14 of 15 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. 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. 64r- PURCHASER's Initials. SELLER's Initials: 007044e8-1 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 REDEVELOP ENT EN Printed Name: Steven B. Grant Printed Name: azif Title: Chair Title: Date: r` 20 z Date: a WI , ESS: WITNESS: Vn Printed Name-jjj�a Printed Name: _ 1 Ap ro r : Lewis, Longma & alker, P.A. Printed Na e: stir,, Date: PURCHASER's Initials: SELLER's Initials: 00704498-1 APPRAISAL REPORT (APPRAISER FILE: 20-1928) g,_nk REDEVELOPMENT SITE THE BOARDWALK 209 N FEDERAL HWY BOYNTON BEACH, FLORIDA FOR BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY BOYNTON BEACH, FL AS OF OCTOBER 26, 2020 APPRAISERS&CONSULTANTS AUCAMP S APPRAISERS&CONSULTANTS November 12, 2020 Mr. Michael Simon Director Boynton Beach Community Redevelopment Agency 100 E Ocean Ave Boynton Beach, FL 33435 RE: Appraisal of Real Property The Boardwalk 209 N Federal Hwy Boynton Beach, Florida 33435 (Appraiser File: 20-1928) Dear Mr. Simon: As you requested, we made the necessary investigation and analysis to form an opinion of value for the above referenced real property. This report is an appraisal of the property. To assist Boynton Beach CRA in business-related decisions regarding this property, this appraisal provides an estimate of market value for the fee simple interest in the subject real property in its "as is" condition. This report is written in APPRAISAL REPORT format. No other party may use or rely on this report for any purpose. This appraisal assignment and report have been prepared in accordance with requirements of the Uniform Standards of Professional Appraisal Practice (USPAP) developed by the Appraisal Standards Board of the Appraisal Foundation, with the appraisal requirements of Title XI of the Federal Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA), with the Interagency Appraisal and Evaluation Guidelines of 2010, with the Appraisal Institute's Code of Professional Ethics and Standards of Professional Appraisal Practice, and with requirements of the State of Florida for state-certified general real estate appraisers. The subject is located along the northwest corner of N Federal Hwy and NE 1 st Ave within the municipality of Boynton Beach, Palm Beach County, Florida. The site consists of 14,336 square feet (SF), or 0.33 acres. In 1945, the subject was improved with a structure that has since been converted to a retail building containing 1,034 SF. The subject's quality of materials is rated as average; the improvements have been maintained in average condition. The subject is currently 100% occupied by a single tenant who operates an ice cream shop. The lease commenced on April 3, 2015, and the term of the lease is 5 years with 3% annual escalations. There is a one, five-year option to extend the lease, and the tenant is currently in the option period. However, the lease is not relevant for the subject valuation since a substitute premises clause allows the landlord to relocate the tenant to an alternative space nearby. Therefore, the fee simple interest is the relevant interest. igoo NW CORPORATE BOULEVARD, SUITE 215E, BOCA RATON, FLORIDA 33431 561-998-9326, FAX 561-241-4759 Mr. Michael Simon November 12, 2020 The gross rent from the current operation is $31,523 annually, or $30.49/SF. After deductions for operating expenses, the net operating income is around $15,000, or $14.50/SF. When capitalizing this income stream at a 6.5%, the result is a value of$230,000. Our estimate of land value is around $60/SF, or $860,000. The subject's land value has exceeded the value as improved. The existing improvements are only useful on an interim basis until the property can be redeveloped. The subject does not appear to be listed for sale on the open market, nor is it reported to be encumbered by a purchase and sale agreement. On Friday, March 13, 2020, President Trump declared a National Emergency concerning the Novel Coronavirus Disease (COVID-19). The World Health Organization declared the outbreak of this virus to be a pandemic. Global financial conditions have been significantly affected. We have completed this appraisal report as this situation is unfolding, and the effects on the economy and the real estate markets have yet to be fully understood. We have incorporated this feature using the best available information as of the date of this report. A further discussion regarding this unfolding event is found near the beginning of the Market section and before the SWOT analysis. After careful and thorough investigation and analysis, we estimate market value for the fee simple interest in the subject real property in its "as is" condition, subject to assumptions and contingent and limiting conditions as well as any extraordinary assumptions and hypothetical conditions, as explained in this report, as of October 26, 2020, is: EIGHT HUNDRED SIXTY THOUSAND DOLLARS ($860,000) Every attempt has been made to distinguish between tangible real property, tangible personal property, such as furniture, fixtures and equipment, and intangible property, such as assets and business value. This appraisal is limited to valuation of the tangible real property ("real property"). Aucamp Dellenback & Whitney has not performed services concerning this property during the past three years. Thank you for this opportunity to assist in meeting your appraisal needs. Respectfully submitted, AUCAMP, DELLENBACK&WHITNEY Jonthan Whitney, MAI State-certified General Real Estate Appraiser RZ2943 jon(o-)-adw-appraisers.com AUCAMP, DELLENBACKI 3 File 20-1928 TABLE OF CONTENTS TABLE OF CONTENTS PART 1: INTRODUCTION 1 TITLE PAGE 1 LETTER OF TRANSMITTAL 2 TABLE OF CONTENTS 4 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS 5 LOCATION MAP 7 SUBJECT PHOTOGRAPHS 8 SCOPE OF WORK 14 PART 2: DESCRIPTIONS, ANALYSES, AND VALUE CONCLUSIONS 16 MUNICIPALITY 16 NEIGHBORHOOD 18 MARKET 22 SUBJECT PROPERTY 27 HIGHEST AND BEST USE 36 VALUATION PROCESS 37 SALES COMPARISON APPROACH 38 RECONCILIATION AND FINAL VALUE CONCLUSIONS 53 NORMAL MARKETING PERIOD AND REASONABLE EXPOSURE TIME 54 PART 3: ADDENDUM 55 CERTIFICATION 55 CONTINGENTAND LIMITING CONDITIONS 57 HYPOTHETICAL CONDITIONS AND EXTRAORDINARY ASSUMPTIONS 60 DEFINITIONS 61 AREA DESCRIPTION AND ANALYSIS 65 APPRAISER QUALIFICATIONS AND LICENSE 71 AUCAMP, DELLENBACKI 4 File 20-1928 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS REPORT TYPE Appraisal Report PROPERTY TYPE Redevelopment Site LOCATION 209 N Federal Hwy, Boynton Beach, Florida 33435 REPORT DATE November 12, 2020 VALUATION DATE October 26, 2020 INTENDED USER Boynton Beach CRA INTENDED USE To assist in business-related decisions regarding this property SITE 14,336 SF or 0.33 acres IMPROVEMENTS Retail building constructed in 1945 and containing 1,034 SF OCCUPANCY 100% by a tenant ZONING Central Business District (CBD) by the City of Boynton Beach CENSUS TRACT 61.00 FLOOD ZONE X & AE, flood insurance is typically required in Zone AE HIGHEST AND BEST USE As Vacant: Immediate development of an urban residential-focused mixed-use project in conjunction with surrounding parcels. As Improved: Interim use of existing improvements until the property can be assembled and redeveloped with an urban residential-focused mixed- use project. NORMAL MARKETING PERIOD Twelve months or less REASONABLE EXPOSURE TIME Twelve months or less ASSIGNMENT OVERVIEW The sales comparison approach provides the most useful indication of market value. AUCAMP, DELLENBACKI 5 File 20-1928 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS VALUE INDICATIONS ® . . Cost N/A N/A N/A Sales Comparison $860,000 $832 $60 Income Capitalization N/A N/A N/A Market Value Conclusion $860,000 $832 $60 AUCAMP, DELLENBACKI 6 File 20-1928 LOCATION MAP LOCATION MAP to s Lake 09acid Port St Lurie g- rn'. Okeechobee e Arcadia if as ..-. j `gk, Stuart ,y4 guckhoad RWp, .. r Llf IgIntor, 2 Lucre canof Hobe Sound R. 19H 1 T6✓ harlatrte 0w i4 "Loke Olerech kb r706 Jupiter 9s •rlotze Park .zQ ..._.. .,.. rAaBte " lrtm PelgBeach Aar! Moore Haven Pahckee r Gar�en5 Riviera Reath La Balks 4 so: - Clewiston �W4Q3 It balm teach' North Fort lv§yers Alva _. - Belle Glade �.ayal" SUBJECT ., ,'; (Ta raat Myers �t fi Lehigh Act., ka`Worth Cape Coral &� F Arthur fT RayneReach San Catros'P } 'ark t�laial{ 1. �.r,_ah�cdx e- �Delra Reach Sanibel7Ya,fea.,-ueir'"'M d,,AI: III' y c lrnrnokalee 7.. Rn '9prims (Rada Raton 1; BicCnljmss l.kt Deerfield Beach Coral Springs,, Pompano Beach Tamarac I s Bou"€terdale fakes ' � r = Naples ka 7 ut a "p9antatiom' Frt, uderdale ft 4:yprets 5hr'atnp Th P _ R E—ghdet Vdiudl ra Cooper City Davie��pamia 11+@ars,��crwnk kiss 21: HOII�rood` Marco � Mura`-mar Hallandale Reach �� mss h u w 9au Pres?nre i NorthMia€i'Reach �n .997 4 Carol' duty ts9 4��amn,araa�7 I �I Ireff (I Flialeah Tho-ond Wands - llrlia 'i.. Tati4ioani Cwa`e Tamaam93rad -, 'r ,Coral Gatk�ES k r 1Ken all eras Cutler Ridge BUCcryr{v I44� 8'0 ?629I .,_ [115Gu,yIT'c Nnaltleual Homestead P.ri tJ Cold sok" soon d, E Crlgl�des td�t'snal Pair: ..d rag(okcS'_li,r FL+.innLa,VQ Lrgp Nfatc,'k,4rtx Lake, Lake P19ya•o run Csa lake Key Larva❑ AUCAMP, DELLENBACK&WHITNEY 7 File 20-1928 SUBJECT PHOTOGRAPHS SUBJECT PHOTOGRAPHS - t , c�.,�tewJ•P -nint�s a ,� i�� 5; ra\l i r � u ,�t r � , t a � i �. 0,1 Bird's eye view of subject (outlined) facing subject's south elevation Y Facing subject from sidewalk along N Federal Hwy (south and east elevations shown) AUCAMP, DELLENBACKI 8 File 20-1928 SUBJECT PHOTOGRAPHS r, } �t - sn,t� t� r East and north elevations shown r 3 t Ctl ({7 I/ 0 1� f 1 v r IIS � a Facing north along N Federal Hwy with subject on the left AUCAMP, DELLENBACKI 9 File 20-1928 SUBJECT PHOTOGRAPHS f t t r i r > �1 A z 1 Facing west along NE 1St Ave with subject on the right r s= . �� C• I r I � ' 't Nn 6 6 Retail area AUCAMP, DELLENBACKI 10 File 20-1928 SUBJECT PHOTOGRAPHS } " t , t j { �Ilr �4i t {„ 4 Storage area t 44„ 1 4i Nk i 1 1, Preparation area AUCAMP, DELLENBACK&WHITNEY 11 File 20-1928 SUBJECT PHOTOGRAPHS £ }i� 1 Rear patio (west elevation shown) ,mms, ,4 s , " h a Mme.. 1£) r r � In Is f� Exterior seating area AUCAMP, DELLENBACKI 12 File 20-1928 SUBJECT PHOTOGRAPHS � �yPt syfrf�y` 1 It t i P}r Restroom AUCAMP, DELLENBACKI 13 File 20-1928 SCOPE OF WORK SCOPE OF WORK Appraisal Purpose: To estimate market value in "as is" condition Interest Appraised: Fee simple interest Client: Boynton Beach Community Redevelopment Agency Intended User: Boynton Beach CRA. No other party may use or rely on this report for any purpose. Intended Use: To assist in business-related decisions regarding this property Report Format: Appraisal Report Inspection Date: October 26, 2020 Effective Date: October 26, 2020 Report Date: November 12, 2020 Competency Rule: We had the knowledge and experience necessary to complete this assignment competently at the time of its acceptance. Definitions: Shown in the addendum of this report Hypothetical None Conditions: Extraordinary None Assumptions: Valuation Approaches: The sales comparison approach provides an estimate of market value based on an analysis of comparable property sales. Appraisers: Jonathan Whitney inspected the readily accessible areas of the subject site and improvements, performed the research and analysis, and wrote this report. Other: Prudent and competent management is assumed AUCAMP, DELLENBACKI 14 File 20-1928 SCOPE OF WORK Subject Property Name: The Boardwalk Address: 209 N Federal Hwy, Boynton Beach, Florida 33435 Location: The subject is located along the northwest corner of N Federal Hwy and NE 1 st Ave within the municipality of Boynton Beach, Palm Beach County, Florida Legal Description: The East Half of Lot 12, Lot 13 and Lot 14, Less the East 10 Feet Thereof, Block 1 Original Town of Boynton Beach, According to the Plat Thereof, Recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida (source: survey). Current Owner: 209 N FEDERAL LLC (source: Palm Beach County Property Appraiser records). A title search was not performed as part of this assignment as that is outside the scope of work. Ownership History: The subject has not sold during the prior three years. No arm's length transactions have occurred in the three years prior to the valuation date (effective date). The subject does not appear to be listed for sale on the open market, nor is it reportedly encumbered by a purchase and sale agreement. Items Received: The following items were provided by the client: • Lease, dated April 3, 2015 • Survey, dated February 4, 2014, by O'Brien, Suiter & O'Brien, Inc. Interviews: We interviewed Mike Ross, a representative of the property owner, regarding the subject property. Market Data Sources: CoStar Realty (subscription service), LoopNet.com (subscription service), Multiple Listing Service (subscription service), PwC Real Estate Investor Survey (subscription service), published reports from national brokerage firms, RealQuest (subscription service), Site-To-Do-Business (subscription service), Floodmaps.com (subscription service), RealtyRates.com (subscription service), Marshall Valuation Service (subscription service), local county property appraiser's records (public records), Circuit Court recordings (public records), and appraisal files Types of Data: Land and improved sales and listings Geographic Area: Primary: Boynton Beach; secondary: Palm Beach County; tertiary: South Florida Verification: Sales were verified by a party to each transaction, unless otherwise noted AUCAMP, DELLENBACKI 15 File 20-1928 PART 2: DESCRIPTIONS, ANALYSES, AND VALUE CONCLUSIONS The subject's municipality is described in the following pages. The Addendum contains an Area Description and Analysis of the state, South Florida, and Palm Beach County. MUNICIPALITY The City of Boynton Beach is located in southeastern Palm Beach County along the coastline of the Atlantic Ocean. The City was originally founded in the early 1900s and experienced tremendous growth between the 1950s and the 1980s. The city is nearly built-out with only infill sites remaining for development; redevelopment of some older properties has occurred during the past 10 years. Boynton Beach currently has roughly 65,000 residents. The City Limits encompass roughly 16.4 square miles, and the city is the third largest in Palm Beach County behind West Palm Beach and Boca Raton. The automobile is the primary mode of transportation in the city. The city has a grid-like pattern to its roads. Major north-south roadways are Federal Hwy, 1-95 and Congress Ave. Major east- west roadways are Woolbright Rd, Boynton Beach Blvd and Gateway Blvd. Each of these east- west roads intersect with 1-95. Transportation linkages are good. The most intensive uses within the city are permitted in the downtown area near the corner of Federal Hwy and Boynton Beach Blvd (AKA 2nd Ave). This downtown area has historically been a small low-rise area with limited commercial uses; new development has primarily consisted of a couple of residentially-focused high-rise buildings. The Congress Ave corridor, located west of 1-95, is a major retail corridor in the region, anchored by the enclosed Boynton Beach Mall and open-air Renaissance Center. Substantial new commercial and residential development has occurred over the past 15 years in this area, consisting of low- to mid-rise office, retail and residential buildings. Boynton Beach has close proximity to a few high-end communities, such as Gulf Stream and Ocean Ridge. Primary employment centers in the region consist of Boca Raton to the south and West Palm Beach to the north. However, pockets of employment centers are located throughout the South Florida region. For instance, a large light industrial park, Quantum Corporate Park, is located in northern Boynton Beach near Gateway Blvd and 1-95. Adequate recreational and institutional uses are located in the city or nearby. Several beaches are open to the public north and south of Boynton Beach Blvd. The 401-room Bethesda Memorial Hospital serves the Boynton Beach community. The long-term sustainability of Boynton Beach is aided by continued long-term in-migration to the region and proximity to employment centers and recreational amenities. AUCAMP, DELLENBACKI 16 File 20-1928 MUNICIPALITY MUNICIPALITIES MAP r } r y�it i Iti�4 il� 1 �fJ, r£ �t3}(h�ktUSA i( S�}��lt��l4r t�ti Ott 1�f�1}t4�s I rt rel{�£!) �t£ ii a�11 Plilhl�; a �' � � � � til tvr�l) � � It it �11 ifi t if�i 11f t(It h£ I• '7r � I Zt�(�£m�ti '��stPfi}s�3tl�� ittiy ?iti ��ltp f 1 }z`sr r 7 t � �f�ti � �lnrinitu�p at�sf ti ! ltt 1 7 Isi fS�rf srta l'4�}11i li�, 1 � (�-yI i�t fdxo } }s � tt i� �3 ti >}t �f}S\ i s � i£li i i I��4t ¢i r�}t ii{ 7 (al ; s s2� �� 7 r � � s } � i 7t r i+ 1 £�f= �It 7� ii £Ji i � ��i t� teal i it i �rSs , �lsi�i £i� SUBJECT�� ,t�F£��} r +rilCtiE3T7 '18 IN .i "1r f t At titi>>l t{,P ) 1t t i furl Ur SII£rr � UUr si ��fir� �1}V� tt 7� a�'' r m f+v ; t � f i�,r}ll�t rrrr i£r�s�rt t1�t freezes � � � i � aSrn�. {srrrznJrisrltll'�r � j Pi! s� rid s�i� j�c31r t t it iii I s � �\2�V�r1 �� £it I �l�fr'aiisr-to it lf��a S Irrr s , i irlri I € ...........GoF€' '�.�i r} '4�-�flf is ; Itl+t }� , �UtI, r �ftl�i7R � std ria V}��'s# ,°>>�; s ?t i4`�'� rt��111r i1r?rrrs{ iiyyt7��S(.y4r£if t{�i qt;tfii�ll7islwlt t�ttP,� £trrS£"0` ° 11 V4}S1rttq it �94 yf£4r Vstir rf�AlA51��_S� r �' �� ri telt{{� t�l, ars f 1�� jlft �tit��4� ��! 1s tr+s zr11 ,i41si i { I art£ is {t ttn 1 R r c k 6 i Delray Beach I � - unrc«="�..d ,p �.rvron.nceu_ l Ar �nnw�w 'z s AUCAMP, DELLENBACKI 17 File 20-1928 NEIGHBORHOOD NEIGHBORHOOD The subject neighborhood is the downtown area of Boynton Beach. This downtown area is the greater area surrounding the intersection of Boynton Beach Blvd and Federal Hwy. The neighborhood is in the revitalization stage of a typical neighborhood life cycle. The primary mode of transportation throughout the neighborhood is the automobile. Boynton Beach Blvd is a four-lane, traffic artery with an interchange with 1-95. Seacrest Blvd is a collector roadway in the eastern part of the neighborhood. Federal Hwy is the primary north-south thoroughfare. Local streets connect with Boynton Beach Blvd and Federal Hwy. Overall, the roadway network is good. Most of this neighborhood corridor was developed with single-family homes in the 1940s and 1950s. Some of these buildings have been converted to commercial use by single occupants. Lots are relatively small and most conducive to use by small buildings. The eastern end of the neighborhood was initially developed with some small, low-intensity commercial buildings. The City and the CRA (Community Redevelopment Agency) has been actively encouraging a more intensive downtown over the years. The downtown had a relatively low profile until three major redevelopment projects were completed during recent years. • Marina Village along E Ocean Ave was completed in 2006 with up to 14 floors of several hundred residential condominium units above 20,000 SF of first floor retail space. • The Promenade along N Federal Hwy was completed in 2009 with 14 floors of 323 residential condominium units above 19,000 SF of first floor retail space. The loan note on the unsold inventory of approximately 250 units was sold to a prominent South Florida developer, The Related Group. This buyer subsequently took title in a "friendly foreclosure" and changed the name to Casa Costa. • 500 Ocean is a major new project that completed construction in 2018 with 341 residential units and 20,000 SF of commercial space at the southwest corner of Federal Hwy and E Ocean Ave. Boynton Beach's former City Hall is currently being redeveloped into Boynton Beach Town Square. This 16-acre site along the south side of Boynton Beach Blvd will consist of a large new municipal and cultural complex. A couple of relatively large vacant parcels in the downtown are available for development. A couple of larger scale developments on underimproved or vacant sites have been approved by local developers, but have yet to break ground. The following chart shows the demographics for rings surrounding the subject, as well as the demographics for the city, the county and the state. Compared to the county, the immediate area surrounding the subject (one-mile ring) has a lower median household income, a lower median home value, and a lower percentage of owner occupied units. The chart indicates significant projected annual population growth in the immediate area over the next five years. The one-mile radius to the subject has 13,810 residents, which is a rather dense area for largely suburban Palm Beach County. AUCAMP, DELLENBACKI 18 File 20-1928 NEIGHBORHOOD DEMOGRAPHICS AROUND SUBJECT Source:ESRI,2020 figures : • • M . • • , Population 13,810 81,780 187,439 77,123 1,471,269 21,587,015 Projected Ann. Rate ('20- '25) 2.23% 1.43% 1.22% 1.27% 1.08% 1.33% Median HH Income $49,500 $54,428 $56,846 $54,233 $63,026 $56,362 Households (HH) 5,666 35,214 80,593 32,834 599,076 8,438,100 Average HH Size 2.43 2.29 2.31 2.32 2.42 2.52 Median Age 43.3 44.5 47.3 44.2 45.9 42.5 Owner Occupied Units 42.9% 48.8% 55.4% 53.2% 59.1% 54.3% Median Home Value $247,533 $230,163 $255,200 $234,128 $303,461 $237,555 AUCAMP, DELLENBACKI 19 File 20-1928 NEIGHBORHOOD AREA MAP 'nmj r r t r w .,, I rs rnnr.,us. n pt. l� aGl� f 1 t . .�.,. MM:;Lm.K i9,1 z;tr t7 I I, l nwN 1 h AJ fir n t�sah i�kN a r=a+u�e ' 1, BMWs � V ��rt 05 SUBJECT „t ,94 h1 n lewf iru alta ui Mys ad8:a+_trwonRoaehF3lrri hr=Iron' Ci lih+7nis trlr� } i §OYM06�,[us:Fl f Iw�rt+ri,M 4 r Vt r t i i t ria atTu Ew.A><e 14 11 t a IJ It )i 1\Y ., f# 1FT �� ss si4, t�S�tr(�r �{Fi�Eutrn Uri �ra�F �r � HMO'rt'ru ici€5. ..� r,.a_ rhi rtJaarar.�r;s 1�( ts iy ;li) w rryl"t it � r � r tiirrrrt ii�l ( ai 1,51 a« ., F rlt i !ter 1 Sig r r t �r H'ri ii ;�u rpt , - i I t Alztrat. hr r r :a,pot ,f -" � °'° .,.. 3ra�y`r°rvrr y U�il",,,�. &`� 10540 A r..M rl S�t tri lrli i to 7 i 1 Ha,ih,gl it pJ wam igrat its iu�� i.A pet's err � 4r�is �� ,. �l iago"' t t'r AUCAMP, DELLENBACK&WHITNEY 20 File 4201928 : • ' on Isle]t . ' rllrgage nrur, ' Man, pal . 1. y K -®dsCnteken f, § wx �'kko- e itCe Cr m r S 6 t - '^'Tw74 Gedr]14 4 - Y Serla f+aY[51111 Gm� ta Ctv nf GPE'a tir t rt Y�f is ni >� rA mak A. � �� `• Banana Boat s S�i BSc aohoose � � Hurr�cane:4ley 1� ! � 1 s�r�, � �t raxs��t C lclren imp ;hy;� a�, ,reYI' ta)d Q 1nic+G h story East t7 __" `` _ „i C fy9 h+4 S�t9f N d 6 b<tii( A ke t Usa A 7( 1 MOM • _ ,E t7cer�7 A Y k F Grr rf I +)51C{l fY9 6n tm�Y Y" ?� i �'�.- N Y•)i y�i1 I k eF,s+s a _ MARKET MARKET Overview This market section was developed as a result of multiple discussions with market participants, reviewing published reports as well as analyzing trends involving construction prices, sales, rent rates, and occupancies. The South Florida real estate market, consisting of the industrial, commercial and residential markets in Palm Beach County, Broward County and Miami-Dade County, has been quite volatile during the past decade. Nearly all sectors have been experiencing expansion and appreciation in recent years. However, year-over-year price gains experienced over the past few years have slowed as of late, generally speaking. Until recently, the Gross Domestic Product (GDP) for the United States had been on a slow year-over-year percentage increase for several years. Unemployment had been on a slow, steady decline in recent years and was reported to be hovering around 4.0% before recently jumping upward. Interest rates had been and continue to be at historic lows. Positive economic evidence led the Federal Reserve to increase the federal funds rate throughout 2018. However, midway through 2019, as a result of various trade wars and global political uncertainty, the Federal Reserve actually began to cut the rate. In early 2020, the Federal Reserve further cut the rate in response to mounting global economic uncertainty related to COVID-19. COVI D-19: The unfolding COVID-19 pandemic is currently impacting global real estate markets. Starting in March 2020, various local, state and federal authorities have ordered the closure of non- essential businesses, including most retail stores (but not grocery stores). Most office workers are asked or ordered to work from home. Some areas, including South Florida, have government imposed "stay-at-home" orders outside of fulfilling essential and critical tasks. As a result, most market participants report a pause on executing most new lease and sale transactions. Some market participants are expected a coming surge in retail defaults due to the closures. Most under construction development is still occurring, though developers are considering halting projects which have yet to commence. However, some businesses are greatly benefitting from the quick change of consumer habits. The market has seen a surge of new e-commerce activity, causing a need for new warehouse space in dense areas. Some businesses which provide select critical needs, services, and products have experienced increased demand. And, some market participants report the low interest rate environment is very desirable for getting new deals accomplished for less affected businesses. The fundamentals of the real estate markets were quite strong prior to the disruption from COVID-19 and the associated governmental imposed restrictions. Overall, whether the effects of this unfolding pandemic in the real estate markets is short term or long term remains to be fully understood at this point in time. We are likely to see every real estate sector affected, but not all similar fashion. Again, this is an unfolding event with imperfect data available at this time. This appraisal report captures the currently available data and the market's initial response to this situation. AUCAMP, DELLENBACKI 22 File 20-1928 MARKET Residential Market Data collected by Reinhold P. Wolff Economic Research, Inc. (Reinhold Wolff) show an increasing trend in the number of housing starts in South Florida in recent years. The housing starts in 2019 are substantially less than the starts from the peak of the previous development cycle. SOUTH FLORIDA BUILDING PERMITS Source:Reinhold P.Wolff Economic Research Palm Beach County Multiple-Family 4,578 4,653 3,911 905 592 165 258 692 2,314 2,554 3,213 1,984 3,557 1,959 1,991 2,341 Single-Family 10,128 9,535 4,426 2,033 1,202 1,102 1,248 1,810 2,181 2,756 4,049 3,737 3,780 2,792 2,969 3,062 Total 14,706 14,188 8,337 2,938 1,794 1,267 1,506 2,502 4,495 5,310 7,262 5,721 7,337 4,751 4,960 5,403 Broward County Multiple-Family 4,359 2,919 3,567 2,141 1,242 637 228 1,016 1,828 2,835 1,828 2,119 2,585 2,862 2,610 3,394 Single-Family 4,742 3,451 3,119 17771104 604 981 1399 1064 1333 1714 1687 1946 1658 1613 1771 Total 9,101 6,370 6,686 3,918 2,346 1,241 1,209 2,415 2,892 4,168 3,542 3,806 4,531 4,520 4,223 5,165 Miami-Dade County Multiple-Family 11,940 15,684 10,180 4,240 2,865 585 1,367 1,684 3,160 8,087 11,361 13,649 10,777 7,460 7,843 9,633 Single-Family 9,043 11,528 6,356 31691 1,161 565 930 973 1,904 2,092 2,482 2,772 2,955 22,271 2,422 22,435 Total 20,983 27,212 16,536 7,931 4,026 1,150 2,297 2,657 5,064 10,179 13,843 16,421 13,732 9,731 10,265 12,068 South Florida Multiple-Family 20,877 23,256 17,658 7,286 4,699 1,387 1,853 3,392 7,302 13,476 16,402 17,752 16,919 12,281 12,444 15,368 Single-Family 23,913 24,514 13,901 7,501 3,467 2,271 3,159 4,182 5,149 6,181 8,245 8,196 8,681 6,721 7,004 7,268 Total 44,790 47,770 31,559 14,787 8,166 3,658 5,012 7,574 12,451 19,657 24,647 25,948 25,600 19,002 19,448 22,636 The most recent South Florida New Condo Project Rankings chart from CraneSpotters.com indicates that about 50,000 units in over 450 projects have been announced, proposed, under construction, or completed during this current expansion cycle (starting 2011) in the South Florida market. Roughly 75% of these projects have been in Miami-Dade County. Roughly 20% have been in Broward County. Roughly 10% have been in Palm Beach County. Over 50% of these units are in the pre-development stages or construction stages, while about 50% have been either delivered or are currently under construction. During recent years, the residential condominium market for relatively larger projects located within urban core areas (namely Miami) has exhibited signs of market correction; this is evident in several condominium projects being cancelled or developers converting projects to a "for rent" product. Notably, the condominium market for relatively smaller condominium projects in boutique markets or underserved markets is not exhibiting these signs and some smaller condominium projects continue to be financially feasible. In terms of home prices, data provided by the Case-Shiller Home Price Index for South Florida shows home prices have been increasing in recent years. Overall prices in South Florida are roughly 85% above the low point in 2011. The latest report available indicates about a 3.8% increase year-over-year in the index for South Florida. AUCAMP, DELLENBACKI 23 File 20-1928 MARKET Rental Apartment Market To quantify recent trends within the local apartment market, we utilized CoStar Comps to research sales of properties located within Broward County and Palm Beach; the results of this search are shown in the following chart. This chart groups sales by year and displays the number of transactions (#), sales volume, mean and median price levels, as well as median DOM. BROWARD COUNTY AND PALM BEACH COUNTY MULTIFAMILY SALES Source:Compiled from Costar Realty 2006 200 $1,104,228,600 $117,471 - $126,900 - 90 31 2007 98 $587,466,096 $111,010 -6% $85,714 -32% 181 24 2008 99 $359,483,553 $68,512 -38% $81,000 -5% 133 31 2009 165 $314,281,770 $32,284 -53% $35,416 -56% 156 47 2010 127 $685,963,449 $105,908 228% $45,000 27% 102 66 2011 156 $732,716,244 $104,376 -1% $54,688 22% 143 71 2012 229 $1,092,615,334 $91,755 -12% $68,182 25% 92 78 2013 218 $923,433,612 $98,409 7% $66,667 -2% 112 124 2014 271 $1,351,468,289 $112,767 15% $82,337 24% 130 140 2015 321 $2,334,836,193 $146,297 30% $90,488 10% 132 158 2016 309 $2,670,162,009 $126,304 -14% $100,000 11% 134 160 2017 345 $2,286,526,485 $192,244 52% $100,000 0% 120 118 2018 507 $3,360,199,791 $173,523 -10% $111,000 11% 126 131 2019 516 $3,419,848,308 $182,689 5% $126,266 14% 119 141 Listings 168 $314,528,760 $202,772 - $163,025 - 104 167 DOM=days-on-market and DOM#=number of DOM sales. During recent years, the sales volume has increased, and mean and median prices are showing increases. Recently, median Days-on-Market (DOM) have been less than five months. The most recent PwC Real Estate Investor Survey was published in Q3 2020;this report includes findings for investment grade properties within the Southeast Region Apartment Market which are summarized in the following bullets: • Overall Cap Rate range: 4.00% to 6.50% with an average of 5.00%. • Marketing Periods: One to eight months with an average of about four months. • Year 1 Market Rent Change: Estimate of YOY increases of 0.00% to 2.50% with an average of 1.15%. AUCAMP, DELLENBACKI 24 File 20-1928 MARKET The following chart provides rental rate as well as vacancy information within Palm Beach County as well as the Boynton Beach submarket (subject's submarket) as reported by the Q3 2020 Reinhold Wolff survey. The data indicate the vacancy rate within the subject's submarket is slightly higher and the rental rates are lower in comparison with the county as a whole; this report is summarized in the following chart: RENTAL APARTMENT MARKET Source:Reinhold Wolff Research(Q3 2020) Boynton Beach 3.6% 1 820 $1,500 $1.83 2 1,133 $1,733 $1.53 3 1,362 $2,084 $1.53 Palm Beach County 3.5% Efficiency 588 $1,724 $2.93 1 817 $1,671 $2.05 2 1,139 $1,908 $1.68 3 1,406 $2,346 $1.67 `Monthly rental rates. New local projects have the following rents: • 500 Ocean: This newer 341-unit project at 500 Ocean Ave, Boynton Beach, has rents ranging between $1.60 and $1.77/SF, and an average asking rent of$1,680, or $1.67/SF per month. • One Boynton: This newer 494-unit project at 1351 S Federal Hwy, Boynton Beach, has rents ranging between $1.32 and $1.92/SF, and an average asking rent of$1,976, or $1.53/SF per month. • RiverWalk: This proposed 328-unit project at 1620 S Federal Hwy, Boynton Beach along the waterfront has proforma rents ranging between $2.47 to $3.15/SF, and an average rent of$2,592, or $2.66/SF per month. AUCAMP, DELLENBACKI 25 File 20-1928 MARKET Strengths, Weaknesses, Opportunities, and Threats (SWOT) Strengths for the subject include aspects of its location and interim income. • Location: The subject has good visibility and frontage along an arterial road. The subject is located in a developing urban area experiencing revitalization and increases in resident population, which bodes well for property values as well as market interest in residential apartment rental units. The subject site involves close proximity to the ocean and public beaches. • Interim Income: The subject has some interim income utilizing its current improvements until the property can be assembled and redeveloped. Weaknesses for the subject include aspects of its location and building features. • Location: The subject's surrounding area has lower than typical median household incomes and median homes values. Over recent years, the subject's local area has experienced less redevelopment than its other adjacent communities. Opportunities for the subject include external factors such as market forces ■ Market Forces: Favorable market forces are apparent in the local residential rental market currently, which bode well for property prices and-or rents to outpace inflation. Finally, threats for the subject include external factors such as market forces. ■ Market forces: The residential market exhibits some risk as new product becomes available placing some downward pressure on rents or prices. However, the demand for units in South Florida is anticipated to outpace supply over the five years based on expected population growth. And, the real estate markets have not yet had time to fully react to the economic uncertainty related to the ongoing coronavirus pandemic Conclusion Overall, the subject has good desirability in the South Florida market. AUCAMP, DELLENBACKI 26 File 20-1928 SUBJECT PROPERTY SUBJECT PROPERTY This section addresses physical characteristics of the site and improvements plus other factors, such as zoning and taxes. Analysis and conclusions for these features are included at the end of this section. Site Features Adjacent Uses: North: Retail East: Vacant commercial, across N Federal Hwy West: Parking lot South: Religious facility, across NE 1St Ave Size: 14,336 SF or 0.33 acres (source: Palm Beach County Property Appraiser) Shape: Relatively square Frontage: Along the west side of N Federal Hwy, a four-lane, divided, public road (AADT: 23,000), as well as along the north side of NE 1 st Ave , a two-lane, undivided, public road Dimensions: 127' along N Federal Hwy, by 116' depth Corner: Unsignalized corner Topography: Generally flat and slightly above street grade Soils: Generally sandy, typical of the area. We assume the site has no adverse conditions. Hazards: An environmental site assessment report was not provided. We are not aware of any environmental hazards affecting the subject; we assume the site has no adverse environmental conditions. Utilities: Public water and sewer service as well as electricity and communication services Easements: The survey lists typical drainage and utility easements along the perimeter. We are not aware of any easements that present unusual or adverse development conditions for the subject. Encroachments: The survey does not list any encroachments. We are not aware of any encroachments that involve the subject. Census: 61.00 (source: United States Census Bureau) Flood Zone: X & AE, Community-Panel: 12099C0793F, dated October 5, 2017; flood insurance is typically required in zone AE (source: FEMA) AUCAMP, DELLENBACKI 27 File 20-1928 SUBJECT PROPERTY Zoning: Central Business District (CBD) by the City of Boynton Beach; a provision exists for the property owner to easily secure a zoning change to Mixed Use Core (MU-C) which permits multifamily uses consistent with its below underlying land use (80 units per acre, and up to 100 units per acre). The permitted uses include retail, multifamily, office, hotel, and civic uses at a maximum FAR of 4.0. The subject is located in a federally-designated Opportunity Zone. Various tax benefits and incentives exist for private investment in properties located in these zones. Since this is a very new program, any effect on market prices has yet to be fully understood. Future Land Use: Designated Mixed-Use High (MXH), which permits 150' in height and 80 residential units per acre with 25% bonus for workforce housing Taxes: The County's Property Appraiser establishes assessments annually. The millage rate is the amount paid to each taxing body for every $1,000 of assessed value. Millage rates applied to properties in this neighborhood are for the state, county, city, and special districts. In addition, property owners are obligated to pay non-ad valorem taxes. Based on a Florida State Statute, the increase in assessments for non- homesteaded property (such as commercial property) cannot exceed 10% per year. As a result, the current market values (per the County's Property Appraiser) for some properties exceed current assessments. Taxes are based on assessments and are not subject to a 10% annual cap. However, after a sale transaction, assessments are reset to the County's market value. The subject is registered as a store use by the County. The millage rate during 2020 is 21.3977. The subject's 2020 assessed value is less than the market value conclusion in this report. Taxes are now due. SUBJECT TAXES 08-43-45-28-03-001-0121 Land $358,375 $317,520 Improvements $72,290 $68,794 Market Value $430,665 $386,314 Assessment $398,750 $9,223 $362,500 $8,307 AUCAMP, DELLENBACKI 28 File 20-1928 SUBJECT PROPERTY Site Improvements Vehicular Access: Vehicular access along eastbound and westbound NE 1St Ave Paving: Gravel drive and parking area Parking: Approximately 9 unlined spaces for a ratio of 8.70 spaces per 1,000 SF of building area. Curbing: Concrete curbs along walkway perimeter Walkways: Concrete and wood Drainage: Positive drainage away from improvements Landscaping: Grass, shrubs, and trees Irrigation: Underground system Lighting: Building- and pole-mounted Street Right-of-Way: Asphalt paving, concrete sidewalks, concrete curbing, storm water catchment basins, overhead lighting, and landscaped, curbed median. There is no median break on N Federal Hwy benefitting the subject property. AUCAMP, DELLENBACKI 29 File 20-1928 SUBJECT PROPERTY Building Improvements In 1945, the subject was improved with a structure which was subsequently converted to a retail building containing 1,034 SF gross. The source for the building's size is the survey, verified for reasonableness with other sources. Building Shell and Exterior Features: Structure: Concrete masonry unit walls and steel joist roof system (assumed) Foundation: Monolithic slab or spread footings (assumed) Walls: Painted stucco with decorative moldings and bandings Story Height: One floor with an average story height of 11' Roof: Built-up composition over lightweight concrete and metal deck (assumed) Doors: Fixed glass in aluminum frames as well as fiberglass/metal doors Windows: Fixed glass in aluminum frames Access: Primary entry along south elevation Other: Covered entry Other: Metal-supported vinyl awnings along select elevations Interior Features: Flooring: Vinyl plank Walls: Painted drywall Trim/Baseboards: Wood Doors: Hollow core and solid core wood Ceilings: Painted drywall Clear height: Average ceiling height of 9' Lighting: Incandescent and fluorescent Restrooms: Two-fixture restrooms Fire Protection: Smoke alarms AUCAMP, DELLENBACKI 30 File 20-1928 SUBJECT PROPERTY Plumbing: Typical commercial kitchen plumbing; the kitchen equipment, cooler and a freezer are considered personal property HVAC: Package unit Electrical: Assumed adequate; the property is served by a single meter Analysis and Conclusions: The site plan consists of parking to the south of a single building on the northern portion of the site. The subject has an above average parking ratio for similar properties in the area. The property's floor-area-to-site-area ratio (FAR) is 0.07, which is a lower than typical ratio for similar properties in the area. Overall, the site improvements have good utility and do not display any significant functional obsolescence. The building improvements have a relatively simple architectural design and have average appeal in the local market. The improvements are configured for a single occupant. The floor plan consists of an open retail area, a restroom, as well as rear preparation and storage areas. The interior build-out is rather minimal and consists of generally average to good quality materials. The floor plan appears to have average to good functional utility. At inspection, we did not observe any significant deferred maintenance. Repairs and maintenance appear to be performed and contracted as appropriate, and capital improvements appear to be performed on a regular, scheduled basis. Overall, the subject's quality of materials is rated as average and the improvements have been maintained in average condition. The subject does not suffer from a prominent type of functional obsolescence. The property suffers from external obsolescence, as land prices have placed downward pressure on the value of the building improvements. The following chart shows our life expectancy estimations for the subject property. The total useful life estimation is based on the guidelines provided via Marshall Valuation Service (MVS). The subject corresponds with Average Type in MVS. The remaining economic life is estimated to be less than five years. SUBJECT LIFE EXPECTANCY MVS Building Category Retail store MVS Building Class C MVS Building Type Average Year Built 1974 Actual Age 46 Effective Age 30 Total Useful Life 45 Remaining Useful Life 15 AUCAMP, DELLENBACKI 31 File 20-1928 SUBJECT PROPERTY ZONING MAP RT // x= z .. L N�l11�' fiT�-IyA�T E NWy 4'T H ANTE N SUBJECT cn � �` � Etl QCE1�N �. E AA 41 SE Z Ni Av Ey w i uMP" C1 Office Professional C2 Neighborhood Commercial C3 Community Commercial G4 General Commercial CBD Central Buisness District PCD Planned Commercial Development M1 Light Industrial FID Planned Industrial Development SMU Suburban Mixed Use,20 du/ac MU-1 Mixed Use 1,20 du/ac MU-2 Mixed Use 2,40 du/ac MU-3 Mixed Use 3,50 du/ac MU-4 Mixed Use 4,60 du/ac MU-C Mixed Use Core,80 du/ac REC Recreation PU Public Usage AUCAMP, DELLENBACKI 32 File 20-1928 SUBJECT PROPERTY FUTURE LAND USE MAP A }••r i' SUBJECT s NUN Future Land Use Classification FLi.!_Desc3 LOW DENSITY RESIDENTIAL(LDR);7.5 D.UJAcre MEDIUM DENSITY RESIDENTIAL(MEDR)j 11 D.UAcre HIGH DENSITY RESIDENTIAL(HDR);95 D.UJJAcre SPECIAL HIGH DENSITY RESIDENTIAL(SHDR);20 D.UJAcTe OFFICE COMMERCIAL(OC) LOCAL RETAIL COMMERCIAL(LRC) GENERAL COMMERCIAL(GC) § �s IN DUSTRLAL(1) RECREATIONAL(R) PUBLIC&PRIVATE GOVERN MENTALANSTITUTIONAL(PPGD MIXED USE LOW(MXL)j 20 D UJAere MIXED USE MEDIUM(MXM)50 D.UJ...1;Acre MIXED USE HIGH(MXH),84 D UJ'JAcm DEVELOPMENT OF REGIONAL IMPACT(DRI) CONSERVATION(CDN)... .,., CONSERVATION OVERLA4Y(CfO)... AUCAMP, DELLENBACKI 33 File 20-1928 SUBJECT PROPERTY AERIAL PARCEL MAP Subject is outlined in red �}\ ,.�? ��} ,i}11�i ft��Ittl�rr}�s+,,�;�• t}S�t�1?t�}J r�a'�t},�'r rJt12�,� }ss 4, rt,j}}��1 t��, �t f �r I��`t,��t i � , `, � is i' sfl •ir i }ti�9# �s , W d�t � as r �0� - i q',tl � C s ( { (t+ � ttlt t�•.i'tll{ ,+#,:_f j�� i `+ S{h� ��#��' i1 1 LU i Li „ (' , a=" Cv, AUCAMP, DELLENBACKI 34 File 20-1928 SUBJECT PROPERTY SURVEY AL TAIACSM SL,RV EY I m� A w 1 � sUo a�acK r a�ocx r 9 i I I T _I MAP OF ROLMARY SURVEY i� I O'awN,5UT&OB Em me � ,M,er.r8�F.4A6'��R..nmz ®rnxaomeeer w,m.�awerc 41- AUCAMP, DELLENBACKI 35 File 20-1928 HIGHEST AND BEST USE HIGHEST AND BEST USE The concept of highest and best use has the following definition. The reasonably probable and legal use of vacant land or an improved property that is physically possible, appropriately supported, financially feasible, and that results in the highest value. Appraisal Institute, The Dictionary of Real Estate Appraisal, Fifth Edition (2010), p. 93. The highest and best use concept takes into account contribution of a specific use to the community and community development goals as well as benefits of that use to individual property owners. An additional aspect is the use determined from this analysis represents an opinion, not a fact to be found. The concept of highest and best use represents the premise upon which value is based. The highest and best use must meet four tests or criteria. Legally permissible: What uses are permitted or have reasonable probability of being permitted by zoning and deed restrictions on the site in question? Physically possible: What uses are possible based upon the site's physical constraints such as size, shape, area, terrain, soil conditions, topography, and access to utilities? Financially feasible: Which possible and permissible uses will produce a net return to the owner of the site? Maximally productive: Among the feasible uses, which one is most probable and will produce the highest net return and highest present worth? Analysis of highest and best use for a property typically involves analyzing the site as though it were vacant and available for development, as well as analyzing the site as improved and proposed to be improved. In the subject's case, this analysis focuses on highest and best use as vacant and as improved. Based on its physical attributes, the subject site is well suited for a variety of uses. Concerning legally permissible uses, the subject site is zoned for intensive mixed-use improvements. For financial feasibility, several new residential-focused projects are in various forms of the development cycle in comparable locations in the South Florida market, indicating financial feasibility. A high-level estimate of construction costs, rental income and operating expenses support that a residential-focused mixed-use project is financially feasible and maximally productive for the area. Most similar properties to the subject are assembled with surrounding uses to maximize the development potential afforded in the zoning code. The highest and best use as vacant is for immediate development of an urban residential-focused mixed-use project, involving assemblage with adjacent uses in order to maximize the development potential. The subject site has been improved with a retail use which does not maximize the development potential of the site. And, when capitalizing the current income stream, the value is substantially less than land prices for similar sites, which are +/- $60/SF. Thus, the subject land value has exceeded the value as improved. Therefore, the existing improvements do not contribute to overall property value and are useful only on an interim basis. The highest and best use as improved is for interim use of the existing improvements until the property can be assembled and redeveloped with an urban residential-focused mixed-use project. The most probable purchaser of the subject is an owner user or developer, based on sales of similar property. AUCAMP, DELLENBACKI 36 File 20-1928 VALUATION PROCESS VALUATION PROCESS The previous sections contain identification and analysis of the area including the neighborhood and local market as well as data and analysis of the subject site as a basis for determining the highest and best use of the property. Estimating market value for property under its highest and best use typically involves analysis of three separate approaches: cost approach, sales comparison approach, and income capitalization approach. The cost approach is based on the principle of substitution that states an informed purchaser will not pay more for a property than the cost of reproducing a property with identical improvements having the same utility. This approach consists of estimating value for the site as vacant, adding direct and indirect costs of construction, deducting an estimate of accrued depreciation, and adding an appropriate entrepreneurial profit. The cost approach is not relevant for estimating market value because numerous assumptions are necessary for estimating obsolescence, thereby reducing its credibility, and because a most probable purchaser would place no weight on valuation in the cost approach. The sales comparison approach is also based upon the principle of substitution whereby similar properties within competitive markets will realize similar prices. An informed purchaser would not pay more for the subject property than the cost to acquire another property with the same amenities and utility. Market data are available for estimating market value in this approach. The income capitalization approach is based on the principle of anticipation whereby an investor expects benefits to be derived in the future. In evaluating future benefits, an informed purchaser will analyze income as well as how change affects income-producing characteristics of the property. This approach consists of analyzing a property's income and deducting appropriate expenses as well as evaluating appropriate capitalization methods. The existing improvements are an under-improvement of the site and it would be inappropriate to capitalize this income stream in perpetuity. And, land is not typically leased in this market. This approach is not typical or necessary in order to provide credible assignment results for similar property. The final step in the valuation process is reconciliation of the value indications into a single final value by analyzing the appropriateness, accuracy and quantity of evidence in the sales comparison approach. AUCAMP, DELLENBACKI 37 File 20-1928 SALES COMPARISON APPROACH SALES COMPARISON APPROACH The sales comparison approach is a method for estimating the subject's value by analyzing sales of similar properties. The underlying theory is that a prudent buyer would not buy one property at a price any higher than the cost to acquire a comparable, competitive property. This approach provides a reliable indication of market value when properties are bought and sold regularly. A search of the local area for recent transactions of similar properties provided a sufficient number of useful sales, contracts, and listings (comparables). These comparables are summarized within the following chart, are displayed on a following map, and are described in the subsequent detailed descriptions. The comparables are analyzed on the basis of the most relevant unit of comparison which, in this case, is price per SF of land. The comparables have an unadjusted price range of$53.24 to $64.74/SF of land. Comparable listings were also considered in this analysis. SUMMARY OF COMPARABLES The Boardwalk,209 N Federal Hwy,Boynton Beach,Florida(20-1928) ADW Property ID 12109 12119 10767 12177 12118 9643 Property Name The East Boynton Gracey Site Downtown Site Weiss Chapel Fmr Church Site Boardwalk Site Site Address 209 N Federal 401 E Boynton 219 W Boynton 126 W Boynton 202 E Boynton 115 N Federal Hwy Beach Blvd Beach Blvd Beach Blvd Beach Blvd Hwy City Boynton Beach Boynton Beach Boynton Beach Boynton Beach Boynton Beach Boynton Beach Sale: Sale Price N/A $917,000 $400,000 $750,000 $835,000 $3,000,000 Sale Status In-Contract Closed Closed Closed Closed Marketing Period N/A 0 months 0 months 5 months 0 months Date of Sale N/A Dec-19 Mar-19 Dec-18 May-18 Price/SF Bldg N/A $169.94 $375.59 $868.06 $278.33 $219.56 Price/SF of Land N/A $54.94 $53.24 $55.31 $64.74 $53.39 Property. Property Type Land Land Land Land Land/ Retail Land Site Size Acres 0.33 0.38 0.17 0.31 0.30 1.29 Site Size SF 14,336 16,692 7,513 13,560 12,898 56,192 Zoning CBD C-3 C-2 C-2 C-3 CBD Land Use MU High MU High MU Low MU Med MU Med MU High Height Limit 150' 150' 45' 75' 75' 150' Density Limit/Acre 80 80 20 50 50 80 Surface Old Retail Old Retail Old SFR Old Retail Old Retail Old Church Bldg SF 1,034 5,396 1,065 864 3,000 13,664 FAR 0.07 0.32 0.14 0.06 0.23 0.24 Approvals None None None None None None AUCAMP, DELLENBACKI 38 File 20-1928 SALES COMPARISON APPROACH MAP OF COMPARABLE PROPERTIES Boynton,Beach a �'Jv .t .�rtg s, YP 2 , u. „rs, Fish Depot Marl i n t atho Kbit Jr 81vd 19, Suri Lrek Beach Ho Use r i N tr�,fi , le !K,AvF , Ocean Ridge { umuu pari, 41 The a h `cr,p ti1� i( Land dale, F and Sade No. I Subject PrGpeftv TNic Wm al Ct11 er1v mudtic"wn & r�� ri Bea h � p � d�r�l=r ols�u, Bovnto�d eac W� � r F da r ii�f Ci Library eau Land Sale Sale o. 3 E i A tt — ,.. Land ;safe,No. 4 � � ? _a Boynton ,�rirTterlls +- �� Oc8,an Ridje, T, qh A,, r�i� rt .. u Yx a- e ' r -r ti Forest Park, � Elememtar , A.o 3> I 7,Ihb ' The Fic-xrll�',�.@�'°� of 61CIe C�rYpr7C�rd AUCAMP, DELLENBACK&WHITNEY 39 File 20-1928 SALES COMPARISON APPROACH COMPARABLE 1 b� �ty { General Data Property Name: East Boynton Site Property Type: Land Address: 401 E Boynton Beach Blvd, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-21-18-000-0060, etc. Legal Description: ARDEN PARK ADD LT 6/LESS S 17.6 FT SR 804/, etc. Site Data Site Size: 0.38 acres or 16,692 SF Zoning: C-3 Land Use Plan: Local Retail Commercial Surface: Old bldgs Site Plan Approval: No Approvals: None Utilities: In-place Site Comments: Site consists of three adjacent parcels with frontage and visibility along E Boynton Beach Blvd. Sale Data Sale Status: In-Contract Price: $917,000 Price/SF of Land: $54.94 Grantor: POWER LIFTS LLC Grantee: Confidential Property Rights: Fee Simple AUCAMP, DELLENBACKI 40 File 20-1928 SALES COMPARISON APPROACH Marketing Period: N/A Prior Transactions: None in the prior three years Verification Source: Confidential contract, Jonathan Whitney, November 2020 (20-1928) Sale Remarks: Purchase price was determined by an appraisal. Some interim income exists from the current tenants. However, the property is expected to be assembled and redeveloped. The current improvements consist of two small retail stores totaling 5,396 SF. Provision in city's code for change in land use allowing up to 80 units per acre and CRA's zoning recommendation is 80 units per acre and maximum height of 150'. AUCAMP, DELLENBACKI 41 File 20-1928 SALES COMPARISON APPROACH COMPARABLE 2 i 'r �a ray I General Data Property Name: Gracey Site Property Type: Land Address: 219 W Boynton Beach Blvd, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-21-07-001-1120 Legal Description: BOYNTON HILLS LT 112 & E 25 FT OF LT 113/LESS S 10 FT SR 804/ BILK A Site Data Site Size: 0.17 acres or 7,513 SF Zoning: C2 Land Use Plan: LRC Surface: Old SFR Site Plan Approval: No Approvals: None Utilities: To site Site Comments: Located in developing downtown Boynton Beach Sale Data Sale Status: Closed Price: $400,000 Price/SF of Land: $53.24 Sale Date: December 2019 O.R. Book-Page: 31124-01508 Grantor: MOLINA FAMILY TRUST Grantee: GRACEY PROPERTIES LLC Property Rights: Fee simple AUCAMP, DELLENBACKI 42 File 20-1928 SALES COMPARISON APPROACH Financing: Cash Marketing Period: 0 months Prior Transactions: None in previous three years Verification Source: Confidential, Jonathan Whitney, February 2020 (20-0062) Sale Remarks: Not listed on the open market, but believed to be a market-driven transaction. Site improved with an older singe-family home containing 1,065 SF built in 1945. Property will be rented in the interim and likely assembled and redeveloped in the longer term. Provision in city's code for change in land use allowing up to 20 units per acre and CRA's zoning recommendation is MU-1 for 20 units per acre and maximum height of 45'. Buyer has since assembled some surrounding sites and has the entire assemblage containing 1.06 acres listed at$41/SF land. AUCAMP, DELLENBACKI 43 File 20-1928 SALES COMPARISON APPROACH COMPARABLE 3 f I , General Data Property Name: Downtown Site Property Type: Land Address: 126 W Boynton Beach Blvd, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-28-10-004-0050 Legal Description: BOYNTON HEIGHTS ADD REV PLAT LOTS 5 TO 8 INC/LESS NLY 10 FT SR 804/BILK 4 Site Data Site Size: 0.31 acres or 13,560 SF Zoning: C-2 Land Use Plan: LRC Surface: Old Bldg Site Plan Approval: No Approvals: None Utilities: To site Site Comments: Located in developing downtown Boynton Beach. Sale Data Sale Status: Closed Price: $750,000 Price/SF of Land: $55.31 Sale Date: March 2019 O.R. Book-Page: 30470-1140 Grantor: BEERCADE LLC Grantee: JWS INVESTMENTS LLC AUCAMP, DELLENBACKI 44 File 20-1928 SALES COMPARISON APPROACH Property Rights: Fee simple Financing: 86% LTV via private lender Marketing Period: 0 months Prior Transactions: Sold for$380,000 in July 2017 Verification Source: Public Records &CoStar, Jonathan Whitney, July 2019 (20-1928) Sale Remarks: Not listed on the open market. Unable to confirm the sale with a party to the transaction, but all appearances point to an arm's length transaction. Retail building built in 1970 containing 864 SF does not significantly contribute to value but may be used in the interim until property is redeveloped (which is its highest and best use). Provision in city's code for change in land use allowing up to 50 units per acre and CRA's zoning recommendation is MU-2 or MU-3 for 40 to 50 units per acre and maximum height of 75'. AUCAMP, DELLENBACKI 45 File 20-1928 SALES COMPARISON APPROACH COMPARABLE 4 ssr�, t r ti General Data Property Name: Weiss Chapel Site Property Type: Land Address: 202 E Boynton Beach Blvd, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-28-03-003-0091 Site Data Site Size: 0.30 acres or 12,898 SF Zoning: C3 Site Comments: This is adjacent to the new Town Square Sale Data Sale Status: Closed Price: $835,000 Price/SF of Land: $64.74 Sale Date: December 2018 O.R. Book-Page: 30337/00731 Grantor: Gloria Weiss Realty LLC Grantee: 202 E Boynton Bch Blvd LLC Property Rights: Fee simple Financing: None recorded Marketing Period: 5 months Prior Transactions: None in the prior three years Verification Source: Gloria Weiss, Rep of Seller, 561-483-9835, Zach Weygandt, February 2019 (19-0203) AUCAMP, DELLENBACKI 46 File 20-1928 SALES COMPARISON APPROACH Sale Remarks: Seller was an owner user funeral home that vacated at sale. Seller believes her contract was flipped to the recorded buyer for an additional price above $835,000, but this could not be confirmed. Seller believed improvements (approx. 3,000 SF)were going to be used, but modified for a medical-related use. Was under contract for seven months. While zoned C3, property could be rezoned for mixed-uses per the CRA's recommendation of a land use of MU medium (40 units per acre), and a zoning district of MU-2 or MU-3 for 40 to 50 units per acre and height of 75'. Highest and best use is interim use with the existing improvements until the property can be assembled and redevelopment. AUCAMP, DELLENBACKI 47 File 20-1928 SALES COMPARISON APPROACH COMPARABLE 5 { a , z I General Data Property Name: Fmr Congregational United Church Site Property Type: Land Address: 115 N Federal Hwy, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-28-03-006-0010; 08-43-45-28-03-001-0100 Legal Description: Lots 1 -7, Block 6, Original Town of Boynton Site Data Site Size: 1.29 acres or 56,192 SF Zoning: CBD Land Use Plan: MXH Surface: Old church Approvals: None Utilities: To site Site Comments: Two parcels separated by a public road one with frontage along N Federal Hwy Sale Data Sale Status: Closed Price: $3,000,000 Price/SF of Land: $53.39 Sale Date: May 2018 O.R. Book-Page: 29857/00580 Grantor: Boynton Beach Congregational United Church of Christ Grantee: Boynton Beach Community Redevelopment Agency AUCAMP, DELLENBACKI 48 File 20-1928 SALES COMPARISON APPROACH Property Rights: Fee simple Financing: N/A Marketing Period: 0 months Prior Transactions: None in the prior three years Verification Source: Confidential, Jonathan Whitney, February 2019 (19-0203) Sale Remarks: Market-driven price paid for property, though it was an off-market transaction. Former religious facility containing 13,664 SF built in 1953 that that will be used as a library while the City's municipal project, Town Square, is being redeveloped nearby. Price per SF of building is $220/SF. Long-term plans are for redevelopment; land use permits 80 units per acre and CRA's zoning recommendation is MU-Core for 80 units per acre (up to 100 units with workforce housing) and maximum height of 150'. AUCAMP, DELLENBACKI 49 File 20-1928 SALES COMPARISON APPROACH Adjustments are appropriate and necessary based on differences in elements of comparison. The following elements of comparison are characteristics of properties and sale transactions causing variations in prices. The first five elements of comparison are considered transactional adjustments; each of the transactional adjustments is made prior to making further adjustments. The remaining five elements of comparison are referred to as property adjustments and their total net adjustment is applied at the end. 1. Real property rights conveyed 2. Financing terms 3. Conditions of sale 4. Expenditures immediately after purchase 5. Market conditions 6. Location 7. Physical characteristics 8. Economic characteristics 9. Use 10. Non-realty components of sale The comparables are adjusted quantitatively. The percentage adjustment indicates the degree of the appropriate adjustment based on our knowledge of the local market, discussions with market participants and reviewing data. A chart on a following page shows comparison of the comparables with the subject, and contains adjustments as explained in the following items. 1. Real Property Rights Conveyed. No differences are noted. 2. Financing Terms. No differences are noted. 3. Conditions of Sale. No differences are noted. 4. Expenditures Immediately After Purchase. No differences are noted. 5. Market Conditions. Market prices and rental rates have been increasing during the past couple of years, as discussed in the Market section. The most dated comparable is adjusted upward 5% to account for improving market conditions. However, no other upward adjustments are made as a result of uncertainty related to COVID-19. 6. Location. Consideration is given to the following factors: net operating incomes, rents, land prices, visibility, traffic counts, and neighborhood demographics, such as household income and home prices. This feature also incorporates the zoning and development potential. Several of the sales have slightly inferior locations and-or development potential than the subject. Several sales are adjusted upward between 5% and 15%. 7. Physical Characteristics. Differences in prices are evident for a couple of considerations. Site Size: Typically, prices per square foot have an inverse relationship to site size. As site size increases, price per square foot generally decreases, based in part on economies of scale. Comparable 5 is adjusted upward 10%. AUCAMP, DELLENBACKI 50 File 20-1928 SALES COMPARISON APPROACH Surface: All of the comparables have the same highest and best use of interim use with existing improvements until redevelopment, likely involving assemblage with surrounding uses. Now, we are adjusting the comparables to the subject in its "as is" condition, which involves an older, smaller leased building which does not significantly contribute to value (the land value estimate in the highest and best use indicates land value is between $55 and $60/SF for the subject). The subject has an older building which is useful on an interim basis, similar to several of the comparables sales. Two sales involve much larger buildings on their respective sites and can produce more income until the properties can be redeveloped. No adjustment will be applied under this adjustment since we are electing to adjust under economic characteristics for this feature. 8. Economic Characteristics. As mentioned above, some differences were noted for surface and associated interim income and-or owner utility until redevelopment. • Comparable 1 has an older building in fair condition which also does not significantly contribute to value. However, since the building is larger than the subject, more income will be realized than the subject over the interim period. In order to recognize this feature, this comparable is adjusted downward 5%. • Comparable 4 has an older building in relatively good condition and this building slightly contributes to value. And, since the building is larger than the subject, more income will be realized than the subject over the interim period. In order to recognize this feature, this comparable is adjusted downward 10%. • Comparable 5 has an older building in relatively fair condition which also does not significantly contribute to value. However, since the building is larger than the subject, more owner utility will be realized than the subject over the interim period. In order to recognize this feature, this comparable is adjusted downward 5%. 9. Use. Some differences are noted, but these differences were accounted for in the economic adjustment. 10. Non-realty Components of Sale. No differences are noted. The comparables have an adjusted price range of$54.94 to $61.50/SF land with a mean of $59.47/SF of land. Most of the adjustments are relatively minor. Rounding the mean to $60/SF of land appears to be a reasonable value conclusion. We also search the market for comparable listings with similar criteria as the comparable sales. Discussion with brokers for these listing as well as other market participants confirmed the reasonableness of this value conclusion for the subject and the market expectations. The subject has 14,336 SF, so this value conclusion computes to $860,000. When applying this value to the size of the building, it represents $831/SF of building. The subject's FAR (Floor Area Ratio) is 0.07 and the sale with the most similar FAR is Comparable 3 at 0.06, which has a price per building of$868/SF of building. Thus, our value appears reasonable on a price per square foot of building basis. Therefore, we conclude the value of the subject in "as is" condition, via the sales comparison approach, is $860,000. AUCAMP, DELLENBACKI 51 File 20-1928 SALES COMPARISON APPROACH ADJUSTMENTS TO COMPARABLES The Boardwalk,209 N Federal Hwy,Boynton Beach,Florida(20-1928) Property The East Boynton Gracey Site Downtown Weiss Chapel Fmr Church Boardwalk Site Site Site Site Surface Old Retail Old Retail Old SFR Old Retail Old Retail Old Church Bldg Size 1,034 5,396 1,065 864 3,000 13,664 Site Size Acres 0.33 0.38 0.17 0.31 0.30 1.29 Site Size(SF) 14,336 16,692 7,513 13,560 12,898 56,192 Land Use MU High MU High MU Low MU Med MU Med MU High Height Limit 150' 150' 45' 75' 75' 150' Density Limit/Acre 80 80 20 50 50 80 Sale Status In-Contract Closed Closed Closed Closed Sale Date N/A Dec-19 Mar-19 Dec-18 May-18 Unadjusted Price/SF N/A $54.94 $53.24 $55.31 $64.74 $53.39 Transactional Ad!s Market Conditions SIMILAR SIMILAR SIMILAR SIMILAR INFERIOR Adjustment 0% 0% 0% 0% 5% Adjusted Price/SF $55 $53 $55 $65 $56 Property Adls: Location/ Frontage INFERIOR INFERIOR INFERIOR INFERIOR SIMILAR Adjustment 5% 15% 10% 5% 0% Size SIMILAR SIMILAR SIMILAR SIMILAR LARGER Adjustment 0% 0% 0% 0% 10% Surface/ Economics SUPERIOR SIMILAR SIMILAR SUPERIOR SUPERIOR Adjustment -5% 0% 0% -10% -5% Net Adjustment 0% 15% 10% -5% 5% Adjusted Price/SF $54.94 $61.23 $60.84 $61.50 $58.86 Gross Adjustment 10% 15% 10% 15% 20% AUCAMP, DELLENBACKI 52 File 20-1928 RECONCILIATION AND FINAL VALUE CONCLUSIONS RECONCILIATION AND FINAL VALUE CONCLUSIONS The approaches provided the following value estimations for the subject property. VALUE INDICATIONS ® . . Cost N/A N/A N/A Sales Comparison $860,000 $832 $60 Income Capitalization N/A N/A N/A Market Value Conclusion $860,000 $832 $60 The quality of market data in these approaches is good, and the methods of analysis are appropriate and reasonable. The sales comparison approach includes sale prices above and below the subject's value on a per square foot basis as well as above and below the subject's value on an absolute basis. The sales data are good and the value is well supported. The sales comparison approach provides nearby sales, and all have the same highest and best use as the subject, which is interim use of the existing improvements until the property can be redeveloped. After careful and thorough investigation and analysis, we estimate market value for the fee simple interest in the subject real property in its "as is" condition, subject to assumptions and contingent and limiting conditions as well as any extraordinary assumptions and hypothetical conditions, as explained in this report, as of October 26, 2020, is: EIGHT HUNDRED SIXTY THOUSAND DOLLARS ($860,000) AUCAMP, DELLENBACKI 53 File 20-1928 NORMAL MARKETING PERIOD AND REASONABLE EXPOSURE TIME NORMAL MARKETING PERIOD AND REASONABLE EXPOSURE TIME Normal marketing period is the most probable amount of time necessary to expose a property, in its entirety, to the open market in order to achieve a sale. Implicit in this definition are the following characteristics. 1. The property will be actively exposed and aggressively marketed to potential purchasers through marketing channels commonly used by sellers of similar type properties. 2. The property will be offered at a price reflecting the most probable markup over market value used by sellers of similar type properties. 3. A sale will be consummated under the terms and conditions of the definition of market value. The Market section has a chart showing median DOMs for similar sales in South Florida have been 12 months or less. Marketing times for one of the comparable sales in the sales comparison approach was less than 12 months; the marketing periods for the remaining sales were not available. Most current listings with marketing periods exceeding 12 months have listing prices much higher than market prices. Market participants report relatively good demand for similar properties and report marketing periods are currently less than 12 months for similar properties. We conclude a reasonable marketing time for sale of the subject property in its "as is" condition and at a price similar to the estimate of market value is 12 months or less. Exposure time is the amount of time likely to have been experienced for sale of the subject property on the valuation date. We estimate a reasonable exposure time is 12 months or less based on the same market data. AUCAMP, DELLENBACKI 54 File 20-1928 PART 3: ADDENDUM CERTIFICATION I certify that, to the best of my knowledge and belief: ■ The statements of fact contained in this report are true and correct. ■ The reported analyses, opinions and conclusions are limited only by the reported assumptions and limiting conditions and are my personal, impartial, and unbiased professional analyses, opinions, and conclusions. ■ 1 have no present or prospective interest in the property that is the subject of this report, and I have no personal interest with respect to the parties involved. ■ 1 have no bias with respect to any property that is the subject of this report or to the parties involved with this assignment. ■ My engagement in this assignment was not contingent upon developing or reporting predetermined results, a specific valuation, or the approval of a loan. ■ My compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. ■ The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and Standards of Professional Appraisal Practice of the Appraisal Institute. ■ The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice. ■ The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the State of Florida. ■ The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. ■ Jonathan Whitney made a personal, visual inspection of the readily accessible areas of the property that is the subject of this appraisal. ■ No one else provided significant real property appraisal or appraisal consulting assistance to the person signing this certification. ■ As of the date of this report, I have completed the continuing education program of the State of Florida. AUCAMP, DELLENBACKI 55 File 20-1928 CERTIFICATION ■ As of the date of this report, Jonathan Whitney has completed the continuing education program of the Appraisal Institute. ■ The undersigned has not provided services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period preceding acceptance of this assignment. November 12, 2020 Jon/'�h_a_n Whitney, MAI State-certified General Real Estate Appraiser RZ2943 AUCAMP, DELLENBACKI 56 File 20-1928 CONTINGENT AND LIMITING CONDITIONS CONTINGENT AND LIMITING CONDITIONS This appraisal is subject to the following contingent and limiting conditions: 1. The legal description and maps are assumed to be correct. 2. No responsibility is assumed for matters which are legal in character, nor is any opinion rendered as to title, which is assumed to be good and marketable. Any existing liens or encumbrances have been disregarded, and the property is appraised as free and clear. This appraisal is made, assuming that all public improvements of any kind affecting the property appraised are fully paid for, unless otherwise specifically set forth in the property description. 3. No survey has been made of the property on behalf of the appraisers and no responsibility is assumed in connection with such matters. The sketches contained in this report are for illustrative purposes only and are included to assist the reader to better visualize the property. The information furnished by others is believed to be reliable and no responsibility is assumed for its accuracy. 4. In this report, the distribution of the total valuation between land and improvements applies only under the existing program of utilization. The separate valuations for land and improvements must not be used in conjunction with any other appraisal and are invalid if so used. 5. Possession of this report, or a copy thereof, does not carry with it the right of publication, nor may it be used for any purpose by any but the recipient without written consent of the appraiser. 6. The contract for appraisal, consultation, or analytical service is fulfilled and total fee is payable upon completion of the report. The appraisers will not be required to give testimony in court or hearing because of having made the appraisal in full or in part, nor engage in post- appraisal consultation with the client or third parties, except under separate and special arrangement and at additional fee. 7. The appraisers may not divulge material contents of the report, analytical findings or conclusions or give a copy of the report to anyone other than the client or his designee as specified in writing, except as may be required by the Appraisal Institute as it may request in confidence for ethics enforcement or by a court of law of body with the power of subpoena. 8. Liability of Aucamp, Dellenback & Whitney is restricted to the client. Aucamp, Dellenback & Whitney has no accountability or liability to any third party. 9. It is assumed there are no hidden or unapparent conditions of the property, subsoil or structures which make it more or less valuable. The appraiser assumes no responsibility for such conditions or engineering which might be required to cover these facts. No topographical survey was provided. 10. No environmental impact study, special market study or analysis, highest and best use analysis or feasibility study has been requested or made unless otherwise specified in an agreement for services or in the report. The appraiser reserves the unlimited right to alter, amend, revise or rescind any of the statements, findings, opinions, values, estimates or AUCAMP, DELLENBACKI 57 File 20-1928 CONTINGENT AND LIMITING CONDITIONS conclusions upon any subsequent such study or analysis or previous study or analysis subsequently becoming known to him. 11. The market value estimated and the cost used are as of the date of the estimate of value. All dollar amounts are based on the purchasing power and price of the dollar as of the date of the value estimate. 12. This appraisal expresses our opinion and employment to make this appraisal was in no way contingent upon reporting a predetermined value or conclusion. The fee for this appraisal or study is for the service rendered and not for time spent on the physical report. 13. The value estimated in this appraisal report is gross without consideration given to any encumbrance, restriction, or question of title unless specifically defined. The estimate of value in the appraisal report is not based in whole or in part upon race, color or national origin of the present owners or occupants of properties in the vicinity of the property appraised. 14. Responsible ownership and competent property management are assumed. 15. It is assumed that there is full compliance with all applicable federal, state and local environmental regulations and laws, unless noncompliance is stated, defined and considered in the appraisal report. 16. It is assumed that all applicable zoning and use regulations and restrictions have been complied with, unless a non-conformity has been stated, defined and considered in the appraisal report. 17. It is assumed that all required licenses, certificates of occupancy and consents or other legislative or administrative authority from any local, state or national government or private entity or organization have been or can be obtained or renewed for any use on which the value estimate contained in this report is based. 18. It is assumed that the utilization of the land and improvements is within the boundaries of the property lines, that the property described in that there is no encroachment or trespass unless noted in the report. 19. Authentic copies of this report are signed in ink. 20. Unless otherwise stated in this report, the existence of hazardous substances, including without limitation asbestos, polychlorinated biphenyls, petroleum leakage, or agricultural chemicals, which may or may not be present on the property, or other environmental conditions, were not called to the attention of nor did the appraiser become aware of such during the appraiser's inspection. The appraiser has no knowledge of the existence of such materials on or in the property unless otherwise stated. The appraiser, however, is not qualified to test such substances or conditions. If the presence of such substances, such as asbestos, urea formaldehyde foam insulation, or other hazardous substances or environmental conditions may affect the value of the property, the value estimated is predicated on the assumption that there is no such condition on or in the property or in such proximity thereto that it would cause a loss in value. No responsibility is assumed for any such conditions, nor for any expertise or engineering knowledge required to discover them. AUCAMP, DELLENBACKI 58 File 20-1928 CONTINGENT AND LIMITING CONDITIONS 21. The Americans with Disabilities Act (ADA) became effective January 26, 1992. The appraisers have not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property, together with a detailed analysis of the requirements of the ADA, could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon value of the property. Since the appraisers have no direct evidence relating to this issue, possible noncompliance with the requirements of ADA in estimating the value of the property has not been considered. 22. The report may contain estimates of prospective value for the subject property. Forecasts and prospective values are based upon current market conditions and trends. Aucamp, Dellenback & Whitney cannot be held responsible for unforeseeable events that alter market conditions prior to the prospective dates. 23. Acceptance and/or use of this appraisal report constitutes acceptance of the preceding conditions. AUCAMP, DELLENBACKI 59 File 20-1928 HYPOTHETICAL CONDITIONS AND EXTRAORDINARY ASSUMPTIONS HYPOTHETICAL CONDITIONS AND EXTRAORDINARY ASSUMPTIONS Hypothetical Conditions This appraisal is subject to the following hypothetical conditions: None Extraordinary Assumptions The following extraordinary assumption is important for supporting the value conclusion(s) in this report, and value conclusion(s) may be significantly affected without this extraordinary assumption. This appraisal is subject to the following extraordinary assumptions: None AUCAMP, DELLENBACKI 60 File 20-1928 DEFINITIONS DEFINITIONS Market Value The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition are the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby. • buyer and seller are typically motivated; • both parties are well informed or well advised, and acting in what they consider their own best interests; • a reasonable time is allowed for exposure in the open market; • payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and • the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. (Source: Interagency Appraisal and Evaluation Guidelines, Federal Register, Volume 75, No. 237, December 10, 2010) Bulk Value The value of multiple units, subdivided plots, or properties in a portfolio as though sold together in a single transaction. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 27) Market Rent The most probable rent that a property should bring in a competitive and open market reflecting the conditions and restrictions of a specified lease agreement, including the rental adjustment and revaluation, permitted uses, use restrictions, expense obligations, term, concessions, renewal and purchase options, and tenant improvements (TI). (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 140) Prospective Opinion of Value A value opinion effective as of a specified future date. The term does not define a type of value. Instead, it identifies a value opinion as being effective at some specific future date. An opinion of value as of a prospective date is frequently sought in connection with projects that are proposed, under construction, or under conversion to a new use, or those that have not yet achieved sellout or a stabilized level of long-term occupancy. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 180) Retrospective Value Opinion A value opinion effective as of a specified historical date. The term retrospective does not define a type of value. Instead, it identifies a value opinion as being effective at some specific prior date. Value as of a historical date is frequently sought in connection with property tax appeals, damage models, lease renegotiation, deficiency judgments, estate tax, and condemnation. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 201) AUCAMP, DELLENBACKI 61 File 20-1928 DEFINITIONS Investment Value The value of a property interest to a particular investor or class of investors based on the investor's specific requirements. Investment value may be different from market value because it depends on a set of investment criteria that are not necessarily typical of the market. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 121) Liquidation Value The most probable price that a specified interest in real property should bring under the following conditions: 1. Consummation of a sale within a short time period. 2. The property is subjected to market conditions prevailing as of the date of valuation. 3. Both the buyer and seller are acting prudently and knowledgeably. 4. The seller is under extreme compulsion to sell. 5. The buyer is typically motivated. 6. Both parties are acting in what they consider to be their best interests. 7. A normal marketing effort is not possible due to the brief exposure time. 8. Payment will be made in cash in U.S. dollars (or the local currency) or in terms of financial arrangements comparable thereto. 9. The price represents the normal consideration for the property sold, unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 132) Insurable Value A type of value for insurance purposes. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 119) Replacement Cost The estimated cost to construct, at current prices as of a specific date, a substitute for a building or other improvements, using modern materials and current standards, design and layout. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 197) Limited-Market Property A property(or property right) that has relatively few potential buyers. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 13 1) Special-Purpose Property A property with a unique physical design, special construction materials, or a layout that particularly adapts its utility to the use for which it was built; also called a special-design property. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 217) AUCAMP, DELLENBACKI 62 File 20-1928 DEFINITIONS Fee Simple Estate Absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 90) Leased Fee Interest The ownership interest held by the lessor, which includes the right to receive the contract rent specified in the lease plus the reversionary right when the lease expires. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 128) Leasehold Interest The right held by the lessee to use and occupy real estate for a stated term and under the conditions specified in the lease. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 128) Real Property The interests, benefits, and rights inherent in the ownership of real estate. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 188) Personal Property Identifiable tangible objects that are considered by the general public as being "personal"—for example, furnishings, artwork, antiques, gems and jewelry, collectibles, machinery and equipment; all tangible property that is not classified as real estate.. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, pages 170) Intended Use The use or uses of an appraiser's reported appraisal or appraisal review assignment opinions and conclusions, as identified by the appraiser based on communication with the client at the time of the assignment. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 119) Intended User The client and any other party as identified, by name or type, as users of the appraisal or appraisal review report by the appraiser on the basis of communication with the client at the time of the assignment. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, pages 119) Hypothetical Condition A condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results, but is used for the purpose of analysis. Hypothetical conditions are contrary to known facts about physical, legal, or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in an analysis. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 113) AUCAMP, DELLENBACKI 63 File 20-1928 DEFINITIONS Extraordinary Assumption An assumption, directly related to a specific assignment, as of the effective date of the assignment results, which, if found to be false, could alter the appraiser's opinions or conclusions. Extraordinary assumptions presume as fact otherwise uncertain information about physical, legal, or economic characteristics of the subject property; or about conditions external to the property such as market conditions or trends; or about the integrity of data used in an analysis. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 73) Prudent and Competent Management An owner, operator, or management company that maintains and uses real estate in a manner consistent with the manner in which typical buyers of similar properties would consider appropriate as measured by actual practices in the competitive market. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 180) Arm's Length Transaction A transaction between unrelated parties who are each acting in his or her own best interest. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 13) Surplus Land Land that is not currently needed to support the existing use but cannot be separated from the property and sold off for another use. Surplus land does not have an independent highest and best use and may or may not contribute to the improved parcel. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 227) Excess Land Land that is not needed to serve or support the existing use. The highest and best use of the excess land may or may not be the same as the highest and best use of the improved parcel. Excess land has the potential to be sold separately and is valued separately. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 80) Entrepreneurial Incentive The amount an entrepreneur expects to receive for his or her contribution to a project. Entrepreneurial incentive may be distinguished from entrepreneurial profit(often called developer's profit) in that it is the expectation of future profit as opposed to the profit actually earned on a development or improvements. The amount of entrepreneurial incentive required for a project represents the economic reward sufficient to motivate an entrepreneur to accept the risk of the project and to invest the time and money necessary in seeing the project through to completion. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 76) AUCAMP, DELLENBACKI 64 File 20-1928 AREA DESCRIPTION AND ANALYSIS AREA DESCRIPTION AND ANALYSIS FLORIDA Florida is a major U.S. state as seen in population and employment figures. As of 2018, Florida's estimated population was 20,878,686 according to the ESRI. Among the 50 states, Florida is ranked as the fourth most populous state. Florida is forecasted to have an annual growth rate of 1.41% over the next five years. The majority of job growth in the next ten years likely will come in the service industry led by new jobs in business services, health care, and government employment. Manufacturing will continue to be a relatively reduced part of the state's economy. Florida's geography, climate, and location are important reasons for its population and economic growth. Florida's coastline with 1,197 miles along the Atlantic Ocean and Gulf of Mexico is the longest of any state, except Alaska. Temperature variations are mild, and the southern part of the state has a subtropical climate. Florida is strategically located for access to the Caribbean Islands as well as to South and Central America. SOUTH FLORIDA South Florida is the tri-county region consisting of Miami-Dade, Broward, and Palm Beach. The metropolitan area stretches from Miami to West Palm Beach, a distance of about 65 miles, and extends 15 to 20 miles west from the Atlantic Ocean. The three counties are the state's three most populous with an estimated population of 6,076,113, as of 2018, and comprised almost one-third of the state's population. The South Florida region experienced explosive growth starting in the 1950s when air- conditioned homes made round year living more comfortable. Moving forward, the tri-county region is forecasted to grow at a much slower pace than the past 70 years. Per ESRI, the average growth rate is projected to be between 1.05% and 1.25% during the next five years. Population growth has largely been migration from northern U.S. states and Canada as well as South American countries and Caribbean Islands. Economic growth in South Florida is centered on services and retail trade for tourists, seasonal residents, permanent residents and retirees. Real estate construction has been a strong economic contributor over the past 50 years. South Florida is also known as a major export/ import center for trade with South America and as an attractive location for some clean, high- tech industries. Within this region, a primary trend has been northward movement of population from Miami- Dade County into Broward County, and from Broward County into Palm Beach County. This trend accelerated with the dislocation of residents due to Hurricane Andrew in 1992. The movement continues today as residents seek less traffic congestion in comparison to Miami- Dade County. AUCAMP, DELLENBACKI 65 File 20-1928 AREA DESCRIPTION AND ANALYSIS PALM BEACH COUNTY Palm Beach County is located along Florida's southeast coast on the Atlantic Ocean to the east and Lake Okeechobee to the west. The county is located about 15 miles north of Fort Lauderdale, 40 miles north of Miami, 175 miles south of Orlando, and 270 miles south of Jacksonville. Palm Beach County, with approximately 1,974 square miles of land area, is one of the largest counties in the United States and is the third largest of Florida's 67 counties. Elevation changes range from 0-20 feet with the average elevation at 15 feet above sea level. The terrain is generally sandy and flat with some gently sloping coastal ridges. The county's subtropical climate has an average temperature of 75 degrees Fahrenheit. Winters are mild because of the proximity to the warm Gulf Stream currents of the Atlantic Ocean. Prevailing winds are from the east. Average annual rainfall is 62 inches. Palm Beach County contains 39 incorporated municipalities mostly located east of Florida's Turnpike. County government, mainly located within West Palm Beach, handles the unincorporated areas. Population growth has put constant pressure on government planning and services. Land Use Pattern Palm Beach County has a well-established area of urban development as well as a major nature reserve area and productive agricultural area. The urban corridor stretches along the eastern portion of the county while nature reserve and agricultural areas are located in the middle and western portions of the county. Several small coastal communities in Palm Beach County were initially developed in the early 1900s. These small cities and towns were separated from each other with agricultural land or vacant land. By about the 1980s, the land was developed and the coastal area become one continuous developed urban /suburban corridor. This corridor now represents continuous development from the municipalities of Boca Raton to Tequesta. Most undeveloped land is located to the west of this eastern urban / suburban corridor. Several eastern coastal downtown areas developed between the 1920s and the 1960s, including Boca Raton, Delray Beach, Boynton Beach, Lake Worth, and West Palm Beach, are now experiencing redevelopment and gentrification. The nature reserve area consists of a north-south corridor to the west of the urban corridor. This area consists of the large Loxahatchee National Wildlife Refuge in the south and central portion and several other natural areas in the north portion: Dupuis Reserve State Park, J.W. Corbett Wildlife Management Area, West Palm Beach Catchment Area, and Jonathan Dickinson State Park. The agricultural reserve area in southeast Palm Beach County produces vegetables and ornamental plants while the agricultural area in western Palm Beach County is active in sugarcane production. Belle Glade, Pahokee, and South Bay are the three communities within the western agricultural area. AUCAMP, DELLENBACKI 66 File 20-1928 AREA DESCRIPTION AND ANALYSIS Population Per ESRI, the county has an estimated population of 1,444,799 representing about 7% of the state's population. Population growth from 2018 to 2023 is projected at 1.24%, which is slightly less than the state's projected growth rate at 1.41%. The county's comparatively lower future growth rate reflects the county's advanced stage of development and diminishing supply of land available for development. Economy Palm Beach County has an employment base comprised mostly of several sectors: Trade, Transportation and Utilities; Professional and Business Services; Education and Health Services; and Leisure and Hospitality. These sectors are geared toward the seasonal and retiree segments that have been large part of the county's population. Per the Palm Beach County Business Development Board, Palm Beach County's labor force consists of over 700,000 people. The county's unemployment rate is 3.6% as of the end of 2017, which is less than the State of Florida at 3.7% and United States at 3.9%. Furthermore, the county's employment growth from December 2015 to July 2018 has been 1.9% annually. Housin The Palm Beach County Business Development Board indicates Palm Beach County has a total of 683,543 housing units with a homeowner vacancy rate of 2.4% and a rental vacancy rate of 9.74%. Per ESRI, the median home price in Palm Beach County in 2018 is $265,386, which is higher than the state median home price at $212,954. Services The county has good medical care facilities consisting of 34 hospitals and 1,992 physician offices. A recent trend in local health care is construction of satellite facilities with outpatient services. The School District of Palm Beach County is the 10th largest public school district in the United States. The District reports an annual enrollment of 193,000 students and 22,340 employees. Numerous private schools are also available. Overcrowding is present in some areas. Prominent academic colleges in the county consist of Florida Atlantic University in Boca Raton, Palm Beach State College with four branch campuses, Palm Beach Atlantic University in West Palm Beach, and Lynn University in Boca Raton. The county has many vocational, technical, and charter schools. Public water and sewer utilities are provided throughout the county by either incorporated municipalities, special districts, or by the county. Telephone service is provided by BellSouth and other telecommunication vendors. Standard electric service is generally available from Florida Power and Light. Natural gas is provided by main or delivered as liquefied petroleum gas by Peoples Gas System. Transportation in Palm Beach County consists of Palm Beach International Airport (PBIA), Palm Beach Park Airport, Palm Beach County Glades Airport, North County Airport, Boca Raton Airport, Palm Tran, Port of Palm Beach and Tri-Rail. PBIA is conveniently located to serve the air trade area of Palm Beach County and the four surrounding counties. The 600,000 square foot airport accommodates 28 aircraft gates with expansion potential for 24 gates. The airport reports a passenger count of 6.5 million in the past year (mid-2017 to mid-2018), which is an AUCAMP, DELLENBACKI 67 File 20-1928 AREA DESCRIPTION AND ANALYSIS increase of 2.7% year-over-year. The Boca Raton Airport, the Palm Beach Park Airport and the North County Airport are general aviation airports serving private and corporate airplanes. Palm Tran is a public bus service in Palm Beach County. Palm Tran has been in service since 1971, runs seven days a week serving more than 3,200 bus stops with 150 buses in Palm Beach County. It has a ridership of over 10 million passengers a year. Tri-Rail is also a means of public transportation in Palm Beach County. Formed in 1987, this light-rail system extends roughly 72 miles and runs parallel to Interstate 95 from West Palm Beach to Miami serving 18 stations. Ridership exceeded 4.2 million passengers in 2016. Brightline is a recently constructed privately-held high-speed rail service serving Miami, Fort Lauderdale and West Palm Beach. Future expansion involves service to Orlando and other Florida cities. Port of Palm Beach is one of the busiest container ports in Florida with over 2,500,000 tons of cargo shipped annually. The port also services over 500,000 cruise passengers. Trends Palm Beach County has well established urban and agricultural areas. Economic soundness is supported with a higher than average income, expanding employment centers, a wide range of commercial and public services and facilities, and many recreational opportunities. The county is poised for further growth. Future trends show modest population growth and a favorable outlook for Palm Beach County's economy. Population trends indicate further migration to the county will continue, and jobs will continue to increase and fuel economic growth in the county. Problems typically associated with growth will continue to challenge Palm Beach County. The major challenges are schools, transportation and utilities to meet the needs of a growing population. AUCAMP, DELLENBACKI 68 File 20-1928 AREA DESCRIPTION AND ANALYSIS �MI Area in Square Mies: 2,578 Population w10 Lake Okeechobee(miles) 1,974 2016 ACS(American Community Survey) 1,443,810 Average Max.Temp.: 83(f) 2010 Census 11,320,134 Average Low Temp.. 67(f) Average Temp.: 75(f) Population Projecticns Average Annual Percipitation: 62(in.) 2020 1,465,944 Time Zone: Eastern 2030 1,619,094 2040 1,735,114 Meeting Facilities Resontsfl-lotelsA-oclging Facilities 2001 ResortsfHotels with Meeting Space 5D Total Rooms 17,000 ,Convention Center Total Meeting Space(s.f.) 148,00D Total Space(s-f.) 350,00D Medic al[2016) Hospitals 34 Physicians'Offices 1,992 Dentists'Offices 756 Sex &Age p016 ACSJ Financial 12017) Male 69,13,414 Banks 55 Female 745,396 Branch Banking Offices 455 Under 5 74,578 Deposits(mililiGns) $50,628 5-14 years, 15,51270 15-19 years 81,177 Labor FGrce 12616 avg-) 20-34 years 251,216 Labor Force 71,D,513 35-44 years 164,543 Employment 676,285 45-59 years 291,552 Unemployment Rate 4.843% 60-74 years 254,547 75+years 1713,927 Total Nonagricultural Employment(thousands) 6D8-1 Median age 44.7 Goods Producing 53-5 Construction 34-3 Housing 12016 ACS) Manufacturling 19-1 Total housing units 683,543 Service ProvOing 554-6 Occupied housing units 536,446 Wholesale Trade 23-4 Vacant housing units 147,0,97 Retail Trade 7907 Homeowner vacancy rate 2.4 Trans.,Warehousing&Utilities 123 Rental vacancy rate 97 Information 1U-9 Average household size 165 Financial Actvitos 39-8 Finance and insurance 237 Economic [2016ACS) Professional and Business Services 1,10-0 County Average'Nage(201a) $51,843 Pro.,Scientific&Tech.Services 46-3 Median Fam illy Income $7{),930 Mngt-of Companies&Enterprises 11-0 Per Capita Income $3,5,732 Administrative and Waste Services 52-7 Median Earnings For Male Education and 1-leafth Services 96-9 FuIll-Time,Year-Round Workers $45,116 Leisure and FilospitaAfty 86-2 Median Earnings For Female Accommadation&Food Services, 6800 Fuil-Tlme,Year-Round Workers $3,9,032 Other Services 327 Education(2016ACq B— R.Od.Dz�, d rE—k Opp t-A4,USC— E—a xe Enrollment(K-1 2) 209,950 C. "It'S—y MI 9,Fkrd.D—.gaphk Ea-d.g 0-ft— 2017,FdrW Education attalinment-25 years+ 1,054,130 D-P.a�"—C -G—ny 0.P..ft.1—2017,Pad.G—h C—M C--b- and%ftftwA Sc7r� %Sachelcfs degree or Ngher 35.{)% Business Der,Dlcpment Board of Pain Beach County,Inc. www.bdb.aq AUCAMP, DELLENBACK&WHITNEY 69 File#20-1928 AREA DESCRIPTION AND ANALYSIS I IBM" i 41 F3eACa � z , FA .. 63u'm Ai} JAiN FEB PMR APR MAY JUN JUL AIG SEP OCT NOV DEC 2015 692AM 685,827 643,655 6a4;402 690.177 EaOf262 6a0,579 682,0&5 6a5,OS3 684.553 U8,122 E87,900 20 6 696,476 700,502 I 6 3,r337 694,831 696,424 694,259 703,854 699.012 703.926 788055 714,325 71x,148 M17 721,297 724,U6 1728.225 728,075 726,1423 729,697 729.247 725,124 724.927 722.244 723,€771 723.52.5 Source:Local area Unernploeymem Statistics,Flcfida Ueoartment of Econornic,Upportunny 6s U,. �e y �r ,, x. JrtA FEE Kin! mpRN,%7 im mr 0 06 C 205 5.2 6.G' SO 4.7 51 5.2 5.6 1 5,5 5.2 4.9 4.6 4.5 :2019 4.9 4.s 4.5 4.5 4,2 4.9 5:2 1 5.1 5.1 5.i 4.9 4.7 2017' 5.2 Source:Local urea rinemployrn nt Statistics,Florida Department of E:camomic opf rtunitV Pa im Math,Qm ney,State and NzCo M Une mplapv and Raw Co mpnAisan 2017'.. . 5.2 5.:2: 5. 55 4..y' 4-1 4. C 4.24.;3 4. _, '8.19 4-6 4.1 4.6 „ 3.eg 4-0 4.11 3,a 4.4 4.2 4.5 1101 Al, 3. 3w8 4."l 3.6 Smurce:L al Area Unemployment 8ut stics,Florida Department of Economic.Opportunity AUCAMP, DELLENBACKI 70 File 20-1928 APPRAISER QUALIFICATIONS AND LICENSE APPRAISER QUALIFICATIONS AND LICENSE QUALIFICATIONS OF JONATHAN D. WHITNEY, MAI State-certified General Real Estate Appraiser, RZ 2943 JONATHAN D. WHITNEY, MAI Aucamp, Dellenback & Whitney 1900 NW Corporate Blvd, Suite 215E Boca Raton, FL 33431 is ion(a-)adw-appraisers.com 561-609-2884 s Professional Experience Aucamp, Dellenback & Whitney, Boca Raton, FL, 2003 - Present Real Estate Appraisers & Consultants • Principal, 2016 - Present • Commercial Real Estate Appraiser, 2003 - Present Jonathan Whitney is approaching 20 years of valuing commercial real estate in the South Florida market. He heads the team of six commercial real estate appraisers for independent Aucamp, Dellenback & Whitney (ADW), and values all major real property types: industrial, office, retail, and multifamily. Valuation assignments also include vacant development sites, residential subdivisions /condominiums, mixed-use buildings, and special-purpose properties. His partner, David Aucamp, SRA, heads the residential side of their firm with a separate team of seven residential appraisers. ADW's primary service area includes the tri-county South Florida region (Miami-Dade County, Broward County, and Palm Beach County). Clients mostly include lenders, but also include investors, property owners, developers, brokers, attorneys, CPAs, and associations. Real estate appraisal and consulting assignments involve estimating market value and-or market rent, and providing expert witness testimony. Valuation assignments range between relatively straight forward assignments to multiple-phased projects with complex cash flow considerations. Education Master in Arts in Business, University of Florida, 2000 Bachelor of Science in Economics, University of Florida, 1999 Boca Raton Community High School, 1995 AUCAMP, DELLENBACKI 71 File 20-1928 APPRAISER QUALIFICATIONS AND LICENSE Activities and Affiliations Florida State-certified General Real Estate Appraiser, RZ 2943, 2006 - Present Florida State-registered Associate Appraiser, RI 11475, 2003 - 2006 Appraisal Institute • Board of Directors, South Florida Chapter, 2018 - Present • Designated Member (MAI), 2013 - Present • Associate Member, 2004 - 2013 Planning and Zoning Board, City of Boca Raton • Member, 2019 - present Zoning Board of Adjustment, City of Boca Raton • Vice Chair, 2017 - 2018 • Member, 2013 - 2018 Urban Land Institute (ULI) • Associate Member, 2019 - Present Commercial Real Estate Development Association (NAIOP) • Member, 2019 - Present Boca Raton Federation of Homeowners • Executive Board Member, 2018 - 2019 Boca Raton Chamber of Commerce Member • Member (ADW), 1990s - Present • Leadership Boca, Class of 2016 National Association of Divorce Professionals (NADP) Member • Member, 2017 - 2019 Boca Raton Downtown Rotary Club Member • Member, 2016 - Present • Mayors Ball Committee Member, 2016 - Present Spanish River Church • Elder, Spanish River Church, 2017 - Present • Member/Various Leadership Roles, 2011 - Present AUCAMP, DELLENBACKI 72 File 20-1928 APPRAISER QUALIFICATIONS AND LICENSE Recent Appraisal Institute Courses (sampling of recent courses) USPAP (Uniform Standards of Professional Appraisal Practice) Update, 2018 Florida State Law for Real Estate Appraisers, 2018 Business Practice & Ethics, 2018 Appraising Automobile Dealership, 2018 Supervisory Appraiser/Trainee Appraiser Course, 2018 Technology Tips for Real Estate Appraisers, 2018 Advanced Applications, 2009 Advanced Income Capitalization, 2009 Advanced Sales Comparison and Cost Approaches, 2008 Report Writing and Valuation Analysis, 2008 Office Building Valuation: A Contemporary Perspective, 2007 RICK SCOTT,GOVERNOR JONATHAN ZACHEM,SECRETARY bIa dpi STATE OF FLORIDA DEPARTMENT OF BUSINESS Al U PROFESSIONAL REGULATION FL0RIC?�A R�� I Il�"I�TE API�F U 1SAL BD lk THE CERTIEVED G ��AI{FI`}a�� '1� (EIED UNDER THE F ICt� �T r t PRC3VI �If4Fl� IAt (((��°°"��475F31 � �`STATUTES Itt a � % �f 1 H■tTI tt�r t ll S�r�F S t SS 7 rf�il 1 � S F ' { .t 040tt Y f V � EXPIRATIC N"DA1F .UEIvt !R 30,20120 Always verify licenses online at MyFloriclal-kense.corn Do not alter this document in any farm. This is your license.It is unlawful for anyone Cather than the licensee to use this document. AUCAMP, DELLENBACKI 73 File 20-1928 CONFIRMATORY GROUNDWATER SAMPLING REPORT OF CRA PROPERTY VICINITY OF 115 NORTH FEDERAL HIGHWAY BOYNTON BEACH, PALM BEACH COUNTY, FL 33435 PCN #:s 08-43-45-28-03-006-0010, 08-43-45-28-03-001-0080 AND 08-43-45-28-03-001-0100 FOR BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY 710 NORTH FEDERAL HIGHWAY BOYNTON BEACH, FL 33435 PREPARED BY NUTTING ENVIRONMENTAL OF FLORIDA, INC. 1310 NEPTUNE DRIVE BOYNTON BEACH, FL 33426 SEPTEMBER 16, 2021 �I I fh0ranm,enr at Property Assessmenrs Contamination Assessments •Environmental Property Assessments •Contamination Assessments •Remediation •Monitoring wells •IAQ t Mold Evaluation NUTTINr. ENviRONMENTAL OF FLORIDA, INr,.., Yourr Projsst Is Our commbrant September 16, 2021 Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 Attn: Ms. Theresa Utterback Re: Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach, Palm Beach County, FL 33435 PCN#s: 08-43-45-28-03-006-0010, 08-43-45-28-03-001-0080 and 08-43-45-28-03-001-0100 NEF#: 6967.13 Dear Ms. Utterback: NUTTING ENVIRONMENTAL OF FLORIDA, INC. (NEF) has performed a Confirmatory Groundwater Sampling Report at the above referenced project in general accordance with the scope and limitations of ASTM Practice E-1903 and in accordance with your authorization, received June 8, 2021. This report completes NEF's services at the project as set forth in NEF's proposal. The purpose of this project is to develop additional information regarding elevated levels of dieldrin and arsenic in groundwater located at the subject site, as identified in, as identified in NEF's Limited Soil and Groundwater Assessment Report dated January 16, 2020. Please see this report for further details regarding NEF's methodology. For further information regarding our company's qualifications, please contact the undersigned at your convenience. 1310 Neptune Drive - Boynton Beach,Florida 33426 . 561-732-7200 Broward 954-782-7200 • St.Lucie 772-408-1050 • Miami Cade 30.5-557-3083 • Fax 561-737-9975 Toll free:1-877-NUTTING(688-8464) • www.nef.cc • info@nef.cc Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach,Palm Beach County, FL 33435 N EF#6967.13 August 2021 TABLE OF CONTENTS 1.0 INTRODUCTION........................................................................................................................................2 1.1 Purpose and Scope..................................................................................................................................................2 1.2 Special Terms and Conditions..................................................................................................................................2 1.3 Limitations and Exceptions of Assessment..............................................................................................................2 1.4 Limiting Conditions and Methodology Used............................................................................................................3 2.0 SUMMARY OF SITE INFORMATION ..........................................................................................................5 2.1 Site Description.......................................................................................................................................................5 2.2 Prior Environmental Assessments........................................................................................................................5 3.0 SCOPE OF WORK......................................................................................................................................6 3.1 Monitor Well Installation and Groundwater Sampling Activities.............................................................................6 4.0 RESULTS..........................................................................................................................................................7 4.1 Groundwater Assessment Results...........................................................................................................................7 5.0 CONCLUSIONS AND RECOMMENDATIONS...............................................................................................8 5.1 Summary of Groundwater Assessment Information............................................................................................8 5.2 Conclusions and Recommendations.....................................................................................................................9 APPENDICES........................................................................................................................................................ 10 AppendixA-Tables and Figures.................................................................................................................................11 Appendix B—Benzo(a)pyrene Conversion Tables..........................................................................................................1 Appendix C—FDEP Groundwater Sampling Logs...........................................................................................................2 Appendix D-Laboratory Analytical Results and Chain of Custody Form.......................................................................3 i-M N tJ=—ENVIRONMENTAL F F—l—,INC. y—Project Is our Comm—m Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach,Palm Beach County, FL 33435 N EF#6967.13 August 2021 1.0 INTRODUCTION 1.1 Purpose and Scope The purpose of this project is to develop additional information regarding elevated levels of dieldrin and arsenic in groundwater located at the subject site, as identified in, as identified in NEF's Limited Soil and Groundwater Assessment Report dated January 16, 2020. 1.2 Special Terms and Conditions Independent examination of the facts developed for the subject site is the principal component of a due diligent environmental assessment effort. NEF has made a diligent effort to obtain and verify as many facts pertinent to an environmental evaluation of the subject site as possible, given time and physical constraints.A rigorous effort has been made to identify recognized environmental conditions on the subject site, but because of limitations within the data used to evaluate the property and limitations inherent in the quantitative tests performed, it is not possible to guarantee that the site is completely free of recognized environmental conditions. Our client for this Confirmatory Groundwater Sampling investigation was: Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 Attn: Ms. Theresa Utterback The contents of this report are for the exclusive use of the clients and their authorized representatives. Information conveyed in this report should not be used or relied upon by other parties without the written consent of NUTTING ENVIRONMENTAL OF FLORIDA, INC. 1.3 Limitations and Exceptions of Assessment The Confirmatory Groundwater Sampling Report was conducted in general accordance with the scope of work described above and in substantive accordance with the scope and limitations of ASTM Practice E-1903 of the above referenced site, the property. The work conducted by NEF is limited to the services authorized by the client, and no other services beyond those explicitly stated should be inferred or implied. A recommendation that further assessment activities are not warranted or mandatory at the subject site in no way constitutes an assurance by NEF that recognized environmental conditions are not present at the subject site, but reflects NEF's opinion, based upon the evidence encountered, that there was a low likelihood that recognized environmental conditions are present on the property at the time of the evaluation. Subsurface conditions can vary significantly between test locations for a variety of reasons including potential latent, undisclosed conditions. The client is at liberty to request additional tests in an effort to reduce this potential variability. Future use and changes to the property were not considered in this scope of work unless specifically stated to the contrary in our proposal. It is possible that documented and/or latent soil and groundwater quality conditions and underground structures (e.g. septic tanks, oil water separators, etc.), may play a significant role in permitting for and physical implementation of future property use. NEF would be pleased to provide additional consulting services upon receipt of specific written request and following receipt of details for the proposed land use and/or modifications. i-M NUTTING ENVIRONMENTAL F F—l—,INC. Y—Project Is our Comm—m Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach,Palm Beach County, FL 33435 N EF#6967.13 August 2021 The client should be aware that the information contained in this report is being held in confidence. NEF has no obligation under Florida law to report to regulatory agencies the presence of limited contamination detected during the performance of environmental site assessments. However,the client or owner of the property may have such a reporting obligation. A legal opinion relative to these responsibilities should be obtained by the client or owner. NEF warrants that the services performed by NEF were conducted in a manner consistent with the normal level of care and skill ordinarily exercised by members of this profession in Florida at the time and under the conditions in which the services were performed. No other warranties, expressed or implied, are made. 1.4 Limiting Conditions and Methodology Used It is understood that an environmental assessment generates information upon which to form an opinion regarding site conditions and does not lead to full knowledge of property conditions. There can be no assurance nor does NEF offer any assurance that property conditions do not exist or could not exist in the future which were undetected at the time of the assessment and could lead to liability in connection with the property. In conducting the investigation, NEF analyzed records and site conditions in accordance with industry accepted Environmental Site Assessment practice. We cannot predict what actions, if any, a given regulatory agency may presently take or what standards and practices may apply to the property in the future nor do we accept liability for the consequences of such changes should they occur. The findings of this investigation are based upon conditions identified at the time of our study and may not necessarily represent concealed conditions or conditions which may develop subsequent to our study. All field testing performed as a part of the scope of work of this investigation was conducted in general accordance with Florida Department of Environmental Protection (FDEP) Standard Operating Procedures (SOP) for Field Activities (DEP-SOP-001/01). The client provided NEF with a site diagram defining the boundaries of the subject property. Resurveying or confirmation of the actual legal boundaries of the subject property was not included as a part of this investigation. NEF will not be held responsible for inaccuracies in site boundary information provided by the client. Certain sections of the report may contain information derived from regulatory agency databases and files, historical information resources, laboratories and interviews with persons familiar with the subject property. NEF cannot be held responsible forthe accuracy or completeness of the information from these sources.Therefore, NEF assumes no liability for any loss resulting from errors or omissions arising from the use of inaccurate or incomplete information or misrepresentations or omissions made by others. Field headspace testing, performed with a Photo Ionization Detector (PID) or Flame Ionization Detector (FID), is frequently used to screen soil samples for the presence of certain Volatile Organic Compounds (VOCs) present in gasoline, diesel fuel, and some solvents. Field headspace testing is conducted by NEF in accordance with procedures outlined in Chapter 62-770 Florida Administrative Code (FAC) for the presence of detectable concentrations of VOCs. An in-line condensable carbon filter is used to obtain filtered readings to correct for the presence of naturally occurring VOCs when using a FID. Net VOC readings are calculated by subtracting the filtered reading from the unfiltered reading for each sample. Although valuable in estimating the degree of impact from certain types of contaminants, many petroleum and non-petroleum contaminants cannot be detected with this method; therefore, the results of the field headspace testing should not be used to construe that the subject property is free of environmental contamination. Laboratory results are expressed in this report in parts per million (ppm, mg/L or mg/Kg) or parts per billion (ppb, ug/L or ug/kg). Field headspace screening results are expressed in parts per million (ppm). Sampling depths are expressed in feet below land surface (BLS). Test data presented in this report pertains to the actual soil and groundwater samples recovered at the subject site. Substantial variation in soil and groundwater quality can occur between test locations. NEF has attempted to exercise i-M NIJ=( ENVIRONMENTAL F F—l—,INC. Yo Project Is our c2m Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach,Palm Beach County, FL 33435 N EF#6967.13 August 2021 due care in the selection of test locations and test parameters to provide the basis for the opinions expressed in this report. i-i N tJ=—ENVIRONMENTAL F FeroMI—,INC. Y—Project Is our Comm—m Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach,Palm Beach County, FL 33435 N EF#6967.13 August 2021 2.0 SUMMARY OF SITE INFORMATION 2.1 Site Description The subject site consisted of three parcels totaling approximately 1.58 acres (approximately 68,893 square foot). Northeast 1St Avenue was noted to transect the subject site (east-west direction), separating the property in a North Parcel and a South Parcel. The North and South Parcels of the subject site are currently developed with asphalt paved parking lots. 2.2 Prior Environmental Assessments The client provided NEF with a Phase I Environmental Site Assessment (ESA) Report performed several properties in the vicinity of the subject site, dated July 3, 2019. The Phase I ESA identified the potential for contamination encroachment onto the subject site from an existing service station located at 217 North Federal Highway and a former service station located at 101 North Federal Highway. Based on the findings of the Phase I ESA, Limited Soil and Groundwater Assessment activities were performed on the subject site to develop information regarding soil and groundwater quality which may have been impacted as a result of contamination encroachment from the offsite service station and former service station located to the north and the south of the subject site. A Limited Soil and Groundwater Assessment Report was performed on the subject site dated January 16, 2020, performed by NEF, concluded the following: "The soil assessment activities performed as part of this Limited Soil and Groundwater Assessment Report did not identify the presence of petroleum impacted soil and/or groundwater near the northeast and southeast corner of the subject site. However, laboratory analytical results of the groundwater samples collected as part of this investigation reported an elevated concentration of dieldrin in groundwater samples collected northeast of the subject site (at the GP-4 location) and arsenic along the southern property boundary of the subject site (at the GP-5 location). In the absence of the presence of other petroleum contaminants of concern the reported arsenic and dieldrin concentrations do not appear to be associated with a release of petroleum products from the adjacent existing and former service stations. Furthermore, a Phase 1 ESA performed by NEF on the subject site dated April 10, 2018, did not revealed evidence of historical uses that could be considered a source for the elevated arsenic and dieldrin concentrations in groundwater, identified in the Limited Soil and Groundwater Assessment Report. However, given as the reported dieldrin and arsenic concentrations exceed their respective GCTLs, it is NEF's opinion that it would be prudent to perform additional assessment in an attempt to confirm the reported contaminant concentrations." i-M Nu=( ENVIRDNMEN— F F—l—,INC. Yo Project Is our c2m Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach,Palm Beach County, FL 33435 N EF#6967.13 August 2021 3.0 SCOPE OF WORK The assessment activities performed as part of this Confirmatory Groundwater Sampling Report, consisted of the installation and sampling of two temporary shallow water table monitoring wells to facilitate the collection of groundwater samples for laboratory analysis to confirm the previous contamination identified in groundwater at the subject site. 3.1 Monitor Well Installation and Groundwater Sampling Activities On July 27, 2021, NEF personnel installed two temporary shallow water table monitoring wells (designated as GP-4 and GP-5) on the subject site. Monitoring well GP-4 was installed at the former SB-4/GP-4 sample location and monitoring well GP-5 was installed at the former SB-5/GP-5 sample location as identified in NEF's Limited Soil and Groundwater Assessment Report, dated January 16, 2020 The monitoring wells were installed to a depth of approximately fourteen feet BLS through direct push technology using 1.5-inch diameter pre-packed ten foot long wells screens (0.010 inch slot,ASTM Thread)which was installed to bracket the water table (from approximately four and a half to fourteen and a half feet BLS), with a four and half foot PVC riser to the surface. Please see the attached figures for the specific groundwater sample locations. Specifically, NEF personnel collected groundwater samples for laboratory analysis as identified in the following table: Groundwater Soil Boring Laboratory Analysis" Area of Concern Sample ID Location GP-4 S134 Organochlorine Pesticides Location of previously identified elevated concentrations of Dieldrin GP-5 S13-8 Arsenic Location of previously identified elevated concentrations of Arsenic laboratory analytical methods: Organochlorine Pesticides per EPA Method 8081,and Arsenic per EPA Method 6020. Following the sampling event, the groundwater samples were delivered on ice to Pace Analytical, a state certified laboratory for laboratory analysis by two different laboratories within the Pace network of laboratories (Ormond Beach and Mt. Juliet). Chain of custody records were maintained to control the transfer of the groundwater samples. FDEP groundwater sampling logs and chain of custody records are attached. NEF was notified by Pace Analytical that the laboratory exceeded the hold time for the groundwater sample collected from GP-4 to complete the analysis for organochlorine pesticides. As such, Pace Analytical re-mobilized to the subject site on August 16, 2021 to collect an additional groundwater sample from the GP-4 for laboratory analysis for organochlorine pesticides. i-M NIJ=( ENVIRONMENTAL F F—l—,INC. Yo Project Is our c2m Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach,Palm Beach County, FL 33435 N EF#6967.13 August 2021 4.0 RESULTS 4.1 Groundwater Assessment Results Laboratory analytical results of the groundwater samples collected from GP-4 and GP-5 as part of this investigation are summarized below: • Organochlorine Pesticides Laboratory analytical results of the groundwater samples collected from GP-4 on July 26, 2021 and August 16, 2021 were reported below the laboratory method detection limits and/or the Groundwater Cleanup Target Levels (GCTL), as listed in Chapter 62-777, Florida Administrative Code (FAC) for all parameters tested with the exception of dieldrin in the groundwater sample collected on July 26, 2021, which reported dieldrin at an estimated concentration (reported between the Method Detection Limit and the Practical Quantitation Limit) of 0.0072 lag/L, which is slightly above the GCTL for dieldrin of 0.002 lag/L. • Arsenic Laboratory analytical results of the groundwater samples collected from GP-5 reported arsenic at a concentration of 8.11 lag/L and 6.5 lag/L, respectively, which is below the GCTL for arsenic of 10 lag/L. The laboratory analytical data for organochlorine pesticides and arsenic collected as part of this investigation and the prior assessment activities are summarized in the attached Table 1. Copies of the laboratory report and chain of custody form are attached. i-M NUTTING ENVIRONMENTAL F F—l—,INC. Y—Project Is our Comm—m Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach,Palm Beach County, FL 33435 N EF#6967.13 August 2021 5.0 CONCLUSIONS AND RECOMMENDATIONS The assessment activities performed as part of this Confirmatory Groundwater Sampling Report, consisted of the the installation and sampling of two temporary shallow water table monitoring wells for laboratory analysis for specific contaminants of concern to develop additional information regarding elevated levels of dieldrin and arsenic in groundwater located at the subject site, as identified in, as identified in NEF's Limited Soil and Groundwater Assessment Report dated January 16, 2020. 5.1 Summary of Groundwater Assessment Information Laboratory analytical results of groundwater samples collected as part of NEF's Limited Soil and Groundwater Assessment Report dated January 16, 2020 were reported at or below the laboratory method detection limits and/or the applicable Groundwater Cleanup Target Levels (GCTLs), as listed in Chapter 62-777, Florida Administrative Code, for all parameters tested with the exception of dieldrin in groundwater samples collected from GP-4 and arsenic in groundwater samples collected from GP-5. In an attempt to develop additional information regarding the elevated contaminant concentrations reported in groundwater samples collect at the GP-4 and GP-5 groundwater sample locations, NEF installed two conventional shallow water table monitoring wells (designated as GP-4 and GP-5) at the original groundwater sample locations to facilitate the collection of confirmatory groundwater samples to attempt to confirm the reported dieldrin and arsenic concentrations. Laboratory analytical results of the groundwater samples collected from GP-4 and GP-5 as part of NEF's Limited Soil and Groundwater Assessment Report dated January 16, 2020 were this investigation are summarized below: • Organochlorine Pesticides Dieldrin was reported at a concentration of 0.022 lag/L in groundwater samples collected from GP-4 on December 23, 2019, which is above the Groundwater Cleanup Target Level (GCTL) for dieldrin of 0.002 lag/L, as listed in Chapter 62- 777, Florida Administrative Code (FAC). Laboratory analytical results of the groundwater samples collected from GP-4 on July 26, 2021 and August 16, 2021 were reported below the laboratory method detection limits and/or the Groundwater Cleanup Target Levels (GCTL), as listed in Chapter 62-777, Florida Administrative Code (FAC) for all parameters tested with the exception of dieldrin in the groundwater sample collected on July 26, 2021, which reported dieldrin at an estimated concentration (reported between the Method Detection Limit(MDL) of 0.0050 lag/L and the Practical Quantitation Limit (PQL) of 0.0099 lag/L) of 0.0072 lag/L, which is slightly above the GCTL for dieldrin of 0.002 lag/L. However, in accordance with Chapter 62-780, FAC, when the Cleanup Target Level is lower than the PQL, the PQL becomes the alternative Cleanup Target Level, as long as it is the best achievable detection limit. Given the reported PQL of 0.0099 lag/L meets the Target PQL for dieldrin(in FDEP Analytical Methods Guidance document)of 0.1 lag/L,the concentration of dieldrin meets the alternative Cleanup Target Level. • Arsenic Arsenic was reported at a concentration of 64.1 lag/L in groundwater samples collected from GP-5 on December 23, 2019, which is above the Groundwater Cleanup Target Level (GCTL) for arsenic of 10 lag/L, as listed in Chapter 62- 777, Florida Administrative Code (FAC). Laboratory analytical results of the groundwater samples collected from GP-5 on July 26, 2021 reported arsenic at a concentration of 8.11 lag/L and 6.5 lag/L, respectively, which is below the GCTL for arsenic of 10 lag/L. As such, based i-M NUTTING ENVIRONMENTAL F F—l—,INC. Y—Project Is our Comm—m Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach,Palm Beach County, FL 33435 N EF#6967.13 August 2021 on the results of the confirmatory groundwater sampling activities, the elevated arsenic concentration reported in the groundwater samples collected on December 23, 2019, as part of the original scope of work could not be confirmed. 5.2 Conclusions and Recommendations The groundwater assessment activities performed as part of this Confirmatory Groundwater Sampling Report were intended to develop additional information regarding the reported arsenic and dieldrin concentrations reported in groundwater samples collected from GP-4 and GP-4, collected as part of assessment activities documented in NEF's Limited Soil and Groundwater Assessment Report dated January 16, 2020. Laboratory analytical results collected as part of this investigation did not confirm the elevated arsenic concentration in groundwater at the TP-5 groundwater sample location. Although dieldrin was detected in one out of the two of the confirmatory groundwater samples collected, the dieldrin concentration was reported as an estimated concentration as the concentration was reported below the Practical Quantitation Limit and as such would be considered to meet the (alternative) Groundwater Cleanup Target Level for dieldrin. Given the above and that prior Phase I Environmental Site Assessments did not reveal evidence of historical uses that could be considered a source for the elevated dieldrin concentration in groundwater, it is NEF's opinion that additional contaminant related soil and/or groundwater investigation at these test locations is not mandatory at this time. NEF appreciates this opportunity to be of service. Should you have any further questions or concerns, please do not hesitate to contact the undersigned at your convenience. Sincerely, NUTTING ENVIRONMENTAL OF FLORIDA, INC. LBI w ki R/ hard G. Rossi, P.E. roject Manager President -Ak aneerni ice President Filename: Boynton Beach CRA, 115 N Federal Highway, Boynton Beach, Confirmatory GW Sampling, Sept 2021 i-M NUTTING ENVIRONMENTAL F F—l—,INC. Y—Project Is our comm—m Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach,Palm Beach County, FL 33435 N EF#6967.13 August 2021 APPENDICES NUTTING ENVIRONMENTAL F FeroMI—,INC. Y—Project Is our Comm—m Confirmatory Groundwater Sampling Report CRA Properties Vicinity of 115 North Federal Highway Boynton Beach,Palm Beach County, FL 33435 N EF#6967.13 August 2021 Appendix A - Tables and Figures t-f NUTTING ENVIRONMENTAL F FeroMI—,INC. Y—Project Is our Comm—m I, I { 55 GP-4 F �s F r ' � t f { fiYl' 0' 30' 60' Approximate Scale 1"= 30' NLTTTINr. ENVIRONMENTAL CRA Properties Proposed Vic of 115 North Federal Highway — �� FLORIDA, INC. Boynton Beach Palm Beach County, FL Soil Boring �10 Your Project is Ot C mMi Me�t. Y ty, Location Map NEF #: 6967.13 a r F r i f r . r r r i t a I GP-5 r Ss { f I 0' 30' 60' Approximate Scale 1"= 30' NUTTINr. ENVIRONMENTAL CRA Properties Proposed Vic of 115 North Federal Highway — �� R`�A' INC. Boynton Beach Palm Beach County, FL Soil Boring �10 Your Project is Ot C mMr Me�t. Y ty, Location Map NEF #: 6967.13 e- {r� �,f n 01, s � S13-1 SB-3 t. 1Yk t ` r E a � , F 1` SB-4 li If!ill�li�' I r S13-5 i SB-6 S13-8 11r„� 1 d I ' l r } 0' 40' 80' Approximate Scale 1”= 40' CRA Properties tvurr�rra� ENVIRONMENTAL CRA OF FLORIDA, INC 508 East Boynton Beach Boulevard Soil Boring -;1 G.I Boynton Beach, Palm Beach County, FL Location Ma Your Project is�"F C°nrt' N E F #: 6967.13 p k C)\ o Q Q - z z Q d o 0 0 6 d a a o _ / / / / 0 \ 2 9 d $ 3 S 2 3 z z § k g g g g R Jo 0 0 0 / \ . � LU CL CD ± ± Cl) G \ CL LLI x o 2 2 2 2 0 2 § R o $ q 7 $ R R / q / \ 0 E E CD E \ j \ ! 0 6 6 6 6ch & E e C / � 2 � LLE ƒ e \ 2 ' g § o ) \ § ■ r / k k k k z z \ I ) ) u 0 0 0 0 ] { ■ o 2 & z a 2 C4 - \ \ Nt R R \ 2 � OL < R = d \ \ CD % 0 0 0 0 \ \. o o < « 2 ) \ > k - / g / \ J p o \ r Q 2 \ f ch co w c 2 / } I \ L § j o \ / / \ / / \ \ d \ / / \ / / / \ 2 n C-4 ! / R / R R + ) { { / / § r o 2 7 a e G a § % o / r r CL ) k \ 07 J J J J \ E f ) .§ LO co 0o E J § § o a .. - m E / „ © o < z = Appendix C - FDEP Groundwater Sampling Logs NUTTING ENVIRONMENTAL F Fero--,1— Y—Project Is our c,—m m DEP Form FD 9000-24: GROUNDWATER SAMPLING LOG SITE SITE NAME: 115 N Federal HwyLOCATION: 115 IN Federal Hwy, Boynton Beach, FL,33435 WELL NO: GP-4 SAMPLE ID: GP-4 DATE: July 26,2021 PURGING DATA WELL TUBING WELL SCREEN INTERVAL STATIC DEPTH PURGE PUMP TYPE DIAMETER(inches): DIAMETER(inches): 1/4 DEPTH:4.40 feet to 14.40 feet TO WATER(feet):5.44 OR BAILER: PP WELL VOLUME PURGE: 1 WELL VOLUME (TOTAL WELL DEPTH - STATIC DEPTH TO WATER) X WELL CAPACITY (only fill out if applicable) (14.40 feet- 5.44 feet) X 0.09 gallons/foot = 0.81 gallons EQUIPMENT VOLUME PURGE: 1 EQUIPMENT VOL.=PUMP VOLUME+(TUBING CAPACITY X TUBING LENGTH)+FLOW CELL VOLUME (only fill out if applicable) gallons+ gallons/foot X feet)+ gallons = gallons INITIAL PUMP OR TUBING FINAL PUMP OR TUBING PURGING PURGING TOTAL VOLUME DEPTH IN WELL(feet): 7.00 DEPTH IN WELL(feet): 7.00 INITIATED AT: 10:10 ENDED AT: 10:30 PURGED(gallons): 5,0 CUMUL. DEPTH GOND. DISSOLVED VOLUME PURGE TO pH TEMP, (circle units) OXYGEN N TURBIDITY COLOR ODOR VOLUME E (standard (ck, units)I " �T rn� g[L TIME PURGED PURGED RATE WATER (OC) (NTUs) (describe) (describe) (gallons) units) mg (gpm) or_fS11C. . .ur.t (gallons) (feet) %sa uration 10:22 3.0 53,0 US 5.57 7.58 27.97 420 2.21 5.78 Clear None 10:24 0.5 15 0.25 5.57 7.08 27.96 423 1.84 5.13 Clear None 10:26 0.5 4.0 0.25 5.57 6.97 27.95 45 1,75 4.87 Clear None 10728 0.5 4.5 0,25 5.57 6.80 27.94 427 1.73 3.78 Clear None 10:30 0L5 5.0 0.25 5.57 6.65 27.94 425 1.59 3.30 Clear None L WELL CAPACITY(Gallons Per Foot): 0.75"=0,02; 1"=0.04; 1.25"=0.06; 2"=0.16: 311=0,37; 4"=0,65; 5"=1.02; 6"=1.47; 12"=5.88 TUBING INSIDE DIA.CAPACITY(Galfft.): 1/8"=0.0006, 3116"=0,0014; 114'.=0.0026: 5116"=0.004, 3/8"=0,006; 1/2"=0.010; 5/8"=0.016 PURGING EQUIPMENT CODES: B=Bailer; BP=Bladder Pump; ESP=Electric Submersible Pump; PP=Peristaltic Pump; 0=Other(Specify) SAMPLING DATA SAMPLED BY(PRINT)I AFFILIATION: SAMPLER(S)SIGNATURE(S): SAMPLING SAMPLING MP'MPL ING Tony RuO NEF INITIATED AT: 10-31 ENDED AT: 10:33 PUMP OR TUBING TUBING FIELD-FILTERED: Y (N) FILTER SIZE: pm DEPTH IN WELL(feet): 7.00 MATERIAL CODE: HDPE Filtration Equipment Type: FIELD DECONTAMINATION: PUMP (Y) N TUBING Y (N)(replaced) DUPLICATE: (Y) N SAMPLE CONTAINER SPECIFICATION SAMPLE PRESERVATION(including wet ice) INTENDED SAMPLING SAMPLE PUMP ANALYSIS AND/OR EQUIPMENT FLOW RATE SAMPLE MATERIAL PRESERVATIVE TOTAL FINAL VOLUME N METHOD CODE (mL per minute) TOT ID CODE CONTAINERS CODE USED ADDED IN FIELD mL pH GP-4 2 AG 1L Ice 0 Dieldrin/8081 APP 11000ml- REMARKS: MATERIAL CODES: AG=Amber Glass; CG=Clear Glass; HDPE=High Density Polyethylene; LDPE=Low Density Polyethylene; PP=Polypropylene; S=Silicone; T=Teflon; 0=Other(Specify) SAMPLING EQUIPMENT CODES: APP=After(Through)Peristaltic Pump; B=Bailer; BP=Bladder Pump; ESP=Electric Submersible Pump; RFPP=Reverse Flow Peristaltic Pump; SM=Straw Method(Tubing Gravity Drain); 0=Other(Specify) NOTES: 1. The above do not constitute all of the information required by Chapter 62-160,F.A.C. 2. STABILIZATION CRITERIA FOR RANGE OF VARIATION OF LAST THREE CONSECUTIVE READINGS(SEE FS 2212,SECTION 3) pH:+0.2 units Temperature:+U OC Specific Conductance: +5% Dissolved Oxygen:all readings<20%saturation(see Table FS 2200-2); optionally,+0.2 mg/L or+10%(whichever is greater) Turbidity;all readings<20 NTU;optionally 5 NTU or+ 10%(whichever is greater) 62-160,800 F.A.C. Revision Date: January 2017 DEP Form FD 9000-24: GROUNDWATER SAMPLING LOG SITE SITE NAME: 115 N Federal Hwy TION: 115 N Federal Hw.,Boynton Beach,FL,33435 WELL NO: GP-5 SAMPLE ID; GP-5 DATE: July 26,2021 PURGING DATA WELL -T-TUBING WELL SCREEN INTERVAL STATIC DEPTH PURGE PUMP TYPE DIAMETER(inches):1.6 1 DIAMETER(inches): 114 DEPTH:4.72 feet to 14.72 feet I TO WATER(feet):5.73 OR BAILER: PP WELL VOLUME PURGE: I WELL VOLUME (TOTAL WELL DEPTH - STATIC DEPTH TO WATER) X WELL CAPACITY (only fill out if applicable) (14.72 feet- 5.73 feet) X 0.09 gallons/foot = 0.81 gallons EQUIPMENT VOLUME PURGE: I EQUIPMENT VOL.=PUMP VOLUME+(TUBING CAPACITY X TUBING LENGTH)+FLOW CELL VOLUME (only fill out if applicable) gallons+ gallons/foot X feet)+ gallons = gallons INITIAL PUMP OR TUBING FINAL PUMP OR TUBING PURGING PURGING TOTAL VOLUME DEPTH IN WELL(feet): 7.00 DEPTH IN WELL(feet): 7.00 INITIATED AT: 11:01 ENDED AT: 11:19 PURGED(gallons): 4.5 CUMUL, DEPTH COND. DISSOLVED VOLUME (s pH nits) OXYGEN VOLUME PURGE TO tandaTEMP. (circle u circle u (NTUs) (describe) (describe) nits) TURBIDITY COLOR ODOR TIME PURGED PURGED RATE WATER units)rd o ((OC) pmh 0 (gallons) (gallons) (gpm) (feet) IS rlt-m'�ur otion 11:13 3.0 53,0 0.25 5.90 5.41 29.70 430 1.32 2.67 Clear None 11:15 0,5 3.6 0.25 5.90 5.42 2969 430 1.28 2.89 Clear None 11:17 0L5 4.0 0.25 5.90 5.42 29,67 430 1.23 3.35 1 Clear None 11:19 0.5 4.5 0.25 5.90 5.43 29.68 430 1.21 3.71 Clear None WELL CAPACITY(Gallons Per Foot): 0.75"=0.02; 11"=0.04; 1.25"=0.06; 2"=0.16; 3"=0.37; 4"=0.65; 5"=1.02; b-=1.47; 1211=5.88 TUBING INSIDE DIA.CAPACITY(Gal/Ft.): 118"=0.0006; 3/16"=0,0014; 1/4"=0.0026; 5/16"=O°004; 318"=0.006; 112"=0.010: 5/8"=0.016 PURGING EQUIPMENT CODES: B=Bailer; BP=Bladder Pump: ESP=Electric Submersible Pump; PP=Peristaltic Pump; 0=Other(Specify) SAMPLING DATA SAMPLED BY(PRINT)/AFFILIATION: SAMPLER(S)SIGNATURE(S): SAMPLING SAMPLING Tony Ruiz/NEE /?" INITIATED AT: I' AT: 11:23 PUMP ORTUBING TUBING =FIELD-FILTERED: Y (N) FILTER SIZE: -pm DEPTH IN WELL(feet): 7.00 MATERIAL CODE: HDPE Filtration EquipmentType: FIELD DECONTAMINATION: PUMP (Y) N TUBING Y (N)(replaced) DUPLICATE,: (Y) N SAMPLE CONTAINER SPECIFICATION SAMPLE PRESERVATION(including wet ice) INTENDED SAMPLING SAMPLE PUMP SAMPLE # ANALYSIS AND/OR EQUIPMENT FLOW RATE MATERIAL PRESERVATIVE TOTAL VOL FINAL METHOD CODE (mL per minute) ID CODE CONTAINERS VOLUME CODE I USED ADDED IN FIELD(mL) _pH GIP-5 2 HDPE I 250rnl_ HNO3 0 Arsenic/6020 APP 500rnL REMARKS: MATERIAL CODES: AG=Amber Glass; CG=Clear Glass; HDPE=High Density Polyethylene; LDPE=Low Density Polyethylene; PIP=Polypropylene; 8=Silicone; T=Teflon; 0=Other(Specify) SAMPLING EQUIPMENT CODES: APP=After(Through)Peristaltic Pump; B=Bailer; BP=Bladder Pump; ESP=Electric Submersible Pump; RFPP=Reverse Flow Peristaltic Pump; SM=Straw Method(Tubing Gravity Drain): 0=Other(Specify) NOTES: 1. The above do not constitute all of the information required by Chapter 62-160,F.A.C. 2, STABILIZATION CRITERIA FOR RANGE OF VARIATION OF LAST THREE CONSECUTIVE READINGS(SEE FS 2212,SECTION 31 pH:+0.2 units Temperature:+0.2 OC Specific Conductance: +5% Dissolved Oxygen:all readings<20%saturation(see Table FS 2200-2); optionally,±0.2 mg1L or+10%(whichever is greater) Turbidity:all readings<20 NTUI;optionally±5 NTU or+ 10%(whichever is greater) 62-160.800 F.A.C. Revision Date: January 2017 UIUMIUWdLUI OdIIIIJ1111 LUy Iwcl U.'cu is aCeAnalytlCal' Document No.: Issuing Authority: Florida Laboratory F-FL-C-021 rev.00 Pace Florida Quality Office Form FD 9000-24 GROUNDWATER SAMPLING LOG SITE NAME: I t CS E,c, 1 1i.�•. «1'CA /SOLATION: � � !�► F��'"e� c 1 k! ��v��/t � c�� 'L WELL NO: (7 Li SAMPLE ID: DATE: PURGING DATA WELL �� TUBING WELL SCREEN INTERVAL STATIC DEPTH PURGE PUMP TYPE DIAMETER(inches): DIAMETER(inches): DEPTH: Meet to IS S feet TO WATER(feet): I OR BAILER: �f WELL VOLUME PURGE: 1 WELL VOLUME_ (TOTAL WELL DEPTH - STATIC DEPTH TO WATER) X WELL CAPACITY (only fill out if applicable) ( � L - ��• � feet- 5, S feet <-%X �< gallons/foot = '� ' gallons EQUIPMENT VOLUME PURGE: 1 EQUIPMENT VOL.=PUMP VOLUME+(TUBING CAPACITY X TUBING LENGTH)+FLOW CELL VOLUME (only fill out if applicable) = gallons+( gallons/foot X feet)+ gallons = gallons INITIAL PUMP OR TUBING S FINAL PUMP OR TUBING ( C PURGING L / PURGING f Ll 143 TOTAL VOLUME DEPTH IN WELL(feet): �' l DEPTH IN WELL(feet): is > INITIATED AT: 1 SSd ENDED AT: r PURGED(gallons): 1, C' CUMUL. DEPTH COND. DISSOLVED VOLUME VOLUME PURGE TO PH TEMP. (circle units) OXYGEN TURBIDITY COLOR ODOR TIME PURGED (standard o µ (circle units) PURGED RATE WATER units) ( C) mhos/cm m !L or (NTUs) (describe) (describe) (gallons) (gallons) (gPm) (feet) or µS/cm %saturation G L c3,Z HI , 61 S 21 P Le tl I-7 b. 1Z 4 S) •lti�- r �► f �, �� ►' Z d zea S, �� . Z _ 100 6. )S -7 c��. WELL CAPACITY(Gallons Per Foot): 0.75"=0.02; 1"=0.04; 1.25"=0.06; 2"=0.16; 3"=0.37; 4"=0.65; 5"=1.02; 6"=1.47; 12"=5.88 TUBING INSIDE DIA.CAPACITY Gal./Ft. : 1/8"=0.0006; 3/16"=0.0014 1/4"=0.0026; 5/16"=0.004 3/8"=0.006 112"=0.010 5/8"=0.016 PURGING EQUIPMENT CODES: B=Bailer; BP=Bladder Pump; ESP=Electric Submersible Pump; PP=Peristaltic Pump; O=Other(Specify) SAMPLING DATA SAMPLED BY(PRINT)/AFFILIATION: SAMPLER(S)SIGNATURE(S): SAMPLING SAMPLING /1 INITIATED AT: ,LI S ENDED AT: t� 'I j PUMP OR TUBING TUBINGry t7Cl S FIELD-FILTERED: Y FILTER SIZE: µm DEPTH IN WELL(feet): MATERIAL CODE: r Filtration Equipment T e: FIELD DECONTAMINATION: PUMP Y TUBING YN(rePlace� DUPLICATE: Y N SAMPLE CONTAINER SPECIFICATION SAMPLE PRESERVATION INTENDED SAMPLING SAMPLE PUMP SAMPLE # MATERIAL PRESERVATIVE TOTAL VOL FINAL ANALYSIS AND/OR EQUIPMENT FLOW RATE ID CODE CONTAINERS [CODE VOLUME USED ADDED IN FIELD mL H METHOD CODE (mL per minute) I 0tO(1-L REMARKS: MATERIAL CODES: AG=Amber Glass; CG=Clear Glass; PE=Polyethylene; PP=Polypropylene; S=Silicone; T=Teflon; O=Other(Specify) SAMPLING EQUIPMENT CODES: APP=After Peristaltic Pump; B=Bailer; BP=Bladder Pump; ESP=Electric Submersible Pump; RFPP=Reverse Flow Peristaltic Pump; SM=Straw Method(Tubing Gravity Drain); O=Other(Specify) NOTES: 1. The above do not constitute all of the information required by Chapter 62-160, F.A.C. 2. STABILIZATION CRITERIA FOR RANGE OF VARIATION OF LAST THREE CONSECUTIVE READINGS(SEE FS 2212 SECTION) pH:+0.2 units Temperature:+0.2°C Specific Conductance: ±5% Dissolved Oxygen:all readings<20%saturation(see Table FS 2200-2); optionally, +0.2 mg/L or+10%(whichever is greater) Turbidity:all readings<20 NTU;optionally±5 NTU or+ 10%(whichever is greater) Page 127 of 200 Book Number: Page 14 of 16 Appendix D - Laboratory Analytical Results and Chain of Custody Form NUTTING ENVIRONMENTAL F Fero--,1— Y—Project Is our c,—m m Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 August 23, 2021 Jan Beernink Nutting Environmental of Florida, Inc. 1310 Neptune Drive Boynton Beach, FL 33426 RE: Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 Dear Jan Beernink: Enclosed are the analytical results for sample(s)received by the laboratory on July 27, 2021. The results relate only to the samples included in this report. Results reported herein conform to the applicable TNI/NELAC Standards and the laboratory's Quality Manual,where applicable, unless otherwise noted in the body of the report. The test results provided in this final report were generated by each of the following laboratories within the Pace Network: • Pace National-Mt. Juliet • Pace Analytical Services-Ormond Beach Revision 1 -This report replaces the 08/05/2021 report.Arsenic for GP-5 has been aanlzyed by a secondary lab for confirmation. If you have any questions concerning this report, please feel free to contact me. Sincerely, Christina Raschke christina.raschke@pacelabs.com (954)582-4300 Project Manager Enclosures cc: Katie Bonkowski, Nutting Environmental of Florida, Inc. REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. Page 1 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 CERTIFICATIONS Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 Pace Analytical Services Ormond Beach 8 East Tower Circle, Ormond Beach, FL 32174 Montana Certification#:Cert 0074 Alaska DEC-CS/UST/LUST Nebraska Certification: NE-OS-28-14 Alabama Certification#:41320 New Hampshire Certification#:2958 Colorado Certification: FL NELAC Reciprocity New Jersey Certification#: FL022 Connecticut Certification#: PH-0216 New York Certification#: 11608 Delaware Certification: FL NELAC Reciprocity North Carolina Environmental Certificate#:667 Florida Certification#: E83079 North Carolina Certification#: 12710 Georgia Certification#:955 North Dakota Certification#: R-216 Guam Certification: FL NELAC Reciprocity Ohio DEP 87780 Hawaii Certification: FL NELAC Reciprocity Oklahoma Certification#: D9947 Illinois Certification#:200068 Pennsylvania Certification#:68-00547 Indiana Certification: FL NELAC Reciprocity Puerto Rico Certification#: FLO1264 Kansas Certification#: E-10383 South Carolina Certification:#96042001 Kentucky Certification#: 90050 Tennessee Certification#:TN02974 Louisiana Certification#: FL NELAC Reciprocity Texas Certification: FL NELAC Reciprocity Louisiana Environmental Certificate#:05007 US Virgin Islands Certification: FL NELAC Reciprocity Maine Certification#: FLO1264 Virginia Environmental Certification#:460165 Maryland Certification:#346 West Virginia Certification#: 9962C Michigan Certification#: 9911 Wisconsin Certification#:399079670 Mississippi Certification: FL NELAC Reciprocity Wyoming(EPA Region 8): FL NELAC Reciprocity Missouri Certification#:236 Pace Analytical Services National 12065 Lebanon Road, Mt.Juliet,TN 37122 Mississippi Certification#:TN00003 Alabama Certification#:40660 Missouri Certification#: 340 Alaska Certification 17-026 Montana Certification#:CERT0086 Arizona Certification#:AZ0612 Nebraska Certification#: NE-OS-15-05 Arkansas Certification#:88-0469 Nevada Certification#:TN-03-2002-34 California Certification#:2932 New Hampshire Certification#: 2975 Canada Certification#: 1461.01 New Jersey Certification#:TNO02 Colorado Certification#:TN00003 New Mexico DW Certification Connecticut Certification#: PH-0197 New York Certification#: 11742 DOD Certification:#1461.01 North Carolina Aquatic Toxicity Certification#:41 EPA#TN00003 North Carolina Drinking Water Certification#:21704 Florida Certification#: E87487 North Carolina Environmental Certificate#: 375 Georgia DW Certification#: 923 North Dakota Certification#: R-140 Georgia Certification: NELAP Ohio VAP Certification#: CL0069 Idaho Certification#:TN00003 Oklahoma Certification#:9915 Illinois Certification#:200008 Oregon Certification#:TN200002 Indiana Certification#: C-TN-01 Pennsylvania Certification#:68-02979 Iowa Certification#: 364 Rhode Island Certification#: LA000356 Kansas Certification#: E-10277 South Carolina Certification#: 84004 Kentucky UST Certification#: 16 South Dakota Certification Kentucky Certification#: 90010 Tennessee DW/Chem/Micro Certification#: 2006 Louisiana Certification#:A130792 Texas Mold Certification#: LABO152 Louisiana DW Certification#: LA180010 Texas Certification#:T 104704245-17-14 Maine Certification#:TN0002 USDA Soil Permit#: P330-15-00234 Maryland Certification#: 324 Utah Certification#:TN00003 Massachusetts Certification#: M-TNO03 Virginia Certification#:VT2006 Michigan Certification#: 9958 Vermont Dept.of Health: ID#VT-2006 Minnesota Certification#:047-999-395 Virginia Certification#:460132 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. Page 2 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 CERTIFICATIONS Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 Pace Analytical Services National Washington Certification#:C847 A2LA-IS0 17025 Certification#: 1461.01 West Virginia Certification#:233 A2LA-IS0 17025 Certification#: 1461.02 Wisconsin Certification#:998093910 AIHA-LAP/LLC EMLAP Certification#:100789 Wyoming UST Certification#:via A2LA 2926.01 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. Page 3 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 SAMPLE SUMMARY Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 Lab ID Sample ID Matrix Date Collected Date Received 35650753001 GP-4 Water 07/26/2110:31 07/27/2114:02 35650753002 GP-5 Water 07/26/2111:20 07/27/2114:02 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. Page 4 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 SAMPLE ANALYTE COUNT Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 Analytes Lab ID Sample ID Method Analysts Reported Laboratory 35650753001 GP-4 EPA 8081 BLM 22 PASI-O 35650753002 GP-5 EPA 6020 JPD 1 PAN EPA 6020 LEC 1 PASI-O PAN= Pace National-Mt.Juliet PASI-O= Pace Analytical Services-Ormond Beach REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. Page 5 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 SUMMARY OF DETECTION Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 Lab Sample ID Client Sample ID Method Parameters Result Units Report Limit Analyzed Qualifiers 35650753001 GP-4 EPA 8081 Dieldrin 0.0072 I ug/L 0.0099 07/29/21 19:48 1 p 35650753002 GP-5 EPA 6020 Arsenic 8.11 ug/L 2.00 08/19/21 17:52 EPA 6020 Arsenic 6.5 ug/L 1.0 07/30/21 15:55 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. Page 6 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 ANALYTICAL RESULTS Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 Sample: GP-4 Lab ID: 35650753001 Collected: 07/26/21 10:31 Received: 07/27/21 14:02 Matrix: Water Parameters Results Units PQL MDL DF Prepared Analyzed CAS No. Qual 8081 GCS Pesticides Analytical Method: EPA 8081 Preparation Method: EPA 3510 Pace Analytical Services-Ormond Beach Aldrin 0.0040 U ug/L 0.0099 0.0040 1 07/29/21 09:33 07/29/21 19:48 309-00-2 1 p alpha-BHC 0.0021 U ug/L 0.0099 0.0021 1 07/29/21 09:33 07/29/21 19:48 319-84-6 1 p beta-BHC 0.020 U ug/L 0.030 0.020 1 07/29/21 09:33 07/29/21 19:48 319-85-7 1 p delta-BHC 0.0048 U ug/L 0.0099 0.0048 1 07/29/21 09:33 07/29/21 19:48 319-86-8 1p gamma-BHC(Lindane) 0.0022 U ug/L 0.0099 0.0022 1 07/29/2109:33 07/29/2119:48 58-89-9 1p Chlordane(Technical) 0.24 U ug/L 0.50 0.24 1 07/29/21 09:33 07/29/21 19:48 57-74-9 1 p 4,4'-DDD 0.0027 U ug/L 0.0099 0.0027 1 07/29/21 09:33 07/29/21 19:48 72-54-8 1 p, J(CU) 4,4'-DDE 0.0050 U ug/L 0.0099 0.0050 1 07/29/21 09:33 07/29/21 19:48 72-55-9 1 p 4,4'-DDT 0.0050 U ug/L 0.0099 0.0050 1 07/29/21 09:33 07/29/21 19:48 50-29-3 1 p Dieldrin 0.0072 1 ug/L 0.0099 0.0020 1 07/29/21 09:33 07/29/21 19:48 60-57-1 1 p Endosulfan 1 0.0050 U ug/L 0.0099 0.0050 1 07/29/21 09:33 07/29/21 19:48 959-98-8 1 p Endosulfan 11 0.0040 U ug/L 0.0099 0.0040 1 07/29/21 09:33 07/29/21 19:48 33213-65-9 1 p Endosulfan sulfate 0.0061 U ug/L 0.099 0.0061 1 07/29/21 09:33 07/29/21 19:48 1031-07-8 1p Endrin 0.0043 U ug/L 0.0099 0.0043 1 07/29/21 09:33 07/29/21 19:48 72-20-8 1 p Endrin aldehyde 0.0036 U ug/L 0.099 0.0036 1 07/29/21 09:33 07/29/21 19:48 7421-93-4 1p Endrin ketone 0.0050 U ug/L 0.0099 0.0050 1 07/29/21 09:33 07/29/21 19:48 53494-70-5 1 p Heptachlor 0.0061 U ug/L 0.0099 0.0061 1 07/29/21 09:33 07/29/21 19:48 76-44-8 1 p Heptachlor epoxide 0.016 U ug/L 0.020 0.016 1 07/29/21 09:33 07/29/21 19:48 1024-57-3 1 p Methoxychlor 0.0042 U ug/L 0.0099 0.0042 1 07/29/21 09:33 07/29/21 19:48 72-43-5 1 p Toxaphene 0.25 U ug/L 0.50 0.25 1 07/29/21 09:33 07/29/21 19:48 8001-35-2 1p Surrogates Tetrachloro-m-xylene(S) 71 % 27-124 1 07/29/21 09:33 07/29/21 19:48 877-09-8 Decachlorobiphenyl(S) 44 % 10-132 1 07/29/21 09:33 07/29/21 19:48 2051-24-3 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 04:16 PM without the written consent of Pace Analytical Services,LLC. Page 7 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 ANALYTICAL RESULTS Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 Sample: GP-5 Lab ID: 35650753002 Collected: 07/26/21 11:20 Received: 07/27/21 14:02 Matrix: Water Parameters Results Units PQL MDL DF Prepared Analyzed CAS No. Qual Metals(ICPMS)6020 Analytical Method: EPA6020 Preparation Method:3015 Pace National-Mt.Juliet Arsenic 8.11 ug/L 2.00 0.180 1 08/19/2101:07 08/19/2117:52 7440-38-2 6020 MET ICPMS Analytical Method: EPA 6020 Preparation Method: EPA 3010 Pace Analytical Services-Ormond Beach Arsenic 6.5 ug/L 1.0 0.50 1 07/30/2102:03 07/30/21 15:55 7440-38-2 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 04:16 PM without the written consent of Pace Analytical Services,LLC. Page 8 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 QUALITY CONTROL DATA Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 QC Batch: 1725251 Analysis Method: EPA 6020 QC Batch Method: 3015 Analysis Description: Metals(ICPMS)6020 Laboratory: Pace National-Mt.Juliet Associated Lab Samples: 35650753002 METHOD BLANK: R3694133-1 Matrix: Water Associated Lab Samples: 35650753002 Blank Reporting Parameter Units Result Limit MDL Analyzed Qualifiers Arsenic ug/L 0.180 U 2.00 0.180 08/19/21 15:56 LABORATORY CONTROL SAMPLE: R3694133-2 Spike LCS LCS % Rec Parameter Units Conc. Result % Rec Limits Qualifiers Arsenic ug/L 50.0 46.8 93.6 80.0-120 MATRIX SPIKE&MATRIX SPIKE DUPLICATE: R3694133-4 R3694133-5 MS MSD L1390894-04 Spike Spike MS MSD MS MSD % Rec Max Parameter Units Result Conc. Conc. Result Result % Rec % Rec Limits RPD RPD Qual Arsenic ug/L 0.264 50.0 50.0 48.8 50.3 97.0 100 75.0-125 3.04 20 Results presented on this page are in the units indicated by the"Units"column except where an alternate unit is presented to the right of the result. REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 04:16 PM without the written consent of Pace Analytical Services,LLC. Page 9 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 QUALITY CONTROL DATA Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 QC Batch: 749743 Analysis Method: EPA 6020 QC Batch Method: EPA 3010 Analysis Description: 6020 MET Laboratory: Pace Analytical Services-Ormond Beach Associated Lab Samples: 35650753002 METHOD BLANK: 4093320 Matrix: Water Associated Lab Samples: 35650753002 Blank Reporting Parameter Units Result Limit MDL Analyzed Qualifiers Arsenic ug/L 0.50 U 1.0 0.50 08/01/21 15:22 LABORATORY CONTROL SAMPLE: 4093321 Spike LCS LCS % Rec Parameter Units Conc. Result % Rec Limits Qualifiers Arsenic ug/L 50 50.8 102 80-120 MATRIX SPIKE&MATRIX SPIKE DUPLICATE: 4093322 4093323 MS MSD 35650585001 Spike Spike MS MSD MS MSD % Rec Max Parameter Units Result Conc. Conc. Result Result % Rec % Rec Limits RPD RPD Qual Arsenic ug/L 2.5 50 50 46.1 46.2 87 87 75-125 0 20 Results presented on this page are in the units indicated by the"Units"column except where an alternate unit is presented to the right of the result. REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 04:16 PM without the written consent of Pace Analytical Services,LLC. Page 10 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 QUALITY CONTROL DATA Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 QC Batch: 749444 Analysis Method: EPA 8081 QC Batch Method: EPA 3510 Analysis Description: 8081 GCS Pesticides Laboratory: Pace Analytical Services-Ormond Beach Associated Lab Samples: 35650753001 METHOD BLANK: 4091419 Matrix: Water Associated Lab Samples: 35650753001 Blank Reporting Parameter Units Result Limit MDL Analyzed Qualifiers 4,4'-DDD ug/L 0.0027 U 0.010 0.0027 07/29/21 18:02 J(CU) 4,4'-DDE ug/L 0.0050 U 0.010 0.0050 07/29/21 18:02 4,4'-DDT ug/L 0.0051 U 0.010 0.0051 07/29/21 18:02 Aldrin ug/L 0.0040 U 0.010 0.0040 07/29/21 18:02 alpha-BHC ug/L 0.0021 U 0.010 0.0021 07/29/21 18:02 beta-BHC ug/L 0.020 U 0.030 0.020 07/29/21 18:02 Chlordane(Technical) ug/L 0.25 U 0.50 0.25 07/29/21 18:02 delta-BHC ug/L 0.0048 U 0.010 0.0048 07/29/21 18:02 Dieldrin ug/L 0.0020 U 0.010 0.0020 07/29/21 18:02 Endosulfan I ug/L 0.0051 U 0.010 0.0051 07/29/21 18:02 Endosulfan 11 ug/L 0.0040 U 0.010 0.0040 07/29/21 18:02 Endosulfan sulfate ug/L 0.0062 U 0.10 0.0062 07/29/21 18:02 Endrin ug/L 0.0043 U 0.010 0.0043 07/29/21 18:02 Endrin aldehyde ug/L 0.0036 U 0.10 0.0036 07/29/21 18:02 Endrin ketone ug/L 0.0050 U 0.010 0.0050 07/29/21 18:02 gamma-BHC(Lindane) ug/L 0.0022 U 0.010 0.0022 07/29/21 18:02 Heptachlor ug/L 0.0062 U 0.010 0.0062 07/29/21 18:02 Heptachlor epoxide ug/L 0.016 U 0.020 0.016 07/29/21 18:02 Methoxychlor ug/L 0.0042 U 0.010 0.0042 07/29/21 18:02 Toxaphene ug/L 0.25 U 0.50 0.25 07/29/21 18:02 Decachlorobiphenyl(S) % 96 10-132 07/29/21 18:02 Tetrachloro-m-xylene(S) % 68 27-124 07/29/21 18:02 LABORATORY CONTROL SAMPLE&LCSD: 4091420 4091608 Spike LCS LCSD LCS LCSD % Rec Max Parameter Units Conc. Result Result % Rec % Rec Limits RPD RPD Qualifiers 4,4'-DDD ug/L 0.5 0.63 0.64 127 129 67-133 2 40 J(CU) 4,4'-DDE ug/L 0.5 0.54 0.55 107 110 59-125 2 40 4,4'-DDT ug/L 0.5 0.43 0.43 86 85 54-132 1 40 Aldrin ug/L 0.5 0.39 0.41 77 81 25-116 5 40 alpha-BHC ug/L 0.5 0.46 0.46 91 91 53-126 0 40 beta-BHC ug/L 0.5 0.49 0.50 98 99 62-130 1 40 delta-BHC ug/L 0.5 0.50 0.51 100 101 35-122 2 40 Dieldrin ug/L 0.5 0.53 0.54 106 108 66-128 2 40 Endosulfan I ug/L 0.5 0.52 0.53 104 105 67-125 1 40 Endosulfan 11 ug/L 0.5 0.54 0.55 108 110 67-131 2 40 Endosulfan sulfate ug/L 0.5 0.55 0.55 109 111 62-127 1 40 Endrin ug/L 0.5 0.51 0.52 103 105 66-130 2 40 Endrin aldehyde ug/L 0.5 0.54 0.55 108 109 61-124 1 40 Results presented on this page are in the units indicated by the"Units"column except where an alternate unit is presented to the right of the result. REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 04:16 PM without the written consent of Pace Analytical Services,LLC. Page 11 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 QUALITY CONTROL DATA Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 LABORATORY CONTROL SAMPLE&LCSD: 4091420 4091608 Spike LCS LCSD LCS LCSD % Rec Max Parameter Units Conc. Result Result % Rec % Rec Limits RPD RPD Qualifiers Endrin ketone ug/L 0.5 0.56 0.56 111 113 65-132 2 40 gamma-BHC(Lindane) ug/L 0.5 0.48 0.48 95 96 58-127 1 40 Heptachlor ug/L 0.5 0.41 0.42 82 85 35-123 3 40 Heptachlor epoxide ug/L 0.5 0.51 0.51 101 103 62-125 2 40 Methoxychlor ug/L 0.5 0.45 0.45 90 90 59-135 0 40 Decachlorobiphenyl(S) % 87 78 10-132 Tetrachloro-m-xylene(S) % 69 71 27-124 Results presented on this page are in the units indicated by the"Units"column except where an alternate unit is presented to the right of the result. REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 04:16 PM without the written consent of Pace Analytical Services,LLC. Page 12 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 QUALIFIERS Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 DEFINITIONS DF-Dilution Factor, if reported,represents the factor applied to the reported data due to dilution of the sample aliquot. ND-Not Detected at or above adjusted reporting limit. TNTC-Too Numerous To Count MDL-Adjusted Method Detection Limit. PQL-Practical Quantitation Limit. RL-Reporting Limit-The lowest concentration value that meets project requirements for quantitative data with known precision and bias for a specific analyte in a specific matrix. S-Surrogate 1,2-Diphenylhydrazine decomposes to and cannot be separated from Azobenzene using Method 8270.The result for each analyte is a combined concentration. Consistent with EPA guidelines, unrounded data are displayed and have been used to calculate%recovery and RPD values. LCS(D)-Laboratory Control Sample(Duplicate) MS(D)-Matrix Spike(Duplicate) DUP-Sample Duplicate RPD-Relative Percent Difference NC-Not Calculable. SG-Silica Gel-Clean-Up U-Indicates the compound was analyzed for, but not detected. N-Nitrosodiphenylamine decomposes and cannot be separated from Diphenylamine using Method 8270. The result reported for each analyte is a combined concentration. Pace Analytical is TNI accredited.Contact your Pace PM for the current list of accredited analytes. TNI-The NELAC Institute. BATCH QUALIFIERS Batch: 749444 [M5] A matrix spike/matrix spike duplicate was not performed for this batch due to insufficient sample volume. ANALYTE QUALIFIERS I The reported value is between the laboratory method detection limit and the laboratory practical quantitation limit. U Compound was analyzed for but not detected. 1 p A matrix spike/matrix spike duplicate was not performed for this batch due to insufficient sample volume. J(CU) The continuing calibration for this compound is above method acceptance limits.Analyte presence is not detected in associated samples. Results unaffected by high bias. REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 04:16 PM without the written consent of Pace Analytical Services,LLC. Page 13 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 QUALITY CONTROL DATA CROSS REFERENCE TABLE Project: 115 N. Federal Hwy-Revised Report Pace Project No.: 35650753 Analytical Lab ID Sample ID QC Batch Method QC Batch Analytical Method Batch 35650753001 GP-4 EPA 3510 749444 EPA 8081 749643 35650753002 GP-5 3015 1725251 EPA 6020 1725251 35650753002 GP-5 EPA 3010 749743 EPA 6020 749752 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 04:16 PM without the written consent of Pace Analytical Services,LLC. Page 14 of 17 r t co E a rD " oma or �naz°aopcn �t f7 p i y '�rna za N E o 0 4— wawa NF>(D 1p-' �° U0 m m W ••'�• t t 1 M m =2zz E g E §�•_ v "3 �3vQ Wli CSS '' ` i a v v 3 oEv° r cs i � ac7 vNr1 c ey �_. N � v •' 3 �} O -FEaa pa (€1 o�LLZ2r333 ZOO >vaa Ua a rn darn w I_ Q0]U❑ '•-�,�� z° in [� ]i ¢ u 5 0L09 pea- 'Ssl(] (i 3,dW`dX3 r Z J ri S o a f-' f ® J a - w J Fl El El 11 El D _ E c' E o : C 11 El 11117Ll1I r� 1-1 EC ' > - El 1:1 El IEJ 0 0 k k El njI Ln '. n ' t El [� ' 0 1. 11 1 o O D � Q aN El lEl El g �U t 4pN�� w I 1 El0 11 El Ind El U 8o- U) Q �......r7Ell IN 1111 °� , 11m ^, a a �`� i M a MEE y ( J z _ p ami E CL LU Q 1 > Zt a,m vi t U d p t 9 ( If! - � f0 z1111", ��+" v - -- >Z "'•. :_ v a m r N CO d LO CO I-- CO 67 O E E E N M [t s < u ¢ a) n.z U)U) I trf ag 15 17 Issuing Autiiority, F-FL-C-007 rev.13 Pace Florida QualKy Office | / PM: CTR Due Date: 08/02/21 Date — Initials--- ~' �—'~~^' ProjectExamining�'— — - CLIENT: 36—NUTTEN Label. � Cyie De � Thermometer Used; Date: Time: 2 |nitials� State of For wwprojects,all containers verified m56',c - Cooler#I � '—'', ---��3_(uonnoxmnFummr) __(ActuoU [] Samples"nice,cooling process has begun C�v|o,om romp'~« �VisvoV —(Correction Factor) _?—___*omu; [] Samples"oice,cooling process has begun Cooler*wT*mp.~o---____ (v1suaV ________(ovnomionFactor)_______(ActuaV [] Samples"'ice,cooling process has begun Cooler**T=mP.~q--____ (VwuoV ________cnnnoxionFactor)_______(/mtuaV [] Samples"oice,cooling process has begun Cooler w«Temp.^c—_—_—__ywouaV ________(ov,mouvnFactor)_______(xmtuoU 10 Samples onice,cooling process has begun Cooler| moTm mP.^C----___(Visuw|1 �Correction Factor)_______(Aoum) [] Samples"nice,cooling process has begun Courier: [] FedEx [] UPS []UGpS [] Client ;21- ommemio| [] puoa El Other Shipping Method: up/mtovonniVm opnvn�owe,oiom o �Standard Overnight ommunu oInternational Priority El Other omme: El Recipient owonuo, oThird Party oCredit Card ounmnmwo Tracking* / Custody Seal o"Cooler/Box Pmsent: []wv meo�in,ocm' r� ~�� []mo m°' o|uo on None / '-- '�pp`"" . �,�� Packing Material: []av»u�vv�p �»u|0000n []mono [�owoc_______ 7_ �— mumpmmsho�odxn�u(nn�.cnmpmuw Shorted Date: ' Shorted Time: oty:------ lChain of Custody Present EY9es El No EIN/A Comments' Chain of Custody Filled Out es 0 No ON/A Relinquishe Samples Arrived within Hold Time Yes 0 No ON/A Rush TAT requested on COC DYes 04No ONIA Correct Containers Used /Yes 0 No EIN/A Sample Labels mawn Uu';(Sample IDs dateflime of collection) Yes 11 No IINIA All containers needing ackithase proservation have been checked, Preservation Information: 0 No EIN/A Preservative: All Containers needing preservation are found to be in s Lot#rrrace#......................... compliance with EPA recommenclation: Yes 0 No ON/A Date: Tlme_ Ucel)tloris�VOA.Coliform,TOC,O&G,Carb.Taews, Initials: Trip Blank Present: E]Yes 0 No L�i /A Client Notification/Resolution: Person Contacted: oaoemnne: Comments/Resolution(use back for additional cnmmoms): Project Manager Review: Date: Page 1sor1r ocumentam : eDocument erose /rtacl., Sample Condition Upon Receipt Form May 30,2018 �. a..0�.+ .,tir• ocurnent 0.: Issuing 0 orrdy: F-FL-C-007 rev VA Pace Florida Quality Office 05 Project# PM: CTR Due Date: 08/02/21 Date and Initials of person: Project Manager; CLIENT: 36—NUTTEN Examining contents: Label: Client: Deliver: 1,� PH: Thermometer Used: V Date: Time:V V Initials: State of rigin: [] For 7;e tainers verified to s�6°C Cooler#1 Temp.°C (Visual) (Correction Factor) tual) JQ Samples on ice,cooling process has begun Cooler#2 Temp.°C (Visual) (Correction Factor) tual) /❑ Samples on ice,cooling process has begun Cooler#3 Temp.°C (Visual) (Correction Factor) (Actual ❑ Samples on ice,cooling process has begun Cooler 94 Temp.°C (Visual) (Correction Factor) (Actual) ❑ Samples on ice,cooling process has begun Cooler#5 Temp.°C (Visual) (Correction Factor) (Actual) ❑ Samples on ice,cooling process has begun Cooler#6 Temp.°C (Visual) (Correction Factor) (Actual) ❑ Samples on ice,cooling process has begun Courier: ❑ Fed Ex ❑ UPS ❑USPS Client ❑ Commercial ❑ Pace ❑Other Shipping Method: ❑ First Overnight ❑ Priority Overnight ❑ Standard Overnight ❑ Ground ❑ International Priority ❑ Other_ Billing: ❑Recipient ❑ Sender ❑ Third Party ❑ Credit Card ❑ Unknown Tracking# Custody Seal on Cooler/Box Present: ❑Yes �]No Seals intact: ❑ Yes ❑No Ice; W/ Blue Dry None Packing Material: ❑Bubble Wrap ❑Bubble Bags ❑None ❑Other Samples shorted to lab(If Yes,complete) Shorted Date: Shorted Time: Qty: Comments: Chain of Custody Present []Yes ❑No ❑N/A Chain of Custody Filled Out ❑Yes ❑No ❑N/A Relinquished Signature&Sampler Name COC ❑Yes ❑No ❑N/A Samples Arrived within Hold Time ❑Yes ❑No ❑N/A Rush TAT requested on COC ❑Yes ❑No ❑N/A Sufficient Volume ❑Yes ❑No ❑N/A Correct Containers Used dYes ❑No 1:1 N/A Containers Intact []Yes ❑No ❑N/A Sample Labels match COC(sample IDs&date/time of collection) ❑Yes ❑No E]N/A All containers needing acid/base preservation have been Preservation Information: checked. ❑Yes ❑No ❑N/A Preservative: All Containers needing preservation are found to be in Lot#/Trace#:_ compliance with EPA recommendation: ❑Yes ❑No ❑N/A Date: Tiny e.-- Exceptions: .Exceptions:VOA,Coliform,TOC,O&G,Carbamates Initials Headspace in VOA Vials?(>6mm): ❑Yes ❑No ❑N/A Trip Blank Present: []Yes ❑No ❑N/A Client Notification/Resolution: Person Contacted: Date/Time: Comments/Resolution(use back for additional comments): Project Manager Review: Date: Page 17 of 17 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 August 23, 2021 Jan Beernink Nutting Environmental of Florida, Inc. 1310 Neptune Drive Boynton Beach, FL 33426 RE: Project: 115 N. Federal Hwy Pace Project No.: 35655959 Dear Jan Beernink: Enclosed are the analytical results for sample(s)received by the laboratory on August 16, 2021. The results relate only to the samples included in this report. Results reported herein conform to the applicable TNI/NELAC Standards and the laboratory's Quality Manual,where applicable, unless otherwise noted in the body of the report. The test results provided in this final report were generated by each of the following laboratories within the Pace Network: • Pace National-Mt. Juliet • Pace Analytical Services-Ormond Beach If you have any questions concerning this report, please feel free to contact me. Sincerely, Christina Raschke christina.raschke@pacelabs.com (954)582-4300 Project Manager Enclosures cc: Katie Bonkowski, Nutting Environmental of Florida, Inc. REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. 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Federal Hwy Pace Project No.: 35655959 Pace Analytical Services Ormond Beach 8 East Tower Circle, Ormond Beach, FL 32174 Montana Certification#:Cert 0074 Alaska DEC-CS/UST/LUST Nebraska Certification: NE-OS-28-14 Alabama Certification#:41320 New Hampshire Certification#:2958 Colorado Certification: FL NELAC Reciprocity New Jersey Certification#: FL022 Connecticut Certification#: PH-0216 New York Certification#: 11608 Delaware Certification: FL NELAC Reciprocity North Carolina Environmental Certificate#:667 Florida Certification#: E83079 North Carolina Certification#: 12710 Georgia Certification#:955 North Dakota Certification#: R-216 Guam Certification: FL NELAC Reciprocity Ohio DEP 87780 Hawaii Certification: FL NELAC Reciprocity Oklahoma Certification#: D9947 Illinois Certification#:200068 Pennsylvania Certification#:68-00547 Indiana Certification: FL NELAC Reciprocity Puerto Rico Certification#: FLO1264 Kansas Certification#: E-10383 South Carolina Certification:#96042001 Kentucky Certification#: 90050 Tennessee Certification#:TN02974 Louisiana Certification#: FL NELAC Reciprocity Texas Certification: FL NELAC Reciprocity Louisiana Environmental Certificate#:05007 US Virgin Islands Certification: FL NELAC Reciprocity Maine Certification#: FLO1264 Virginia Environmental Certification#:460165 Maryland Certification:#346 West Virginia Certification#: 9962C Michigan Certification#: 9911 Wisconsin Certification#:399079670 Mississippi Certification: FL NELAC Reciprocity Wyoming(EPA Region 8): FL NELAC Reciprocity Missouri Certification#:236 Pace Analytical Services National 12065 Lebanon Road, Mt.Juliet,TN 37122 Mississippi Certification#:TN00003 Alabama Certification#:40660 Missouri Certification#: 340 Alaska Certification 17-026 Montana Certification#:CERT0086 Arizona Certification#:AZ0612 Nebraska Certification#: NE-OS-15-05 Arkansas Certification#:88-0469 Nevada Certification#:TN-03-2002-34 California Certification#:2932 New Hampshire Certification#: 2975 Canada Certification#: 1461.01 New Jersey Certification#:TNO02 Colorado Certification#:TN00003 New Mexico DW Certification Connecticut Certification#: PH-0197 New York Certification#: 11742 DOD Certification:#1461.01 North Carolina Aquatic Toxicity Certification#:41 EPA#TN00003 North Carolina Drinking Water Certification#:21704 Florida Certification#: E87487 North Carolina Environmental Certificate#: 375 Georgia DW Certification#: 923 North Dakota Certification#: R-140 Georgia Certification: NELAP Ohio VAP Certification#: CL0069 Idaho Certification#:TN00003 Oklahoma Certification#:9915 Illinois Certification#:200008 Oregon Certification#:TN200002 Indiana Certification#: C-TN-01 Pennsylvania Certification#:68-02979 Iowa Certification#: 364 Rhode Island Certification#: LA000356 Kansas Certification#: E-10277 South Carolina Certification#: 84004 Kentucky UST Certification#: 16 South Dakota Certification Kentucky Certification#: 90010 Tennessee DW/Chem/Micro Certification#: 2006 Louisiana Certification#:A130792 Texas Mold Certification#: LABO152 Louisiana DW Certification#: LA180010 Texas Certification#:T 104704245-17-14 Maine Certification#:TN0002 USDA Soil Permit#: P330-15-00234 Maryland Certification#: 324 Utah Certification#:TN00003 Massachusetts Certification#: M-TNO03 Virginia Certification#:VT2006 Michigan Certification#: 9958 Vermont Dept.of Health: ID#VT-2006 Minnesota Certification#:047-999-395 Virginia Certification#:460132 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. Page 2 of 16 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 CERTIFICATIONS Project: 115 N. Federal Hwy Pace Project No.: 35655959 Pace Analytical Services National Washington Certification#:C847 A21-A-ISO 17025 Certification#: 1461.01 West Virginia Certification#:233 A21-A-ISO 17025 Certification#: 1461.02 Wisconsin Certification#:998093910 AIHA-LAP/LLC EMLAP Certification#:100789 Wyoming UST Certification#:via A21-A 2926.01 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. Page 3 of 16 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 SAMPLE SUMMARY Project: 115 N. Federal Hwy Pace Project No.: 35655959 Lab ID Sample ID Matrix Date Collected Date Received 35655959001 GP-4 Water 08/16/2114:45 08/16/2116:05 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. Page 4 of 16 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 SAMPLE ANALYTE COUNT Project: 115 N. Federal Hwy Pace Project No.: 35655959 Analytes Lab ID Sample ID Method Analysts Reported Laboratory 35655959001 GP-4 EPA 8081 AMM 23 PAN PAN= Pace National-Mt.Juliet PASI-O= Pace Analytical Services-Ormond Beach REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. Page 5 of 16 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 SUMMARY OF DETECTION Project: 115 N. Federal Hwy Pace Project No.: 35655959 Lab Sample ID Client Sample ID Method Parameters Result Units Report Limit Analyzed Qualifiers 35655959001 GP-4 Field pH 5.48 Std. Units 08/16/21 14:45 Field Temperature 29.6 deg C 08/16/21 14:45 Field Specific Conductance 492 umhos/cm 08/16/21 14:45 Oxygen, Dissolved 0.14 mg/L 08/16/21 14:45 Turbidity 5.41 NTU 08/16/2114:45 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, without the written consent of Pace Analytical Services,LLC. Page 6 of 16 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 ANALYTICAL RESULTS Project: 115 N. Federal Hwy Pace Project No.: 35655959 Sample: GP-4 Lab ID: 35655959001 Collected: 08/16/21 14:45 Received: 08/16/21 16:05 Matrix: Water Parameters Results Units PQL MDL DF Prepared Analyzed CAS No. Qual Field Data Analytical Method: Pace Analytical Services-Ormond Beach Field pH 5.48 Std. Units 1 08/16/21 14:45 Field Temperature 29.6 deg C 1 08/16/21 14:45 Field Specific Conductance 492 umhos/cm 1 08/16/21 14:45 Oxygen, Dissolved 0.14 mg/L 1 08/16/21 14:45 7782-44-7 Turbidity 5.41 NTU 1 08/16/2114:45 Pesticides(GC)8081 Analytical Method: EPA 8081 Preparation Method:3510C Pace National-Mt.Juliet Aldrin 0.0198 U ug/L 0.0500 0.0198 1 08/20/21 08:46 08/23/21 13:09 309-00-2 alpha-BHC 0.0172 U ug/L 0.0500 0.0172 1 08/20/21 08:46 08/23/21 13:09 319-84-6 beta-BHC 0.0208 U ug/L 0.0500 0.0208 1 08/20/21 08:46 08/23/21 13:09 319-85-7 delta-BHC 0.0150 U ug/L 0.0500 0.0150 1 08/20/21 08:46 08/23/21 13:09 319-86-8 gamma-BHC(Lindane) 0.0209 U ug/L 0.0500 0.0209 1 08/20/21 08:46 08/23/21 13:09 58-89-9 Chlordane(Technical) 0.0198 U ug/L 5.00 0.0198 1 08/20/21 08:46 08/23/21 13:09 57-74-9 4,4'-DDD 0.0177 U ug/L 0.0500 0.0177 1 08/20/21 08:46 08/23/21 13:09 72-54-8 4,4'-DDE 0.0154 U ug/L 0.0500 0.0154 1 08/20/21 08:46 08/23/21 13:09 72-55-9 4,4'-DDT 0.0198 U ug/L 0.0500 0.0198 1 08/20/21 08:46 08/23/21 13:09 50-29-3 Dieldrin 0.0162 U ug/L 0.0500 0.0162 1 08/20/21 08:46 08/23/21 13:09 60-57-1 Endosulfan 1 0.0160 U ug/L 0.0500 0.0160 1 08/20/21 08:46 08/23/21 13:09 959-98-8 Endosulfan 11 0.0164 U ug/L 0.0500 0.0164 1 08/20/21 08:46 08/23/21 13:09 33213-65-9 Endosulfan sulfate 0.0217 U ug/L 0.0500 0.0217 1 08/20/21 08:46 08/23/21 13:09 1031-07-8 Endrin 0.0161 U ug/L 0.0500 0.0161 1 08/20/21 08:46 08/23/21 13:09 72-20-8 Endrin aldehyde 0.0237 U ug/L 0.0500 0.0237 1 08/20/21 08:46 08/23/21 13:09 7421-93-4 Endrin ketone 0.0219 U ug/L 0.0500 0.0219 1 08/20/21 08:46 08/23/21 13:09 53494-70-5 Hexachlorobenzene 0.0176 U ug/L 0.0500 0.0176 1 08/20/21 08:46 08/23/21 13:09 118-74-1 Heptachlor 0.0148 U ug/L 0.0500 0.0148 1 08/20/21 08:46 08/23/21 13:09 76-44-8 Heptachlor epoxide 0.0183 U ug/L 0.0500 0.0183 1 08/20/21 08:46 08/23/21 13:09 1024-57-3 Methoxychlor 0.0193 U ug/L 0.0500 0.0193 1 08/20/21 08:46 08/23/21 13:09 72-43-5 Toxaphene 0.168 U ug/L 0.500 0.168 1 08/20/21 08:46 08/23/21 13:09 8001-35-2 Surrogates Decachlorobiphenyl(S) 14.7 % 10.0-128 1 08/20/21 08:46 08/23/21 13:09 2051-24-3 Tetrachloro-m-xylene(S) 53.0 % 10.0-127 1 08/20/21 08:46 08/23/21 13:09 877-09-8 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 09:05 PM without the written consent of Pace Analytical Services,LLC. Page 7 of 16 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 QUALITY CONTROL DATA Project: 115 N. Federal Hwy Pace Project No.: 35655959 QC Batch: 1726079 Analysis Method: EPA 8081 QC Batch Method: 3510C Analysis Description: Pesticides(GC)8081 Laboratory: Pace National-Mt.Juliet Associated Lab Samples: 35655959001 METHOD BLANK: R3695334-1 Matrix: Water Associated Lab Samples: 35655959001 Blank Reporting Parameter Units Result Limit MDL Analyzed Qualifiers Aldrin ug/L 0.0198 U 0.0500 0.0198 08/23/21 10:34 alpha-BHC ug/L 0.0172 U 0.0500 0.0172 08/23/21 10:34 beta-BHC ug/L 0.0208 U 0.0500 0.0208 08/23/21 10:34 delta-BHC ug/L 0.0150 U 0.0500 0.0150 08/23/21 10:34 gamma-BHC(Lindane) ug/L 0.0209 U 0.0500 0.0209 08/23/21 10:34 4,4'-DDD ug/L 0.0177 U 0.0500 0.0177 08/23/21 10:34 4,4'-DDE ug/L 0.0154 U 0.0500 0.0154 08/23/21 10:34 4,4'-DDT ug/L 0.0198 U 0.0500 0.0198 08/23/21 10:34 Dieldrin ug/L 0.0162 U 0.0500 0.0162 08/23/21 10:34 Endosulfan I ug/L 0.0160 U 0.0500 0.0160 08/23/21 10:34 Endosulfan 11 ug/L 0.0164 U 0.0500 0.0164 08/23/21 10:34 Endosulfan sulfate ug/L 0.0217 U 0.0500 0.0217 08/23/21 10:34 Endrin ug/L 0.0161 U 0.0500 0.0161 08/23/21 10:34 Endrin aldehyde ug/L 0.0237 U 0.0500 0.0237 08/23/21 10:34 Endrin ketone ug/L 0.0219 U 0.0500 0.0219 08/23/21 10:34 Heptachlor ug/L 0.0148 U 0.0500 0.0148 08/23/21 10:34 Heptachlor epoxide ug/L 0.0183 U 0.0500 0.0183 08/23/21 10:34 Hexachlorobenzene ug/L 0.0176 U 0.0500 0.0176 08/23/21 10:34 Methoxychlor ug/L 0.0193 U 0.0500 0.0193 08/23/21 10:34 Chlordane(Technical) ug/L 0.0198 U 5.00 0.0198 08/23/21 10:34 Toxaphene ug/L 0.168 U 0.500 0.168 08/23/21 10:34 Decachlorobiphenyl(S) % 70.8 10.0-128 08/23/21 10:34 Tetrachloro-m-xylene(S) % 127 10.0-127 08/23/21 10:34 METHOD BLANK: R3695334-2 Matrix: Water Associated Lab Samples: 35655959001 Blank Reporting Parameter Units Result Limit MDL Analyzed Qualifiers Aldrin ug/L 0.0198 U 0.0500 0.0198 08/23/21 10:34 alpha-BHC ug/L 0.0172 U 0.0500 0.0172 08/23/21 10:34 beta-BHC ug/L 0.0208 U 0.0500 0.0208 08/23/21 10:34 delta-BHC ug/L 0.0150 U 0.0500 0.0150 08/23/21 10:34 gamma-BHC(Lindane) ug/L 0.0209 U 0.0500 0.0209 08/23/21 10:34 4,4'-DDD ug/L 0.0177 U 0.0500 0.0177 08/23/21 10:34 4,4'-DDE ug/L 0.0154 U 0.0500 0.0154 08/23/21 10:34 4,4'-DDT ug/L 0.0198 U 0.0500 0.0198 08/23/21 10:34 Dieldrin ug/L 0.0162 U 0.0500 0.0162 08/23/21 10:34 Endosulfan I ug/L 0.0160 U 0.0500 0.0160 08/23/21 10:34 Results presented on this page are in the units indicated by the"Units"column except where an alternate unit is presented to the right of the result. REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 09:05 PM without the written consent of Pace Analytical Services,LLC. Page 8 of 16 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 QUALITY CONTROL DATA Project: 115 N. Federal Hwy Pace Project No.: 35655959 METHOD BLANK: R3695334-2 Matrix: Water Associated Lab Samples: 35655959001 Blank Reporting Parameter Units Result Limit MDL Analyzed Qualifiers Endosulfan II ug/L 0.0164 U 0.0500 0.0164 08/23/21 10:34 Endosulfan sulfate ug/L 0.0217 U 0.0500 0.0217 08/23/21 10:34 Endrin ug/L 0.0161 U 0.0500 0.0161 08/23/21 10:34 Endrin aldehyde ug/L 0.0237 U 0.0500 0.0237 08/23/21 10:34 Endrin ketone ug/L 0.0219 U 0.0500 0.0219 08/23/21 10:34 Heptachlor ug/L 0.0148 U 0.0500 0.0148 08/23/21 10:34 Heptachlor epoxide ug/L 0.0183 U 0.0500 0.0183 08/23/21 10:34 Hexachlorobenzene ug/L 0.0176 U 0.0500 0.0176 08/23/21 10:34 Methoxychlor ug/L 0.0193 U 0.0500 0.0193 08/23/21 10:34 Chlordane(Technical) ug/L 0.0198 U 5.00 0.0198 08/23/21 10:34 Toxaphene ug/L 0.168 U 0.500 0.168 08/23/21 10:34 Decachlorobiphenyl(S) % 36.7 10.0-128 08/23/21 10:34 Tetrachloro-m-xylene(S) % 79.7 10.0-127 08/23/21 10:34 LABORATORY CONTROL SAMPLE: R3695334-3 Spike LCS LCS % Rec Parameter Units Conc. Result % Rec Limits Qualifiers Aldrin ug/L 1.00 0.838 83.8 22.0-124 alpha-BHC ug/L 1.00 1.04 104 54.0-130 beta-BHC ug/L 1.00 1.12 112 53.0-136 delta-BHC ug/L 1.00 1.15 115 54.0-133 gamma-BHC(Lindane) ug/L 1.00 1.11 111 55.0-129 4,4'-DDD ug/L 1.00 0.959 95.9 56.0-140 4,4'-DDE ug/L 1.00 0.886 88.6 52.0-128 4,4'-DDT ug/L 1.00 0.997 99.7 50.0-141 Dieldrin ug/L 1.00 0.962 96.2 59.0-133 Endosulfan I ug/L 1.00 0.967 96.7 57.0-131 Endosulfan 11 ug/L 1.00 0.979 97.9 58.0-133 Endosulfan sulfate ug/L 1.00 0.909 90.9 58.0-133 P9 Endrin ug/L 1.00 0.986 98.6 57.0-134 Endrin aldehyde ug/L 1.00 0.874 87.4 53.0-129 Endrin ketone ug/L 1.00 1.00 100 60.0-145 Heptachlor ug/L 1.00 0.972 97.2 27.0-132 Heptachlor epoxide ug/L 1.00 0.996 99.6 57.0-130 Hexachlorobenzene ug/L 1.00 0.889 88.9 30.0-114 Methoxychlor ug/L 1.00 0.911 91.1 54.0-155 P9 Decachlorobiphenyl(S) % 39.0 10.0-128 Tetrachloro-m-xylene(S) % 83.1 10.0-127 Results presented on this page are in the units indicated by the"Units"column except where an alternate unit is presented to the right of the result. REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 09:05 PM without the written consent of Pace Analytical Services,LLC. Page 9 of 16 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 QUALITY CONTROL DATA Project: 115 N. Federal Hwy Pace Project No.: 35655959 MATRIX SPIKE&MATRIX SPIKE DUPLICATE: R3695334-6 R3695334-7 MS MSD 35655959001 Spike Spike MS MSD MS MSD % Rec Max Parameter Units Result Conc. Conc. Result Result % Rec % Rec Limits RPD RPD Qual Aldrin ug/L ND 1.00 1.00 0.436 0.361 43.6 36.1 10.0-141 18.8 40 P9 alpha-BHC ug/L ND 1.00 1.00 0.527 0.503 52.7 50.3 10.0-145 4.66 40 P9 beta-BHC ug/L ND 1.00 1.00 0.531 0.551 53.1 55.1 14.0-146 3.70 35 P9 delta-BHC ug/L ND 1.00 1.00 0.550 0.541 55.0 54.1 17.0-143 1.65 38 P9 gamma-BHC(Lindane) ug/L ND 1.00 1.00 0.529 0.523 52.9 52.3 14.0-141 1.14 40 P9 4,4'-DDD ug/L ND 1.00 1.00 0.451 0.321 45.1 32.1 10.0-160 33.7 38 P9 4,4'-DDE ug/L ND 1.00 1.00 0.376 0.262 37.6 26.2 10.0-159 35.7 35 J(R1), P9 4,4'-DDT ug/L ND 1.00 1.00 0.395 0.263 39.5 26.3 10.0-160 40.1 38 J(R1), P9 Dieldrin ug/L ND 1.00 1.00 0.455 0.360 45.5 36.0 10.0-158 23.3 38 P9 Endosulfan I ug/L ND 1.00 1.00 0.448 0.372 44.8 37.2 10.0-153 18.5 36 P9 Endosulfan II ug/L ND 1.00 1.00 0.446 0.347 44.6 34.7 10.0-159 25.0 39 P9 Endosulfan sulfate ug/L ND 1.00 1.00 0.387 0.401 38.7 40.1 23.0-147 3.55 35 P9 Endrin ug/L ND 1.00 1.00 0.465 0.353 46.5 35.3 10.0-160 27.4 39 P9 Endrin aldehyde ug/L ND 1.00 1.00 0.384 0.343 38.4 34.3 10.0-148 11.3 38 P9 Endrin ketone ug/L ND 1.00 1.00 0.498 0.331 49.8 33.1 10.0-160 40.3 40 J(R1), P9 Heptachlor ug/L ND 1.00 1.00 0.518 0.421 51.8 42.1 16.0-136 20.7 40 P9 Heptachlor epoxide ug/L ND 1.00 1.00 0.485 0.389 48.5 38.9 10.0-160 22.0 36 P9 Hexachlorobenzene ug/L ND 1.00 1.00 0.704 0.623 70.4 62.3 10.0-130 12.2 40 Methoxychlor ug/L ND 1.00 1.00 0.494 0.296 49.4 29.6 10.0-160 50.1 34 J(R1), P9 Decachlorobiphenyl(S) % 22.7 20.4 10.0-128 Tetrachloro-m-xylene(S) % 50.6 45.1 10.0-127 Results presented on this page are in the units indicated by the"Units"column except where an alternate unit is presented to the right of the result. REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 09:05 PM without the written consent of Pace Analytical Services,LLC. Page 10 of 16 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 QUALIFIERS Project: 115 N. Federal Hwy Pace Project No.: 35655959 DEFINITIONS DF-Dilution Factor, if reported,represents the factor applied to the reported data due to dilution of the sample aliquot. ND-Not Detected at or above adjusted reporting limit. TNTC-Too Numerous To Count MDL-Adjusted Method Detection Limit. PQL-Practical Quantitation Limit. RL-Reporting Limit-The lowest concentration value that meets project requirements for quantitative data with known precision and bias for a specific analyte in a specific matrix. S-Surrogate 1,2-Diphenylhydrazine decomposes to and cannot be separated from Azobenzene using Method 8270.The result for each analyte is a combined concentration. Consistent with EPA guidelines, unrounded data are displayed and have been used to calculate%recovery and RPD values. LCS(D)-Laboratory Control Sample(Duplicate) MS(D)-Matrix Spike(Duplicate) DUP-Sample Duplicate RPD-Relative Percent Difference NC-Not Calculable. SG-Silica Gel-Clean-Up U-Indicates the compound was analyzed for, but not detected. N-Nitrosodiphenylamine decomposes and cannot be separated from Diphenylamine using Method 8270. The result reported for each analyte is a combined concentration. Pace Analytical is TNI accredited.Contact your Pace PM for the current list of accredited analytes. TNI-The NELAC Institute. ANALYTE QUALIFIERS U Compound was analyzed for but not detected. J(R1) Estimated Value. RPD value was outside control limits. P9 RPD between the primary and confirmatory analysis exceeded 40%. REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 09:05 PM without the written consent of Pace Analytical Services,LLC. Page 11 of 16 Pace Analytical Services,LLC aceAnal,tical 3610 Park Central Blvd N JI/� if Pompano Beach,FL 33064 www.pacelabs.com (954)58214300 QUALITY CONTROL DATA CROSS REFERENCE TABLE Project: 115 N. Federal Hwy Pace Project No.: 35655959 Analytical Lab ID Sample ID QC Batch Method QC Batch Analytical Method Batch 35655959001 GP-4 35655959001 GP-4 3510C 1726079 EPA 8081 1726079 REPORT OF LABORATORY ANALYSIS This report shall not be reproduced,except in full, Date:08/23/2021 09:05 PM without the written consent of Pace Analytical Services,LLC. 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V O .+i w €� G •.i 415 Cu q5 va`tl MO LY 0 42 a 0 0 .43 a n +4 CLrtl ,a 0 2 0 O � +Q O ttg �4 �s ri ;ir a� m m d U LnU f LO Lnnr� p c.. r_ 05 Y w U ro U E u zINFIRM, �5 F ' NJ a� n L5 o ¢ w w c E a a a e 0 "- 0 6 __ =... o tn u5 c+ N a E m a � � d- !r _ ,� u u �'• OJ N �i� 91 d1 {3 c � u to IC m z � cuz 0-Z ru � m m m u c E c 0 CUc E 0 cr a' m yr mmi `° 3 fl- 'R t5 -c3 u ^ ^ .q' ^ c ?� u m ami V-1 VIN E a ._ C2 2 *) ea >, o K`v U E Q - S - u z ' ¢ u o CL a as E E E ,n ri '6 ?-W ~ `^ try d tom•• U o �,i o_ 'r3 U ® o c m Q u U v tj o ^ c ti u 0 x - o ao a E m u a " a IE E e v o E U v u Qj _0 _0 L]R3 Q �a } u o a m in ru E .. >. av �-a -� " c E E a ti \ E a n O 0 ' w k w Ec a s ro o 0 q 0 � m 0 � r E of 6 m � c o � � !fid v 130 6 u ¢ x U U a w U a 0 - U u UIUMIUWdLUI OdIIIIJ1111 LUy Iwcl U.'cu is aCeAnalytlCal' Document No.: Issuing Authority: Florida Laboratory F-FL-C-021 rev.00 Pace Florida Quality Office Form FD 9000-24 GROUNDWATER SAMPLING LOG SITE NAME: I t CS E,c, 1 1i.�•. «1'CA /SOLATION: � � !�► F��'"e� c 1 k! ��v��/t � c�� 'L WELL NO: (7 Li SAMPLE ID: DATE: PURGING DATA WELL �� TUBING WELL SCREEN INTERVAL STATIC DEPTH PURGE PUMP TYPE DIAMETER(inches): DIAMETER(inches): DEPTH: Meet to IS S feet TO WATER(feet): I OR BAILER: �f WELL VOLUME PURGE: 1 WELL VOLUME_ (TOTAL WELL DEPTH - STATIC DEPTH TO WATER) X WELL CAPACITY (only fill out if applicable) ( � L - ��• � feet- 5, S feet <-%X �< gallons/foot = '� ' gallons EQUIPMENT VOLUME PURGE: 1 EQUIPMENT VOL.=PUMP VOLUME+(TUBING CAPACITY X TUBING LENGTH)+FLOW CELL VOLUME (only fill out if applicable) = gallons+( gallons/foot X feet)+ gallons = gallons INITIAL PUMP OR TUBING S FINAL PUMP OR TUBING ( C PURGING L / PURGING f Ll 143 TOTAL VOLUME DEPTH IN WELL(feet): �' l DEPTH IN WELL(feet): is > INITIATED AT: 1 SSd ENDED AT: r PURGED(gallons): 1, C' CUMUL. DEPTH COND. DISSOLVED VOLUME VOLUME PURGE TO PH TEMP. (circle units) OXYGEN TURBIDITY COLOR ODOR TIME PURGED (standard o µ (circle units) PURGED RATE WATER units) ( C) mhos/cm m !L or (NTUs) (describe) (describe) (gallons) (gallons) (gPm) (feet) or µS/cm %saturation G L c3,Z HI , 61 S 21 P Le tl I-7 b. 1Z 4 S) •lti�- r �► f �, �� ►' Z d zea S, �� . Z _ 100 6. )S -7 c��. WELL CAPACITY(Gallons Per Foot): 0.75"=0.02; 1"=0.04; 1.25"=0.06; 2"=0.16; 3"=0.37; 4"=0.65; 5"=1.02; 6"=1.47; 12"=5.88 TUBING INSIDE DIA.CAPACITY Gal./Ft. : 1/8"=0.0006; 3/16"=0.0014 1/4"=0.0026; 5/16"=0.004 3/8"=0.006 112"=0.010 5/8"=0.016 PURGING EQUIPMENT CODES: B=Bailer; BP=Bladder Pump; ESP=Electric Submersible Pump; PP=Peristaltic Pump; O=Other(Specify) SAMPLING DATA SAMPLED BY(PRINT)/AFFILIATION: SAMPLER(S)SIGNATURE(S): SAMPLING SAMPLING /1 INITIATED AT: ,LI S ENDED AT: t� 'I j PUMP OR TUBING TUBINGry t7Cl S FIELD-FILTERED: Y FILTER SIZE: µm DEPTH IN WELL(feet): MATERIAL CODE: r Filtration Equipment T e: FIELD DECONTAMINATION: PUMP Y TUBING YN(rePlace� DUPLICATE: Y N SAMPLE CONTAINER SPECIFICATION SAMPLE PRESERVATION INTENDED SAMPLING SAMPLE PUMP SAMPLE # MATERIAL PRESERVATIVE TOTAL VOL FINAL ANALYSIS AND/OR EQUIPMENT FLOW RATE ID CODE CONTAINERS [CODE VOLUME USED ADDED IN FIELD mL H METHOD CODE (mL per minute) I 0tO(1-L REMARKS: MATERIAL CODES: AG=Amber Glass; CG=Clear Glass; PE=Polyethylene; PP=Polypropylene; S=Silicone; T=Teflon; O=Other(Specify) SAMPLING EQUIPMENT CODES: APP=After Peristaltic Pump; B=Bailer; BP=Bladder Pump; ESP=Electric Submersible Pump; RFPP=Reverse Flow Peristaltic Pump; SM=Straw Method(Tubing Gravity Drain); O=Other(Specify) NOTES: 1. The above do not constitute all of the information required by Chapter 62-160, F.A.C. 2. STABILIZATION CRITERIA FOR RANGE OF VARIATION OF LAST THREE CONSECUTIVE READINGS(SEE FS 2212 SECTION) pH:+0.2 units Temperature:+0.2°C Specific Conductance: ±5% Dissolved Oxygen:all readings<20%saturation(see Table FS 2200-2); optionally, +0.2 mg/L or+10%(whichever is greater) Turbidity:all readings<20 NTU;optionally±5 NTU or+ 10%(whichever is greater) Page 127 of 200 Book Number: Page 14 of 16 ^l o q F FF f 7, S ° O ° i• F Oq 0 0 fy d 1 z Ocell w a c v - ae z o a c moi+ C n g -Z `�`J '�i. ;�: (�, • t: ' V �Zz 0 E 8 ami Z � V CeJ 1 a � ✓ r o ci c S m ro N a 7ry I Q O O O O ff' 20 •� 3 312 r V N V _ N m 0 1.5 Ai CY d � � a.! v a; e•n� ems`� � � „�)1 �.l °. E .c c � a ° � °1 a' w W O C V C Z c y V d �� .Em so N j �C V1 N N0 O E N UI L p . roEO vc�i d .cc L r � N �a { E E 'c `m L° ~ ami o 0 c iu m w N H U U U V v U tl O F� 2R S 2 2 2 cn (n �. Fes- F� H H . O O O G z Page 15 of 16 DocumentName; bocumeni Revised: as tirr /ytic��/` Sample Condition Upon Receipt Form May 30,2018 sswng ut on F-r i-fnn7 Pace Florida Quality Office Project# PFI F GTS 68,/20/21 Date and Initials of person: Project Manager: C�III�T'. —NUTTEN Examining contents: Label: Client: Deliver: PH' Thermometer Used: Date: Time: r } Initials: State of Origin: For WV projects,all containers verified to 56°C Cooter#1 Temp.° {Visual) (Correction Factor) (Actual) NSamples on ice,cooling process has basun Cooler#2 Temp.°C (Visual) (Correction Factor) (Actual) ❑ Samples on ice,cooling process has begun Cooler#3 Temp.°C (Visual) _(Correction Factor) (Actual) ® Samples on ice,cooling process has begun Cooler#4 Temp."C (Visual) (Correction Factor) (Actual) ❑ Samples on ice,cooling process has begun Cooler#5 Temp.°G (Visual) _(Correction Factor) (Actual) ❑ Samples on ice,cooling process has begun Cooler#6 Temp.°C (Visual) _(Correction Factor) (Actual) ❑ Samples on ice,cooling process has begun Courier: ❑ Fed Ex ❑ UPS ❑USPS ❑ Client ❑ Commercia/Pace ❑Other Shipping Method: Cl First Overnight ❑ Priority Overnight 0 Standard Overnight ❑ Ground ❑ International Priority ❑ Other Billing: I]Recipient ❑ Sender ❑ Third Party ❑ Credit Card ❑ Unknown Tracking# Custody Seat on Cooler/Box Present: ❑Yes No Seals Intact: ❑ Yes ❑No Ice: �t Blue Dry None Packing Material: ❑Bubble Wrap ( Bubble flags ❑None [I Other Samples shorted to lab(if Yes,complete) Shorted Date: Shorted Time: Qty: Comments: Chain of Custody Present es ❑No ❑NIA Chain of Custody Filled Out s ❑No ❑NIA Relinquished Signature&Sampler Name COC es C1 No ❑N/A Samples Arrived within Hold Time es ❑No ❑N/A Rush TAT requested on COC Yes ❑No CIN/A .( 1",.A. Sufficient Volume es ❑No f7N/A Correct Containers Used J2 Yes ❑No ❑NIA Containers Intact es ❑No ❑NIA Sample Labels match COC(sample IDs&dateftime of collection) s ❑ No ❑N/A All containers needing acid/base preservation have been Preservation Information: checked. ❑Yes ❑No /A Preservative: All Containers needing preservation are found to be in Lot#rTrace#: compliance with FPA recommendation: ®Yes ❑No IdINIA Date: Time: Exceptions:VOA,Coliform,TOC,O&G,Carbamates Initials: Headspace in VOA Vials?(}6mm): ❑Yes ❑No ❑Nf Trip Blank Present: ❑Yes ❑No NTA Client Notification]Resolution: Person Contacted: Date/Time: Cornmentsl Resolution(use back for additional comments): Project Manager Review: Cate: Page 16 of 16 E ou O E V�`,`3 c v O v W u c E Li ti}l5t'rSii,t v y O O t{4j�i1>Oi�(� tr� y v Z •c ry c = .c O v -o SM, m m N u v c aj c vii C143 1�4 ��` O i Y O � � "44\N �k t c m � 4vv14�i�` LL LL d O i}tij2\{i{1{12i1 LL O LLI w o f3 1$,{ls'#x1111 m ZT T r o m o "31,14" Ln Ln O m it xis �n v rn m oo m o +��t h��. 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Our proposed project,The Pierce, is envisioned to serve as the anchor for the East Boynton Beach district("EBO"),which we believe will be South Florida's next urban hot spot.The Pierce contains an assortment of uses that combine to create continual activity and energy. The Pierce will contain multifamily,office,retail, restaurant and public uses along with a parking garage containing 150 public parking spaces. Affiliated has played a role in helping create some of South Florida's hippest and most dynamic neighborhoods,and we know that these communities are built block-by-block,with vision,collaboration and by enhancing the distinctive characteristics of a community versus changing the unique fabric that sets Boynton Beach apart from other South Florida cities. Our efforts began back in October 2020,and instead of submitting a project to the CRA at that time,we spent considerable effort meeting with residents,adjacent property owners,and business owners in an effort better understand the objectives and desires of the community so that we could put forth a project worthy of this exceptional city and its residents. A prime example of this is that we have finalized an exclusive Letter of Intent with Kim Kelley of Hurricane Alley raw bar and restaurant that incorporates a brand-new flagship restaurant into The Pierce and allows for Kim's local establishment to continue to serve Boynton Beach residents for the foreseeable future. Affiliated is also working with Oyer Macoviak&Associates to finalize an agreement that will relocate their insurance office into The Pierce and prominently displays their 100-year-old "Oyer Insurance"sign in their new space, remaining visible from the corner of Ocean Ave and Federal Hwy. In the spirit of inclusiveness,The Pierce will provide luxury housing opportunities for over 350 Boynton Beach residents at all income levels. Affiliated is South Florida's foremost leader in developing workforce housing, having completed hundreds of workforce housing units,which The Pierce will deliver. It is our belief is that healthy and dynamic environments are created when people from all backgrounds and income levels harmonize to form one community. The Pierce will house waiters,fire fighters,small business owners,government employees,teachers and young professionals starting their careers. These folks will all have disposable incomes,which we believe will have an overwhelmingly positive impact to nearby businesses and generate nearly$9 million in new local spending. Another major consideration that should set our proposal apart from the others is that we are the only proposer to be able to incorporate the"hard corner"Ocean Food Mart property,which after 10 months of negotiation we have an exclusive agreement to purchase. Federal Hwy and Ocean Ave are"Main&Main". Not only does this corner get the most visibility from vehicular and pedestrian passersby, but incorporating this corner presents a critical opportunity to connect all four corners from a continuity standpoint in order to create a cohesive district"EBO". Our project was given The Pierce name in order to pay homage to one of the City's pioneers,Charlie Pierce(aka the Barefoot Mailman),which acknowledges this area's rich history while pioneering a new path forward. Lastly,we have met with the Brightline executives to discuss The Pierce and have made special accommodations to ensure that The Pierce accounts for the eventuality of a model station on the FEC property adjacent to the subject property. Over 79%of our project's overall site area will be accessible by the public,and the overall pedestrian connectivity from the FEC property is one chief component to ensuring suitable pedestrian connectivity. I always make the assertion that development is a "team sport". Impactful projects cannot occur without the collaboration of best-in-class professionals dedicated to their craft. Everyone involved on this project has committed themselves exclusively to our team and we feel honored to be amongst the very best in the business. It is our privilege to be considered for this site and look forward to working with staff, leadership and the community to execute on this monumental project. Sincerely, Jeff Burns Co-Founder&CEO Affiliated Development 0 w LL- > U C� Q �i X111 QUALIFICATION AND BACKGROUND OFDEVELOPER Affi|iatedDevelopment(°AffiUated")balocally-based development company with offices inBrovvandand Palm Beach Counties. We pride ourselves on creating developments that make a social impact in the communities we invest in. Affiliated's core competency is Public-Private-Partnerships("PIPP"), and we've completed over a half billion dollars in PPP transactions over the past 15 years, including over$162 million in PPP development in Palm Beach County within the last 3years,and built areputation uoone ofthe most well-respected companies inthe industry. Further on in our proposal you will read testimonials from 9 of your peers(elected officials and CRA staff from nearby South Florida cities) attesting to their experience in dealing with our organization on similar projects. This success has resulted from hard work and following through on the commitments we made to our public partners, which make uouniquely qualified towork alongside CRA staff and City leadership toexecute our plan. In 2019,Affiliated executed on one of the first Qualified Opportunity Zone("QOZ")investments in the State of Florida,which was in partnership with the Fort Lauderdale CRA and contained workforce housing. Affiliated successfully raised its own QOZ Fund and successfully navigated the complexities of the QOZ program during a time where program regulations were still unpublished. The Pierce(and subject Property)iylocated within the QOZboundaries,which makes this experience relevant. In 2020,we had our closing on the$125M Affiliated Housing Impact Fund,which has afforded our organization with the discretionary capital necessary to meet the financial obligations for our developments. The fund b comprised of local police,fire and general employee pension plans,which creates a unique alignment of interest between our investors and municipal partnerships. Affiliated closed on 3 different large-scale loans(totaling over$100 million)during the global pandemic,a time where many others were struggling toobtain financing. Affiliated(and its principals) have executed nohundreds ofmillions ofdollars infinancing guarantees,and has the ability to obtai n large loans without the need for outside third parties. Our banking relationships span across multiple transactions and are with some of the largest financial'institutions in the business. This proposal contains letters and references from a couple of our preferred lenders todemonstrate our ability toobtain financing. It is particularly imperative to note that our financial capabilities,qualifications and experience in public-private partnership development is that of the proposer(Affiliated)and not in the capacity of the proposers' role working for another firm(not the proposer). Additionally,Affiliated has never sold a property before it was developed. This is especially important in public-private partnership transactions because the proposer was chosen based on _ the merits of the proposer,not another entity that the proposer-sells or transfers its rights to. When dealing with Affiliated the Boynton Beach CRA can rest assured knowing it will be dealing with the same entity from start to finish and for years tmcome. Lastly,it is our belief that we are uniquely suited to carryout this project due to exclusive'quo|M1cationsnqother proposers posses�such as. (I)ha�nQthe IO1N.Federal Hwy prnpe�y,(Z)our re|a�onshipwith DhghtUne,(3)our LO|xxithHurhcameA||ey^ (4)ourcommitmenttofina|izea |eooeuxithQyerK4accmiok&Associates, (5)discretionary capital,and(G)propose r-*pecificPPP experience for this product type. We hope to demonstrate this further in this proposal and qualifications for The Pierce and thank you for your consideration. LSi n cerely, ur�r~ ' Co-Founder&CEO Affiliated Development ~ A7TACH[NENT"C" PROPOSERIS) |NF0RM/TUKJN Name: Affiliated Devm|opnnerd, LLC 613 NVV3rd Ave Ste 104 Street Address: Mailing Address (if different\: N/A City, State, Zip: Fort Lauderdale, FL 33311 S54-053-0733 NIA Email � FaxNo: Ernai| Address ofContact Person: Lexi Dunn, LDunn@Ajfi|iateaJDeve|upnoenLoVnm Jeff Burns, JBumno@Affi|iatodOeve[opnnenLoonn 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. No /\8e ofOrganization—|n continuous business since: 4 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: Jeffrey Burns, Co-Founder& CEO, 804 N Rio Vista Blvd, Fort Lauderdale, FIL 33301* Nicholas Rojo, Co-Founder 8 Premidant, 528 Greenway D[ North Palm Beach. FL 33408 - ~ Federal Identification No.' 82-3300420 State nfIncorporation 8kRegistration Nn.: Florida, L170U0227G46 |fnot acorporation, explain your status: Page 30of3U 0 - Lu cn 4-j m 4-j U) 4-j M� 4-j C: LU I dh JH M State of Florida Department of State I certify from the records of this office that AFFILIATED DEVELOPMENT, LLC is a limited liability company organized under the laws of the State of Florida, filed on November 2, 2017. The document number of this limited liability company is L17000227646. I further certify that said limited liability company has paid all fees due this office through December 31, 2021, that its most recent annual report was filed on March 25, 2021, and that its status is active. Given under my hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the Seventeenth day of August, 2021 aP Tracking Number: 2326125453CU To authenticate this certificate,visit the following site,enter this number,and then follow the instructions displayed. tt s://services.sunbiz.or /Filin s/CertificateOfStatus/CertificateAuthentication State of Florida Department of State I certify from the records of this office that BB QOZ, LLC is a limited liability company organized under the laws of the State of Florida, filed on November 13, 2020, effective November 9, 2020. The document number of this limited liability company is L20000360129. I further certify that said limited liability company has paid all fees due this office through December 31, 2021, that its most recent annual report was filed on March 23, 2021, and that its status is active. Given under my hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the Twenty-eighth day of September, 2021 Tracking Number: 6475308686CU To authenticate this certificate,visit the following site,enter this number,and then follow the instructions displayed. tt s://services.sunbiz.or /Filin s/CertificateOfStatus/CertificateAuthentication 0 - Lu dik i a c o a v a o o m zs an • _ s a ° Y N Y v s Y O m 0 E 'L u c o o tw a E c any° Q•� ,p v •> C D a p 5- C �: a CO a 0- v ami N a g a '� N -0 3 n m E E t 'a a m U s c °' o v t m °�' -Fu o o E t .N i 3 aY' '° DO v sa a o o p o s „ m CL ° u � x-� o c .� m o o ° o c V) v m v a c m c c - Q- tm ° +� v ° m o m w m '6 p O c m C tp yam.,' ro 0 0 O O C c y, b0 Y m Y V Y N -p m m E o m n c u a v N v z o 3 m °/ _^ �o Y m " c 0 c o n a = a s ° c v .� 3 Y .N '' c o p -0 v m t Ln V Y 'j a/ U +m -0a+ a/ N m t f C 4- s a u � " 10 a o " ` " a) c a/ •— >O c U f0 � a) N E -O N > C V O O N o n °/ a) E u a, E o m s U- + c a a a`) a) s O ' c O • 'O �) a) m t m O Q i+ yam,, w '� V °'.v O O ,E a) E a) ° o N m ° a) s � m � v a u "- o E _r_ I c •i m ON u •� c a/ N a/ .� .. m m Q— . 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Landlord: QOM{ LLC, a Florida limited liability company, is successors or assigns (an affiliated entity of Affiliated Development, RFP/RPQ proposer) Tenant, CAFlE BARISTA, INC., Florida corporation, d/b/a Hurricane Alley Raw Bar Restaurant Site: Lots 6 and ?, Block t, "Subdivision ofth Town of Boynton," as further dfin d in Exhibit A; and all ancillary alleyways & rights of way should they be abandoned by the City of Boynton Beach Request for Proposals and Developer Qualifications for 115 N, Federal Highway Infill Mixed-Use Redevelopment Project (RFP 21-05), issued July p 2021 by the Boynton Beach CRA Project Landlord is submitting a proposal for the RFP/RFQ RFP/Fthat will be a mixed-use development project with an 8-story multifamily rental building, retail, restaurant and office spaces, including a parking garege Building, ppro im tely 3,000 square feet of first floor commercial retail building located on the Site with approximately 1,500 square feet of mezzanine space, as further defined in the attached building floor plan, which may be adjusted as required until the Landlord has received site plan approval from governing jurisdiction Property: Shall roan the Site and wilding Use, Bar & Restaurant Bass ntx $7,875 per month, $94,500 per year Lease Type: Initial Lease 15 Years Renewal: One (1) 15-year Extension Option Rent Increases- 4 0111. every two ypars Purchase bort'. Within 5 years from the Possession Cato (the "'Option Term"), Tenant shall have the option to purchase the property from Landlord for a 5.50% capitalization rate, as determined by the calculation as stated herein (the "Sale Price Calculation"). Luring the Option Term, Tenant shall notify Landlord in writing of Tenant electing to exercise the Purchase Option (the 3 ,., ,1 NVV 3rd Ave., Ste 104, Port Lauderdaie,FL 33311 (954)953-6733 TED EVEL- .rN "Purchase Option Notice"). The Purchase Option Notice shall include (a) the Sale Price Calculation„ b)the intended date of closing (which must fail within the Option Term), and (c) proof of financing. Sale Price Calculation shall be determined by adding the look ahead 12 months in Base Rent, starting with the intended closing date, divided by 5,50%,. Sales Tax. Palm Beach County, currently at 7.0% Possession ate; Upon the date Landlord provides Tenant written notice the Demised Premises has achieved a TCO (temporary certificate of occupancy) from the governing authority, or similar. Landlord will work In good faith with the CRA to take possession of the Site and start construction on the Building ahead of starting construction on the remaining Project so as to minimize the timeframe between demolishing Tenant's current business location and the Possession Date of the new Building-, Rent Effective ate: Possession Date Prepaid Rent: 2 Months, which shall be applied to first and last month rent Security Deposit: $15,000.00 e i m Tenant shall work with Landlord design team to design the Demised Premises to accommodate the Use of the Tenant, Cost of the design shall be borne by the Landlord, however, any changes to the design after building permit issuance shall be borne by Tenant The final design must be approved by Landlord and shall be in accordance with the Landlord budgets, which will be provided to Tenant. Tirnefrarnes shall be established by Landlord for Tenant to make design decisions, and parties will work in good faith to ensure a mutually acceptable design will be finalized given within the allotted timeframes. Excessive design costs will be borne b Tenant. arrldloWork: Landlord shall deliver the space to a vanilla shell condition, which shall mean that the space will have the following: HVAC, concrete-slab floor, ready-to-paint walls, electrical outlets, primary lighting (not decorative fixtures), plumbing stub-in connections, bathrooms equipped with toilets and sinks, grease trap, cooking ventilation, storefront windows and doors, standard sound proofing, exposed and painted ceiling, interior doors, arid' any other code-required feature. The cost of Landlord Work shall be borne by the Landlord.. Teri nt or : At the time all Landlord work has been completed, Tenant shall be responsible to build-out any remaining construction (including the requirement for any additional permitting). Tonant shall lire Landlord's general contractor, or another qualified general contractor as approved by Landlord, to complete Tenant Work. Tenant shall be responsible for (brat: not limited to) tate following improvements to the Demised Premises: paint„ flooring (beyond concrete), tile, specialty carpentry and woodwork (bar), decorative light fixtures, millwork, kitchenlbar equipment installation, low voltage, furniture installation, audio/visual, decorative fixtures, and all other 3 NVV 3rd Ave., Ste 104, Fort Lauderdale, FL 33311 (954)953-6733 i AFF ATED 0 E V E 1.. P M E N T work not provided by Landlord, Landlord shall provide Tenant with a $200,000 allowance for all Tenant'm> or , which shall be dram based on % complete of Tenant Work and after Landlord Work. Any Tenant Work costing over$200,000 shall be the responsibility of the Tenant. Building Signage: Tenant shall work with Landlord sign company to design exterior Tenant signage, Landlord shall approval the f=inal design for the exterior signage.. The cost of the exterior building signage shall be borne by the Tenant, Information: Tenant shall provide Tenant operating history, financial statements and any ether documentation to the Landlord that is rea onably requests, Guaranty: Alt owners of the Tenant agree to a guaranty. guaranty shall be lifted at the time cumulative rent (payable to Landlord) exceeds the total amount of the Landlord "work. Confidentiality. Tenant agrees that all information exchanged during negotiations or once this LI is complete, shall not be disclosed, disseminated, published, released or reproduced to any person, corporate or individual, other than the officers, directors and legal consultants of the Tenant. RFPIRFQ Exclusivity'. From the date this L l is fully executed, Tenant agrees to cease communication with any, party interested in or participating in the RFP/RFQ, In the avoidance of doubt, this means that Tenant (and it's officers, affiliates, employees and consultants) shall not have any communication (written or verbal) relating to the Landlord, this L ?l or the RFP/RFQ unless such communicatlon is approved by Landlord. Tenant agrees to publicly support the Project and Landlord in time RFS/RF , and shall make, all reasonable efforts to assist Landlord on beim selected for theRFP/RFQ and obtaining all municipal approvals. Tenant agrees (as business and in personal capacity) not to interfere with the RFF/RFQ in a manner that could cause harm to the Landlord or Project.. (signaturepage to follow) ) w67 3rd Ave-,Av , Ste 1 4 Fort Lauderdale, Flu 3331 AAFFILIATED 1) C V E L 6 P A E. I Landlord and Tenant shall work in good faith to finalize a final lease agreement, consistent with the terra arrtai d herein.. Such lease agreement shall be finalized within 90 days after the Landlord achieves site control for all properties necessary to accommodate the Development, This L Oland any obligation herein small be non-binding and subject to the execution and delivery of a mutually agreeable lease agreement, which exception to all exclusivity and confidentiality provisions. Tenant Signature: Printed arae: I M � Signature- Date: Landlord Acceptance: tance: Printed Name:Jeff Burrs Signature- Title/Entity, ignature:Tito l mit , Manager, BB QOZ, LLC Date. 613 NW 3rd Ave., Ste 104,Fart Lauderdale,FL 33311 ( a4)953-6733 October 15, 2021 Mr. Jeff Burns Affiliated Development 613 NW 3 d Avenue, Ste 104 Fort Lauderdale, FL. 33311 RE: Expression of intent to lease approximately 2,600 square feet of office space at The Pierce, Boynton Beach mixed-use project Dear Mr. Burns: This letter is to express to you our intent on reaching an agreement with Affiliated Development to lease office space at your eventual development project,The Pierce. We are in receipt of your draft LOI and will be continuing our discussions with the objective of reaching a deal. As you know, our family has owned our insurance building and operated our business at the property for the past 100 years. With the sale of our building/property, we are now in a position where we need to identify a new home for Oyer Macoviak Insurance as we intend on keeping our business open and remaining in Boynton Beach. When we first met in 2020, we were impressed by your willingness to work with local businesses such as ours to integrate these businesses back into your project. Through Harvey, we are familiar with Affiliated Development and have gained a comfort level in your organization's ability to follow through on your promises. With that in mind, we look forward to continued dialog and wish you the best of luck in competing for the RFP. 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PARVES AND PROPERTY: BB 004 LLC, a Florida limited liabilfty company ("Buyer") 2 agrees to buy and_ RAJWS FAMILY.INVESTMENTS, Inc.,a Florida TLtjon ("Seller-) 3 agrees to sell the property at: 4 Street Address: 101 N.Federal l-l B2)T!2n Beach FL a Lega I Description: See Addendurn 7 a and the following Personal Property-Ara and all Personal Proper ed py Seati,and tisad exqusive 9 with the 10 (all Collectively referred to as the"Property )on the terms and conditions set forth below. 11 2.PURCHASE PRICE. $2,000.000.00 12 (a)Deposit he in escrow by: Wa Un on LLP $ 20,000.00 13 ( Escrow Agent ) (.%ecm;a.Subied ta SdUW and MW oWbcbon) 14 Escrow Agent's address: 7900 Glades Rd., Boca Raton, FL Phone. 5617660011 15 (b)Additional deposit to be made to Escrow Agent 16 E3 within_days(3 days, if left blank)after completion of Due Diligence Period or 17 E]within_days after Effective Date w. $ is (c)Additional deposit to be made to Escrow Agent 19 within_days(3 days,if M blank)after completion of Due Diligence Period or 20 within_days after Effective Date $ 21 (d)Total financing(see Paragraph 5) $ 22 (a)Other $ 23 M All deposits will be credited to the purchase price at closing, 24 Balance to close,subject to adjustments and prorations,to be paid 25 via wire transfer, $ 26 For the purposes of this paragraph,wcompietion"means the end of the Due Diligence Period or upon delivery of 27 Buyers written notice of acceptabillty 28 3.TIME FOR ACCEPTANCE; EFFECTIVE DATE;COMPUTATION OFTIME., Unless this offer is signed by Seller 29 and Buyer and an executed copy delivered to all parties on or before see Addendum "this offer 30 will be withdrawn and tae Buyees deposit, If any,will be returned.The time for acceptance of any counter offer will be 31 3 days from the date the counter offer is delivered. The-Effactive DaW of this Contract is the date on which the 32 last one of the Seller and Buyer has signed or Initialed and delivered this offer or the final counter offer or 33 - see Addendum . Calendar days will be used when computing time periods,except time periods of 5 34 days or less.Time periods of 5 days or less will be computed without including Saturday,Sunday,or national legal wi holidays.Any time period ending on a Saturday, Sunday,or national legal holiday W611 extend until 5:00 p.m.of the next 36 business day.Time is of the essence In this Contract 37 4. CLOSING DATE AND LOCATION: 38 (a) Closing Date: This transaction will be closed on see Addendum (Closing Date), unless so specifically e nded by other provisions of this Contract. The Closing Date will prevail over all other time periods e 40 in "Ut fK Imite Jdu not fl d to, Financing and Due Diligence periods. In the event insurance underwriting is suspended auyqr� an0J C d Seller ad(nm4edge receipt of a copy at this page,which is page I of a pages. CC-15 Rev 9117 &CWW,OOM4Ml BI-W?3154 02017 C3 Ptabarse �°'Form Simplicity 41 on Closing Date and Buyer is unable to obtain Property insurance, BUYOV May Postpone closing up to 5 days after 42 the insurance underwriting nsion is lifted. 43 (b)Location, Closing will take placeits County, Florida, if left blank,closing will take.place in the 44, my where the property is located.)Closhag may be conducted by mall or electronic mea 45 5.THIRD PARTY FINANCING: 46 BUYEWS OBLIGATION- n or before days(5 days if left blank)after EffectivO Data, Buyer Will apply for third 47 party financing in an amount not to exceed of the purchase price or ,with a fixed 48 interest rate not to exceed per year with an initial variable interest rate not to exceed %,with points or 49 commitment or loam fees not to exceed f the principal amount,for a term of years,and amortized o over - years,with additional terms as follows: 1 52 oyer rill tl ly provide era aril iii credit,errlployrmerat,firaanlial and other information reasonably 53 lender. oyer mill use go "h and reasonable dil' once to i ob in Loan required by airy proal lra days da if left r blanks frorrr ect3e ate(L approval sten(ll satisfy terms and conditions of the Loam proal,aril lr� dose s the loam. r will k ... y p a 9 aril raker Bally In oral about l napplication s us and authorizes a mortgage broker and lead to diaclose all such inforrrtatlon to eller aril raker, Buyer will notify Sailer immediately upon 7 obtaining finan ' g or being rejected by a leader. L ` I : If Buyer, after using d faith and reasonable x pp y Approval Date, Buyer rimy within days(3 days if left blank) dill. fails to obtain Loan ravel b Lrrart ss deliver written notice to Seller stating Buyer either waives this financing contingency€r cancels this Contract. 60 If Buyer does neither,three Seller may cancel this Contract by delivering written notice to Buyer at any time thereafter. 61 Unless this financing contingency has been waived,this Contract shall remain subject to the satisfaction,by closing,of 62 those conditions of Loan Approval related to the Property. (for purposes of Paragraph 5 only). if Buyer 63 has used good faith and reasonable diligence but does not obtain Loam Approval by Loan Approval Date and 64 thereafter elther party elects to cancel this Contract as set forth above or the lender falls or refuses to close on or 615 before the Closing late without fault on Buyees part,theDeposit(s)shall be returned to Buyer,whereupon both as parties will be released from all farther obligations under this Contract,except for obligations stated herein as surviving 7 the termination of this Contract. If neither party elects to terminate this Contract as set forth above or Buyer fails to use 68 good faith or asonable diligence as set forth above, Sailer will be entitled to retain theDeposit(s)if the transaction ss does not close. For purposes of this Contract, "LoamApproval'means a statement by the lender setting forth the terms 7o and conditions upon which the lender is willing to make a particular mortgage loan to a particular buyer.Neither a pre- 71 approval letter nor a prequalification latter shall be deemed a Loam Approval for purposes of this Contract. 72 .` fTL .Seller has the legalachy to and will convey marketable title to the Pro 'y statutorywarranty 73 de special warranty dead other _ free of luras, easements and 74 encumbrances of record or known to eller, but subject to property taxes for the year of closing;covenants, 7 restrictions and public utility easements of record,-existing zoning and governmental regulations;and dist any other 76 matters to which title will be subject) 77 78 provided there exists at closing no violation of the foregoing and none of therm prevents Buyees intended use of the 79 'rope as mixed-use rmulffarmity rental develo rmemt, lracludirrg rking and grog nd fLoijr miner al spa 8 (a)Evidence of Title:The party who pays the premium for the title insurance policy will select the closing agent s or the title search and sing services. eller will,at one ( ellor°s ale expense and s wi thin days after Elle e e or at least days fo Closing[date deliver to r( one) gee end�rrrt ()a fide insure commitment b a Floriday a lr rl d title insurer "ng f dose to lis by lifer at or befbre Closing and,upon Buyer record Ing the deed,an owners policy in the amount of the purchase ®�ipdce for fee simple title subject Only to exceptions stated above. if Buyer is paying for the evidence of title and 86 Seller has an owner's policy,Seller Will deliver a copy to Buyer within 16 days after Effective e. it. an 1 7 tract of title,preps or brought current an $i a Erna or as correct by an existing firm. ss However,if such ars abstract is not available to Seller,then a prior owner's We policy acceptable to the proposed ss insurer as a base for reissuance of coverage may be used.T `or ti ll include pi of all policysie sAad an update in a at acceptable to Buyer from the policy effective date and certified to Buyer or BuYarL"v1�6 w and ilei � acknowledge Via; it of a COPY Of tills P29a,wWCh as Page 2 of 8 Paqes. CC-5 Wev /t7 Serial#:WM44MOI-8073159 @2017 Florida Realtoml t_1 Form '' implicit 1 Buyses closing agent together with copies of all documents recited in the prior policy and in the update. If such 2 an abstract or prior policy is not available lo Soifer then(L)above will be the evidence of tMe, 93 ( )Me Examination:Buyer will,within 15 days from receipt of the evidence of title deliver written notice to Seller 94 of title dears. Title will be deemedacceptable to Buyer if(1)Buyer fails to deliver proper notice of defects or( ) 1"Curative er deli r proper written n . and eller cu the def within da from ipt cif a noticePeriod').Seller shall use good faithefforts to cure the defects-.1f the defects are cured within the 97 Curative Period,closing will occur on the latter of 10 days after receipt by Buyer of notice of such curing or the s scheduled Closing Dates Seller may elect not to cure defects if Seller reasonably believes any defeat cannot be 99 cured within rative Period. If the defects are not cured within the Curative Period, Buyer will have 10 days Ion from receipt of notice of Settees inability to cure the de el whether to terminate i Contact or accept 101 a subject exists` defects and close the transaction without red ua `on in purchase prim. 102 (c)Survey- (check applicable provisions low) 103 Seller will,within 5 days from Effective Cate,deliverer to Buyer copies of prior surveys, 104 plans,specifications,and engineering documents, if any,and the following documents relevant to this 105 transaction: 106 see Addendum 107 prepared for Seller or inSeller's possession,which show all currently existing structures.In the t this 108 transaction does not close,all documents provided by Seller will be returned to Seller within 10 days from the 109 date this Contract is terminated. 110 9 Buyer will,at 0 Settees N Buyer's expense and within the time period allowed to deliver and examine III_ file evidence, obtain current registered surveyor. Ithe survey eels 1ran the Property rrthatas improvements orthe of another, will 113 accept the Property ® ,existing en=achments 9 such encroachments will constitute a title defect to be 114 cured within the Curative Period, 115 (d)Ingress and .Seller warrants that the Property presently has ingress and egress- `116 7. PROPERTY CONDITION. ller will deliver the Property to Buyer at the time agreed in its present"as is"condition, 117 ordinary wear and tear excepted.and will maintain the landscaping and grounds in a comparable condition. Seller 118 makes no warranties other than marketability of title. In the event that the condition of the Property has materially 119 changed since the expiration of the Due Diligence Period, Buyer may elect to terminate the Contract and receive a 120 refund of any and all deposits paid, plans interest,if applicable,or require Seller to return the Property to the required 121 condition existing as of the end of Due Diligence period,the cost of which is not to exceed (1.5%of 122 the purchase price, if left blank).By accepting the Pro "as is"„ Buyer waives all claims against Seller for any 123 defects in the Property, (Check(a)or ) 124 a r has inspected the Property or waives any sight to Inspect and accepts the Property in its was is" �.. , 18 concifflon. s�efteddndu 126 ( )Due Diligence Period, Buyer will,at Buyees expense and within days from Effective ate("Due °127 DiligencePeriod"), to ine whether the Property is suitable,in -Buyees sole andabsolute discretion. During the 128 term of this Contract Buyer may conduct any tests,analyses,surveys and investigations("Inspections")which 128 Buyer demos necessary to determine to Buyees satisfactions tate Property's engineering,architectural, 130 environmental properties;zoning and zoning restrictions;flood zone designation and restrictions, subdivision 131regulations;soil and grade;availability of access to public roads,water,and other utilities;consistency with local, 132 state and regional growth management and comprehensive land use plans,availability bili f permits,government 133 approvals and licenses, mplian with American with Disabilities Act;absent of asbestos,soil and ground 134 water contamination-,and other inspections that Buyer deems appropriate. Buyer will deliver written notice to 135 Sellerprig to the expiration of the Due DiligencePeriod of Buyees detennination of whether or not the Property 136 is acceptable. Buyees failure to comply with this notice requirement mill constitute acceptance of the Property in 137 its present"as ism condition.Seller grants to Buyer, its agents, contractors and assigns,the sight to enter the 138 Property at any time during the terin of this Contract for the purpose of conducting Inspections, upon reasonable 1-39 notice, at a mutually agreed upon time,provided,however,that layer, its agents,_ contractors a assigns enter 144 the Property and conduct Inspections their own risk. Buyer will indemnifyand hold Seller harmless from 141 losses,damages, costs, claims and expenses sof any nature,including omeys'fees at all levels,and from 142 liability to any person, arising from the conduct ref any and all insp nos or any authorized Layer. Buyer 143 will not engage in any activitythat could result in a mechanic's fieri being filed against the Propertywithout 144 senees prior mitten consent. In the event this transaction does not close, (1)Buyer will repair all damages to the and rt cka ed ea t of � y of this page,whidlas Page 3 of a Page& CCS¢ 4 v 9117 1 7 RoMe Reaftre saftaw,95W4�W1614M31M Form Simplicity 145 Propertyresulting from the Inspections and return the Property to the condition it was in prior to conduct of the 14 Inspections,and(2Buyer will,at Buyees expense release to Seller all reports and other work generatedas a 147 result of the Inspections.Should Buyer deliver timely notice that the Property is not acceptable, eller agrees that 148 Buyees deposit will be immediately returned to Buyer and the Contract terminated, 949 (c)WWalk-through Inspection:Buyer may,on the day prior to closing or any other time mutually agreeable to the 150 partiesconduct a final k-throughp inspection of the Property to determine compliance with this paragraph and 151 to ensure that all Property Is on the premises. 152 "OPERATION OF PROPERTY DURINGCONTRACT lOD: Seller will continue to operate the Property and any 153 business conducted on the Property in the manner operated prior to Contract and will take no action that would 154 adversely impact the Property after closing,as to tenants, lenders or business,If any,Any changes,such as renting 155 vacant space,that materially affect the Property or Buyees intended f the Property will be permitted 0 only+mitts 155 Buyers consent F-1 without Buyees consent. 157 gA CLOSING PROCEDURE, Unless otherwise agreed or stated herein, closing procedure shall be in accordance with 155 the norms where the Property is located. 15 (a)Possession and Occupancy.Seller will deliver possession and occupancy of the Props to Buyer at 160 closing.Seller will provide keys,rewrote controls, and any securiVaccess codes necessary to operate all locks, tet mallboxes.and security systems. tBuyer will payBuyer's attomeys'fees,taxes and recording fees on notes, mortgages and financing 163 statements and recording fees for the deed° Seller will pay Sellees attorneys,fees,taxes on the deed and 164 recordingfees for documents needed to cure tette defects. If Seiler is obligated to discharge any encumbrance at or i6s prior to closing and falls to do so, Buyer may use purchase proceeds to satisfy the encumbrances. t (c)Docurneller will provide the deed;bill of sale; mechanic's lien affidavit;originals f those assignable 167 service and maintenance contracts that will be assumed by Buyer after the Closing Date and letters to each 108 Service r from Seller advising each of therm of the sale of the Property and, if applicable,the transfer of its "ice contract,and any assignable warranties or guarantees received or held by Seller from manufacturer, 970 retractor,subcontractor,or material supplier in connection i the current pies of the n miniurm 171 documents,if applicable;assignments of s,updatedrent roll;tenant and lender estoppels letters(if V2 applicable);tenant subordination, non-ftturb-ance and atternment agreement ( N required by ft Buyer or 173 Buyees lender;assignments of permits and licenses;corrective instruments;and lettere notilying tenants of the 174 change in owner-ship/rental ent. If any tenant refuses to execute.an estoppels l requested by the f seise•, if 17 gayer in writing,will certify that information regarding the tenant's lease is correct If Seller is an entity, eller will 176 deliver a resolution of its governing authority authorizing the safe and delivery of the deed and certification by the 177 appropriate party certifying the resolution and setting forth facts showing the conveyance conformsto ft 178 requirements of local law.Seller will transfer security deposits to Buyer, Buyer will provide the closing statement, 17 ortgages and notes,security agreements,and financing statements. 180 ( es and ati :Real estate taxes,personal property taxeson any tangible personal'property, bored t l payments assumed by Buyer,interest,renis(based on actual collected rents),association dues, insurance 182 Premiurns acceptable to Buyer,and operating expenses will be prorated through the day before closing.If the 183 amount of taxes for the current year cannot be ascertained, rates for the previous year wil1 be used with due 184 allowance being made for improvements and exemptions.Any tax proration based on an estimate will,at request `685 of either party,be readjusted upon receipt of current year's tax bill,this provision will survive closing. 986 (eSpecial Assessment Lions: Certified, confirmed,and ratified special rise m nt Yens as of e 1 drag Date tax mill paid b el r. If aconfirmed,and ratified special assessment is payable in insWilments, Seller will lee pay all installments due and payable on or before the Closing Date,with any installment for any period extending 189 beyond the Closing Date prorated,and Buyer will assume all installments that become due and payable after the 10 Closing Date.Buyer will be responsible for all assessments of any kind which become due and owing after dosing tet Date, unless an improvement is substantially completed as of Closingate. If an improvement is substantially 192 completed as of the Closing Date but has not resulted in a lien before closing, - ll g� y the amount of the Iasi. 193 estimate of the assessment. This subsection applies to Special assessment liens imposed by a public body and 194 does not apply to condominium association special assessments. 195 M ForeignInvestment in Real Property Tax Act(FIRPTA): If Seller is a Kfbreign peraoW as defined by FIRPTA, t 5 Seller and agree to comply with Section 144,5 of the Internal Revenue Code. Seilerand Buyer will tel C071RIse,ex e,and deliver as directed any instrument,affidavit,or statement reasonably necessary to comply Buyer 6 _ ra€3 EBS acknowledge p b r` f his #irr r arw Rev V17 X17 RwWa Roeitors* Forst 198 with the FIRPTA requirements, including delivery of their respective federal taxpayer identification numbers or 199 Social Security Numbers to the closing agent, If Buyer does not pay sufficient cash at closing to meet the 200 withholding requirement,Seller will deliver to Buyer at closing the additional cash necessary to satisfy the 201 requirement. 202 10.ESCROW AGENT: Seller and Buyer authorize Escrow Agent or Closing Agent(collectively'Agent")to receive, 203 deposit,and hold fiends and other property in escrow and, subject to collection,disburse them in accordance with the 204 terms of this Contract.The parties agree that Agent will not be liable to any person for misdalivery of escrowed items to 205 Seller or Buyer,unless the misdelivery is due to Agents willful breach of this Contract or gross negligence. If Agent 206 hes doubt as to Agent's duties or obligations tender this Contract,Agent may,at Agent's option, (a)hold the escrowed 207 items until the parties mutually agree to its disbursement or until a court of competent jurisdiction or arbitrator 208 determines the rights of ft parties or(b)deposit the escrowed Hems with the clerk of the court having jurisdiction over 209 the matter and file an action in interpleader. Upon notifying the parties of such action,Agent will be released from all 210 liability except e duty to account for items previously delivered out of escrow. If Agent is a licensed mal estate 211 broker,Agent will comply with Chapter 475, Florida Statutes. In any suit in which Agent interpleads the escrowed items 292 or is made a party because of ming as Agent hereunder,Agent will recover reasonable attorney's fees and costs 213 incurred,with these amounts to be paid from and out of the escrowed items and charged and awarded as court costs 214 in favor of the prevailing party. 21 .CURE PERIOD. Prior to any claim for default being made,a party will have an opportunity to care any alleged 216 default. If a party fails to,comply with any provision of this Contract,the other party will deliver written notice to the non- 217 complying party specitying the non mpl°ian The non-complying party will have days(6 days if left blank)after 218 delivery of such notice cure the non-compbrice. Notice and cure shall not apply to failure to close. 299 12. Buyer or Seller shall not be required to perform any obligation under this Contract or be liable 220 to each other for damages so long as performance or non-performance of the obligation, or the availability of services, 221 insurance, or required approvals essential to Closing, is disrupted,delayed, caused or prevented by Force Majeure. 222 "Force jeuren means;hurricanes,#foods,a drama weather,earthquakes,fire,or other acts of God,unusual :222 transportation delays,or wars, insurrections,or acts of terrorism,which,by exercise of reasonable diligent effort,the 224 non-performing a is unable in whole or in part to prevent or overcome.All time periods,including Closing Date,will be extended a reasonable time up to 7 dates after the Force Majeure no longer prevents performance under this 223 Contract,provided, however,if such Force Majeure continues to prevent performance under this Contract more than 223 30 days beyond dosing Date, then either party may terminate this Contract by delivering written noti' to the other 226 d Me Deposit shall be refundedto Buyer,thereby releasing Buyer and Seller from allfurther ob%alons under this 220 13.RETURN OF 4 Unless otherwise specified in the Conbad, in the evert any condition of this Contract is 230 not treat and Buyer has timely given any required notice regarding the condition having not been met, res deposit. 233 will be returned in accordance with applicable Florida Daws and regulations, 232 14.DEFAULT: 233 (a)In the event the sale is not closed due to any default or failure on the part of Seller other than failure to make 234 the title marketable after diligent effort, Buyer may elect,to receive return of Buyer's deposit without thereby 23waiving any action for damages resulting from Seller's breach and may seek to recover such damages or seek 236 specific performance. If Buyer elects a deposit refund, Seller may be liable to Broker for the full amount of the 237 brokerage fee. 233 ( )In the event the sale is not closed due to any default or failure¢aro the part of Buyer,Seller may either(1 230 retain all deposit(s))paid or agreed to be paid by Buyer as agreed Capon liquidated damages,consideration for the 240 execution of this Contract,and In full settlement of any claims, upon which this Contract will terminate or 2j seek 241 specific performance. If Buyer falls to timely place_ a deposit as required by this Contract,Seller may either(t) 242 terminate the Contract and seek the remedy outlined in this subparagraph or( proceed with the Contract without 243 waiving any remedy for Buyees default. 244 15.ATTORNEIrS FEES AND COSTS: In any claim or controversy arlsing out of or relating to this Contract,the 245, prevailing party,which for purposes of this provision will include Buyer, Seller and Broker,will be awarded reasonable 246 a'ttomeys'fee P costs,and expenses. 247 16.NOTICES:All notices will be in writing and may be delivered by mail,overnight courier, personal delivery,or 248 electronic means.Parties agree to send all notices to addresses specified on the signature page(s).Any notice, 249 document,or f ern given by or delivered to an attorney or real estate licensee(including a transaction broker) 250 representin will be as effective as if given by or delivered to that party. r' and Seller acknaMedge receirit of a Copy Of this Page,Which as F� of 8ee . �,�Volff 7# 17 RwWa eaa8ae ,-k Farm Simplicity 251 17.DISCLOSURES: 252 t Real Estate dei Commission Li . The Florida Commercial Real Estate Sales 253 Commission Lion Act providesthat a broker has a lien upon the net proceeds from the sale Of 264 commercial real estate for any comrrdssion earned by the broker under a brokerage agreement.The liens upon the 255 owner's net proceeds is a lien n personal property which attaches to the owner's not proceeds and does not 255 attach to any interest in real property.This lien right cannot be waived before the Commission is earned. 257Assessment Lions Irnposed by Public a The Property may be subject to unpaid special 2 9 assessment li imposed by a public body. to public body includes uni Development District,,)Such 259 liens, it any,shall be paid as set forth in Paragraph 9(e), 260 c) Radon Gas. radon is a naturally occurring radioactive gas that, when it has accumulated in a building its 261 sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that 262 exceed federal and state guidelines have been found In buildings in Florida,Additional information regarding radon 263 and radon testing may be obtained from your county public health unit. 2 d _y Rating Information: Buyer acknow gas receipt of the info tion br ham r CTed by 265 Section , Florida tut 265 18.PJSK OF LOSS: 267 )If,after the Effective Late and before dosing,the Property is damaged by fire or other casualty,Seller will 268 bear the ftk of loss and Buyer may cancel this Contract without liability and the de it(e)will be tU d to 2 ra ltern tively, r �II have the option of purchasing the Property at the agreed upon purchase pd and 270 Seller will credit the deductible, if any and transfer to Buyer at closing any insurance proceeds,or Sellees claim 271 to any Insurance proceeds payable for the damage.Seller will cooperate with and assist Buyer in collecting any 272 such proceeds, Seller shall not settle any insurance claim for damage s by casualty without the consent o 273 the Buyer. 274 If, after the Effective Date and before closing, n y pert of the Property is taken In condemnation or under the 275 right of eminent domain, or Proceedings for such king will be pendi or threatened, r e n this 276 Contract without liability and the deposit(s )will be returned to Buyer.Alternatively,Buyer Irl!'have ttl� opts of rch ing whet is left of the Property at the agreed upon Purchase price and Seller will transfer to the Buyer at 278 closing the proceeds of any award, or Sellees claim to any award payable for the taking. Seiler will cooperate 279 with and assist Buyer in collecting any such award. 280 19.ASSIGNABILITY;PERSONS BOUND:This Contract may be assigned to a related entity,and Otherwise is not 281 282 to the Sble Z eller atslastignable. If 5 days prior t rs Contract may to sing.The the s oyer," eller` and"yer shall Broker' roke copy m be singular or agreement 283 Contract is binding u r, Seller their heirs,personal representatives, Successors and n if lar t. This 284 assignment is permitted). 285 20.MISCELLANEOUS: The terms of this Contract constitute the entire agreement between Buyer and Seller. 286 Modifications of this Contract PAII not be binding unless in writing, signed and d'eltver by the to e bound. 2 ` n € ,initials,documentsreferencedin this Contract, Counterpartsand written€r�o fi ons communicated ted 288 electronically or on paper will be acceptable for all Purposes,including delivery,and will be binding. Handwritten or 289 typewritten terms inserted in or attached to this Contract prevail over preprinted terns. If any provision of this Contract 290 is or becomes invalid or unenforceable, all remaining provisions will continue to be fully effective.This Contract will be 1 construed under Florida law and will not be recorded in any public records. 292 . Neither Seller tsar Buyer has used the services of, or for any other reason owes compensation to,a 293 licensed real estate Broker other than: 4 Sellees Broker: NONE 295 (ca y Prier: 296 who is a sn leqt is ns b or s no brokerage Deanship n will be compensated b 297 Seiler r parties pursuant to a listing agreement other(specify) 298 . 299 - . - 300 yrs r arm_ - - {Address,Telephone,n e,Fra, -mall) d -- — Buyr and Set L 1 airknowledge MmPt Of a COPY of than page,Wbichis Page 6 of a€' som _.��Farm Simpli'c`ity 302 who 0 is s single aant is a n s kern i ill n t by 3 l is lI r r parties cant to ff an MLS offer of co n nr( 304 306 { ll IYrefe to as'Broker )in connection with any act relatingto the Property,including but not 1' iced to 306 inquiries, introductions.consultations,and negotiations resulting in this transaction. Seller and Buyer agree to 307 indemnify and hold Broker harmless from and against losses,damages,costs and expenses ,including 308 reasonable attomeys'faes at all levels,and from liability to any person,arising from(t)compensation claimed whichIs 309 inconsistent With e representation in this Paragraph,(2)enforcement action to collect a brokerage pursuant to 310 Paragraph 10. ( any duty accepted by Broker at the request of Seller or Buyer,which Is beyond the scope of 311 services regulated by Chapter 475,Florida Statutes,as amended,or(4recommendations or services provided and 312 expenses incurred by any third party whom Broker refers, recommends,or retains for or on behalf of Seller or Buyer, 313 22.OPTIONAL CLAUSES: (Check if any of the fbilowing clauses are applicable and are attached as an addendum to 314 this Contract), 315 ®(A)Arbitration (E)Seller Warranty (1Existing Mortgage 316 El(B)Section 1031 Exchange (1=)Coastal Construction ConbDI U" ( uyees Afforney Approval 317 El( Inspection and Repair El(G)Flood Area Hazard Zone ( Bellew Attorney Approval Sts Q )Seller Representations El(I-I)Seiler Financing gOther see Addendum 319 23.ADDITIONAL TERMS: 321 322 323 324 325 327 328 329 330 331 332 333 334 335 330 337 338 339 340 341 342 THIS IS INTENDED TO BE A LEGALLY BINDING CONTRACT. IF NOT FULLY 343 ADVICE OF AN ATTORNEY PRIOR TO SIGNING. TO VERIFYALL REPRESENTATIONS344 FACTS AND THAT ARE IMPORTANT THEM AND TO CONSULT AN APPROPRIATE PROFESSIONALL (FOR EXAMPLE,INTERPRETING THE EFFECT OF LAIWS ON THE PROPERTY AND TRANSACTION,STATUS F TITLE, FOREIGN INVESTOR 347 p I' T ,.TC.)AND FOR TAX,PROPERTY CONDITION,ENVIRONMENTAL AND OTHER Seller CL(____j acknowledge !Pt of s copy of this page,which is Page 7 of 8 Pages. C Rev W17 02017 R m 'Form Simplicity W ADVICE. Y THAT OCCUPY THE THAT ALL 349S TTI T ON LL ER 350T TI (OR ORAL, LIQ E UNLESS � INDICATES AL VERIFICATION OF 351 THE REPRESENTATION. YTO RELY SOLELY ON SELLER, F I L INSPECTORS 3552 GOVERNMENTAL AGENCIES FOR VERIFICATIONF T TYIT9 353 FACTS THATMATERIALLY AFFECT VALUE,L , aFOOTAGE 354 Each person signing this Contract on behalf of a party that is a business entity represents and warrants to the other 355 party that such signatory has Rall power and authority to enter into and perform this Contract in accordance with its 356 terms and each person executing this Contract and other documents on behalf of such party has been duly authorized 357 to do so. 358 ' Date; 359y 9 _. Tax ID No.. __ a (Typed or Printed �a�e of buyer) �.�. � - t-� e �_� �.- o Title; TelephoneY1G's `f? 3 y �e.....a, ..-.._-...._r ._....,:...... .......�,...... Dat (Signature of Suffer _ 362 N (Typ or Printed Name of Shyer) _....._.— r__...._ 363 Title;__._.._ _ Telephone. 364 Buyer's Address for purpose of notice 36acsimile mail; (Signa Seller tate 367 _ ,�. -� Tax 3 �do;�' �'. . .... C (Typed or nnted Name o Seller) _ __._. 363 Titley ; .._ Telephone; 369 Date; .. (St nature of Sellers 370 _._...._ _..---•, _� _-_. _. .�a�_ Tax l h3�a.:.._. __ (T d or Printed Name of Seller) 371 Title. 372 Seller's Address for purpose of notice-* 373 Facsimile; _— �.. mail:_ T...._.:_. Elonda REALTORS makes no representation as to the legal validity or adequacy of any provision of this teras in any specific transaction.This standardized torm should m not be used in complex transactions or with extensive riders or addiflons.This form is available for use by the entire real estate industry and is not intended to identify the user as REALTOR*,REALTOW is a registered collective membership mark which may be used only by real estate licensees who are members of the NATIONAL ASSOCtATUN OF REALTORS*and who subscribe to its Code of Ethics_The eoPyright laws of United States(t 7 U.S.Code)forbid the tmauthorized reproduction of this form by any means including IaCsirrrlle or computerz i forms. Buyer t :: )(_ and Seller(1-1 .)4 acknowledge receipt of a copy€f this page, which is Page 8 of 6 gages. OO-5 Rev 9df 7 Serial#:(165774-400161-8073156 0i`2 17 Florida Reattorsv Form DENDU ,ro COMV[ERCIAL CONTRACT THIS ADDENDUM TO COMMERCIAL COQ (the "Addendum"). entered into -this day' of ... ' .. . 7 (thy �� ffec tveLt " a €€ between g ' INF S` T , `.,a Florida corporation(the"Seller")and BB QOZ,LLC,a Florida limited liability company (the, " f'). Seller and Baeyer are hereby collectively referred to as the '60art:ies" and each., individually,a WITNESSETH. WHEREAS, simultaneously with the execution of this Addendum, Seller and Buyer are entering into that certain Commercial Contract,with an effective date o .T��a#-- $: , 2021 (the"Contract": together with this Addendum, hereinafter collectively:, the ` gyreeml-n .") for the sale of that certain real property located in Palm Beach County, Florida, as more particularly described in the Contract and in this Addendum. and 'IEE' , the parties are desirous of entering into this Addendurn to further document their agreement with respect to the sale and purchase of the Property(as defined below). NOW THEREFORE, in consideration of the prem ses and mutual covenants and promises hereinafter contained and the seam of Ten and No/100 Dollars ($10,00) and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows: L Recitals® The foregoing Recitals are trace and correct and are incorporated herein as if repeated at length. Unless the context otherwise requires, all initial capitalized terms used but not defined in this Addendum shall have the meaning or meanings given to such terms in the Contract, This Addendum shall be deemed a part of but shall take precedence over and shall supersede any provisions to the contrar°y contained in the Contract. All references in this Addendum shall be deemed to refer to the Contract as modified by this Addendum, unless the context otherwise requires. 2. r22rtya With respect to the real property,, which is the subject of the terns of the Agreement,Seller represents that the legal description of said real property and other information regarding such real proper are as set forth on Exhibit "'A-]" attached hereto (tire hereinafter the `fro r rtv"). Notwithstanding any provision of'the Contract or this Addendum to the contrary,the legal description of the Property is suiJect to revision and update duringBuyer's Dare Diligence Period to ensure its accuracy, The Property shall include: (a)all rights and appurtenances thereto, including any rights,title and interests of Sellar in and to a iacent streets, alleys or rights-of-way., development rights, use rights, mineral rights, strips,gores,easements,privileg es,rights-of�way,riparian..and other water rights,rights to lands underlying any adjacent streets or roads, if any (such rights and appurtenances are hereinafter collectively referred to as the " prig,rrarace5")-. arid (b) ail straactures, fixtures and otarer improvements affixed to and/or located upon the property, if any, (the preceding items in subparagrapla (b) are hereinafter collectively rel-'erred .to as the a rernena s"). The Property, Appurtenances and Improvements, if arty, are hereinafter collectively referred to in the Agreement as the"Property-" 3. Lrositsm The initial deposit of Twenty Thousand and 04.1100 Dollars ($20,000,00) (thy: d the Additional Deposit(as defined herein is hereinafter referred to as tine�� e o it" The Deposit shall be deposited with Kapp Morrisan LLP("Escrow Agent") within two business days after the Effective Date, After the expiration of the Due Diligence, period, if Buyer has not terrrrinated this d endurn to Commercial Contract Page 1 of 12 1753TWO Contract, the additional amount of Thirty Thousand and 00/100 Dollars ($30,000,00) (the "Additional De sit') shall be deposited with the Escrow Agent. A. Clost n - Notwithstanding any provision in the Contract to the contrary,the provisions of this Section 4 shall supersede and control with respect to the terms of the Closing. 4.1CLO-SkrI&Rate. The closing of the transaction contemplated by the Agreement(the Closin `) shall occur thirty (30) days after Buyer obtains the Required Approvals (hereinafter defined)(the"Qrig pat losi q11), 4.2 CondftiQqLtpegcdqi1t to Oblh- ations of BuNer. The obligation of Buyer to _ consummate the transaction hereunder shall be subject to the fulfillment on or before the Closing Date of all of the following conditions, any or all of which may be waived by Buyer in its sole discretion,provided such waiver is in writing: (a) All of the representations and wan-antics of Seller contained in the Agreement shall be true and correct in all material respects as of the Closing Date; (b) Seller shall have satisfied all Title Objections which Seller elected to cure, if any, and the Required Cure Items(hereinafter defined); (C) Seller shall have delivered to Buyer a Certificate of Compliance from the Florida Department of Revenue as provided for in Section 213.758(4)(a)].a, Florida Statutes, provided, however, actually receiving and delivering the Certificate of Compliance shall not be a requirement or condition precedent to any party's obligation to proceed with Closing pursuant to this Contract, but if the Certificate of Compliance is not obtained, Seller shall indemnify Buyer from any and all unpaid sales tax liabilities arising during Seller's period of ownership of the Property, (d) if required by Buyer's lender, Seller shall have delivered, in form and substance reasonably acceptable to Buyer and Buyer's lender,an estoppel certificate and a subordination, non-disturbance and attornment agreement from the tenant at the Property, dated not more than thirty(30)days prior to the Closing Date-, (e) Intentionally deleted; (f) Buyer shall have obtained the Required Approvals; and (g) Seller shall have performed and observed, in all material respects, all covenants and agreements of the Agreement to be performed and observed by Seller as of the Closing Date. If any condition precedent set forth in the foregoing Section 4.2 is not satisfied as of the Closing Date(or within the time frame specifically set forth in such clause), and Buyer elects. in Buyer's sole and absolute discretion, not to waive such condition precedent, then Buyer shall have the right to either: (i) terminate this Agreement by written notice to Seller, in which event the Deposit shall be returned to Buyer and this Agreement shall be null and void and neither party shall have any further rights or obligations under this Agreement except those which expressly survive termination; or(ii) extend the Closing Date until such condition precedent is satisfied. S. Title Ins!Lrance and Costs.Notwith standing any provision in the Contract to the contrary, the Parties agree to the following which shall supersede Section 6 of the Contract, 5.1 The Parties acknowledge and agree that Buyer shall pay the fee(s) for the title examination and the Title Commitment and the premium for the Title Policy and Buyer shall designate the title company and the title agent for this transaction (4liflfe Corm,awv"). Upon Seller _ providing Buyer with a prior title policy with respect to the Property, Buyer shall cause Title Addendum to Commercial Contract Page 2 of 12 17537100 Company to order a title insurance commitment issued by a Florida licensed title insurer, with legible copies of instruments listed as exceptions thereto Commitment"). Upon the recordation of the deed transferring the Property from Seller to Buyer, an owner's policy of title insurance in the amount of the Purchase Mee, subject only to those exceptions set forth herein shall be issued to Buyer by Title Company(the"Title Folic,,-"), It shall be a condition to Buyer's obligation to close that such Title Policy be insurable at regular promulgated Florida rates by the Title Company of an ALTA Owner's Policy of Title Insurance covering the Property, with such additional coverage and endorsements as Buyer may require(the cost of which endorsements shall be paid by Buyer),in the full amount of the Purchase Price, including any simultaneous issue which Buyer may request. 5.2 If the Title Commitment reflects that title to the Property is subject to any exceptions that are objectionable to Buyer, in Buyer's sole and absolute discretion (the "Title Ob Lections"), then Buyer shall notify Seller in writing of the Title Objections to which Buyer objects at least fifteen (15) days prior to the expiration of the Due Diligence Period (the "Title Notice"). In the event Seller is unable or unwilling to eliminate all of the Title Objections, Seller shall notify Buyer as to the specific Title Objections which Seller is unable or unwilling to remove in writing at least five (5) days prior to the expiration of the Due Diligence Period (the '`Notice Period")(it being the understanding that the failure of the Seller to provide such a notice shall be deemed to be Seller's election not to eliminate or modify any of the Title Objections), and Buyer may either(i)terminate the Agreement by delivering written notice thereof to Seller and Escrow Agent, and in the event of such termination by Buyer, the Deposit shall promptly be returned to Buyer by Escrow Agent without further authorization by Seller as provided herein, or(ii) waive Buyer's objections to such title matters and in such event, such title matters (excluding any Required Cure Items, as defined below) shall be deemed Pennitted Exceptions (it being the understanding that the failure of the Buyer to elect either(1)or(Ji)shall be deemed to be its election of(ii)). If Buyer fails to deliver notice of the Title Objections within the applicable period required above, then it shall have waived its right to object to same and shall proceed to Closing as hereinafter provided (subject to the other terms of the Agreement). Notwithstanding anything to the contrary in the Agreement, Seller shall be obligated at or prior to Closing to cause the satisfaction and/or release of: (A)the liens of any financing obtained by Seller which are secured by the Property, (B) monetary liens that arise by through or under Seller, (C) encumbrances voluntarily recorded by Seller or otherwise placed or permitted to be placed by Seller against the Property on or following the Effective Date to the extent not consented to in writing by Buyer,(D) judgment liens, each caused by Seller, and (E) any other monetary liens that arise by through or under Seller(excluding those described in clauses(A)through (E)above) (with Seller having the right to apply the Purchase Price or a portion thereof for such purpose)(the"Ret rg(terns"). Seiler shall have the obligation to satisfy, release, or cure any such Title Objections which Seller elects to cure (in accordance with the above) and Required Cure Items at any time prior to or concurrently with Closing(as defined below)and with respect to any Title Objections which Seller (provided, if concurrently with Closing, as defined below, Title Company may issue the Owner's Policy with such Required Cure Items and Title Objections being satisfied at such time). Notwithstanding the foregoing, Seller shall not be required to commence litigation to cure the Required Cure Items. All costs and fees associated with satisfying, releasing or curing the Title Ob.ections which Seller elects to cure (in accordance with the above) and Required Cure Items 9 shall be home by the Seller. If Seller is obligated to discharge any Title Objections which Seller elects to cure(in accordance with the above)and Required Cure.Items prior to Closing(as defined below) and fails to do so and/or does not make arrangement for such to be satisfied concurrently with Closing(as defined below), Buyer shall have the right, but not the obligation,to use Seller's proceeds from the Purchase Price to satisfy any such Title Objections and Seller hereby consents Addendum to Commercial Contract Page 3 of 12 17537100 to such and directs Title Company to do so; if the proceeds from the Purchase Price are insufficient to satisfy such Title Objections or if the Title Objections are not curable solely by the payment of money,without resorting to litigation,Buyer may terminate this Agreement in which event Escrow Agent shall promptly refund the Deposit to Buyer together with reimbursement for Buyer's out of pocket costs incurred in connection with this transaction up to a maximum amount of$100,000. During the Due Diligence Period (as hereinafter defined), Buyer shall have the right, at Buyer's sole cost and expense, to obtain a survey ("Survey") of the Property prepared by a land surveyor or engineer registered and licensed in the State of Florida. Any encroachment or defect shown on the Survey shall be treated in the same manner as set forth above, 6. RI Wh_t0f ting of the Pr 6.1 BuN Due Di g en cc.RIL,h ts. (a) Within five (5) business days of the Effective Date and on a continuing basis so long as the Agreement is in effect, Seller shall deliver to Buyer the materials set forth on k&h_Jh#_JJE attached hereto to the extent in Seller's possession and control ("Seller's Qpcuments"). The Due Diligence Period commence on the Effective Date and expire on that date that is one hundred twenty 120 days after the Effective Date(the "Due Dili,.enc e Period"). During the Due Diligenaeriod, in addition to the rights set forth in Section bof the Contract, Buyer shall have the right to review Seller's Documents and communicate with any tenants of the Property. (b) A Sprovals. At Buyer's sole cost and expense,Seller hereby authorizes the Buyer to seek, pursue and secure all required site plan, zoning, land use, financing approvals and CPA approval obtained by any municipalities and/or other authorities having jurisdiction over the Property, as applicable (hereinafter collectively the "Authorities,;" uthodities:,'I. and each an "Authoritv"), for Buyer's intended use of the Property, which shall include, but not be limited to the construction of a mixed use residential/multifamily rental apartment building which shall include ground floor commercial space and shall Dave adequate parking for such purposes (hereinafter collectively referred to as the "Proje "), including, without limitation: (i)alleyway abandonment, (ii)utility relocation, (iii) Florida Power&Light utility relocation, (iv)zoning variances, (v)agency incentives or financing, including without limitation executed agreements with the City of Boynton Beach CRA; and (vi) all other approvals required to construct such Project (items (i) through(vi)above hereinafter referred to as the"App.Lovals"). For the avoidance of doubt, the definition of the terrn"Approvals"shall include all required site plan, zoning, land use and funding approvals required for the Project (the " "). Buyer shall pursue the Approvals using good faith and due diligence in the exercise of commercial reasonableness at all times during the to of this Agreement. Seller agrees to cooperate with Buyer in seeking such Approvals and shall execute, without delay,provided they are non-binding and at no cost to Seller any and all documentation required and/or necessary associated with the Approvals,as well as to otherwise assist and cooperate with the Buyer in addressing any requirement in order to secure the Approvals; provided, however, Seller shall not be required to expend any monies in providing such cooperation. The date upon which all appeal periods related to Approvals received by Buyer have expired is considered to be the approval date for the applicable approval. Notwithstanding anything to the contrary herein ` er has not obtained the Required Approvals by that date that is one hundred eighty 180) ays after the expiration of the Due Diligence Period,and Buyer does not elect to waeecondition precedent of obtaining the Required Approvals, then thereafter either Buyer or Seller shall have the right to terminate this Agreement by written notice to the other party, in which event the Deposit shall be immediately refunded to Addendum to Commercial Contract Page 4 of 12 17537100 Buyer, less the amount of Twenty-Five Thousand and NoM 00 Dollars ($25,0(30), which amount shall be paid to Seller, 6.2 Marketing of Prqp�r_tv. Seller agrees that upon execution of the Agreement,Seller and its agents shall cease negotiation of the sale/purchase of the Property(or any portion thereof) with any other existing or prospective buyers of the Property and shall not market the Plroperty(or any portion thereof) for sale at any time during the term of the Agreement. Additionally, Seller shall not disclose the existence of this Agreement the terms and conditions of this Agreement,and the existence of the option to terminate the lease of the tenant at the Property(the " pb "Tenant Lease" 7. Seller's gesentatiaras and Warranties. Seller hereby makes the following representations and warranties to Buyer as ofthe Effective Date,which such representations and warranties shall be deemed to have been made again as of the Closing: (a) Seller has been duly organized and validly exists under the laws of the State of Florida. The Agreement and the consummation of the transactions contemplated hereby have been duly authorized by all necessary parties on the part of Seller and the Agreement constitutes a legal, valid and binding obligation of Seller, enforceable against Seller in accordance with its terms, subject to applicable laws relating to bankruptcy, insolvency, moratorium, as well as other laws affecting creditors' rights and general equitable principles. The execution and delivery of the Agreement and the consummation of the transactions contemplated hereby do not and will not(i)violate or conflict with the organizational documents of Seller; (ii) breach the provisions of, or constitute a default under, any contract, agreement instrument or obligation to which Seller is a party or by which Seller bound; and (W) require the consent or approval of any other third party or governmental agency. The party executing the Agreement on behalf of Seller is authorized by the organizational documents of Seller to enter into the Agreement and bind the Seller to the terms hereof. (b) Seller has not received written notice of any action, suit, arbitration, unsatisfied order or judgment, government investigation or proceeding pending or threatened in writing prior to the Effective to against Seller which has not been resolved, or if unresolved, could materially interfere with the consummation of the transaction contemplated by the Agreement or could create any obligation or restriction binding on the Property or the holder of any legal or beneficial interest therein following the Closing Date. There is no tax abatement or reduction proceeding that is pending for the Property. (c,) There are no written or verbal leases, license agreements or any other agreements whatsoever regarding occupancy of the Property other than as set forth in Seller's Documents. (d) Except for the Permitted Exceptions and those contracts that will be terminated by Seller at or prior to Closing there are no agreements or other contracts currently in effect that affect the Property to which Seller is a party. (e) Seller has not received any written notice (i) from any applicable government authority of any violations of building codes and/or zoning ordinances or other ordinances, regulations, orders, open permits or requirements affecting the Property, existing or pending-, (ii) of existing, pending or threatened lawsuits or appeals of prior lawsuits against Seller affecting the Property; or (iii) from any applicable government authority of any existing or pending or threatened condemnation proceedings affecting the Property. There are no open building permits or code violations affecting the Property. (f) Intentionally deleted. (g) Any and all agreements, including, without limitation, management agreements,franchise agreements and service contracts for the Property shall be terminated Addendum to Commercial Contract Page 5 of 12 175371 v1 0 at Closing by Seller,at Seller"s sole cost and expense,so that Buyer shall receive all of the Property free and clear of any such agreements, (b) Seller has no actual knowledge, of any '%azardous materials" (as hereinafter defined)attributable to or affecting the Property. As used in the Agreement, a "hazardous material" means (i) any hazardous, toxic or dangerous waste, substance or material, as defined for purposes of the Comprehensive Environmental Response Compensation and Liability Act of 1980, as amended, the Resource Conservation and Recovery Act of 1976,as amended, or any other federal, to or local law,ordinance,rule or regulation applicable to the Property and establishing liability, standards, or requiring action as to discharge, spillage, storage, uncontrolled loss, seepage, filtration, disposal, removal, use, or existence of a hazardous,toxic or dangerous waste, substance or material (collectively, Trev ironmentat LaWLs j") and (ii) any waste, substance or material which, even if not so regulated, is known to pose a hazard to the health and safety of the occupants of the Property or of the property adjacent to the Property. To Seller's knowledge,no prior use, either by Seller or the prior owners of the Property, has occurred which violates any Environmental Law. The Property is not subject to any pending or,to Seller's knowledge, threatened investigation, inquiry or remedial obligation under any Environmental Laws, and this representation would continue to be true and correct following disclosure to any applicable governmental authority of all relevant facts, conditions and circumstances pertaining to the Property. There has been no litigation against Seller brought,or to Seller's knowledge threatened, nor any settlement reached, by or with any parties alleging the presence, disposal, release or threatened release of any hazardous materials from the use or operation of the Property, 7.2 RrLinL2-DLown-QeAifiqa e. At Closing, Seller shall deliver to Buyer a certificate, l dated as of the date of Closing and executed on behalf of Seller by a duly authorized officer thereof, confirming that the representations and warranties in Section 7.1 are true and correct in all material respects. 7.3 LyeseLijgtions 'M__ p_ .A §- Tlee representations, warranties and indemnities of Seller set forth in the Agreement, updated as of the Closing Date in accordance with the terms of the Agreement, and as set forth in any Closing document delivered by Seller,shall survive Closing for a period of ninety(90)days after closing, 7.4 Covenants of Seller. From the Effective Date hereof until the Closing or earlier ten-nination of the Agreement except as set forth in the Agreement, Seller shall operate, insure,and maintain the Property in a manner generally consistent with the manner in which Seller has operated and maintained the Property prior to the Efiec-tive Date. Seller shall not enter into or record any easement, covenant license, permit, agreement or other instrument against the Property or any portion thereof except as may be required to enable Seller to perform its obligations under the Agreement or to enable the Buyer to obtain the necessary Approvals. Seller shall not cause any action to be taken which would cause any of the representations or warranties made by Seller iu the Agreement to be false on or as of the Closing Date. Seller shall promptly deliver to Buyer any written notices received pertaining to the Property and any inquiries received from third parties Pertaining to the Property. Seller shall promptly notify Buyer in wTiting of the occu nce of arty rre event or condition which occurs Prior to the Closing Date which causes a change in the facts related to the truth of any of the representations or warranties made in the Agreement, & Seller Default. Section 14(a)of the Contract,is hereby replaced with the following: Addendum to Commercial Contract Page 6 of 12 175371vIO (a)In the event the sale is not closed due to any default of failure on the part of Seller other than failure to make the title marketable after diligent effort, Buyer may: (i) elect to terminate this Agreement and receive a return of the Deposit; or (ii) Buyer may seek specific performance. Notwithstanding anything to the contrary herein, if specific performance is not available as a remedy because of the actions or inactions of Seller,then Buyer may exercise all remedies available at law or in equity against Seller, including without limitation, suing for damages. 9. BrokeraLre Commissions.With respect to the transaction contemplated by the Agreement, Seller and Buyer each represent that it has not dealt with or engaged on its behalf or for its benefit with any real estate broker. Each Party hereto agrees that if any person or entity makes a claim for brokerage commissions or finder's fees related to the sale of the Property by Seller to Buyer, and such claim is made by, through or on account of any acts or alleged acts of said Party or its representatives, said Party will protect, indemnify, defend. and hold the other Party harmless from and against any and all loss, liability, cost, damage and expense(including reasonable attorneys' fees) in connection (herewith. The provisions of this Section 10 shall survive Closing or any termination of the Agreement. 10. MisceRapeous. 10.1 Con fidentialfiv. Buyer and Seller and each of their representatives shall hold in strict confidence the to and conditions of this Agreement, the existence of the Lease Termination Option (hereinafter defined), all documents, data and information obtained with respect to this transaction, the intended development of the Property by Buyer, the Project and/or the Approvals, whether obtained before or after the execution and delivery of the Agreement. and shall not disclose the same to any other party; provided, however,that it is understood and agreed that Buyer may disclose such data and information to the employees, lenders, consultants, accountants, investors and attorneys of Buyer or as otherwise required by law or by court order or in order to the consummate the transaction contemplated herein and/or obtain the Approvals. The provisions of this Section shall survive the Closing or earlier termination of the Agreement. 10.2 Public Disclosure. Seller and Buyer shall not make any press release or public disclosure of the terms and the conditions of this Agreement,the existence of the Lease Termination Option,the transaction contemplated in the Agreement or related to the Buyer's development plans, without the prior written consent of the Buyer, which may be withheld in its sole and absolute discretion. The provisions of this Section shall survive the Closing or earlier termination of the Agreement. 10.3 Notices. The addresses and contact information of the Parties for purposes of notice is as follows: If to Seller: RAJA'S FAMILY INVESTMENTS. INC. PO Box 1140 Bovnton each. Florida 33426 AttwShafi�Lul Islam Email: shamsad369@hotmail.com With a copy to: The Wallacetawar iEggp–Pl- 2 A .. -0()u4n Lakes Drive#200 Boynton Begpli. Florida 33426 Attn:Steven E.Wallace- Bir Addendum to Commercial Contract Page 7 of 12 175371vlD Email:wallace gW1"o e.com If to Buyer: EE QOZ,LL 613 NW 3rd Ave, Suite 104 Port Lauderdale FL 33311 Attn: Je Email: sir igns,4a ='f r ;i r,_? z'------------- With .:Fath a copy to: Kapp Morrison LLP f' 7900 Glads Road, Suite 550 Boca Raton,FL 33434 Attn: Lance M.Aker, Esq, Phone:(561)766-0005 Email: lakerLlii- a� orr so . o 10. 1 TO-M! Isp 4 PA Simultaneous with execution of this Agreement,Buyer shall enter into a confidential agreement with the tenant under the Tenant Lease which shall provide a termination option exercisable unilaterally by Buyer which provides for the termination of the Tenant Lease (the "Lease Termination Option„). The Lease Termination Option shall be conditioned upon the sale of the Property to Buyer. 10.5 Intentionally deleted. 14.6CJ ctr 103 Vie. Se11er hereby clowledges and agrees that e purchase of the Property or any portion thereof pursuant to this Agreement may comprise p an of(i)an independent like-Erin (tax deferred)exchange under Section 1431 of the Internal Revenue Code(a"1031. Exchange”)andJor(ii)a transaction involving investment into an Opportunity Zone (an"OZ Investment"),provided that same will not delay the Closing,cause additional expense to Seller,increase Seller's liabilities or obligations or otherwise modify any ofthe terms or provisions of this Agreement.ent.Buyer's rights under this Agreement may be assigned to a qualifier)intermediary for the Purpose of completing a 1031 Exchange. Seller agrees to reasonably cooperate withat net cast to Seller. (i) Buyer's qualified intermediary for the purpose of effectuating or facilitating a 1031 Exchange,provided that Seller shall not be required to incur any liability or costs,or take title to any other property, in connection therewith, and/or(ii)Buyer to enable Buyer's completion of an CMZ Investment including, without limitation, to modify this Agreement, structure of the transaction and the closing procedures and deliverables hereunder to allow a 1031 Exchange and/or an OZ Investment to comply with applicable lave,rules or regulation pertaining thereto so long a any such modifications do not have an adverse effect on Seller provided such does not change the material terms of this Agreement(i.e. Closing Date, and Purchase Price).. 10,7 Counter]@A& The Contract and this Add ndurrr may be executed in counterparts and may be executed electronically or by pdf signatures, and all such executed counterparts shall constitute the same agreement,and the signature of any Party to any counterpart shall be deemed a signature to,and may be appended to.any other counterpart. 10.E waiver of T rr TrialsT14E RESPECTIVEPARTIES HERETO SHALL AND THEY HEREBY DO 'NAIVE TRIAL By JURY IN ANY ACTION, PROCEEDING f1 COUNTERCLAIM BROU T BY EITHER OF THE PARTIES 14ERETO AGAINST THE OTHER ON ANY MATTERS WHATSOEVER3 OUT OF OR IN ANY WAS` CONNECTED WITH THE AGREEMENT,ORP THE ENFORCEMENT OF ANYRE 'IE RELATING HERETO UNDER ANY STATUTE, EMERGENCY OR OTHERWISE, T HE PROVISIONS OF TFUS SECTION, S14ALL SURVIVE THE CLOSING OR EARLIER TERMINATION OF THE AGREEMENT. Addendum to Commercial Contract Page 8 of 12 175,37100 10.9 Time of the Essence. Time is of the essence with respect to each and every provision of the Agreement. 10.10. "ASIS";DisclaiiiierofWwTanties. Buyer acknowledges that Seller is conveying the Property to Buyer in "as is" condition. Buyer acknowledges that,except as expressly set forth in this Agreement and the documents delivered by Seller to Buyer at Closing, Seller has not made any warranties or representations concerning the Property or any component thereof, including, without limitation,the operation of or the costs or results of the operation thereof, the condition of the improvements; the existence, location, quality or condition of any personal property; the concurrency status of the Property;the zoning or other land use restrictions affecting the Property; the enforceability of any contract other agreement or right assigned hereunder; the compliance of the Property or any part thereof with any govemmentai requirement-,the use or existence or prior use or existence of any hazardous material on the Property; or the accuracy or completeness of any statement or other matter previously disclosed to Buyer. Buyer represents that it is purchasing the Property in its present condition,the Buyer having made(or having the opportunity to make during or prior to the Due Diligence Period) its own inspection and examination of the Property and all components thereof. EXCEPT AS SPECIFICALLY PROVIDED FOR HEREIN AlD T14E DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, THERE ARE NO EXPRESSED OR IMPLIED WARRANTIES GIVEN TO BUYER IN CONNECTION WITH THE SALE OF THE PROPERTY. SELLER DOES HEREBY DISCLAIM ANY AND ALL WARRANTIES OF MERCHANTABILITY, HABITABILITY AND FITNESS THAT MAY BE DUE FROM SELLER TO BUYER. NOTWITHSTANDING ANYTSING TO THE CONTRARY SET FORTH IN,T141S SECTION SHALL SURVIVE THE CLOSING. 10.11. Release. Except as expressly set forth in this Agreement and the documents delivered by Seller to Buyer at Closing, Buyer, on behalf of itself and its heirs,successors and assigns,hereby waives, releases, acquits and forever discharges Seller, its officers,directors,partners, shareholders,employees, agents,representatives and any other person acting on behalf of Seller, and the successor and assigns of any of the preceding, of and from any and all claims, actions, causes of action, demands, rights,damages, costs,expenses or compensation whatsoever,direct or indirect,known or unknown, foreseen or unforeseen,which Buyer or any of its heirs, successors or assigns now has or which may arise in the future on account of or in any way related to Or in connection with any past,present or future physical characteristic or condition of the Property, including,without limitation, any hazardous material in,at, on, under or related to the Property, or any violation or potential violation of any governmental requirement applicable thereto. This release shall survive the Closing. [SIGNATURES FOLLOW ON NEXT PAGE] Addendum to Commercial Contract Page 9 of 12 17537100 IN WFINESS WHEREOF, the Parties hereto have duty executed this Addendum as of the date set forth on the first page hereof and the individuals executing this Addendum specifically acknowledge that they have authority to execute this Addendum and bind each of the respective Parties. SELLER: RAJA'S FAMILY INVESTMENTS, INC.. a Florida corporation 7 Printed atne---- ltsmow_ Date: BUYER: BB QOZ, LLC, a Florida limited liability company Prfgn ,&V, Date: 46' Addendum to Commercial Contract Page 10 of 12 17637100 Exhibit" _ Legal DescHptions and Details oft e Property Y , fthe North 59.25feet of Lot 14 and afi of the East 9 feet of the North 58.25 feet of 16t 3, Block original townsite of Boynton, Florida, according to a plat thereof on file Book t, e , Flom tali also according t -1 " hed sketch of Lot 14 and East 9 feet of Lot 1 , Block , original townsite of Bo sd pr re y, fe , d ate fgFlorida, , 1939,and marked on said sketch as 'Tract I"; also TRAM All f theSath, feet of Lot 14 and the East 9 feet oft feet of Lot , Block original town f Boynton, Florida, according to a plat thereof on file in plat Book 1, Page 23, PalmCounty, Florida public records, and also according the attached sketch of Lot 14 ast 9 feet of Lot 1 ,Block , original t itef tin, lore swveyed and p `r. George S. Brockway, Engineer, der date of Decerriber 1939, dk k ; Exhibit"B" Property Reports I. Any and all reports regarding the presence of hazardous materials on or about the Property, including, but not limited to environmental reports; 2. Recent property tax assessments and bills; 3. All information,plans or notices pertaining to the zoning of the Property and development rights in connection with the Property; 4. Copies of any violation notices received from governmental authorities in connection with the Property; 5. All documents or contracts evidencing obligations of Seller to be assumed by Buyer, 6. Current insurance policies; 7. Information on any liens and open its; 8. Previous,current and proposed building plans and specifications for the Property; 9. Any estoppel certificates as may be required by a lease; M All current leases and rent rolls; ]I. Any and all contracts which may exist between Seller and a third-party entity performing work on the Property; 12. Any report in the possession of Seller including appraisal(s), property condition report(s) and all other studies, notices or information pertaining to the condition or value of the Property; 13, An existing ALTA Sul Vey of the Property; 14. A copy of the owner's policy of title insurance for the Property; 15. Copies of all warranties and guarantees pertaining to the Improvements; 16. Any other documents or information reasonably requested by Buyer with respect to the transaction contemplated by the Agreement Addendum to Commercial Contract Page 12 of 12 17537100 i a _ _. ....... �... .�.�, m f All f �h IN " rr IF � a Lr4 —T �, ter U s 2 , , b t' y I 1 u jVi � I - 1 xG_ s 0 - Lu L"J- 06 0) 4-j U) I (D dh JH i a • U,r,t� � ➢ilk � � �§- • is 'o1�7 • � � a»,a` ��t t} i � N � 1� ��, � � ' �,��N' ��m fir, �1:s cr U so is t 4-1 fld tt �iSt y ra �r,�� y � ;•{_ �,)4 \��11� itr�tti' ,��lit ,., - �i All M�A. rt � �t 15 i Q) Mo C # +� M' _0 _0 � L O � _ O ~ > U Q) �3 Q) � – L 3 Q) -C _0 CL co C =3co Ln O Q) aA Q) V O Q ++ +' >, U O Q) 0 Q) O -CL CC •3 O N U �--� L �••� ate-+ > _ cB M E cB CO o C a o L 1 =3cr L- �n �n L t1A qQ w U fB U c Q) C) U0• m ++ +�+ +' L U U Q) (V cB Q) O 'LL +_0 _0c Q) Q > _O Li CL Q Lu H O N cu Q N � t > m H C: O N +� 'n �, 'a Q u .� QJ cB >, > � U Q) � 0 0 O O O -1 +' L cB V a , cn O m > C)- C) 2Q H m Q) Q) ec m +� C: {!) Q) U Q) m a cn (.0 +' cn i O O C +O Q) +�-� O 0 c E � w vLni +' > ++ X +' 00 o Co >� L N fB U ++ � U QJ Q Q 076 2 +•+ +. N M S `n v N U O aL, © E Q) S N -0 Q - � ' CL U — � N 'N E j• � N f� cin U N Q) fB U L L a , t O U -C rcB N — Q +' Q 3 ++ -C O' ++ Z3 E cLy L 0 Lncu (UEL 4%lj > (10 cB O Q 'in Q M +, 0 U Oi5 m ate-+ Q Q ' C6 ate+ W U Q 'vf U t 0 0 cn O U (uE O Q) H Cu0 Q U Lu f�6 �O c: O 0 O-C u O X ' Q U Q U H Q E H -0 O U D a U Q) ++ cn R3 Q m m 1 ® ® l ® l r =1 � G 1 �_ �t `Y4_ _ _ �, k — El — i A� � 1� � t __�t�� Ffix d } 1� �. � _ � ! �- ,(( �� _ 't`��F�lh�iti�� 1/' I ./ ®®® ® a e " ® s. • ®� I®• TCEA TRAFFIC I M PACT ANALYSIS THE PIERCE BOYNTON BEACH, FL Prepared by: Kimley-Horn and Associates, Inc. West Palm Beach, Florida Kimley>Morn October 15,2021 Registry#696 Kimley-Horn and Associates,Inc. 1920 Wekiva Way Christopher W West Palm Beach,Florida 33411 lti�„nuirn„�� 561/845-0665 TEL *e�pgHER{y H.- H e g g e n ENs - This item has been eledronically m�_ signed and sealed by Christ.".,W. *, No.58836 1*a Heggen,P.E.using Digital Signature anddate.Printedcopiesofthis NATE OF s��4\ document are not consideredgnsigned 2021 . 1 0. 1 5 and seated and the signature must be verified on any electronic copies. 12:05:32 -04'00' Christopher W. Heggen, P.E. Florida Registration Number 58636 Traffic Impact Analysis Kimley>Morn Table of Contents Introduction............................................................................................................................................ 1 Inventoryand Planning Data ...................................................................................................................3 ProjectTraffic..........................................................................................................................................4 TripGeneration...................................................................................................................................4 TrafficDistribution...............................................................................................................................6 IntersectionAnalysis.............................................................................................................................. 10 PedestrianAccess.................................................................................................................................. 12 EastOcean Avenue............................................................................................................................ 12 SouthFederal Highway...................................................................................................................... 12 Conclusion............................................................................................................................................. 13 Appendix A: Project Site Data Appendix B: Turning Movement Counts Appendix C:Volume Development Worksheets and Signal Timing Appendix D: Synchro Output Worksheets k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-15 the pierce tia.docx Page I i Traffic Impact Analysis Kimley>Morn List of Tables Table1: Development Intensities ............................................................................................................1 Table2: Trip Generation..........................................................................................................................5 Table 3: Existing Intersection LOS and Delay.......................................................................................... 10 Table 4:Total Future Intersection LOS and Delay...................................................................................11 Table 5:Total Future Intersection LOS and Delay (Modified Signal Timing) ............................................11 List i Figure1:Site Location .............................................................................................................................2 Figure 2: Project Traffic Distribution........................................................................................................7 Figure 3: Project Traffic Intersection Assignment (percent)......................................................................8 Figure 4: Project Traffic Intersection Assignment (peak hour volumes)....................................................9 k:\wpb_tpto\brooks\npn\chris\boyntontcea\2021-10-15 the pierce tia.docx Page I ii Traffic Impact Analysis Kimley>Morn Introduction The Pierce is a mixed-use redevelopment project that is proposed to be located within the area bounded by NE 4t"Street on the west, Federal Highway on the east, East Ocean Avenue on the south, and Boynton Beach Boulevard on the north. The overall site includes several existing buildings on site, which are proposed to be demolished and replaced by the redevelopment project. Table 1 summarizes the existing and proposed land uses and intensities. Table 1: Development Intensities ® 111 •1 Convenience Store 1,792 SF -- High-turnover Sit-Down Restaurant 2,794 SF 7,100 SF General Office 12,477 SF 6,200 SF Commercial Retail 4,104 SF 3,500 SF Multi-Family Residential -- 236 DU The site is within the City of Boynton Beach's Transportation Concurrency Exception Area (TCEA). Figure 1 illustrates the site location. The parcel control numbers for the properties associated with the redevelopment are the following: • 08-43-45-28-03-006-0100 0 08-43-45-28-03-006-0130 • 08-43-45-28-03-006-0111 0 08-43-45-28-03-006-0010 • 08-43-45-28-03-006-0120 Kimley-Horn and Associates, Inc. was retained to prepare a traffic impact study to determine the impacts of the modifications to the approved site plan. Because the site is in the adopted TCEA boundaries, a full evaluation of roadway capacity is not required. However pursuant to Article 12, Chapter K within Palm Beach County's Traffic Performance Standards Ordinance (IPSO), an abbreviated traffic impact study that includes the net traffic generated with the site plan modification,assignment throughout the Test 1 Radius of Development Influence, and projections of future traffic at the site access is required. This document presents the methodology used to satisfy these requirements and the results of the traffic impact study. Additionally, Level of Service (LOS) analyses have been performed at the signalized intersections of Boynton Beach Boulevard & Federal Highway and East Ocean Avenue & Federal Highway. Parcel data summaries are included in Appendix A. k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-15 the pierce tia.docx Page 11 riar c,rt\1 ' ,r.r � 1 3, t, ",11�t \t1�„}i 7lr�i ixtt�.tt,�r ! 4(1,1,,,,33Y„Y,l'Af 1y,t rant, }} rl »t ; 5ksl,i{S it)y\1,,,,1 rs{ t It 's Zi',tult a? •^a sis \ y ,1S °tj t:;r„tl� it,,.'tit ( i,`,. -,r,' }1 „1� 1pl f ,, U w s1\ ,\,, i t ` tit i}!t 'vjrkt, \rt it,la y 'i c- ,is^" t`iSi)}llttS} S 11 :,'.t� ,,))siUdAa4 R5 b\ 9 t; i 1�j{��,.'` \i>,± „ �hJ1 \t t\ tf, t t ,r ' Sil t 7'll�{#�,tC'} �t :. � £ t 1S ti s\t (, k1111\�1f$lr;�,,, n� `7 :iJ( ttf ,1��i�r tl�' 3u3Y t!,»; ) t �, 1 a i },Y; i�1��S} ` 41i\ mr t ti,t t is1 t; t 11, t£ 4i<rt u,t# ,x j},i{2\ , }�'r� 'h' ,t'ltil Su»,c 'tt>,t t ,s 1SaJ t` }�, lr,t4 " t it'll jJ�r'11?r{etas win :: 3� >,il,`;,} 1�> MAW1t rt tt' 1t• , I S{{},,t v,` !,� }+ r , -\? ls,r ,, {!, \„ ti{ :.,rrt,.�A)} \ ,it: !` ,.s i,,�i4' ", »x€41 „t ( t ��., ,,r t 4'`i sup u n t, r 4 t,c'tP, Ft n, 1r �t „a� stlif{ld r-, 1t1{,�r� t alfl)fi� f ,1`'' r#, ''i 4, i}�ft - "tc i ty - ih t<t r rs V 1 ,tc f ,t t ,`; 4i � 'hs,5 vt t Z, ,t t,3�,, ,sir, 3 t s 1 � � , (, 1 � 1 1`, s}� t1t�V`�t. ) � » ,.0 i ..�a �� \ }11 (S rr '>3n:. 4 y,ty „, 4 l.t �� ., � ,4ys,�,r t tv,4', ,,. `r 's' its 4 \ f yt- l�,t ",�Fs``rit21t 11,.,4<, ",,�;sfi „si .Ji'fi`z\�}s t MAW y ,t l,,: .%won t 4 1f,, - �' ' ,,rl r, y,, {,c f i s \ �,\1 rty4»{, a iSti)1, '. 1,1141 t ,vitt. 4�v t �� s�•. ,{t. .: r,.!s t l „,t;tt lr lun „�, '}s c It ,1, »' 1 „ ( r a }. ,s a„\� -i 3i { 1t t .\i}41 a i s \,, ':I ct,"N' ri }, S i # � i 1J i%r� t } t r t, rt f)< \ � , 4 ass ,i u ,t�j}iji i t, 1 e,`1,.�.,. 1,, ,.., 1., .,.:.' 11Ud f. ;'.' ,t ll,..,. �� , ..t}}} ,,,;; r ,,, }t SIM t ,l }i P ,, „ f - } t1{.t t` i J y 4s?rr. -!"f l tituty 1 t r slt,,s,}, ;t{�(snut,,, +t, if `r: t t,�s„ ',21 rtr r i'; �,1 �1 itllt�a,S�, aii ts„ a}t F) ,}},, fy °c »r2 trr11.,. ,,`tt,��. 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"r',tl LEGEND FIGURE 1 The Pierce lizi Project Site Site Location NORTH Trafficways Traffic Impact Analysis Kimley>Morn PlanningInventory and The data used in this analysis was obtained from the Palm Beach County Traffic Division and FDOT Annual Average Daily Traffic.The data included: • Historical growth rate information (FDOTTraffic Online) • Committed development traffic data (from the Palm Beach County TPS database) Turning movement count summary data was obtained from the Palm Beach County Traffic Division at the following signalized intersections: • Boynton Beach Boulevard & Federal Highway • East Ocean Avenue & Federal Highway Turning movement counts are included in Appendix8, and TPS database worksheets are included in Appendix C. k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-15 the pierce tia.docx Page 13 Traffic Impact Analysis Kimley>Morn TrafficProject Project traffic used in this analysis is defined as the vehicle trips expected to be generated by the project and the distribution and assignment of that traffic over the study roadway network. Trip i The daily and peak hour traffic generation for the approved and proposed site development was based on trip generations rates published by Palm Beach County Traffic Division. The trip generation estimate for the proposed project was developed using standard methodologies and procedures for performing traffic impact studies within Palm Beach County. As such, the trip generation potential for the site was adjusted based on the following: • Projects located within the Transportation Concurrency Exception Area (TCEA) are not subjected to standard traffic concurrency analyses. Nonetheless, the potential trips associated with the project have been included within the estimated driveway volume calculations and for site specific analysis purposes. • Residential projects located within the Coastal Residential Exception Area (east of 1-95) are not subjected to concurrency. Therefore, the trips associated with the residential portion of the proposed project have been discounted to reflect this exemption, as per Chapter I - Section 3 of the County's TPS. Nonetheless, the potential trips associated with the residential portion of the project have been included within the estimated driveway volume calculations. • The traffic volumes associated with the existing buildings on site were calculated and were subtracted from proposed traffic volumes to determine the net change in traffic resulting from site redevelopment. • Pass-by reductions have been applied in accordance with the rates established by Palm Beach County. • Internal capture reductions have been applied in accordance with reductions developed using ITE's Internal Capture Worksheets, which are found in Appendix B. Table 2 summarizes the trip generation calculations. The modified site plan is expected to generate an increase in 1,185 net new external daily trips, an increase of 78 net new external AM peak-hour trips (+21 in,+57 out), and an increase of 76 net new external PM peak-hour trips(+54 in,+22 out)compared to the existing uses. For significance purposes, the site plan modification would a minimal increase in AM peak hour trips (+3 peak hour trips) and a decrease in PM peak hour trips (-9 peak hour trips) with the residential projects being removed from the trip generation comparison due to being within the CREA. k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-15 the pierce tia.docx Page 14 Traffic Impact Analysis Kimley>Morn Table 2: Trip Generation Convenience Store 1.792 KSF 26 28 14 14 28 14 14 High Turnover Sit-Down Restaurant 2.794 KSF 313 28 15 13 27 17 10 General Office(>5,000 SF) 12.477 KSF 141 38 33 5 14 2 12 General Commercial(<10,000 SF) 4.104 KSF 516 4 2 2 41 20 21 Subtotal 996 98 64 34 110 53 57 Internal Capture Convenience Store 0 0 0 0 0 0 0 High Turnover Sit-Down Restaurant 133 7 3 4 9 5 4 General Office(>5,000 SF) 65 9 5 4 2 0 2 General Commercial(<10,000 SF) 120 2 1 1 11 6 5 Subtotal 318 18 9 9 22 11 11 Pass-By Capture Convenience Store 61.0/ 16 17 9 8 17 9 8 High Turnover Sit-Down Restaurant 43.0/ 77 9 5 4 8 5 3 General Office(>5,000 SF) 10.0% 8 3 3 0 1 0 1 General Commercial(<10,000 SF) 62.0% 246 1 1 0 19 9 10 Subtotal 347 30 1 18 12 45 1 23 22 Driveway Volumes 678 80 55 25 88 42 46 Net New External Trips 331 50 37 13 43 19 24 General Commercial(<10,000 SF) 3.5 KSF 440 3 2 1 35 17 18 High Turnover Sit-Down Restaurant 7.1 KSF 796 71 39 32 69 43 26 Multifamily Mid-Rise 236 DU 1,284 85 22 63 104 63 41 General Office(>5,000 SF) 6.2 KSF 72 32 28 4 7 1 6 Subtotal 2,592 191 91 100 215 124 91 Internal Capture General Commercial(<10,000 SF) 199 1 1 0 22 12 10 High Turnover Sit-Down Restaurant 242 16 11 5 25 11 14 Multifamily Mid-Rise 198 10 1 9 19 10 9 General Office(>5,000 SF) 47 9 5 4 2 1 1 Subtotal 686 36 18 18 68 34 34 Pass-By Capture General Commercial(<10,000 SF) 62.0% 149 1 1 0 8 3 5 High Turnover Sit-Down Restaurant 43.0/ 238 24 12 12 19 14 5 Multifamily Mid-Rise 0.0/ 0 0 0 0 0 0 0 General Office(>5,000 SF) 10.0% 3 2 2 0 1 0 1 Subtotal 390 27 15 12 28 17 11 Driveway Volumes 1,906 155 73 82 147 90 57 Net New External Trips 1,516 128 58 70 119 73 46 Proposed Non-Residential-Existing Non-Residential Net New External 99 3 0 3 -9 1 -10 Radius of Development Influence: 1 miles Land Use Daily AM Peak Hour PM Peak Hour Pass By Convenience Stare 14.3'PM trips 15.5 trips/1,000 sf(50%in,50%out) 15.5 trips/1,000 sf(50%in,50%out) 61.0% High Turnover Sit-Down Restaurant 112.18 trips/1,000 sf 9.94 trips/1,000 sf(55%in,45%out) 9.77 trips/1,000 sf(62%in,38%out) 43.0% General Office(>5,000 SF) Ln(T)=0.97'Ln(X)t2.50 Ln(T)=0.94'Ln(X)t26.49(86%in,14%out) 1.15 trips/1,000 sf(16%in,84%out) 10.0% General Commercial(<10,000 SF) 125.61 trips/1,000 sf 0.94 trips/1,000 sf(62%in,38%out) 9.9 trips/1,000 sf(48%in,52%out) 62.0% MulSfamily Mid-Rise 5.44 trips/DU 0.36 trips/DU(26%in,74%out) 0.44 trips/DU(61%in,39%out) 0.0 General Office(>5,000 SF) Ln(T)=0.97'Ln(X)t2.50 Ln(T)=0.94'Ln(X)t26.49(86%in,14%out) 1.15 trips/1,000 sf(16%in,84%out) 10.0% k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-15 the pierce tia.docx Page 15 Traffic Impact Analysis Kimley>Morn Traffic i i i Traffic distribution is the pairing of trip ends from the subject site with other land uses in the area. These trips were assigned to the surrounding roadways based upon a review of the roadway network proposed to be in place at the time of buildout and its travel time characteristics. The distribution according to cardinal directions is: NORTH - 20 percent SOUTH - 30 percent EAST 10 percent WEST 40 percent The site traffic was assigned to the surrounding roadway network based upon existing travel patterns and the traffic distribution. Figure 2 illustrates this traffic distribution. The AM and PM peak hour trips for the project were then assigned to the surrounding intersections, as shown in Figure 3 (percent assignment) and Figure 4 (peak hour project traffic volumes). k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-15 the pierce tia.docx Page 16 - �5,, t t.r, `i ,si„ � t i a{ t„ 1�1 14�i s r {(5�.:� ,, i11. ,� �' - o' t r,, s t 1>7! stl7 It ?,4,1 iiy,l} „v�Y,lAnal r,� , Il , 3rr, 1 { , i5 r f� ' 77 s,!\ t, 1 lotf s ii'<i�; sst 1:,vrC lr •s- kill �+ ;rll(f��f t Atl ,?,(�,, +i} st,y tnu s�tis )4s}S r V s 1 114 l ((y} ttft , s, �` 12 s' � s t �, s r <'2 4 t t A4!f:r(lSt( #, ;i t ;! 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UA, t y rr O \1 1k�4Gtli �� b}idi , �t, f \ - i ,(}AM 3 s kM sg uta r «rrftt2ttt+s” vtti Sk- � }t t ! S,43it 1Yi ijilt•4��r N i vIt t ns ,. rr}Ut i{,tr,.. \ \{11.5 , s lr t r �`� s �Us �Jt;' t,,,�{r?f xd s, ,'st -} i1i }4 { t+, 1r 7+,�(r +{il{il44k,i�1 i k4 � sil yi� if, �` L>t} ( �. ja f • i,li lr,1l ,��?u �i �)�-- iia i/(�, t}t't tj �i!1� n ) 1 1 ( • .;i. S)1 � 't��?. Boynton Beach Blvd ,ihiit Alf” is » snt” AZ N st S } { VSi 3 l 0 00 � A 20% Yea}t1` �t j ? 4}{}.{z lti iSA�ts,sg,l�t nt 3t {, D „s11s} 1a;,s ;lirii<tti, Spt vY S t r }iii t ,� -<,,r+ + K 1 Is 1 { Ai! 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The intersections analyzed were the following: • Boynton Beach Boulevard & Federal Highway • East Ocean Avenue & Federal Highway The most recently-published count data was obtained from the Palm Beach County Traffic Division and a peak season conversion factor(PSCF)was applied to the counts. It is also noted that condition#8 of Policy 1.2-u in the Transportation Element of the Palm Beach County Comprehensive Plan, which is the policy tha testablished the Boynton Beach TCEA, requires the following: 8. The City shall annually monitor the intersection of Boynton Beach Boulevard and US-1, and coordinate with FDOTand the County to improve this intersection when necessary, and if feasible. Therefore, this analysis addresses the monitoring requirement for this intersection. An intersection operational analysis was completed using Trafficware's Synchro 10.0 Software and the methodologies outlined in the Highway Capacity Manual, 6t"Edition. The intersection delay and level of service are summarized at the three intersections for the existing and total future total scenarios in Table 3 and Table 4, respectively. As shown in these tables, the intersections operate at an overall level of service of LOS D or better in the AM peak hour during both existing and total conditions with redevelopment of this site. During the PM peak hour,there are LOS E conditions if the signal timing were not adjusted. However, based on changes in traffic volumes on the various intersection approaches, adjustments to the signal timing durations are appropriate. With assumed adjustments to the signal timing, both intersections will operate at an overall LOS D Therefore, the intersections will operate acceptably with the project traffic in the future at project buildout. Table 3: Existing Intersection LOS and Delay i Boynton Beach Blvd & Federal Highway D 39.3 sec D 40.6 sec East Ocean Avenue & Federal Highway D 37.8 sec D 47.1 sec k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-15 the pierce tia.docx Page 110 Traffic Impact Analysis Kimley>Morn Table 4: Total Future Intersection LOS and Delay i Boynton Beach Blvd & Federal Highway D 48.1 sec E 58.6 sec East Ocean Avenue & Federal Highway D 42.7 sec E 56.6 sec Table 5: Total Future Intersection LOS and Delay (Modified Signal Timing) NMI iElm ------------------------ Boynton Beach Blvd & Federal Highway -- -- D 54.2 sec East Ocean Avenue & Federal Highway -- -- D 48.0 sec Signal timing worksheets are included in Appendix C. Synchro output worksheets are included in Appendix D. k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-15 the pierce tia.docx Page 11 Traffic Impact Analysis Kimley>Morn Pedestrian The project will include connections and enhancements to the pedestrian network in the surrounding area, particularly on the tow roadway frontages with the highest pedestrian activity: East Ocean Avenue and South Federal Highway. Below is a summary of the enhancements proposed: East Ocean Avenue The existing sidewalk in the public right-of-way varies in width from 7 feet to approximately 20 feet in the areas where parallel parking spaces are not provided. The conceptual plan includes enhanced pedestrian zones of varying width on the private property that tie directly into the existing sidewalk, creating an enhanced overall pedestrian zone along the East Ocean Avenue side of the property. Moreover, direct connections are provided into an internal plaza/courtyard from the pedestrian zone on East Ocean Avenue. South Federal Highway The entire site frontage along South Federal Highway includes a 10'-wide sidewalk, plus an 8'-wide pedestrian zone on the back of that sideways. Additionally, the majority of the building frontage on this roadway includes a covered arcade facing the public right-of-way,providing protection from the elements for pedestrians. Additionally, sidewalks are proposed along the property frontage on NE 4t" Street and on the south side of NE 11t Avenue. An elevated bridge is proposed from the parking garage over NE 1 It Avenue to provide direct pedestrian access for building residents to access the multi-family component of the site. k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-15 the pierce tia.docx Page 112 Traffic Impact Analysis Kimley>Morn Conclusion This evaluation analyzed the traffic impacts associated with the redevelopment of the site located within the area bounded by NE 4t" Street on the west, Federal Highway on the east, East Ocean Avenue on the south, and Boynton Beach Boulevard on the north. As noted,the site is located within the Boynton Beach TCEA and the County's adopted Coastal Residential Concurrency Exception Area and is not subject to the typical Test 1 and Test 2 analysis requirements of the Palm Beach County ULDC. Project traffic volumes were quantified, however, using trip generation rates and equations published by the Palm Beach County Traffic Division. The analysis indicated that the proposed redevelopment will result in an increase of 78 net new external AM peak hour trips and 76 net new external PM peak hour trips in comparison to the existing buildings on site. The trips were assigned to the adjacent transportation network, and LOS and vehicle delay analyses were performed at the signalized intersections of Federal Highway & Boynton Beach Boulevard and Federal Highway & East Ocean Avenue. The analyses indicated that the intersections will continue to meet adopted LOS standards (LOS D or better) in the future, including considerations for optimized signal timing adjustments based on future changes in traffic volumes. A review of the pedestrian access indicated that direct connectivity to the adjacent pedestrian network will be provided along all project frontages, and enhanced pedestrian features will be provided along the two frontages with the greatest pedestrian activity(East Ocean Avenue and South Federal Highway). k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-15 the pierce tia.docx Page 113 Traffic Impact Analysis Kimley>>>Horn Appendix A: Site Data k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-13 the pierce tia.docx Property Detail Parcel Control Number: 08-43-45-28-03-006-0130 Location Address: 101 N FEDERAL HWY Owners: RAJAS FAMILY INVESTMENTS INC Mailing Address: PO BOX 1 140,BOYNTON BEACH FL 33425 1 140 Last Sale: NOV-2012 Book/Page#: 25778 /426 Price: $10 Property Use Code: 1100-STORES Zoning: CBD-CBD CENTRAL BUSINESS DISTRICT(08-BOYNTON O BEACH) s Legal Description: TOWN OF BOYNTON LT 13&LT 14 Total SF: 1792 Acres 0.2494 /LESS RD R/W/BLK 6 2021 Values(Preliminary) 2021 Taxes (Preliminary) � a Improvement Value $150,873 Ad Valorem $10,784 y Land Value $380,310 Non Ad Valorem $2,383 Total Tax $13,167 Total Market Value $531,183 2022 Qualifieda Assessed Value $496,912 Exemptions Exemption Amount $0 No Details Found r Taxable Value $496,912 Applicants _ All values are as of January list tacit lyras°, No Details Found z C Building Footprint(Building 7) Subarea and Square Footage(Building 1 ) Description Area Sq.Footage 4 CONVENIENCE STORE 1792 z Total Square Footage: 1792 sa Extra Features Z Description Year Built Unit n Paving-Asphalt 1929 1071 Paving-Asphalt 1929 1140 n z Unit may represent the perimeter,square footage,linear footage,total number or other measurement. m s¢ � w N 00 O W O Structural Details(Building 1 ) MAP o 0 Description , 1. Year Built 1929 l 2. CONVENIENCE FOOD MKT 1792 NE J S( Ave 3; o !1i z I 5` t 1� i E Ist Dorothy Jacks,CFA,AAS PALM BEACH COUNTY PROPERTY APPRAISER www.pbcgov.org/PAPA 10/12/2021 Property Detail Parcel Control Number: 08-43-45-28-03-006-0120 Location Address: 529 E OCEAN AVE Owners: 500 OCEAN PROPERTIES LLC Mailing Address: 511 E OCEAN AVE,BOYNTON BEACH FL 33435 4923 Last Sale: .TUN-2011 Book/Page#: 24665 /1688 Price: $10 Property Use Code: 1200-STORE/OFFICE/RESIDENTIAL Zoning: CBD-CBD CENTRAL BUSINESS DISTRICT(08-BOYNTON O BEACH) s Legal Description: TOWN OF BOYNTON LT 12 BLK 6 Total SF: 5644 Acres 0.1431 2021 Values(Preliminary) 2021 Taxes (Preliminary) Improvement Value $233,917 Ad Valorem $8,935 0 Land Value $186,990 Non Ad Valorem $5,041 Q Total Tax $13,976 Total Market Value $420,907 n 2022 Qualified Assessed Value $420,907 Exemptions y Exemption Amount $0 No Details Found Z b Taxable Value $420,907 Applicants All values are as ol'January Ist each yeah No Details Found Building Footprint(Building 1) (Subarea and Square Footage(Building 1) Description Area Sq.Footage m rn RESTAURANT 994 RESTAURANT 1800 r 1P OFFICES 2850 Total Square Footage: 5644 Extra Features A4 Z sa Description Year Built Unit t Deck 1998 384 w `( ( Unit may represent the perimeter,square footage,linear footage,total � number or other measurement. N 0 _ w _ o o a 0 Structural Details(Building 1) I MAP o �st Description 1. Year Built 1922 W, j r11 2. RETAIL MULTI OCCUP 5644 a NE `1 aI Ave �i 11 W ul s a «� Dorothy Jacks,CFA,AAS PALM BEACH COUNTY PROPERTY APPRAISER www.pbcgov.org/PAPA 10/12/2021 Property Detail Parcel Control Number: 08-43-45-28-03-006-0100 Location Address: 511E OCEAN AVE Owners: 500 OCEAN PROPERTIES LLC Mailing Address: 511 E OCEAN AVE,BOYNTON BEACH FL 33435 4923 Last Sale: IUN-2011 Book/Page#: 24665 /1688 Price: $10 Property Use Code: 1200-STORE/OFFICE/RESIDENTIAL Zoning: CBD-CBD CENTRAL BUSINESS DISTRICT(08-BOYNTON O BEACH) s TOWN OF BOYNTON LT 10&W 7 FT 8 Legal Description: IN OF LT 11(LESS S 8 FT OCEAN AVE Total SF: 7702 Acres 0.1545 `D R/W)BLK 6 to 2021 Values(Preliminary) 2021 Taxes (Preliminary) Improvement Value $302,490 Ad Valorem $10,707 Land Value $201,870 Non Ad Valorem $3,154 rrl Total Tax $13,861 a Total Market Value $504,360 z 2022 Qualified Assessed Value $504,360 Exemptions ti Exemption Amount $0 No Details Found Q Taxable Value $504,360 Applicants b m All values are as ol',T anuary I st each year. No Details Found 7� Building Footprint(Building 1) (Subarea and Square Footage(Building 1) m rn Description Area Sq.Footage r" s OFFICES 4190 r SUPPORT 504 b APARTMENT 899 r] z9 APARTMENT 2109 Z —'1 .`m I"�'` Total Square Footage: 7702 Al 5� Extra Features W �'a9➢ 37 Description Year Built Unit r� No Extra Feature Available 01:go, o w 21 i o a a 0 0 Structural Details(Building 1) I MAP Description 7' 1. Year Built 1948 2. RETAIL MULTI OCCUP 7702 — r E Ist Aye LU tl 4 ; t Dorothy Jacks,CFA,AAS PALM BEACH COUNTY PROPERTY APPRAISER www.pbegov.org/PAPA 10/12/2021 Property Detail Parcel Control Number: 08-43-45-28-03-001-0060 Location Address: 508 E BOYNTON BEACH BLVD Owners: 508 E BBB LLC Mailing Address: 508 E BOYNTON BEACH BLVD,BOYNTON BEACH FL 33435 4141 Last Sale: APR-2012 Book/Page#: 25163 /96 Price: $250,000 Property Use Code: 1700-OFFICE ONE STORY Zoning: CBD-CBD CENTRAL BUSINESS DISTRICT(08-BOYNTON O BEACH) s Legal Description: TOWN OF BOYNTON LTS 6&7 BLK 1 Total SF: 1925 Acres 0.2863 2021 Values(Preliminary) 2021 Taxes (Preliminary) Improvement Value $174,270 Ad Valorem $10,318 Land Value $311,775 Non Ad Valorem $895 Total Market Value $486,045 Total Tax $11,213 Assessed Value $486,045 2022 Qualified Exemptions Exemption Amount $0 No Details Found r Applicants r Taxable Value $486,045 A PP n All values are as ol'January list each yeah No Details Found n Building Footprint(Building 1) (Subarea and Square Footage(Building 1) Z Description Area Sq.Footage OFFICES 1925 Total Square Footage: 1925 c� Extra Features 0 Description Year Built Unit 0 a Paving-Asphalt 1958 2454 0 "928' Walkway-Concrete 1983 340 0 Unit may represent the perimeter,square footage,linear footage,total .. o number or other measurement. o Structural Details(Building 1) I MAP Description 1. Year Built 1958 1 �( 2. OFFICE BLDGL/R 14S 1925 V M E 1st Av UjI `tI t � Dorothy Jacks,CFA,AAS PALM BEACH COUNTY PROPERTY APPRAISER www.pbcgov.org/PAPA 10/12/2021 Property Detail Parcel Control Number: 08-43-45-28-03-001-0060 Location Address: 508 E BOYNTON BEACH BLVD Owners: 508 E BBB LLC Mailing Address: 508 E BOYNTON BEACH BLVD,BOYNTON BEACH FL 33435 4141 Last Sale: APR-2012 Book/Page#: 25163 /96 Price: $250,000 Property Use Code: 1700-OFFICE ONE STORY Zoning: CBD-CBD CENTRAL BUSINESS DISTRICT(08-BOYNTON O BEACH) s Legal Description: TOWN OF BOYNTON LTS 6&7 BLK 1 Total SF: 1925 Acres 0.2863 2021 Values(Preliminary) 2021 Taxes (Preliminary) Improvement Value $174,270 Ad Valorem $10,318 Land Value $311,775 Non Ad Valorem $895 Total Market Value $486,045 Total Tax $11,213 Assessed Value $486,045 2022 Qualified Exemptions Exemption Amount $0 No Details Found r Applicants r Taxable Value $486,045 A PP n All values are as ol'January list each yeah No Details Found n Building Footprint(Building 1) (Subarea and Square Footage(Building 1) Z Description Area Sq.Footage OFFICES 1925 Total Square Footage: 1925 c� Extra Features 0 Description Year Built Unit 0 a Paving-Asphalt 1958 2454 0 "928' Walkway-Concrete 1983 340 0 Unit may represent the perimeter,square footage,linear footage,total .. o number or other measurement. o Structural Details(Building 1) I MAP Description 1. Year Built 1958 1 �( 2. OFFICE BLDGL/R 14S 1925 V M E 1st Av UjI `tI t � Dorothy Jacks,CFA,AAS PALM BEACH COUNTY PROPERTY APPRAISER www.pbcgov.org/PAPA 10/12/2021 Traffic Impact Analysis Kimley>Morn Appendix B: Turning Movement Counts k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-13 the pierce tia.docx J p a (O M 00 M V V M O O M r N M O N M O r to (O O_ V M V M M M r O N M (O M M r N M V I- M M O M (O M V (0 In r r N N (O O to M V In O M O M N (O M V In (0 In t O o0 N m V O V V N M In (O O M N N 00 d) N V V V I� M N (O o0 O O Cl) to to r N N (O N n (O V V In M M V N N M N N N N N M M M M M Cl) N M N N H 0 M m (O m M N 00 N N V d) r r _ N V O N r N 00 I- N N d) V Cl) O N V V 00 (0 In r (O r r 00 V N Cl) In 00 00 N to (O d) N to O N V (0 N M V co In N N Cl) N N N Cl) CL H r 00 LO to I- (D Cl) Cl) r 0) 0) 0) N O M 00 N r N O r M m V 00 I- O V M r O to t I- 00 I- 00 t In to r (O O O V o0 N M m r M (O o0 N o0 N r- 0) N 00 N O O N N N V O O V co - 00 co M N N N Cl) Cl) N M O to V o0 00 r J 0) O In r N (O o0 N r N O d) M N V d) V N _ 00 r- N N V (0 In V O I- O m O N N 00 m (0 M 00 In r O O to 0) N V In Cl) (O to N O d) Cl) N N — N N N — M r 00 (O d) V In d) V M (0 N M M N � N M d) Cl) N to 00 M V 0 V 0 tO O O O O O M V O (0 O O ONVnNNrNMo N N 0) N C'4 N M o0 00 m _ m r (Om M O N O r r r- M V r- N N V O M I� 00 00 M N M W Cl) N N M N N M N N N N F N N (O N (O o0 to r O N r to N d) to V O d) to M d) (O 00 d) r 0) Cl) d) O Cl) (O to N to 00 I- O V O 0) N N O O (0 In V I- to W O N N O Cl) O — 00 N In N O � N (D r- N L V N V V N V N N (0 N I� M r 00 J N o0 V M M o0 M N N N N M O M V V m O O N N r (O M m r M (O to r O N m � O 00 V 00 0) (0 I- N — — V d) 0 V N N M V V (0 N In M N N N V N M N W V M (0 M M In N M to N N N M CO O — 00 — O (O — N M M O O O O O O O — O O O — M — N V N O O O N M — O O O W mV Cl) V N 00 (0 VC\l V M I- O O N (ON V r (0 I- V In M O N M O N (0 N N (0 M M (O N M to V (0 (0 In y — M M N Cl) N — M m O o0 (0 N V (0 V m NV N N V In (O r V V O In o0 M d) (O (O M d) m (O N O N 00 d) N O V N O V N � 00 to m M m 00 M O O 00 M N y 00 00 n (O r r N V V J o0 N N 0) I- co r r V O In V Cl) O 0) r Cl) (O (O to Cl) N m co o0 N V In d) co o0 d) N N O to co (O V In N M In N M o0 V V I- M d) M (h V N V O W Cl) N N N N In n In V V M V N M V M V N M m M O r (O to o OO— — r " O O O O O O O N O O O O N Oa— M O M N V O O O O — — Oa— W N CO - O r O _ zr N (I�O (VO Nd) (VO rI� Vo VV Vd) or0 Mr o0 W N o0 V d) (O0 mM M M oN0 NN r V o0 co 00 V o0 N mO0N o0OO (0 N M M MN r m MN N(O (�0 Nd) � mV NM� 0 (0 0 00 M Z (0 (0 n r o (O M n o V V V M V V (0 J 00 O M (O M O o0 r 00 � O o0 00 m N V In N r o0 V V M N In O m V m m N N O r O d) M m Y) O N O t o0 M O m to (0 M N N N to N N N (O M z N M N N M N N — — — N N — N N N m V M M N M O O In O O O O O O O O O O O O O O O O O O O O O N (O N z W Q a a a a Q Q a a Q a a Q 0 a Q o o o o a Q o a Q a Q o a Q o a Q o a Q a Q o a Q 0 a Q L2 a � O O o O o O o "i O � "1 O " 0 � V V "r V V 0 O M 0 V V M V V V M M M M M M M M V M V 9 V V 5: M V .. 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0) 0) 0) 0) 0) 0) 0) 0) 0) U U U U U U U U U U U U U U U U U U U U U U U U UU U U Y Y Y Y Y Y Y Y 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o J 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1- 1- 1- 1- 1- 1- o0 00 � O O O I� r In In In In In In r r r r r r r r r In In In In In In N N N N N N N N Q M M M M M M M M M M M M M M M M M M M M M M M O O r r r r r r r r R Z o O o O o O (O (O O O O O O O O O O O O O O O O (O (O (O (O (O (O . r r r r r r r � UI V V V V V V V V V V V V V V V V V V V V V V V V V V M M N N N N N N N N C 0 70 2 Traffic Impact Analysis Kimley>Morn AppendixI t Worksheets and SignalTiming k:\wpb_tpto\brooks\npn\chris\boynton tcea\2021-10-13 the pierce tia.docx VOLUME DEVELOPMENT SHEET Boynton Beach Mixed-Use&Rail OCEAN AVENUE&FEDERAL HIGHWAY EXISTING GEOMETRY Growth Rate= 1.00% Peak Season= 1.05 1.05 Buildout Year= 2026 2026 Years= 8 8 Northbound Southbound Eastbound Westbound LT Thru RT LT Thru RT LT Thru RT LT Thru RT Existing Volume on 11/13/2018 11 397 198 259 663 29 20 97 19 125 36 110 Peak Season Volume 12 417 208 272 696 30 21 102 20 131 38 116 Traffic Volume Growth 1 35 17 23 58 2 2 8 2 11 3 10 Committed Development 0 55 3 19 115 0 0 0 0 1 0 8 1.0%Traffic Volume Growth 1 35 17 23 58 2 2 8 2 11 3 10 Committed+1.0%Growth 1 90 20 42 173 2 2 8 2 12 3 18 Max(Committed+1.0%or Historic Growth) 1 90 20 42 173 2 2 8 2 12 3 18 Background Traffic Volumes 13 507 228 314 869 32 23 110 22 143 41 134 Project Traffic Inbound Traffic Assignment 30.0% 10.0% Inbound Traffic Volumes 6 2 Outbound Traffic Assignment 40.0% 10.0% 30.0% Outbound Traffic Volumes 23 6 17 Project Traffic 6 0 0 0 0 0 23 6 17 0 2 0 Total Traffic w/o RTOR 19 507 228 314 869 32 46 116 39 143 43 134 RTOR Reduction 60) 60) 60) 60) TOTAL TRAFFIC 19 507 168 314 869 0 46 116 0 143 43 74 Northbound Southbound Eastbound Westbound LT Thru RT LT Thru RT LT Thru RT LT Thru RT Existing Volume on 11/13/2018 25 563 147 227 525 45 37 70 36 214 96 202 Peak Season Volume 26 591 154 238 551 47 39 74 38 225 101 212 Traffic Volume Growth 2 49 13 20 46 4 3 6 3 19 8 18 Committed Development 0 167 5 18 130 0 0 0 0 5 0 24 1.0%Traffic Volume Growth 2 49 13 20 46 4 3 6 3 19 8 18 Committed+1.0%Growth 2 216 18 38 176 4 3 6 3 24 8 42 Max(Committed+1.0%or Historic Growth) 2 216 18 38 176 4 3 6 3 24 8 42 Background Traffic Volumes 28 807 172 276 727 51 42 80 41 249 109 254 Project Traffic Inbound Traffic Assignment 30.0% 10.0% Inbound Traffic Volumes 16 5 Outbound Traffic Assignment 40.0% 10.0% 30.0% Outbound Traffic Volumes 9 2 7 Project Traffic 16 0 0 0 0 0 9 2 7 0 5 0 Total Traffic w/o RTOR 44 807 172 276 727 51 51 82 48 249 114 254 RTOR Reduction (60) (60) (60) (60) TOTAL TRAFFIC A B C D E F G H I J K L M N 0 Input Data E-W Street:Ocean Ave COUNT DATE:2/12/2019 N-S STREET:S Federal Hwy CURRENT YEAR:2019 10/12/2021 TIME PERIOD:AM ANALYSIS YEAR:2026 GROWTH RATE: 1.51% PSF: 1 SIGNAL ID:46350 Intersection Volume Development Eastbound Westbound Northbound Southbound Left Thru Right; Left Thru Right Left Thru Right;Left Thru Right Existing Volume 10 19 20 61 19 73 19 350 41 226 862 12 Diversions 0% 0% 0% 0% 0% 0% 0% 0% 0%. 0% 0% 0% Peak Season Volume 10 19 20 i 61 19 73 19 350 41. 226 862 12 Committed Developments Type %Complete Villages of East Ocean 0 0 0 0 0 3 0 '; 20 0 i 9 52 0 Res 0% Alta at Boynton Village 0 0 0 0 0 0 0 1 0 0 6 0 Res 30% Riverwalk Plaza 0 0 0 1 0 0 0 8 3 i 0 4 0 NR 70% Ocean 95 Exchange Park 0 0 0 i 0 0 0 0 4 0 0 1 0 NR 25% 211 E.Ocean Avenue Restaurant 0 0 0 0 0 1 0 1 0 1 1 0 NR 0% Ocean One 0 0 0 0 0 4 0 26 0 8 59 0 NR 0% Ocean Breeze East 0 0 0 0 0 1 0 1 0 ,' 3 5 0 Res 0% Total Committed Developments 0 0 0 1 0 9 0 61 3 21 128 0 i Total Committed Residential 0 0 0 0 0 4 0 22 0 12 63 0 Total Committed Non-Residential 0 0 0 1 0 5 0 39 3 9 65 0 Double Count Reduction 0 0 0 0 0 1 0 6 0 2 13 0 Total Discounted Committed 0 0 0 1 0 8 0 55 3 19 115 0 i Historical Growth 1 2 2 7 2 8 2 39 5 25 95 1 Comm Dev+1%Growth 1 1 1 5 1 13 1 80 6 35 X177 1 Growth Volume Used 1 2 2 7 2 13 2 80 6 35 177 1 Total Volume 11 21 22 68 21 86 21 430 47 261 1039 13 Input Data E-W Street:Ocean Ave COUNT DATE:2/12/2019 N-S STREET:S Federal Hwy CURRENT YEAR:2019 10/12/2021 TIME PERIOD:PM ANALYSIS YEAR:2026 GROWTH RATE: 1.51% PSF: 1 SIGNAL ID:46350 Intersection Volume Development Eastbound Westbound Northbound Southbound Left Thou Right;Left Thru Right Left Thru RightLeft Thru Right Existing Volume 18 21 25 114 51 246 36 781 70 1243 526 13 Diversions 0% 0% 0% 0% 0% 0% 0% 0% 0°/a'_`'. 0% 0% 0% Peak Season Volume 18 21 25 ',114 51 246 36 781 70 '243 526 13 Committed Developments Type %Complete Villages of East Ocean 0 0 0 0 0 12 0 74 0 9 52 0 Res 0% Alta at Boynton Village 0 0 0 0 0 0 0 6 0 i 0 4 0 Res 30% Riverwalk Plaza 0 0 0 5 0 0 0 14 5 +" 0 16 0 NR 70% Ocean 95 Exchange Park 0 0 0 i 0 0 0 0 1 0 0 4 0 NR 25% 211 E.Ocean Avenue Restaurant 0 0 0 0 0 1 0 + 1 0 1 1 0 NR 0% Ocean One 0 0 0 0 0 12 0 86 0 + 9 65 0 NR 0% Ocean Breeze East 0 0 0 0 0 2 0 5 0 : 1 3 0 Res 0% Total Committed Developments 0 0 0 5 0 27 0 187 5 20 145 0 Total Committed Residential 0 0 0 0 0 14 0 85 0 10 59 0 Total Committed Non-Residential 0 0 0 5 0 13 0 102 5 10 86 0 Double Count Reduction 0 0 0 0 0 3 0 20 0 2 15 0 Total Discounted Committed 0 0 0 5 0 24 0 167 5 18 130 0 Historical Growth 2 2 3 _13 5 27_ 4 86 8 27 58 1 Comm Dev+1%Growth 1 2 2 13 4 42 3 223 10 36 168 1 Growth Volume Used 2 2 3 13 6 42 4 223 10 36 168 1 Total Volume 20 23 28 127 57 '288 40 1004 80 279 694 14 VOLUME DEVELOPMENT SHEET Boynton Beach Mixed-Use&Rail BOYNTON BEACH BOULEVARD&FEDERAL HIGHWAY EXISTING GEOMETRY Growth Rate= 1.00% Peak Season= 1.1 1.1 Buildout Year= 2026 2026 Years= 6 6 Northbound Southbound Eastbound Westbound LT Thru RT LT Thru RT LT Thru RT LT Thru RT Existing Volume on 03/18/2020 142 286 9 17 561 122 116 51 277 29 42 12 Peak Season Volume 156 315 10 19 617 134 128 56 305 32 46 13 Traffic Volume Growth 10 19 1 1 38 8 8 3 19 2 3 1 Committed Development 70 9 0 0 5 28 17 0 36 0 0 0 1.0%Traffic Volume Growth 10 19 1 1 38 8 8 3 19 2 3 1 Committed+1.0%Growth 80 28 1 1 43 36 25 3 55 2 3 1 Max(Committed+1.0%or Historic Growth) 80 28 1 1 43 36 25 3 55 2 3 1 Background Traffic Volumes 236 343 11 20 660 170 153 59 360 34 49 14 Project Traffic Inbound Traffic Assignment 20.0% Inbound Traffic Volumes 4 Outbound Traffic Assignment 40.0% 20.0% Outbound Traffic Volumes 23 11 Project Traffic 23 0 0 0 4 0 11 0 0 0 0 0 Total Traffic w/o RTOR 259 343 11 20 664 170 164 59 360 34 49 14 RTOR Reduction 60) 60) 60) 60) TOTAL TRAFFIC 259 343 0 20 664 110 164 59 300 34 49 0 Northbound Southbound Eastbound Westbound LT Thru RT LT Thru RT LT Thru RT LT Thru RT Existing Volume on 03/18/2020 383 718 25 21 502 132 222 56 293 12 83 22 Peak Season Volume 421 790 28 23 552 145 244 62 322 13 91 24 Traffic Volume Growth 26 49 2 1 34 9 15 4 20 1 6 1 Committed Development 80 14 0 0 16 29 37 0 102 0 0 0 1.0%Traffic Volume Growth 26 49 2 1 34 9 15 4 20 1 6 1 Committed+1.0%Growth 106 63 2 1 50 38 52 4 122 1 6 1 Max(Committed+1.0%or Historic Growth) 106 63 2 1 50 38 52 4 122 1 6 1 Background Traffic Volumes 527 853 30 24 602 183 296 66 444 14 97 25 Project Traffic Inbound Traffic Assignment 20.0% Inbound Traffic Volumes 11 Outbound Traffic Assignment 40.0% 20.0% Outbound Traffic Volumes 9 4 Project Traffic 9 0 0 0 11 0 4 0 0 0 0 0 Total Traffic w/o RTOR 536 853 30 24 613 183 300 66 444 14 97 25 RTOR Reduction (60) (60) (60) (60) TOTAL TRAFFIC A B C D E F G H I J K L M N 0 Input Data E-W Street:Boynton Beach Blvd COUNT DATE:4/5/2017 Report Created N-S STREET:Federal Hwy CURRENT YEAR:2017 10/12/2021 TIME PERIOD:AM ANALYSIS YEAR:2026 GROWTH RATE:% PSF: 1 SIGNAL ID:46225 Intersection Volume Development Eastbound Westbound Northbound Southbound Left Thru Right t Left Thru Right Left Thru Right Left Thru Right Diversions '..0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Peak Season Volume 0 0 0 0 0 0 0 0 0 0 0 0 Committed Developments Type %Complete Forest Park Elem. 1 0 0 0 0 0 0 1 0 0 1 2 NR 75% Renaissance Commons Com 0 0 0 0 0 0 1 0 0 0 0 0 NR 75% Alta at Boynton Village 9 0 9 0 0 0 2 0 0 i 0 0 2 Res 0% Riverwalk Plaza 0 0 1 0 0 0 3 8 0 0 4 0 NR 70% Ocean 95 Exchange Park 1 0 1'' 0 0 0 5 0 0 0 0 7 NR 0% 211 E.Ocean Avenue Restaurant 1 0 1. 0 0 0 1 0 0 '+ 0 0 1 NR 0% Ocean One 7 0 26 + 0 0 0 59 0 0 0 0 17 NR 0% Total Committed Developments 19 0 38 0 0 0 71 9 0 0 5 29 Total Committed Residential 9 0 9 0 0 0 2 0 0 0 0 2 Total Committed Non-Residential 10 0 29 0 0 0 69 9 0 0 5 27 Double Count Reduction 2 0 2 0 0 0 1 0 0 0 0 1 Total Discounted Committed 17 0 36 0 0 0 70 9 0 0 5 28 Historical Growth #VALUE! #### ######### #### #tk ##### #### ######### #VALUE! #VALUE! Comm Dev+1%Growth 0 0 0 0 0 0 0 0 0 0 0 0 Growth Volume Used 0 0 0 0 0 0 0 0 0 0 0 0 Total Volume 0 0 0 0 0 0 0 0 0 0 0 0 Input Data E-W Street:Boynton Beach Blvd COUNT DATE:4/5/2017 Report Created N-S STREET:Federal Hwy CURRENT YEAR:2017 10/12/2021 TIME PERIOD:PM ANALYSIS YEAR:2026 GROWTH RATE:% PSF: 1 SIGNAL ID:46225 Intersection Volume Development Eastbound Westbound Northbound Southbound Left Thru Right t Left Thru Right Left Thru Right Left Thru Right Diversions '..0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Peak Season Volume 0 0 0 0 0 0 0 0 0 0 0 0 Committed Developments Type %Complete Forest Park Elem. 1 0 0 0 0 0 0 0 0 0 0 1 NR 75% Renaissance Commons Com 0 0 1' 0 0 0 1 0 0 0 0 0 NR 75% Alta at Boynton Village 5 0 5 i 0 0 0 9 0 0 0 0 9 Res 0% Riverwalk Plaza 0 0 5 ' 0 0 0 5 14 0 0 16 0 NR 70% Ocean 95 Exchange Park 6 0 5 0 0 0 1 0 0 0 0 1 NR 0% 211 E.Ocean Avenue Restaurant 1 0 1 0 0 0 1 0 0 0 0 1 NR 0% Ocean One 25 0 86 0 0 0 65 0 0 0 0 19 NR 0% Total Committed Developments 38 0 103 0 0 0 82 14 0 0 16 31 Total Committed Residential 5 0 5 0 0 0 9 0 0 0 0 9 Total Committed Non-Residential 33 0 98 0 0 0 73 14 0 0 16 22 Double Count Reduction 1 0 1 0 0 0 2 0 0 0 0 2 Total Discounted Committed 37 0 102 0 0 0 80 14 0 0 16 29 Historical Growth 9.63778E+41 0 0 0 0 0 0 0 0 0 0 9.63778E+41 Comm Dev+1%Growth 9.63778E+41 0 0 0 0 0 0 0 0 0 0 9.63778E+41 Growth Volume Used 0 0 0 0 0 0 0 0 0 0 0 0 Total Volume 1 0 0 0 0 0 '' 0 0 0 0 0 1 Page 1 of 5 Palm Beach County Signal Timing Sheet 3/13/2018 46225 : 4090-Boynton Beach Bl and Federal Hwy(Standard File) Phase[1.1.1] 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 (NL) (ST) (EL) (WT) (SL) (NT) (WL) (ET) Walk 7 7 7 7 ............................... ............................... Ped Clearance 18 24 20 26 .................................................................. .............. ............................... ............... ............... ................ ............... ............... Min Green 4 20 4 6 4 20 4 6 5 5 5 5 .. 5 5 5 ..........................Passage......................... 2 3.5 3 2 2 3.5 2 3 1 .......i...... ......i....... 1 ................ 1 1 1 .................................................................. ................ ............... Maxl 25 45 35 15 10 45 15 35 25 25 25 25 25 25 25 25 --------------------------------------------------------------------------------------------------------------------------------------------------------------- --------------- ---------------------------------------------- --------------------------------------------------------------------------------------------- Max2 50 50 50 50 50 50 50 1 50 Yellow 4 4 4 4 4 4 4 4 3.5 3.5 3.5 3.5 3.5 .............................. .............. ............... .............. Red 2 2 2 2.5 2 2 2 2.5 1.5 1.5 1.5 1.5 1.5 1.5 1.5 1.5 Phase Option[1.1.2] 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 (NL) (ST) (EL) (WT) (SL) (NT) (WL) (ET) Enable ON ON ON ON ON ON ON ON .................................................................. ................ ................ ............... ............... Auto Entry ON ON .................................................................. ............................................... ............... Auto Exit ON ON ---------------------------------------------------------------------------------------------------------------- --------------- ----------------------------------------- Non Actl Non Act2 ............... ............... ................ Lock Call ON ON ON ON ON ON ON ON ON ON ............................... ............... Min Recall ON ON ............... ............................................. ................ ............... Max Recall Ped Recall ............... ............... ............... ............... ................................ ............... j�� Dual En ON ON ON .............. ...............ON ON ON ON ONON ON ON ............... ............... ............................................. Rest In Walk Detector,Vehicle Parameters 1-16[5.1] 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 (NBLI) (SBTI) (EBLI)(WBT1) (SBL1) (NBT1)(WBL1)(EBT1) Call Phase 1 2 3 4 5 6 7 8 ........................................................ ................. ................. ................. ................. ................. Switch Phase 8 4 ................. .................. Dela Time Detector,Vehicle Parameters 17-32[5.1] 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 Call Phase Switch Phase Dela Time Detector,Vehicle Parameters 33-48[5.1] 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 Call Phase .............................................. ................. Switch Phase Dela Time ................. ................. .................................. Detector,Vehicle Parameters 49-64[5.1] 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 Call Phase .............................................. .................. Switch Phase -------------el----------------------------------------- Delay Tune ----------------- Approved By: lgao Date: http://172.25.20.52/StreetWise2WS/TimingSheetPaImBeach.aspx 3/13/2018 Page 2 of 5 Palm Beach County System Timing Sheet 3/13/2018 46225 : 4090-Boynton Beach Bl and Federal Hwy(Standard File) TB Coor,Day Plan[4.4] Day Plan Table 1 1 1 2 1 3 1 4 1 5 6 1 7 1 8 1 9 1 10 1 11 1 12 1 13 1 14 15 16 Hour 6 9 16 19 22 ............... .................................. ................................. ................ Minute 30 ............... ................. ................. ................. Action 100 2 1 3 4 100 Day Plan Table 2 1 1 1 2 1 3 1 4 1 5 6 1 7 1 8 1 9 1 10 1 11 1 12 1 13 1 14 1 15 1 16 Hour 9 20 Minute ................ ............................... ................. .................................. Action 100 1 100 Day Plan Table 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 Hour 9 20 ............... .................................. Minute ................. Action 100 1 100 EE- Coordination,Pattern 1-16[2.1]/Coordination,Alt Tables+[2.6] Pattern 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 =CycleTimeime 155 155 160 120 155 155 160 120 ime 123 125 6 101 5 96 6........ber1 2 3 4 5 6 7 8 9 10 11 12 ber 1 .......i................i....... 1 ........i"""' 1 1 1 ........"""' """"i_..... 1 .................. .................Alt Alt 1 2 3 4 Coordination,Splits[2.7.1] Split Table 1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 Time ±tk 35 40 18 62 20 55 ..Mode NON NON NON MAX NON Coord-Ph Split Table.............. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 Time 18 71 26 40 16 73 16 50 ........................................................ ................. ................. Mode NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON Coord-Ph ON Split Table 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 Time 32 60 28 40 19 73 20 48 L---C�-oord-Ph .............................................. ................. ................. ................ j Mode NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON ................. ................. .................................. ................. ................. ON Split Table 4 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 Time 22L---O�N 23 35 16 46 20 38 L------�CL-oord-Ph ............................ ...................................... ................ ................ ................ NON NON NON NON MAX NON NON NON NON NON NON NON NON NON NON ----------------- --------------- ................ ................. .................................. ................. ................. Split Table 5 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 �CoordPh ................. ................. ................ ................ ................ ................. NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON ................. .................................. ON Split Table 6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 �CoordPh ................. .................. ...................................................... ..................................................................... NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON ON Approved By: lgao Date: http://172.25.20.52/StreetWise2WS/TimingSheetPaImBeach.aspx 3/13/2018 Page 3 of 5 Palm Beach County Preempt&Overlap Timing Sheet 3/13/2018 46225 : 4090-Boynton Beach Bl and Federal Hwy(Standard File) Preemption Tim es[3.1]/Phases[3.2]/Options[3.3] Preemption Times+[3.4]/Overlaps+[3.5]/Options+[3.6] Channel 1 1 2 3 4 5 6 Preempt 1 2 3 4 5 6 Lock Input ON ON ON ON ON _Enable ............. "' Override Flash ON ON ON ON ON ______________Type RAIL EMERG EMERG EMERG EMERG EMERG .................Override Higher............... .........Skip Track......... ............................... Flash Dwell Volt Mon Flash ............................ ............................... Link COord in Preempt .............. .............. ........ ..................... ...................... Dela Max2 ..................... Min Duration Return Max/Min MAX MAX MAX MAX MAX MAX ........................................................... ............................ ..................................... ..................... .................... Min Green Extend Dwell ..................................... ..................... Min Walk Pattern Ped Clear .............. Ou ut Mode TS2 TS2 TS2 TS2 TS2 TS2 Track Green Track Over 1 ........................................................... .............. .............. ..................................... .................... ...................... Min Dwell Track Over 2 ............. ............. ..................................... ..................... Max Presence Track Over 3 Track Rl mmmmmmmmmmmmmm Track Over 4 ........................................................... .............. .............. ..................................... Track R2 Track Over 5 .......................................................... Track R3 Track Over 6 ......................................... ............. ..................... ..................... Track R4 Track Over 7 ........................................................... .............. Dwell PI Track Over 8 ............. ............. ..................................... ..................... Dwell P2 Track Over 9 .............. ............. ..................................... ..................... Dwell P3 Track Over 10 Dwell P4 Track Over 11 ........................................................... ........................................ ............ ..................................... Dwell P5 Track Over 12 Dwell P6 mmmmmmmmmmmmmm Dwell Over 1 Dwell P7 Dwell Over 2 ........................................................... Dwell P8 Dwell Over 3 .............. ............... ..................................... ...................... ...................... Dwell P9 Dwell Over 4 ...................... .......................................... Dwell P10 Dwell Over 5 ..................... ...................... Dwell PI l mmmmmmmmmmmmmm mmmmmmmmmmmmmm Dwell Over 6 ............. ............................... ...................... Dwell P12 Dwell Over 7 ............................... r Dwell Pedl Dwell Over 8 ..................... .............. .............. Dwell 5e Dwell Over 9 ........................................................... .............. ............ Dwell Ped3 Dwell Over 10 .........me....................... ........................................... ...................... Dwell Ped4 Dwell Over 11 Dwell Ped5 Dwell Over 12 Dwell Ped6 Ped Clear ..................................... Dwell Ped? Yellow .......................................................... ..................... ...................... Dwell Ped8 Red ..................... ........................................... Exit Rl Return Min/Max .......................Exit R2...................... .............. Dela Inh .................. ...................... .......................................... Exit R3 Exit Time .............. """""' All Red B4 ..........""""" Exit R4 Overlap Program Parameters[1.5.2.1] Overlap Included Phases Modifer Phases Type Green Yellow Red _Overlap 1 _NORMAL 3.5 15 ............ .............. ............ Ov2 NORMAL 3.5 1.5 erlap ....................... ........... ........................ Overla 3 NORMAL 3.5 1.5 ........................ ............. ............ Overla 4 NORMAL 3.5 1.5 Overlap 5 NORMAL 3.5 1.5 Overla 6 NORMAL 3.5 1.5 ........... ............ ........... ............ ............ Overla 7 NORMAL 3.5 1.5 ............ ............. ............ ........................ ...................... ............................................ Overlap 8 NORMAL 3.5 1.5 Overla 9 ............. NORMAL 3.5 1.5 ............ ............______. ............ ...................... ........... erla Ov10 NORMAL 3.5 1.5 Overla 11 NORMAL 3.5 1.5 Overlap 12 NORMAL 3.5 1.5 ....................... ............. ............ ............ Overla 13 NORMAL 3.5 1.5 ....................... ........... ............. ............ ...................... Overla 14 NORMAL 3.5 1.5 Overlap 15 NORMAL 3.5 1.5 Overla 16 ..................................... ........... NORMAL 3.5 1.5 Approved By: lgao Date: http://172.25.20.52/StreetWise2WS/TimingSheetPaImBeach.aspx 3/13/2018 Page 4 of 5 Palm Beach County Alternate Timing Sheet 3/13/2018 46225 : 4090-Boynton Beach Bl and Federal Hwy(Standard File) Alternate Phase Program 1,Interval Times[1.1.6.1] Alternate Phase Program 2,Interval Times[1.1.6.1] M M t22 < a w ID 0 H m a 3 x ° " m N m ID N n 'n 3 ft47fi2 ...._4...... ...._4..... 2 1 1 4 2 30 4 2 1 ............. ............. .............. 20 4 2 2 2 7 18 20 3.5 45 4 2 2 ..... ..... .............. .............4 4 2 3 3 4 3 20 4 2 3 6 2 15 4 2.5 4 4 7 24 6 2 15 4 2.5 4 .......................... ............. ...........................4 2 10 42 55 4 2 10 4 2 5 20 3.5 45 ............. 4 2 6 6 7 20 20 3.5 45 4 2 6 .............. 7 4 2 15 4 24 2 15 4 2 7 .........8 726 6 3 25 6 3 25 4 2.5 8 Alternate Phase Program 3,Interval Times[1.1.6.1] Alternate Phase Program 4,Interval Times[1.1.6.1] d a 3 ° A a CU H s r .7a .7a td A — n s r M m = 1 4 233 4 2 1 ............................. ........................................... .............. 1 4h__ 20 4 2 1 2 7 18 20 3.5 45 4 2 2 2 7 18 245 4 2 2 ............. ............................ ............... ............. ............. 3 4 4 15 4 2 3 3 4 16 4 2 3 ............. 4 7 24 6 2 15 4 2 5 4 4 7 24 6 15 4 2.5 4 5 4 2 10 0000004 00000 2 5 ..._5..... 4 12.... .....4..... 2 5............. ............. ............................ 6 7 20 245 4 2 66 7 20 20 3.5 45 4 2 6 .............. ............. ............. ......................................... ............. .............. .............. 7 4 15 4 2 77 4 2 15 4 2 7 ............. .. ..............8 25 4 2.5 8 8 7 26 6 3 25 4 2.5 8 Alternate Phase Program 5,Interval Times[1.1.6.1] 3X 00 CU d c H o x x a = m m n U2 n n m S d 3 1 ........................... .............. 2 ........................... ............................ 3 .............................. 4 ............. .............. .............. 5 ........................... ............... 6 ............. ............. 7 TB Coor,Day Plan[4.4] Day Plan Table 4 1 1 1 2 1 3 1 4 1 5 1 6 1 7 1 8 1 9 1 10 1 11 1 12 1 13 1 14 1 15 1 16 Hour 1 1 6 9 16 19 22 ................ .................................................. .................................. ................. ................ Minute 30 Action 100 2 1 3 4 100 Day Plan Table 5 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 ...................Hour.................. 6 9 16 19 22 -----------------EEtEE EE�E Minute 30 Action 100 12 11 13 14 100 Day Plan Table 6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 .............................................. ::J� Hour ............................................. �.......... .................Mnute Action Approved By: lgao Date: http://172.25.20.52/StreetWise2WS/TimingSheetPaImBeach.aspx 3/13/2018 Page 5 of 5 Palm Beach County Special System Timing Sheet 3/13/2018 46225 : 4090-Boynton Beach Bl and Federal Hwy(Standard File) Coordination,Splits[2.7.1] Split Table 7 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 -------------------------------------- Time ........................................................ ................. ................. ................. ................. ................. Ir Mode NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON ................. .................. Coord-Ph ON Split Table 8 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 -------------------------------------- Time ........................................................................................................... ................ ................ ................ Mode NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON ................. ................. .................................. ................. ................. Coord-Ph ON Split Table 9 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 ffc meode NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON d-Ph ON Split Table 10 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 �CoordPh ................................... ................. ................................... ................... NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON ................. .................................. ON Split Table 11 12 3 4 5 6 7 8 9 10 11 12 13 14 15 16 Time �NodN . 76 20 29 16 90 15 34 ................ .................................. ................. ................ Mode MAX NON NON NON MAX NON NON NON NON................. ................. .................................. ................. ................. Coord-Ph ON Split Table 12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 Time 30 71 25 29 16 85 15 39 Mode NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON ................. ................. .................................. ................. ................. Coord-Ph ON Split Table 13 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 Time 40 63 25 32 19 84 22 35 L---C�-oord-Ph .............................................. ................. ................. ................ ................. Mode NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON ................. ................. .................................. ................. ................. ON Split Table 14 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 �Coord-Ph 22 40 23 35 16 46 20 38 ................. .................................. NON MAX ON NON NON MAX NON NON NON NON NON NON NON NON NON NON ON Split Table 15 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 �CoordPh ................. ................. ................ ................ ................ ................. NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON ................. .................................. ON Split Table 16 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 �CoordPh ................. .................. ...................................................... ..................................................................... NON MAX NON NON NON MAX NON NON NON NON NON NON NON NON NON NON ON Approved By: lgao Date: http://172.25.20.52/StreetWise2WS/TimingSheetPaImBeach.aspx 3/13/2018 W Z Z Z Z Z Z Z Z In s a m a u+ o n m Q O tom+ O O O O O O W 0 1{ti r 4 a LLI l� '`�r I�D7� �� n sty� � � � m I, � �{ ►J nt fs , i n 1� Lj ,ttti N CK2 d irk", : w it};f4t3 �tllt§,j2} IO�,i Jlis } ��ji '� 4Ylh W �1N wit, #�"�� 1 t tit t 0 0 0 0 0 0 0 0 V� o r�� si`�1 i i� c "' o N o n o r ��`Ai�ittlii l f��l r! j W � �ft� �`2 1 4 W � i,l M t ltsa' W � �i, Z ,> rtti 0 0 0 0 0 0 0 0 of 711'} N guy"�ss �s# O h O 1, O P O h I(' r lft��tSt� l� LLI 0 0 WI4 N N (4 t+1 �t£ i 0 0 0 0 0 0 0 0 � Z v v v v v v v v f�is� C, 7; N ss 9, �sl r O O O N InN In Ln In N N N N N O 2 QJ W n a � o 0 0 0 LL. - N Y N N N N N Ib d ai! O C W W __ _ _. - ___ _._ -___.._. In EO Q Z Z W F ZZ`W O O O O O 0 O O W O Q in 'w en ,. 7 N �0 � N .p W Q V 10 O v C mot .. 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Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes Recall Mode None None None None None None None Max None Max Actuated Control Delay 67.1 497 169 647 646 04 626 130 628 189 Total Delay 67.1 497 169 647 646 04 626 130 628 189 Approach Delay 33.8 55.5 29.1 20.0 Cycle Length: 155 Actuated Cycle Length: 121.5 ControlNatural Cycle:95 Type: Semi Act-Uncoord Maximum v/c Ratio:0.69 Intersection Signal D | 278 Intersection LOS: C Intersection Capacity Utilization 59.0% ICU Level of Service B Analysis Period(min) 15 Splits and Phases: 1: Federal Highway&Boynton Beach Blvd 4% 05 06 07 08 770 EXAM 2:03pm18d2/2021 Baseline Synohm11 Report Page OUEuEs EX AM 1 Federal Hi 10/13/2021 � N� �� *-- *-~ ��x � \' | � �k Lane Group Flow(vph) 139 61 332 35 50 14 170 353 21 817 Control Delay 671 497 169 647 646 04 626 130 628 189 Total Delay 671 497 169 647 646 04 626 130 628 189 Queue Length 50th(ft) 109 45 29 28 39 0 68 70 17 205 Queue Length 95th(ft) 184 90 131 66 84 0 112 114 46 294 Internal Link Dist(ft) 1893 782 570 962 Turn Bay Length(ft) 230 300 190 300 280 Base Capacity(vph) 294 673 759 147 518 547 342 2163 147 1870 Starvation Storage Cap Rod tri O O O O O O O O O O Reduced Wc Ratio 0.47 0.09 0.44 0.24 0.10 0.03 0,50 0.16 0.14 0,44 EXAM 2:03pm10/12/2021 Baseline Synohm11 Report Page HCM 6th Signalized Intersection Summary EX AM 1 Federal Hi 10/13/2021 A �� -- � �� k �� \' | -� �, ��~�� -~ x � � x� �r Traffic Volume(veh/h) 128 56 305 32 46 13 156 315 10 19 617 134 Future Volume Biko Work Zone On Adj Sat Flow,veh/h/In 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 Adj Flow Rate,veh/h 139 61 332 35 50 14 170 342 11 21 671 146 Percent Heavy Voh Y6 2 2 2 2 2 2 2 2 2 2 2 2 Cap,veh/h 165 429 364 45 302 256 224 1908 61 29 1435 312 Arrive 0nGreen 0.09 023 0.23 0.03 0.16 0.16 0.06 0.54 0.54 0.02 0.49 0.49 Sat Flow,veh/h 1781 1870 1585 1781 1870 1585 3456 3514 113 1781 2903 631 Grp Volume(v),veh/h 139 61 332 35 50 14 170 173 180 21 410 407 Grp Sat Flow(s),veh/h/In 1781 1870 1585 1781 1870 1585 1728 1777 1850 1781 1777 1757 OS Prop In Lane 100 100 100 100 100 OOG 100 036 Lane Grp Cap(c),veh/h 165 429 364 45 302 256 224 965 1004 29 878 869 V/CRai Avail Cap(c-a),veh/h 271 619 524 135 477 404 315 965 1004 135 878 869 HCMPlatoon Ratio 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Uniform Delay Initial OD | Unsig. Movement D | o/voh LnGrp LOS E D E F D D E B B F C C Approach Vol,veh/h 532 99 523 838 Approach Delay,s/veh 63.7 62.0 32.4 25.4 Change Period Max Q Clear Ti HCM 6th Ctrl Delay 39.3 HCM6th LOS D EXAM 2:03pm1012/2021 Baseline Synohm11 Report Page Timings EXAM 2Ocean Avenue & Federal Highway 18d3/2021 *-- k~ ��x � \' | ~ �k Traffic Volume(vph) 21 102 131 38 116 12 417 272 696 Future Volume Turn Type Prot NA Prot NA Perm Prot NA Prot NA Protected Phases 7 4 3 8 5 2 1 G Permitted Phases 8 Detector Phase 7 4 3 8 8 5 2 1 G Switch Phase Minimum Initial Total Yellow Ti Lost Ti Lead/Lag Lead Lag Lead Lag Lag Lead Lag Lead Lag Lead-Lag Optimize? Yes Yes Yes Yes Yes Yes Yes Yes Yes Recall Mode None None None None None None Max None Max Actuated Control Delay GOO 706 797 470 OG 675 286 926 169 Total Delay GOO 706 797 470 OG 675 286 926 169 Approach Delay 70.4 46.8 29.3 37.5 Cycle Length: 155 Actuated Cycle Length: 135 ControlNatural Cycle: 105 Type: Semi Act-Uncoord Maximum v/c Ratio:0.94 Intersection Signal D | 386 Intersection LOS: D Intersection Capacity Utilization 68.8% ICU Level of Service C Analysis Period(min) 15 Splits and Phases: 2: Ocean Avenue&Federal Highway 4% 05 06 07 08 MEW 7, EXAM 2:03pm18d2/2021 Baseline Synohm11 Report OUEuEs EX AM 2Ocean Avenue & Federal Hi 1013/2021 ~ �� -- k~ ��x � \' | � ~ �k Lane Group Flow(vph) 23 133 142 41 126 13 679 296 790 Control Delay GOO 706 797 470 OG 675 286 926 169 Total Delay GOO 706 797 470 OG 675 286 926 169 Queue Length 50th(ft) 20 110 122 31 0 11 211 263 168 Queue Length 95th Internal Link Dist(ft) 918 1812 308 570 Turn Bay Length(ft) 110 250 250 180 150 Base Capacity(vph) 197 449 223 484 504 249 1409 315 2085 Starvation Storage Cap Rod tri O O O O O O O O O Reduced Wc Ratio 0.12 0.30 0.64 0,08 0.25 0.05 0,48 0.94 0.38 # 95th percentile volume exceeds capacity,queue maybe longer. Queue shown iomaximum after two cycles. EXAM 2:03pm10/12/2021 Baseline Synohm11 Report Page HCM 6th Signalized Intersection Summary EX AM 2Ocean Avenue & Federal Hi 1013/2021 _, A -� *-- "1-~ ��x � �k Traffic Volume(veh/h) 21 102 20 131 38 116 12 417 208 272 696 30 Future Volume Biko Work Zone On Adj Sat Flow,veh/h/In 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 Adj Flow Rate,veh/h 23 111 22 142 41 126 13 453 226 296 757 33 Percent Heavy Voh Y6 2 2 2 2 2 2 2 2 2 2 2 2 Cap,veh/h 31 140 28 168 317 269 21 990 490 320 2075 90 Arrive 0nGreen 0.02 0.09 0.09 0.09 0.17 0.17 0.01 0.43 0.43 0.18 0.60 0.60 Sat Flow,veh/h 1781 1516 300 1781 1870 1585 1781 2302 1140 1781 3469 151 Grp Volume(v),veh/h 23 0 133 142 41 126 13 349 330 296 388 402 Grp Sat Flow(s),veh/h/In 1781 0 1816 1781 1870 1585 1781 1777 1665 1781 1777 1843 OS Prop In Lane 1.00 0.17 1.00 1.00 1.00 068 1.00 008 Lane Grp Cap(c),veh/h 31 0 168 168 317 269 21 764 716 320 1063 1103 V/CRai Avail Cap(c-a),veh/h 209 0 468 237 512 434 265 764 716 334 1063 1103 HCMPlatoon Ratio 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Uniform Delay Initial OD | Unsig. Movement D | o/voh LnGrp LOS F A E E D D F C C F B B Approach Vol,veh/h 156 309 692 1086 Approach Delay,s/veh 68.8 60.2 29.1 32.5 Change Period Max Q Clear Ti HCM 6th Ctrl Delay 37.8 HCM6th LOS D EXAM 2:03pm1012/2021 Baseline Synohm11 Report Page Timings EX PM 1 Federal Highway & Boynton Beach Blvd 18d3/2021 � N� �� *-- *-~ ��x � \' | � �k Traffic Volume(vph) 244 62 322 13 91 24 421 790 23 552 Future Volume Turn Type pm+pt NA Perm pm+pt NA Perm Prot NA Prot NA Protected Phases 7 4 3 8 5 2 1 G Detector Phase 7 4 4 3 8 8 5 2 1 G Switch Phase Minimum Initial Total Yellow Ti Lost Ti Lead/Lag Lead Lag Lag Lead Lag Lag Lead Lag Lead Lag Lead-Lag Optimize? Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes Recall Mode None None None None None None None Max None Max Actuated Control Delay 48.1 425 76 362 728 05 657 207 GOO 327 Total Delay 48.1 425 76 362 728 05 657 21.0 GOO 327 Approach Delay 26.8 55.6 36.2 33.9 Cycle Length: 160 Actuated Cycle Length: 134.8 ControlNatural Cycle:95 Type: Semi Act-Uncoord Maximum v/c Ratio:0.80 Intersection Signal D | 343 Intersection LOS: C Intersection Capacity Utilization 67.5% ICU Level of Service C Analysis Period(min) 15 Splits and Phases: 1: Federal Highway&Boynton Beach Blvd 4% 05 06 07 08 EX PM 3:36pm18d2/2021 Synohm11 Report Page OUEuEs EX PM 1 Federal Hi 10/13/2021 � N� �� *-- A-~ ��x � \' | � �k Lane Group Flow(vph) 265 67 350 14 99 26 458 889 25 758 Control Delay 481 425 76 362 728 05 657 207 GOO 327 Total Delay 48.1 425 76 362 728 05 657 21.0 GOO 327 Queue Length 50th(ft) 194 44 0 9 86 0 203 262 22 265 Queue Length 95th(ft) 288 95 87 27 150 0 274 355 54 357 Internal Link Dist(ft) 1893 782 570 962 Turn Bay Length(ft) 230 300 190 300 280 Base Capacity(vph) 409 575 731 312 465 533 664 1946 171 1392 Starvation Storage Cap Rod tri O O O O O O O O O O Reduced Wc Ratio 0.65 0.12 0.48 0,04 0.21 0.05 0,69 0.60 0.15 0,54 EX PM 3:36pm10/12/2021 Synohm11 Report Page HCM 6th Signalized Intersection Summary EX PM 1- Federal Highway & Boynton Beach Blvd 10/13/2021 _A -- 4,\ t 41 Lane Configurations t r t r t T+ t T+ Traffic Volume(veh/h) 244 62 322 13 91 24 421 790 28 23 552 145 Future Volume(veh/h) 244 62 322 13 91 24 421 790 28 23 552 145 Initial Q(Qb),veh 0 0 0 0 0 0 0 0 0 0 0 0 Ped-Bike Adj(ApbT) 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Parking Bus,Adj 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Work Zone On Approach No No No No Adj Sat Flow,veh/h/In 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 Adj Flow Rate,veh/h 265 67 350 14 99 26 458 859 30 25 600 158 Peak Hour Factor 0.92 0.92 0.92 0,92 0.92 0.92 0,92 0.92 0.92 0,92 0.92 0.92 Percent Heavy Veh, % 2 2 2 2 2 2 2 2 2 2 2 2 Cap,veh/h 385 449 380 180 200 170 527 1905 67 32 1140 300 Arrive On Green 0.15 0.24 0.24 0.01 0.11 0.11 0.15 0.54 0.54 0.02 0.41 0.41 Sat Flow,veh/h 1781 1870 1585 1781 1870 1585 3456 3503 122 1781 2784 732 Grp Volume(v),veh/h 265 67 350 14 99 26 458 436 453 25 382 376 Grp Sat Flow(s),veh/h/In 1781 1870 1585 1781 1870 1585 1728 1777 1848 1781 1777 1739 Q Serve(g-s),s 16.9 3.7 28.4 0.9 6.6 2.0 17.1 19.5 19.5 1.8 21.4 21.4 Cycle Q Clear(g-c),s 16.9 3.7 28.4 0,9 6.6 2.0 17.1 19.5 19.5 1.8 21.4 21.4 Prop In Lane 1.00 1.00 1.00 1.00 1.00 0.07 1.00 0.42 Lane Grp Cap(c),veh/h 385 449 380 180 200 170 527 966 1005 32 728 712 V/C Ratio(X) 0.69 0.15 0.92 0.08 0.49 0.15 0.87 0.45 0.45 0.77 0.53 0.53 Avail Cap(c-a),veh/h 424 589 499 348 475 403 681 966 1005 176 728 712 HCM Platoon Ratio 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Upstream Filter(l) 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Uniform Delay(d),s/veh 41.9 39.5 48.9 51.5 55.5 53.4 54.6 18.2 18.2 64.4 29.3 29.3 Incr Delay(d2), s/veh 4.1 0.2 18.9 0.2 1.9 0.4 9.5 1.5 1.5 31.1 2.7 2.8 Initial Q Delay(d3),sAteh 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 We BackOfQ(50%),veh/In 7.9 1.8 13.2 0.4 3.2 0,8 8.1 8.4 8.7 1.1 9.7 9.5 Unsig. Movement Delay,s/veh LnGrp Delay(d),sAteh 46.0 39.6 67.8 51.7 57.4 53.8 64.1 19.7 19.6 95.5 32.0 32.1 LnGrp LOS D D E D E D E B B F C C Approach Vol,veh/h 682 139 1347 783 Approach Delay,s/veh 56.6 56.1 34.8 34.1 Approach LOS E E C C Phs Duration(G+Y+Rc),s 8.4 77.7 7.6 38.1 26.1 60.0 25.1 20,6 Change Period(Y+Rc),s 6.0 6.0 6.0 6.5 6.0 6.0 6.0 6.5 Max Green Setting(Gmax),s 13.0 67.0 14.0 41.5 26.0 54.0 22.0 33.5 Max Q Clear Time(g-c+l 1),s 3.8 21.5 2.9 30.4 19.1 23.4 18.9 8.6 Green Ext Time(p_c),s 0,0 6.9 0.0 1.3 1.0 5.4 0.2 0.6 HCM 6th Ctrl Delay 40.6 HCM 6th LOS D EX PM 3:36 pm 10/12/2021 Synchro 11 Report Page 3 Timings EX PM 2Ocean Avenue & Federal Highway 18d3/2021 �� -- �� \' | ~ �� ~~ x ��k Traffic Volume(vph) 39 74 225 101 212 26 591 238 551 Future Volume Turn Type pm+pt NA pm+pt NA Perm Prot NA Prot NA Protected Phases 7 4 3 8 5 2 1 G Detector Phase 7 4 3 8 8 5 2 1 G Switch Phase Minimum Initial Total Yellow Ti Lost Ti Lead/Lag Lead Lag Lead Lag Lag Lead Lag Lead Lag Lead-Lag Optimize? Yes Yes Yes Yes Yes Yes Yes Yes Yes Recall Mode None None None None None None Max None Max Actuated Control Delay 429 GOG 789 586 108 723 268 1107 158 Total Delay 429 GOG 789 586 108 723 268 1107 158 Approach Delay 62.8 48.3 28.3 42.8 Cycle Length: 160 Actuated Cycle Length: 140.9 ControlNatural Cycle:95 Type: Semi Act-Uncoord Maximum v/c Ratio:0.98 Intersection Signal D | 405 Intersection LOS: D Intersection Capacity Utilization 69.4% ICU Level of Service C Analysis Period(min) 15 Splits and Phases: 2: Ocean Avenue&Federal Highway EX PM 3:36pm18d2/2021 Synohm11 Report OUEuEs EX PM 2Ocean Avenue & Federal Hi 1013/2021 ~ �� -- k~ ��x � \' | � ~ �k Lane Group Flow(vph) 42 121 245 110 230 28 809 259 650 Control Delay 429 GOG 789 586 108 723 268 1107 158 Total Delay 429 GOG 789 586 108 723 268 1107 158 Queue Length 50th(ft) 30 95 198 93 0 25 257 240 159 Queue Length 95th(ft) 63 164 #348 159 79 60 341 #444 228 Internal Link Dist(ft) 918 1812 308 570 Turn Bay Length(ft) 110 250 250 180 150 Base Capacity(vph) 301 425 278 436 547 226 1620 263 2095 Starvation Storage Cap Rod tri O O O O O O O O O Reduced Wc Ratio 0.14 0.28 0.88 0.25 0.42 0.12 0,50 0.98 0.31 # 95th percentile volume exceeds capacity,queue maybe longer. Queue shown iomaximum after two cycles. EX PM 3:36pm10/12/2021 Synohm11 Report Page HCM 6th Signalized Intersection Summary EX PM 2Ocean Avenue & Federal Hi 1013/2021 A -� *-- � �� \' | -� �, -~ x ��k �r Traffic Volume(veh/h) 39 74 38 225 101 212 26 591 154 238 551 47 Future Volume Biko Work Zone On Adj Sat Flow,veh/h/In 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 Adj Flow Rate,veh/h 42 80 41 245 110 230 28 642 167 259 599 51 Percent Heavy Voh Y6 2 2 2 2 2 2 2 2 2 2 2 2 Cap,veh/h 199 108 55 262 306 260 36 1317 342 267 1995 170 Arrive 0nGreen 0.03 0.09 0.09 0.10 0.16 0.16 0.02 0.47 0.47 0.15 0.60 0.60 Sat Flow,veh/h 1781 1166 597 1781 1870 1585 1781 2791 725 1781 3315 282 Grp Volume(v),veh/h 42 0 121 245 110 230 28 408 401 259 321 329 Grp Sat Flow(s),veh/h/In 1781 0 1763 1781 1870 1585 1781 1777 1740 1781 1777 1820 OS Prop In Lane 1.00 034 1.00 1.00 1.00 042 1.00 0.15 Lane Grp Cap(c),veh/h 199 0 163 262 306 260 36 838 821 267 1069 1095 V/CRai Avail Cap(c-a),veh/h 326 0 416 262 441 374 229 838 821 267 1069 1095 HCMPlatoon Ratio 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Uniform Delay Initial OD | Unsig. Movement D | o/voh LnGrp LOS E A E F D E F C C F B B Approach Vol,veh/h 163 585 837 909 Approach Delay,s/veh 65.2 77.4 29.8 40.2 Change Period Max Q Clear Ti HCM 6th Ctrl Delay 47.1 HCM6th LOS D EX PM 3:36pm1012/2021 Synohm11 Report Page Timings FY AM 1 Federal Highway & Boynton Beach Blvd 18d5/2021 � N� �� *-- *-~ ��x � \' | � �k Traffic Volume(vph) 164 59 360 34 49 14 259 343 20 664 Future Volume Turn Type pm+pt NA Perm pm+pt NA Perm Prot NA Prot NA Protected Phases 7 4 3 8 5 2 1 G Detector Phase 7 4 4 3 8 8 5 2 1 G Switch Phase Minimum Initial Total Yellow Ti Lost Ti Lead/Lag Lead Lag Lag Lead Lag Lag Lead Lag Lead Lag Lead-Lag Optimize? Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes Recall Mode None None None None None None None Max None Max Actuated Control Delay 47.1 50.1 228 383 636 04 80.1 14.1 648 21.4 Total Delay 47.1 50.1 228 383 636 04 80.1 14.1 648 21.4 Approach Delay 32.4 45.7 42.0 22.4 Cycle Length: 155 Actuated Cycle Length: 125.1 ControlNatural Cycle:95 Type: Semi Act-Uncoord Maximum v/c Ratio:0.85 Intersection Signal D | 318 Intersection LOS: C Intersection Capacity Utilization 64.8% ICU Level of Service C Analysis Period(min) 15 Splits and Phases: 1: Federal Highway&Boynton Beach Blvd 4% 05 06 07 08 770 FY AM 3:38pm18d2/2021 Synohm11 Report Page OUEuEs FY AM 1 Federal Hi 10/15/2021 � N� �� *-- *-~ ��x � \' | � �k Lane Group Flow(vph) 178 64 391 37 53 15 282 385 22 907 Control Delay 47.1 50.1 228 383 636 04 80.1 14.1 648 21.4 Total Delay 47.1 50.1 228 383 636 04 80.1 14.1 648 21.4 Queue Length 50th(ft) 122 47 55 23 43 0 120 80 18 245 Queue Length 95th(ft) 189 92 177 51 88 0 #223 135 49 360 Internal Link Dist(ft) 1893 782 570 962 Turn Bay Length(ft) 230 300 190 300 280 Base Capacity(vph) 356 652 761 235 502 535 331 2130 142 1807 Starvation Storage Cap Rod tri O O O O O O O O O O Reduced Wc Ratio 0.50 0.10 0.51 0,16 0.11 0.03 0,85 0.18 0.15 0,50 # 95th percentile volume exceeds capacity,queue maybe longer. Queue shown iomaximum after two cycles. FY AM 3:38pm10/12/2021 Synohm11 Report Page HCM 6th Signalized Intersection Summary FY AM 1 Federal Hi 10/15/2021 A �� -- � �� k �� \' | -� �, ��~�� -~ x � � x� �r Traffic Volume(veh/h) 164 59 360 34 49 14 259 343 11 20 664 170 Future Volume Biko Work Zone On Adj Sat Flow,veh/h/In 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 Adj Flow Rate,veh/h 178 64 391 37 53 15 282 373 12 22 722 185 Percent Heavy Voh Y6 2 2 2 2 2 2 2 2 2 2 2 2 Cap,veh/h 443 492 417 274 362 306 291 1844 59 29 1279 328 Arrive 0nGreen 0.09 026 0.26 0.02 0.19 0.19 0.08 0.52 0.52 0.02 0.46 0.46 Sat Flow,veh/h 1781 1870 1585 1781 1870 1585 3456 3514 113 1781 2801 717 Grp Volume(v),veh/h 178 64 391 37 53 15 282 188 197 22 458 449 Grp Sat Flow(s),veh/h/In 1781 1870 1585 1781 1870 1585 1728 1777 1850 1781 1777 1741 OS Prop In Lane 100 100 100 100 100 OOG 100 041 Lane Grp Cap(c),veh/h 443 492 417 274 362 306 291 932 971 29 812 795 V/CRai Avail Cap(c-a),veh/h 527 572 485 357 440 373 291 932 971 125 812 795 HCMPlatoon Ratio 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Uniform Delay Initial OD | Unsig. Movement D | o/voh LnGrp LOS D D E D D D F B B F C C Approach Vol,veh/h 633 105 667 929 Approach Delay,s/veh 61.8 46.6 56.6 32.8 Change Period Max Q Clear Ti HCM 6th Ctrl Delay 48.1 HCM6th LOS D FY AM 3:38pm1012/2021 Synohm11 Report Page Timings FY AM 2Ocean Avenue & Federal Highway 18d5/2021 �� -- �� \' | ~ �� ~~ x ��k Traffic Volume(vph) 46 116 143 43 134 19 507 314 869 Future Volume Turn Type pm+pt NA pm+pt NA Perm Prot NA Prot NA Protected Phases 7 4 3 8 5 2 1 G Detector Phase 7 4 3 8 8 5 2 1 G Switch Phase Minimum Initial Total Yellow Ti Lost Ti Lead/Lag Lead Lag Lead Lag Lag Lead Lag Lead Lag Lead-Lag Optimize? Yes Yes Yes Yes Yes Yes Yes Yes Yes Recall Mode None None None None None None Max None Max Actuated Control Delay 374 71.1 450 487 95 703 324 131.2 21.4 Total Delay 374 71.1 450 487 95 703 324 131.2 21.8 Approach Delay 63.4 30.6 33.4 50.1 Cycle Length: 155 Actuated Cycle Length: 136.9 Natural Cycle: 105 Control Type: Semi Act-Uncoord Maximum v/c Ratio: 1.10 Intersection Signal D | 436 Intersection LOS: D Intersection Capacity Utilization 76.8% ICU Level of Service D Analysis Period(min) 15 Splits and Phases: 2: Ocean Avenue&Federal Highway 7 p1g1,WA Egli, IM FY AM 3:38pm18d2/2021 Synohm11 Report OUEuEs FY AM 2Ocean Avenue & Federal Hi 1015/2021 ~ �� -- k~ ��x � \' | � ~ �k Lane Group Flow(vph) 50 168 155 47 146 21 799 341 980 Control Delay 374 71.1 450 487 95 703 324 131.2 21.4 Total Delay 374 71.1 450 487 95 703 324 131.2 21.8 Queue Length 50th(ft) 33 138 109 36 0 18 271 -345 293 Queue Length 95th Internal Link Dist(ft) 918 1812 308 570 Turn Bay Length(ft) 110 250 250 180 150 Base Capacity(vph) 365 440 317 477 514 246 1390 311 1984 Starvation Cap Rod tri O O O O O O O O 464 Storage Cap Rod tri O O O O O O O O O Reduced Wc Ratio 0.14 0.38 0.49 0,10 0.28 0.09 0,57 1.10 0.64 - Volume exceeds capacity,queue is theoretically infinite. Queue shown iomaximum after two cycles. # 95th percentile volume exceeds capacity,queue maybe longer. Queue shown iomaximum after two cycles. FY AM 3:38pm10/12/2021 Synohm11 Report Page HCM 6th Signalized Intersection Summary FY AM 2. Ocean Avenue & Federal Highway 10/15/2021 _A -- 4,\ t 41 Lane Configurations T+ t r t T+ t T+ Traffic Volume(veh/h) 46 116 39 143 43 134 19 507 228 314 869 32 Future Volume(veh/h) 46 116 39 143 43 134 19 507 228 314 869 32 Initial Q(Qb),veh 0 0 0 0 0 0 0 0 0 0 0 0 Ped-Bike Adj(ApbT) 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Parking Bus,Adj 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Work Zone On Approach No No No No Adj Sat Flow,veh/h/In 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 Adj Flow Rate,veh/h 50 126 42 155 47 146 21 551 248 341 945 35 Peak Hour Factor 0.92 0.92 0.92 0,92 0.92 0.92 0,92 0.92 0.92 0,92 0.92 0.92 Percent Heavy Veh, % 2 2 2 2 2 2 2 2 2 2 2 2 Cap,veh/h 250 152 51 242 318 270 29 994 446 324 2036 75 Arrive On Green 0.03 0.11 0.11 0.09 0.17 0.17 0.02 0.42 0.42 0.18 0.58 0.58 Sat Flow,veh/h 1781 1342 447 1781 1870 1585 1781 2384 1070 1781 3494 129 Grp Volume(v),veh/h 50 0 168 155 47 146 21 410 389 341 481 499 Grp Sat Flow(s),veh/h/In 1781 0 1790 1781 1870 1585 1781 1777 1678 1781 1777 1847 Q Serve(g-s),s 3.2 0.0 12.1 9.8 2.8 11.1 1.5 23.1 23.2 24.0 20.4 20.4 Cycle Q Clear(g-c),s 3.2 0.0 12.1 9.8 2.8 11.1 1.5 23.1 23.2 24.0 20.4 20.4 Prop In Lane 1.00 0.25 1.00 1.00 1.00 0.64 1.00 0.07 Lane Grp Cap(c),veh/h 250 0 203 242 318 270 29 741 700 324 1035 1076 V/C Ratio(X) 0.20 0.00 0.83 0.64 0.15 0.54 0.72 0.55 0.56 1.05 0.46 0.46 Avail Cap(c-a),veh/h 392 0 448 310 496 421 257 741 700 324 1035 1076 HCM Platoon Ratio 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Upstream Filter(l) 1.00 0.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Uniform Delay(d),s/veh 49.4 0.0 57.2 44.9 46.6 50.0 64.6 29.1 29.2 53.9 15.7 15.7 Incr Delay(d2), s/veh 0.4 0,0 8.4 2.8 0.2 1.7 28.6 3.0 3.2 64.3 1.5 1.4 Initial Q Delay(d3),sAteh 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 We BackOfQ(50%),veh/In 1.5 0.0 6.0 4.6 1.3 4.5 0.9 10.5 10,0 16.5 8.6 8.9 Unsig. Movement Delay,s/veh LnGrp Delay(d),sAteh 49.8 0.0 65.6 47.7 46.8 51.7 93.2 32.1 32.3 118.2 17.2 17.2 LnGrp LOS D A E D D D F C C F B B Approach Vol,veh/h 218 348 820 1321 Approach Delay,s/veh 61.9 49.3 33.8 43.3 Approach LOS E D C D Phs Duration(G+Y+Rc),s 30.0 61.0 18.9 21.9 8.1 82.9 11.5 29.4 Change Period(Y+Rc),s 6.0 6.0 7.0 7.0 6.0 6.0 7.0 7.0 Max Green Setting(Gmax),s 24.0 55.0 17.0 33.0 19.0 60,0 15.0 35.0 Max Q Clear Time(g-c+l 1),s 26.0 25.2 11.8 14.1 3.5 22.4 5.2 13.1 Green Ext Time(p_c),s 0,0 5.9 0.2 0,8 0.0 7.8 0,0 0.7 HCM 6th Ctrl Delay 42.7 HCM 6th LOS D FY AM 3:38 pm 10/12/2021 Synchro 11 Report Page 6 Timings FY PM 1 Federal Highway & Boynton Beach Blvd 18d5/2021 � N� �� *-- *-~ ��x � \' | � �k Traffic Volume(vph) 300 66 444 14 97 25 536 853 24 613 Future Volume Turn Type pm+pt NA Perm pm+pt NA Perm Prot NA Prot NA Protected Phases 7 4 3 8 5 2 1 G Detector Phase 7 4 4 3 8 8 5 2 1 G Switch Phase Minimum Initial Total Yellow Ti Lost Ti Lead/Lag Lead Lag Lag Lead Lag Lag Lead Lag Lead Lag Lead-Lag Optimize? Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes Recall Mode None None None None None None None Max None Max Actuated Control Delay 599 43.1 OO 365 749 05 754 21.7 71.1 370 Total Delay 599 43.1 OO 365 749 05 754 22.1 71.1 370 Approach Delay 31.1 57.4 42.2 38.0 Cycle Length: 160 Actuated Cycle Length: 139.6 ControlNatural Cycle:95 Type: Semi Act-Uncoord Maximum v/c Ratio:0.91 Intersection Signal D | 390 Intersection LOS: D Intersection Capacity Utilization 76.8% ICU Level of Service D Analysis Period(min) 15 Splits and Phases: 1: Federal Highway&Boynton Beach Blvd 4% 05 06 07 08 FY PM 3:38pm18d2/2021 Synohm11 Report Page OUEuEs FY PM 1 Federal Hi 10/15/2021 � N� �� *-- A-~ ��x � \' | � �k Lane Group Flow(vph) 326 72 483 15 105 27 583 960 26 865 Control Delay 599 43.1 OO 365 749 05 754 21.7 71.1 370 Total Delay 599 43.1 OO 365 749 05 754 22.1 71.1 370 Queue Length 50th(ft) 256 48 17 10 93 0 270 294 23 326 Queue Length 95th(ft) #373 101 135 28 157 0 #397 396 57 422 Internal Link Dist(ft) 1893 782 570 962 Turn Bay Length(ft) 230 300 190 300 280 Base Capacity(vph) 399 554 791 307 447 519 639 1953 165 1337 Starvation Storage Cap Rod tri O O O O O O O O O O Reduced Wc Ratio 0.82 0.13 0.61 0,05 0.23 0.05 0,91 0.65 0.16 0,65 # 95th percentile volume exceeds capacity,queue maybe longer. Queue shown iomaximum after two cycles. FY PM 3:38pm10/12/2021 Synohm11 Report Page HCM 6th Signalized Intersection Summary FY PM 1 Federal Hi 10/15/2021 A �� -- � �� k �� \' | -� �, ��~�� -~ x � � x� �r Traffic Volume(veh/h) 300 66 444 14 97 25 536 853 30 24 613 183 Future Volume Biko Work Zone On Adj Sat Flow,veh/h/In 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 Adj Flow Rate,veh/h 326 72 483 15 105 27 583 927 33 26 666 199 Percent Heavy Voh Y6 2 2 2 2 2 2 2 2 2 2 2 2 Cap,veh/h 431 525 445 194 270 229 608 1829 65 33 985 294 Arrive 0nGreen 0.15 028 0.28 0.01 0.14 0.14 0.18 0.52 0.52 0.02 0.37 0.37 Sat Flow,veh/h 1781 1870 1585 1781 1870 1585 3456 3500 125 1781 2697 805 Grp Volume(v),veh/h 326 72 483 15 105 27 583 471 489 26 439 426 Grp Sat Flow(s),veh/h/In 1781 1870 1585 1781 1870 1585 1728 1777 1848 1781 1777 1725 OS Prop In Lane 100 100 100 100 100 007 100 047 Lane Grp Cap(c),veh/h 431 525 445 194 270 229 608 929 966 33 649 630 V/CRai Avail Cap(c-a),veh/h 431 525 445 341 424 359 608 929 966 157 649 630 HCMPlatoon Ratio 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Uniform Delay Initial OD | Unsig. Movement D | o/voh LnGrp LOS D D F D E E F C C F D D Approach Vol,veh/h 881 147 1543 891 Approach Delay,s/veh 88.7 57.2 48.3 47.0 Change Period Max Q Clear Ti HCM 6th Ctrl Delay 58.6 HCM6th LOS E FY PM 3:38pm1012/2021 Synohm11 Report Page Timings FY PM 2Ocean Avenue & Federal Highway 18d5/2021 �� -- �� \' | ~ �� ~~ x ��k Traffic Volume(vph) 51 82 249 114 254 44 807 276 727 Future Volume Turn Type pm+pt NA pm+pt NA Perm Prot NA Prot NA Protected Phases 7 4 3 8 5 2 1 G Detector Phase 7 4 3 8 8 5 2 1 G Switch Phase Minimum Initial Total Yellow Ti Lost Ti Lead/Lag Lead Lag Lead Lag Lag Lead Lag Lead Lag Lead-Lag Optimize? Yes Yes Yes Yes Yes Yes Yes Yes Yes Recall Mode None None None None None None Max None Max Actuated Control Delay 430 709 1019 596 107 756 320 1552 201 Total Delay 430 709 1019 596 107 756 320 1552 204 Approach Delay 63.0 56.5 33.9 55.7 Cycle Length: 160 Actuated Cycle Length: 142.5 ControlNatural Cycle: 115 Type: Semi Act-Uncoord Maximum v/c Ratio: 1.15 Intersection Signal D | 486 Intersection LOS: D Intersection Capacity Utilization 85.8% ICU Level of Service E Analysis Period(min) 15 Splits and Phases: 2: Ocean Avenue&Federal Highway FY PM 3:38pm18d2/2021 Synohm11 Report OUEuEs FY PM 2Ocean Avenue & Federal Hi 1015/2021 ~ �� -- k~ ��x � \' | � ~ �k Lane Group Flow(vph) 55 141 271 124 276 48 1064 300 845 Control Delay 430 709 1019 596 107 756 320 1552 201 Total Delay 430 709 1019 596 107 756 320 1552 204 Queue Length 50th(ft) 39 113 222 107 0 44 388 -326 236 Queue Length 95th(ft) 77 187 #337 178 85 90 505 #546 336 Internal Link Dist(ft) 918 1812 308 570 Turn Bay Length(ft) 110 250 250 180 150 Base Capacity(vph) 310 420 273 431 578 223 1608 261 1977 Starvation Storage Cap Rod tri O O O O O O O O O Reduced Wc Ratio 0.18 0.34 0.99 0.29 0.48 0.22 0,66 1.15 0.60 - Volume exceeds capacity,queue is theoretically infinite. Queue shown iomaximum after two cycles. # 95th percentile volume exceeds capacity,queue maybe longer. Queue shown iomaximum after two cycles. FY PM 3:38pm10/12/2021 Synohm11 Report Page HCM 6th Signalized Intersection Summary FY PM 2Ocean Avenue & Federal Hi 1015/2021 _, A �� -- � �� k ~�� -~ x � Traffic Volume(veh/h) 51 82 48 249 114 254 44 807 172 276 727 51 Future Volume Biko Work Zone On Adj Sat Flow,veh/h/In 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 Adj Flow Rate,veh/h 55 89 52 271 124 276 48 877 187 300 790 55 Percent Heavy Voh Y6 2 2 2 2 2 2 2 2 2 2 2 2 Cap,veh/h 243 145 85 288 356 302 62 1316 281 256 1889 131 Arrive 0nGreen 0.04 0.13 0.13 0.10 0.19 0.19 0.03 0.45 0.45 0.14 0.56 0.56 Sat Flow,veh/h 1781 1107 647 1781 1870 1585 1781 2914 621 1781 3370 235 Grp Volume(v),veh/h 55 0 141 271 124 276 48 535 529 300 416 429 Grp Sat Flow(s),veh/h/In 1781 0 1754 1781 1870 1585 1781 1777 1759 1781 1777 1828 OS Prop In Lane 1.00 037 1.00 1.00 1.00 035 1.00 0.13 Lane Grp Cap(c),veh/h 243 0 229 288 356 302 62 803 794 256 996 1025 V/CRai Avail Cap(c-a),veh/h 349 0 396 288 422 358 219 803 794 256 996 1025 HCMPlatoon Ratio 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Uniform Delay Initial OD | Unsig. Movement D | o/voh LnGrp LOS D A E F D F F D D F B B Approach Vol,veh/h 196 671 1112 1145 Approach Delay,s/veh 59.9 80.6 38.0 60.0 Change Period Max Q Clear Ti HCM 6th Ctrl Delay 56.6 HCM6th LOS E FY PM 3:38pm1012/2021 Synohm11 Report Page Timings FY PM OPT 1 Federal Highway & Boynton Beach Blvd 18d5/2021 � N� �� *-- *-~ ��x � \' | � �k Traffic Volume(vph) 300 66 444 14 97 25 536 853 24 613 Future Volume Turn Type pm+pt NA Perm pm+pt NA Perm Prot NA Prot NA Protected Phases 7 4 3 8 5 2 1 G Detector Phase 7 4 4 3 8 8 5 2 1 G Switch Phase Minimum Initial Total Yellow Ti Lost Ti Lead/Lag Lead Lag Lag Lead Lag Lag Lead Lag Lead Lag Lead-Lag Optimize? Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes Recall Mode None None None None None None None Max None Max Actuated Control Delay 587 418 OO 380 747 05 654 203 798 402 Total Delay 587 418 OO 380 747 05 654 208 798 402 Approach Delay 30.1 57.3 37.6 41.3 Cycle Length: 160 Actuated Cycle Length: 137.7 ControlNatural Cycle:95 Type: Semi Act-Uncoord Maximum v/c Ratio:0.84 Intersection Signal D | 375 Intersection LOS: D Intersection Capacity Utilization 76.8% ICU Level of Service D Analysis Period(min) 15 Splits and Phases: 1: Federal Highway&Boynton Beach Blvd 011 t02 or. 0`04 07 08 FYPMOPT 5:22pm18d3/2021 Synohm11 Report Page Queues FY PM OPT 1 Federal Hi 10/15/2021 � N� �� *-- A-~ ��x � \' | � �k Lane Group Flow(vph) 326 72 483 15 105 27 583 960 26 865 Control Delay 587 418 OO 380 747 05 654 203 798 402 Total Delay 587 418 OO 380 747 05 654 208 798 402 Queue Length 50th(ft) 262 49 13 10 95 0 270 287 24 338 Queue Length 95th(ft) #387 99 125 28 159 0 338 373 58 463 Internal Link Dist(ft) 1893 782 570 962 Turn Bay Length(ft) 230 300 190 300 280 Base Capacity(vph) 405 667 864 182 422 501 851 1980 77 1268 Starvation Storage Cap Rod tri O O O O O O O O O O Reduced Wc Ratio 0.80 0.11 0.56 0,08 0.25 0.05 0,69 0.67 0.34 0,68 # 95th percentile volume exceeds capacity,queue maybe longer. Queue shown iomaximum after two cycles. FYPMOPT 522pm10/13/2021 Synohm11 Report Page HCM 6th Signalized Intersection Summary FY PM OPT 1- Federal Highway & Boynton Beach Blvd 10/15/2021 _A -- 4,\ t 41 Lane Configurations t r t r t T+ t T+ Traffic Volume(veh/h) 300 66 444 14 97 25 536 853 30 24 613 183 Future Volume(veh/h) 300 66 444 14 97 25 536 853 30 24 613 183 Initial Q(Qb),veh 0 0 0 0 0 0 0 0 0 0 0 0 Ped-Bike Adj(ApbT) 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Parking Bus,Adj 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Work Zone On Approach No No No No Adj Sat Flow,veh/h/In 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 Adj Flow Rate,veh/h 326 72 483 15 105 27 583 927 33 26 666 199 Peak Hour Factor 0.92 0.92 0.92 0,92 0.92 0.92 0,92 0.92 0.92 0,92 0.92 0.92 Percent Heavy Veh, % 2 2 2 2 2 2 2 2 2 2 2 2 Cap,veh/h 472 589 499 226 345 292 645 1735 62 33 883 264 Arrive On Green 0.14 0.31 0.31 0.01 0.18 0.18 0.19 0.50 0.50 0.02 0.33 0.33 Sat Flow,veh/h 1781 1870 1585 1781 1870 1585 3456 3500 125 1781 2697 805 Grp Volume(v),veh/h 326 72 483 15 105 27 583 471 489 26 439 426 Grp Sat Flow(s),veh/h/In 1781 1870 1585 1781 1870 1585 1728 1777 1848 1781 1777 1725 Q Serve(g-s),s 22.0 4.2 46.3 1.1 7.5 2.2 25.5 28.0 28.0 2.2 34.0 34.0 Cycle Q Clear(g-c),s 22.0 4.2 46.3 1.1 7.5 2.2 25.5 28.0 28.0 2.2 34.0 34.0 Prop In Lane 1.00 1.00 1.00 1.00 1.00 0.07 1.00 0.47 Lane Grp Cap(c),veh/h 472 589 499 226 345 292 645 881 916 33 582 565 V/C Ratio(X) 0.69 0.12 0.97 0.07 0.30 0.09 0.90 0.53 0.53 0.79 0.75 0.75 Avail Cap(c-a),veh/h 472 596 505 250 377 320 762 881 916 69 582 565 HCM Platoon Ratio 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Upstream Filter(l) 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Uniform Delay(d),s/veh 41.8 37.6 52.1 50.2 54.3 52.2 61.4 26.7 26.7 75.4 46.3 46.3 Incr Delay(d2), s/veh 4.3 0A 31.8 0.1 0,5 0.1 12.8 2.3 2.2 32.9 8.8 9.0 Initial Q Delay(d3),sAteh 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 We BackOfQ(50%),veh/In 10.7 2.0 22.8 0.5 3.6 0,9 12.4 12.5 13.0 1.3 16.5 16.1 Unsig. Movement Delay,s/veh LnGrp Delay(d),sAteh 46.1 37.7 83.8 503 54.8 52.3 74.2 29.0 28.9 108.2 55.1 55.4 LnGrp LOS D D F D D D E C C F E E Approach Vol,veh/h 881 147 1543 891 Approach Delay,s/veh 66.1 53.9 46.1 56.8 Approach LOS E D D E Phs Duration(G+Y+Rc),s 8.9 82.4 7.9 55.0 34.8 56.5 28.0 34.9 Change Period(Y+Rc),s 6.0 6.0 6.0 6.5 6.0 6.0 6.0 6.5 Max Green Setting(Gmax),s 6.0 76.4 4.0 49.1 34.0 48.4 22.0 31.1 Max Q Clear Time(g-c+l 1),s 4.2 30.0 3.1 48.3 27.5 36.0 24.0 9.5 Green Ext Time(p_c),s 0,0 7.7 0.0 0.2 1.3 4.5 0,0 0.6 HCM 6th Ctrl Delay 54.2 HCM 6th LOS D FY PM OPT 5:22 pm 10/13/2021 Synchro 11 Report Page 3 Timings FY PM OPT 2Ocean Avenue & Federal Highway 18d5/2021 �� -- �� \' | ~ �� ~~ x ��k Traffic Volume(vph) 51 82 249 114 254 44 807 276 727 Future Volume Turn Type pm+pt NA pm+pt NA Perm Prot NA Prot NA Protected Phases 7 4 3 8 5 2 1 G Detector Phase 7 4 3 8 8 5 2 1 G Switch Phase Minimum Initial Total Yellow Ti Lost Ti Lead/Lag Lead Lag Lead Lag Lag Lead Lag Lead Lag Lead-Lag Optimize? Yes Yes Yes Yes Yes Yes Yes Yes Yes Recall Mode None None None None None None Max None Max Actuated Control Delay 48.1 71.5 829 525 87 829 41.3 789 197 Total Delay 48.1 71.5 829 525 87 829 41.3 789 20.1 Approach Delay 64.9 46.8 43.1 35.5 Cycle Length: 160 Actuated Cycle Length: 142.1 Natural Cycle: 115 Control Type: Semi Act-Uncoord Maximum v/c Ratio:0.92 Intersection Signal D | 425 Intersection LOS: D Intersection Capacity Utilization 85.8% ICU Level of Service E Analysis Period(min) 15 Splits and Phases: 2: Ocean Avenue&Federal Highway 4% 05 06 07 08 FYPMOPT 5:22pm18d3/2021 Synohm11 Report Queues FY PM OPT 2Ocean Avenue & Federal Hi 1015/2021 ~ �� -- k~ ��x � \' | � ~ �k Lane Group Flow(vph) 55 141 271 124 276 48 1064 300 845 Control Delay 48.1 71.5 829 525 87 829 41.3 789 197 Total Delay 48.1 71.5 829 525 87 829 41.3 789 20.1 Queue Length 50th(ft) 40 115 224 103 0 44 447 272 240 Queue Length 95th Internal Link Dist(ft) 918 1812 308 570 Turn Bay Length(ft) 110 250 250 180 150 Base Capacity(vph) 187 397 295 552 663 112 1403 399 1976 Starvation Cap Rod tri O O O O O O O O 598 Storage Cap Rod tri O O O O O O O O O Reduced Wc Ratio 0.29 0.36 0.92 0.22 0.42 0.43 0,76 0.75 0.61 # 95th percentile volume exceeds capacity,queue maybe longer. Queue shown iomaximum after two cycles. FYPMOPT 522pm10/13/2021 Synohm11 Report Page HCM 6th Signalized Intersection Summary FY PM OPT 2. Ocean Avenue & Federal Highway 10/15/2021 _A -- 4,\ t Lane Configurations T+ t r t T+ t Traffic Volume(veh/h) 51 82 48 249 114 254 44 807 172 276 727 51 Future Volume(veh/h) 51 82 48 249 114 254 44 807 172 276 727 51 Initial Q(Qb),veh 0 0 0 0 0 0 0 0 0 0 0 0 Ped-Bike Adj(ApbT) 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Parking Bus,Adj 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Work Zone On Approach No No No No Adj Sat Flow,veh/h/In 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 1870 Adj Flow Rate,veh/h 55 89 52 271 124 276 48 877 187 300 790 55 Peak Hour Factor 0.92 0.92 0.92 0,92 0.92 0.92 0,92 0.92 0.92 0,92 0.92 0.92 Percent Heavy Veh, % 2 2 2 2 2 2 2 2 2 2 2 2 Cap,veh/h 216 129 75 289 364 308 62 1196 255 326 1883 131 Arrive On Green 0.03 0.12 0.12 0.11 0.19 0.19 0.03 0.41 0.41 0.18 0.56 0.56 Sat Flow,veh/h 1781 1107 647 1781 1870 1585 1781 2914 621 1781 3370 235 Grp Volume(v),veh/h 55 0 141 271 124 276 48 535 529 300 416 429 Grp Sat Flow(s),veh/h/In 1781 0 1754 1781 1870 1585 1781 1777 1759 1781 1777 1828 Q Serve(g-s),s 3.9 0.0 10.9 15.0 8.1 24.0 3.8 35.9 35.9 23.4 19.1 19.1 Cycle Q Clear(g-c),s 3.9 0.0 10.9 15.0 8.1 24.0 3.8 35.9 35.9 23.4 19.1 19.1 Prop In Lane 1.00 0.37 1.00 1.00 1.00 0.35 1.00 0.13 Lane Grp Cap(c),veh/h 216 0 205 289 364 308 62 729 721 326 993 1021 V/C Ratio(X) 0.25 0.00 0.69 0.94 0.34 0.90 0.77 0.73 0.73 0.92 0.42 0.42 Avail Cap(c-a),veh/h 216 0 384 289 555 471 113 729 721 403 993 1021 HCM Platoon Ratio 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Upstream Filter(l) 1.00 0.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 Uniform Delay(d),s/veh 53.3 0.0 60.0 52.1 49.1 55.6 67.7 35.2 35.2 56.7 18.0 18.0 Incr Delay(d2), s/veh 0.6 0,0 4.1 36.6 0,6 13.6 18.3 6.4 6.5 23.1 1.3 1.3 Initial Q Delay(d3),sAteh 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 We BackOfQ(50%),veh/In 1.8 0.0 5.1 5.4 3.9 10,8 2.0 16.8 16.7 12.6 8.2 8.5 Unsig. Movement Delay,s/veh LnGrp Delay(d),sAteh 54.0 0.0 64.1 88.7 49.7 69.2 86.0 41.6 41.7 79.8 19.3 19.3 LnGrp LOS D A E F D E F D D E B B Approach Vol,veh/h 196 671 1112 1145 Approach Delay,s/veh 61.2 73.5 43.6 35.1 Approach LOS E E D D Phs Duration(G+Y+Rc),s 31.9 64.0 22.0 23.5 10.9 85.0 11.0 34.5 Change Period(Y+Rc),s 6.0 6.0 7.0 7.0 6.0 6.0 7.0 7.0 Max Green Setting(Gmax),s 32.0 56.0 15.0 31.0 9.0 79.0 4.0 42.0 Max Q Clear Time(g-c+l 1),s 25.4 37.9 17.0 12.9 5.8 21.1 5.9 26.0 Green Ext Time(p_c),s 0,5 7.0 0.0 0,7 0.0 6.6 0,0 1.5 HCM 6th Ctrl Delay 48.0 HCM 6th LOS D FY PM OPT 5:22 pm 10/13/2021 Synchro 11 Report Page 6 0 - Lu O 4-j cn 4-j dh I i C: U 4-J Q 4-J (3) N L NN N C: , 0 O — N 'cn a-J (6 a.., N f6 N U O U •� • -0 o • -0 •- (f)� U o �,o ro a- > -0E l0 U O Q N 1 O m N ,� bdoCl = 0 3 L :E 0 1 '� � • � u o o o 4-J — — N m N — c6 0 O Lj a) o O U •V cn Q cn `~ a-J N 4te1 :3U N `� U Q +., N N -0 U N N0 -0 N .0 N 4-j 4-3 in I U N ,v J — X -0 =3al U � Q � � n- U cn Q L m -0O O O .� LU 0- a) 4- c� o � C o �' �,o z3 ro +m-' O ca Q O — L o 0 0 NU .. -0 N ca +�0 b.0 > N n �, cn M N kbm,�a m > i a got t y �UN IV i - } u ' l I it 4} uj O3h" w f K F- i. �} fi tuo s �ip iS � s s t 1)a stF tl � r yyy � �js7i y I r s �yri� R y i i1 �s rY ! - •,}4 t sl p yeti£assil� -1 f y sl} `��' ++— i ��t17 �1 s } LU LMUin i s z a� LMU 9 l hjs s° y u �: — -- i LL Co CD M CL a CD • �� "'�, est', _ o 1 � Go tu 70 1 ts (D ulrVIO �t CL m ca • t{ , 0 0 _ r ISS , .' ae 2} __- � l 9 LU LL U 1,{i, , 4 1 U 1 t a q(r l 1 h — i • { 1 ' r. s � t 1jin 1 m Mimi' LMU LMU • i ,1 � 1 4 , I 1 i } e ,tt 1' I! r 0 Lu s , t yVNrAr J ,y ,i41 LCL r T A. m,. k •(��)�� a 9 � 's„s = � 4�9"�t�Jry4't t+ 141��t W Al 7 �: �" �7 a RqJ 4 r 4—j ! t � tftt ' 1L it 1�— t t r ,�) •- i `� r��rr mw 411 IQ'( �c �{p }SSSS1JyJy�}jtt ti� "hykQl} }rt�91} kl; r �r sly��`�Ct\\`S '`� � ��,�'•i e,;" r � y ��k _,. 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L1a C ,n to to w O -C3 w D :CL GQ t? •^- LMU 'a 4) +j r-i to — (U C> aJd C O 7r G2 ren } CL tC 04.0 kn 4 — Qom] _ "G C aU + w y- [� w C _ N w � ,c u w LT —' ? w to vs "" _ t0 u SAA w® u C 'Q w C C2 y- CL Z u w0 U G7 C w W+ `C C • .� tU, a u i 0 0 0 � mov -C7 44 0 u t E +y�� -04(1 tl? k- , Se *fit CL + E o o m ";,, ami as +r C w C w �; J C. �, brightline, October I82O2l Mr,Jeff Burns Affiliated Development 613NVV3'1 Avenue, Ste 104 Fort Lauderdale, FL. 33311 RE: The Pierce, Boynton Beech mixed-use project incorporating workforce housing along the FEC and adjacent toFEC-owned land Mr, Burns: I am writing this letterto thank you for taking the time to meet with us at Brightline to show usyour development plans for the site [nBoynton Beach, adjacent to our property on NE 4��mstreet. � Should your bid be selected by the city of Boynton Beach, we would be pleased to work with you and your organization toensure continuity between your project an6anyeventua| p|ansalongthe BriAht|ine/FECRcorridor. Asdiscussed,there isanunavoidable Unkbetween public transportation and workforce housing, which you've been advocating for in Miami, Broward and Palm Beach counties. VVeare familiar with Affiliated DevelVprnent,acapabilities and as Boynton Beach stakeholders, we look forward toongoing dialog as you pursue your plans. Sincerely, Ben Porritt Senior Vice President Corporate Affairs BrightUneTraims 161 NVV6TH STREET | SUITE 900 1 MIAMI, FL i , xt, t F Via 71 k t 14 } }t fUV1 fit i- '� , � 1 Q _ MOWIA a t , reff U r d.. n IN „t ��) `• ��#s� .� -. — �t11�i I a i�i�i} 1��4 tS�� H ``��, ;}s �) ; �tt � ti) }rl`� ts,} ..}fi�tt, �� .1 hIN n t K Ni��ij } �� } ttS t r ,ti oof t h - } i • a f W Sa , 1Ln 4 Ln Q / e 4n • 4n M I �1 06 / 4 if 41 I t � 8 1 � 1 • "J ° W iJ tp t 41 N .1 1Ln � � 1 •M f 1. 1 v flet ls,f 41 tt1 e � QJ •1 4� 4 Ln tl f tl 1 1 1 � C m t, N aQJ .0 c d Gj cu W a - •n1.t - 4sv , t l �55 t3 i +�h`{tJ(�tjt� r t q _ � 4 x-• nt� s�, 5 7 r�*\� )? 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O O +�-j • 1 U U .� N Q > 4- O � � X 0 Q i i Q • 4 O N rl Q Q) bn ca 3 a N a--' vi • N C2A +, O O N O U N f6 • � i cn ' • N N O N ca � � O N 0 - N N i i "a CU cu cr �ON N Ln 4- N > N O p hC1A Oi►• cu � N O E O U O p - CU O C: J > bn0 © Q Ln CU cu CU u CU U — cu Z NCU O .0 n O � _ aCU CU i 0 CU '- 4-1 Ol 0O ate-J V f6 O CU Ln cu L CU U cn CL c cu cn 0 U N i Q bn > N U CU CUCU > > rl U CU LMU L U C6 c = y_ f6 r-I Z f6 C`n a.-+ Q M 0 N U bn N +_+ cu N O O > o N O O O >O O O N - Ol N iN •- N ateJ N U U LMUn cr O Q O N n O E - DC DC m Q '~ N fB N ate+ N i S 3 N Q How we meet Sustainable Development Standards (section X111): Sec,2. Required Sustainable Development Standards(Table 2-1). 1.Required Sustainable Development Standards Outdoor Lighting Utilization of warm white LED lighting for parking lots,pathway lighting,accent lighting and exterior building lighting. Butterfly Attracting The landscape plan is designed to utilize a minimum of 5%butterfly attracting shrubs and Landscape Material trees in the planting scheme,with a minimum of three(3)different species of plant material. Provision of Level 2 charging station capable of servicing two(2)parking spaces for every Electric Charging Stations fifty(50)dwelling units,or fraction thereof,in residential developments and one(1)per every fifty thousand(50,000)square feet of non-residential development, White Roof Required for ell ducts utilizing flat surfaces,roof must be white. (Ord,19-027,passed g-5-19;Am.Ord.19-028,passed D-5-19) Sec,3. Sustainable Development Options and Points(Table 3-1). -1.Energy. The use of any combination of the following strategies for areas of the non- roof impervious site(including read,parking lots,driveways,sidewalks and courtyards). . Provision of shade within parking1pedestrian areas from open structures, such as pergolas,covered walks,parking lot sunshades,etc,,with a Solar Heat Island Reduction Reflective Index(SR 1)of M as demonstrated by the man u fa*rer or the architect or engineer of record, . Use of only paving materials with a Solar Reflectance Index(SRI)of 29, as demonstrated by the manufacturer or the architect or engineer of record. . Use of only canopy trees within,and along the perimeter of parking lots, following the regulations in the Landscape Code for"Large Landscape Islands." 25%of the non-roof impervious site 2 50%Of the non-roof impervious site 4 75%of the non-roof impervious site 6 Efficient Cooling All air conditioners are Energy Star qualified.Minimum SEER 16- 2 At least 75%of hot water on premises is heated via Energy Star,Certified Efficient Water Heating water heaters or solar water heaters. 2 Use roofing materials that have a Solar Reflective Index(SRI) 75 for low- Cool Roof sloped roofs(c2:12)or 25 for steep-sloped roots 02.12)for a minimum of 2 75%of the roof surface. Utilization of white or cool light colors for the body of buildings to reflect rather Building Color than absorb heat and reduce cooling costs.Accent and trim colors are riot 2 I imited to these choices. Shade Structures for Where provisions of shade structures are not required per codw Structures Buildings such as awnwgs,screws,louvers,or other architectural devices shall cover 4 a minimum of 50%of glazed openings. Where provisions of shade structures are not required per code:Structures such as awnings,screens,louvers,or other architectural devices shall cover 6 a minimum of 75%of glazed openings. The primary building is constructed with skylights that provide at least 10%of Skylights the light necessary for daily use on the story on which the skylights,are 1 located. 4 A portion of the energy used by the primary building is 15%,minimum 8 Renewable Energy generated using solar panels,wind turbines,or other 30%minimum 12 renewable source located onsite. 45%minimum Solar Heated Pool Install solar water heating rather than gas or electric, 12 Lighting Provide energy efficient lighting such as LED lighting for building interiors for 100%o1f proposed lighting. I Energy Star Appliances All appliance within a building are 100%Energy Star. 2 Insulation ProVda increased'insulation to achieve a minimum R-19 in walls and R-3B in 2 1 the calling. 2.Recycle and Waste Reduction. Recycle Content in Infrastructure For all new roadways,parking lots,sidewalks,and curbs- 2 A minimum of of the building materials used are to be green Building Material materials,recycled,loc-ally-produced materials,or sustainably- 2 harvested wood, Recycle Statiork/Dumpster Area Recycle chute(s)in mixed use districts and du mpslar,which include a I recycle station. 3.Water Conservation and Management Utilization of reuse water for innigation(if adjacent to site). 2 Reuse Water Utilization of reuse water for irrigation(if requested and approved by the Utilities 4 Department to be brought to the site). The development includes rain gardens designed with native plants material Installed in a sand/soil matrix sof bad WO a mulch cover layer, Rain Gardens(Bio-swaps Commercial:consisting of a minimum of 1.000 square feet. 3 or Elio-retention System) Muth family or Mixed Use with less than fifty(5Q)unitai consisting of a minimum of 2 five hundred(500)square feet. Multi-family or Mixed Use with more than fifty(50)units:consisting of a minimum 3 or one thousand(1,000)square feet- Rain Water Reuse At least 75%of rain water from the roofs of structures is captured and recycled for 4 landscape irrigation, Permeable Parking Permeable surfacing materials are used for some or all of 25%minimum 4 Surfaces surface parking areas, 50%minimum 6 1 75%minimum a Permeable Sidewalk Perimable or acceptable natural surfacing materials are used for all sidewalks. 3 Surfaces Vault System utilize a vault system for stormwater management to maximize usable open space 4 on urban sites, at.Urban Nature At least 50%of the total surface area of the principal building's roof is a green Green Roof roof constructed In accordance with ASTM green building standards. 6 At least 75%of the total surface area of the principal building's roof is a green 8 roof constructed In accordance with ASTM green building standards. Provide a minimum of three hundred(300)square feet of an irrigated vegetated wall,which is visible from right-of-way or private amenities. 2 Green Wall Provide a minimum of six hundred(600)feet of an irrigated vegetated wall, 4 which is visible from right-of-way or private amenities. Provide an entire facade(over 600 square feet)of an irrigated vegetated wall, 6 which is Visible from right-of-way or private amenities. Public pedestrian anWor bicycle access to natural elements is provided by a bike of pedestrian path or trail that is at least'4 mile long and does not intrude 1 Nature Path or Trail on or unduly harm existing natural features. Public pedestrian andlor bicycle access to natural elements Is provided by a 2 bike or pedestrian path or trail that is at least Y,mile long and does not Intrude on or unduly harm existing natural features- At least 50%of the total surface area of the,top of the parking structure is a green roof or green wall. 4 Parking Structure,Green At least 75%of the total surface area of the top of the parking structure is a 6 green roof or green wail. The total surface area of the top of the parking structure is a green roof or green wall. Provide canopy trees In an amount that exceeds the minimum number of 2 required trees by 10%. Provide canopy trees in an amount that exceeds the minimum number of 3 Tree Canopy required trees by 15%. Provide canopy trees in an amount that exceeds the minimum number of 4 required trees by 20%- Provide canopy trees In an amount that exceeds the minimum number of 5 required trees by 25%. Within residential or mixed,use projects,the dedication of permanent and viable Community Garden growing space and related facilities(such as greenhouses)al:a minimum of ten 3 (10)square feet per unit,and including the provision of fencing,watering system,soil,and secured facilities garden tools/equipment. Using only native or Florida Friendly plant species,restore pre-development Habitat Restoration native habitat on the project site in an area equal to or greater than 10%of the 4 development footprint,working with a landscape architect to ensure that restored areas feature waterwise,native and drought tolerant plants. Provision of usable common open space in excess of code requirements by up Minimum Open Space to 20%.The designed space shall not have any dimension less than seventy- 4 five(75)feet. 5.Transportation. Parking Structure At least 75%of the development's total number of required off-street 2 parking spaces Is contained in a parking dock or garage, Electric Charging Stations Provide two(2)over the required number of electric car charging stations. 2 Provide four(4)over the required number of electric car charging stations. 4 . Indoor or self-contained bicycle storage lockers equal to a minimum of Facilities for Bicycle 3%of the vehicle parking spaces required with the non-residential 2 Commuters development. 4 l - Shower and dressing area for the employees,in addition to the above. 1 6.Other Sustainable Development Opportunities The development Includes other green features that conserve energy, Other promote a healthy landscape,support public health and safety,of Up to 6 increase sustainability-points to be awarded at the discretion of the Development Director. (Ord.19-027,passed 9-5-19,Am-Ord,19-028r passed 9-5-19) Total Sustainable points = 50+ points i a �i ➢ . x. 5� 4" � TT 1 i�� flirt $11 NG £ { L �} v f�� i ll�tit �` Sett -:�`�� 4 � '� �� < W(vji �- � t1 1, ='�� 17 7717�t114rr t�lrlr sl}f�tli 1113��t; t11I £'��,� It{ t 1 lr r }7 tJr r � I 171 X11 s�11\1r � {� �"�., �` 1�1 \ tt1- �`� I , 11 �� i£ i S Il 2j t l 1 r 7 frs v 1`d LL YL UlLMU � i �7)( �� 1A ,, ��1� 5�1},'1 '�� i�,11� ��1��i „s `' 1j P h }�#t11t t�771 i „..�rti•4}�11 � �r� I - ��y 0 - Lu co E 0 0 i a c o0 ' O N � O O r-IO O E `m`.. l r4 r-I N r0 r-I O i C ' r0 N a I + M tT Lr) M O E ;C N N N M U C v O O00 rnro Q Q 00c.J aJ M N m 00 of i —� i Ln \ i ) r0 f0 O O M pO >. 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ATTACHMENT"F" PROPOSED PROJECT FUNDING USES AND SOURCES INFORMATION Project Uses and Sources $ 8,765,000 Land Costs - $ 2,816,900 Soft Costs - $ 52,274,500 Construction Costs - $ 4,890,996 Carrying Cost/Financing Costs - $ 500,000 Marketing and Sales Costs - $ 2,739,617 Permit and Impact Fee Costs - $ 1,160,411 Developer Overhead and Profit - $ 73,147,424 Total Project Cost - Capital Stack Proposer/Developer Equity $ 18,944,969 - Outside Capital Investor Equity $ 0 - Mortgage or Financed Amount $ 43,888,454 - Amount of BBCRA contribution requested, if any $ 0 - Other funding as identified $ 10,314,000 - Funding Total $ 73,147,424 - Page 24 of 30 i 1 • � a • O ro N Ql 1 � i ro Ql 4-- • O 1 � U C U � • N 1 (p C U N � 1 Q to M W O W W c-I Il O O O O O O O O O ei 0 0 0 0 0 0 0 r-I 00 w M 00 Ln I, r-I O N O O O O O O in O in l0 O O O O O 01 O iff 00 r-I r-I O l0 O O O O in' in' O � O � 01 in' in' O in' O r-I O w co (1 Ln I, Ln Ln O r-I I� O O O in r-I w O N in I, M n to to r-I O I, to to M N O r-I m O W in V O W N a, I� c-I Lr ID N n m in N -* to m r-I O -* M M N N M r-I O r-I M M '�' w O r-I -V► N N An AA AA AA AA AA l0 AA AA AA e.z in N -Z l0 M '(0 L► L► L► L► Ln L► Ln L► L► L► L► L► L► I� Q L► L► L► ,.0 O O O O O O O O O 0 0 0 0 0 0 0 0 0 0 0 V 0 to O O w w :.0: to to vin to An vin to to An to to to to 00 00 tt o o 00 O O to to m Ln Ln Ln U V n Ln OLn N lD 0) m N C; p Ua 0 a°I O O O O O O O O O Il 0 0 0 0 0 0 0 n to M ry 0 0 to c-i W to to vin to L► O O O O ti 0 0 0 0 0 0 0 r-I 00 to 00 O to Il c l r-I M O H O in l0 O O O O O U O in 00 ti 0 0 O V w w a- O V O m In O O O In ti 0 r-I 00 Q1 M' O In O w N :0 00 ry m In 00 N N c-I Lf1 c-I to m N M ry 00 m O to w :O Q1 m to r-I to N in ry ry ry Q1 c-I I, V M 11 V M c-I 00 I' ' 1 U: Q1 c-I n N N VT VT VT VT VT VT �` VT VT VT VT N c-I � e4 N,.... 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The Developer seeks gap funding from the Boynton Beach Community Redevelopment Agency ("CRA"). The Developer and CRA are collectively referred to as the"Parties",or individually as a"Party'. The purpose of this funding commitment("Commitment") is to set forth the general understanding between the Parties regarding the proposed Project as set forth herein. By resolution, the CRA Board authorize CRA staff to prepare a Tax Increment Revenue Agreement ("Agreement") incorporating the following terms and conditions. These terms and conditions will serve as an outline of the proposed Agreement for approval by the Parties. DEVELOPER: BB QOZ, LLC, a Florida limited liability company and/or any approved successor or assign thereof. CRA: Boynton Beach Community Redevelopment Agency,a public body corporate and politic of the State of Florida pursuant to Part III,Chapter 163, Florida Statutes. DETERMINATION: The CRA determines that the Project is consistent with and furthers the goals and objectives of the Boynton Beach Community Redevelopment Plan by eliminating slum and blight, creation of workforce & affordable housing, creation of public parking structures, improving public roadways and infrastructure,and fostering redevelopment. CRA BOARD: The CRA Board consists of 5 members who also serve as the Mayor and City Commission for the City of Boynton Beach. PROPERTY: 8 parcels of land (to be combined via unit of title) situated within the Downtown District of the CRA as more specifically described in the attached ExhibitA. PROJECT: The Buyer is purchasing the Property for purposes of developing a mixed- use project containing a mixed-income workforce housing rental apartment building,restaurant and retail space,office space,and a parking garage containing private and public parking. The Project will be a transportation- oriented development and provide public pedestrian connectivity within the Property. See Project site plan and renderings attached as Exhibit B,which require all necessary Approvals and may be revised in order to obtain same. Notwithstanding the foregoing,any material change(or series of changes)to the Project as depicted in the Commitment representing a greater than 10% change to the gross floor area, or greater than 25% change to the total number of dwelling units shall require approval by the CRA Board. AGREEMENT: The Tax Increment Revenue Agreement to be entered into by and between the Parties, detailing terms contained in this Commitment including any exhibits and any amendments. APPROVALS: All required site plan, zoning and land use approvals necessary by the applicable Governmental Authority to construct the Project on the Property. 1 LENDER: The first mortgage lender to be selected by Developer to provide financing for developing and operating the Project, which may be secured by a first priority mortgage,security interest,pledge,lien or other encumbrances. The CRA shall reasonably tailor the terms of the Agreement in order to meet the requirements of the Lender. FINANCIAL CLOSING: The date on which all Project financing agreements have been signed and all required conditions contained in such agreements have been satisfied. TIF REIMBURSEMENT: Commencing on the Financial Closing date until the sunset date of the CRA ("TIF Term"),the CRA shall provide an amount equivalent to 95%of the tax increment revenues attributable to the Project ("TIRAP") and collected by the CRA,in the form of an annual reimbursement,within 30 days of receipt of the TIRAP("TIF Reimbursement Payments"). In order to qualify for the TIF Reimbursement, the Developer shall be obligated to pay full property taxes each year as required by Florida law and provide a payment receipt to the CRA. Should construction of the Project fail to be completed pursuant to the terms of the Agreement, the CRA shall have no obligation to make TIF Reimbursement Payments. AMI: Area Median Income("AMI")shall mean the Palm Beach County Area Median Income as set forth each year by the Department of Housing and Urban Development ("HUD"), or pursuant to another government monitoring authority agreed to amongst the Parties. MIXED-INCOME HOUSING REQUIREMENT: The Developer agrees to rent the units in accordance with the following:Tier One: ^-3.8%of the total dwelling units to tenants that earn up to 80%of the AMI;Tier Two: ^-22.6%of the total dwelling units to tenants that earn up to 100%of the AMI;Tier Three: —23.6%of the total dwelling units to tenants that earn up to 120%of the AMI;Tier Four:the remaining total dwelling units shall be unrestricted. In any such case, the Mixed-Income Housing Requirements shall be adjusted as necessary in order to meet the minimum code requirements of the City of Boynton Beach's Workforce Housing Program. RESTRICTIVE COVENANT: At Financial Closing, the Developer will record a Restrictive Covenant containing the Mixed-Income Housing Requirements,which shall remain in effect for a period of 15 years following Financial Closing ("Term"). The Restrictive Covenant form shall be attached to the Agreement and approved by the Lender. COMPLIANCE: Developer shall ensure that the Workforce Housing Units are occupied by eligible households at the time of initial occupancy during the Term of the Restrictive Covenant. FORCE MAJEURE: Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Parry,including but not limited to fire, 2 floods,embargoes,war,acts of war(whether war be declared or not),acts of terrorism, pandemics,insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances,acts of God or acts,omissions or delays in acting by any governmental authority,or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). SUBORDINATION: All the terms and provisions of the Agreement shall be subordinate to the Lender and the rights granted to Lender in connection with the loan secured by a first mortgage, including all subsequent agreements required by any funding party. Without requiring CRA approval,and subject to any statutory provisions related to the use of public funds, the CRA agrees to tailor any provisions necessary in any of its documents in order to meet the commercially reasonable requirements of the Lender. MAINTENANCE/REPAIRS: During the construction of the Project,the Developer shall at its own expense keep the Project and Property in good and clean order and condition,and in compliance with all applicable statutes, codes,regulations, and ordinances. All construction will be done in accordance with applicable Approvals, building codes,and to the permitted set of plans and specifications. Upon the construction completion date, Developer, its successors and assigns,at its own expense, shall have a continuing obligation to maintain the Project and Property in good repair and in a commercially reasonable manner as may be required by the City Code of Ordinances. TAX PAYMENTS: Developer shall be obligated to pay all ad valorem property taxes due upon the Property and the Project as required by Florida law. INSURANCE: The Developer shall purchase and maintain, at Developer's own expense, insurance in forms and from companies reasonably satisfactory to the Lender. AUTHORITY TO EXECUTE: The CRA Director is granted authority to execute the Agreement consistent with the terms and conditions of this Commitment and approved for legal sufficiency by the CRA General Counsel,who serves the CRA Board. The Parties will use good faith efforts to finalize the Agreement in accordance with the terms set forth herein no later than 60 days following the approval of this Commitment by the CRA Board. This Commitment and the Agreement shall be made and construed in accordance with the laws of the State of Florida. This Commitmentsupersedes any prior commitments and agreements,oral or written,to and with CRA and Developer or any affiliate thereof,with respect to the subject matter contained herein. This Commitment may be executed in one or more counterparts,each of which shall constitute an original and together shall constitute one agreement. No unauthorized transfers of this Commitment shall be permissible without written approval from the other Party,unless such transfer is managed by Developer. The Commission authorizes the CRA General Counsel to finalize the Agreement in consultation with the CRA Director incorporating all terms and conditions set forth herein. The parties acknowledge that the undersigned have the legal authority to execute this Commitment and to bind the entities named herein. (SIGNATURE PAGE TO FOLLOW) 3 AGREED TO AND ACCEPTED: DEVELOPER: BB QOZ,LLC A Florida limited liability c ny By " e ey Burns,Manager Date: m U CRA: Boynton Beach CRA By: Steven B.Grant,Board Chair Date: 4 EXHIBIT"A" PROPERTY LEGAL DESCRIPTION 5 C3 V co CD m > m 7 m Q LL d 0 ® tl LL3 , Z W lgj LFI Z ® wLL! CRI L", Z Z G Lr) Lo 'r f C,I c7 V ti i eD t� m 2 2 2 2 2 2 2 4 7v, r \ TI � r i F 1. wav Y U QY i 4 � b v � qx E - pi EXHIBIT"B" SITE PLANS&RENDERINGS 6 �.Fa...N...e„�,.,,.d...Fo.11 . ,,,.d .cepa... .,v. �jJNINNb1IdJ�8�IMMIA' 11H�?Jbw s..Fad V' V01a01d 'HOV39 NO1NA08 a d � Eztlmoc7� 1N3Wd013A30o(131VlllJJV ®isrosw>�xswee S1�311H��IV' N sse000avv a 3O2i31d 3H1 nNI s,OAiiH��V VSA rt ilS! er!; r ")'o1 � O 1. S ,# m p w�rvom S 4 l t Ns,7 ” 55 a t j E 1 iYy Q i tfAl Z) !i y S SI• (A o0 X - } tf !. yr tn1 N LL4 s JS ! 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Erle-separate tax and are riot-+,u rlect to ttrtrd parr, atrdite r certit,that Affifiated hias an aggre-gate net worth and liquidwy in exceaa of 1 . Furthermore Affiliated has fUly dusuretuor aay equity capital and the a itiry'to ingest that capital anmwed-wase development pr°cje;cta deNeloped by Affiliated. Affiliated remains a valued client if-,good standing. Let me 1,7now of you have any additional que5uun5 and feel free to contact me at 954 Ke 1546, ASC ADVISORS,LU For Etre Firm Gabriel Nyarez an Un to Commercial Real Estate 7765 NW 148th Street Miami Lakes, FL 33016 October 15, 2021 RE: Affiliated Development TO WHOM IT MAY CONCERN: It is my pleasure to provide you with this banking reference on our valued client Affiliated Development with whom we have had a banking relationship since 2020. The relationship currently includes aggregate financing in the range of$80,000,000. All loans and accounts have been handled in a satisfactory manner and are in good standing. Our experience with Affiliated Development has been positive and we aspire to continue supporting them in their efforts to continue developing mixed-use multi-family projects in South Florida. Please let me know if you have any questions or if I can provide any additional information to assist you in your evaluation of Affiliated Development. Sincerely, Patricia Lubian Senior Vice President Commercial Real Estate T) 786.313.1145 C) 786.427.4875 E) plubian(_bankunited.com City National Bank BCI FINANCIAL GROUP October 12, 2021 Nicholas Rojo Affiliated Development 613 NW 3,d Ave Ste 104 Fort Lauderdale, FL 33311 Re: The Pierce: A 2.5-acre parcel of land located in downtown Boynton Beach, FL with proposed improvements comprised of approximately 236-unit multi-family residential building and approximately 16,800 square feet of commercial and public use space(the"Project") Gentlemen, City National Bank of Florida ("Bank") is pleased to provide you with the following indication of interest which discusses the basic terms currently being contemplated for the proposed extension of credit to the below-referenced Borrower. The following is not o commitment to lend,but rather on expression of interest on behalf of the Bank.A formal commitment to lend may only be issued after the Bonk has completed its full underwriting, including its customary due diligence processes, and approval by the appropriate approving authority. As such, the terms and conditions outlined herein ore subject to change in whole or in port. We have financed other similar projects with your organization, have evaluated your (borrower and principals)financial capabilities,and look forward to working together on another successful development project. BORROWER: BB QOZ, LLC The final ownership and structure of the borrowing entity, including its respective principals and investors, shall be subject to review and approval by Bank and its legal counsel. GUARANTOR: Mr. Nicholas Rojo and Mr.Jeff Burns ("Guarantors") shall, on a joint and several basis, guaranty completion of the Project, and guaranty payment of all interest. PO Box 025620 Miami,FL 33132-5620 citynationat.com Member FDIC I Equal Housing Lender AMOUNT/ FACILITY TYPE: The contemplated Construction Loan Amount shall be subject to a maximum of 60% LTC or 60% LTV based on an "as complete and stabilized" appraisal, whichever is less. PURPOSE: To provide senior secured financing for the development of the Project. INTEREST RATE: 1 month LIBOR plus TBD Rate,floating. MATURITY/TERM: Thirty-six (36) months ("Initial Term") with two additional one (1)year extensions, conditioned upon the following and the 'Extension Option' criteria: CONFIDENTIALITY. This Indication of Interest is confidential and proprietary in nature between the Bonk and the Borrower and the contents thereof,shall not be shored,distributed or disseminated in any form to any third party(including to any other potentiol lenders) without the express written consent of the Bonk. Borrower may shore this Term Sheet with its legal and financial advisors, but only on the strict condition that such advisors shall keep this Term Sheet confidential os required above. Thank you in advance and we look forward to the opportunity to build a long-term, mutually beneficial, relationship. Sincerely, aw mf 00& David Albright Senior Vice President City National Bank of Florida Page 2 of 2 IisTREZ CAPITAL October 13,2021 To whom it may concern: This letter is to confirm that the principals of Affiliated Development("Affiliated"'),Nick Rojo and Jeff Burns, are current clients of Trez Capital LP (together with its successors and assigns, 'Trez'). Through the coarse of our relationship,Trez has extended over$75,000,000 in credit to finance axed-use projects developed ;y Affiliated. On a personal level l Have known.Nick Rojo and Jeff Bums for several years and believe they are capable developers with the ability and financial wherewithal to continue to successfully execute on projects. We value our relationship with,affiliated and look forward to participating in future financings, including the proposed fierce project. Very truly urs, Ne 4.dt 1\A 1? fl I ,liv li4 a" i4t u` i a • N L Q V N • Cr � � •Q V t ° V " _ 4a LU ' a 3 � i •� v L O a •- a —i J LMU 1 tt V 0 - Lu cn 0 4-1 4-1 C: (1) 4-1 C: 0 - Lu W w •Y _ A Lj- / a wl► ° ` a 4—j , s 41 s i i 4— A i O a 4-j ( 1 �-j a . . a i 1 A ■ i 1 A • sy • ♦ • a � s • •( 1 ° i n w MN i •' 1 S � w • • r ♦ 1 1 ' 111 ♦ • r. ♦ r a . •1 • 1 X111 / AFFILIATED = DEVELOPMENT October 5,2021 Boynton Beach Community Redevelopment Agency ATTN: Ms.Thuy Shutt,Director 100 East Ocean Avenue,4u Floor Boynton Beach,FL 33435 RE: Letter of Intent to purchase the Property and enter into a Purchase and Development Agreement,as further defined below Ms.Shutt: We are pleased to present the following Letter of Intent("LOI")to outline certain basic terms,duties and obligations under which Affiliated Development proposes to purchase and develop the Property (hereinafter defined). The Terms and Conditions are as follows: 1. PROPERTY: 7 parcels further detailed below: a. Parcell: i. Physical Address: 508 E.Boynton Beach Blvd,Boynton Beach,FL ii. Parcel#: 08434528030010060 b. Parcel 2: i. Physical Address: NE 4*h St.,Boynton Beach,FL ii. Parcel#: 08434528030010080 c. Parcel 3: i. Physical Address: NE 191 Ave.,Boynton Beach,FL ii. Parcel#: 08434528030010100 d. Parcel 4: i. Physical Address: 115 N.Federal Hwy.,Boynton Beach,FL ii. Parcel#: 08434528030060010 e. Parcel 5: i. Physical Address: 511 E.Ocean Ave.,Boynton Beach,FL ii. Parcel#: 08434528030060100 f. Parcel 6: i. Physical Address: 515 E.Ocean Ave.,Boynton Beach,FL ii. Parcel#: 08434528030060111 g. Parcel 7: i. Physical Address: 529 E.Ocean Ave.,Boynton Beach,FL ii. Parcel#: 08434528030060120 2. SELLER: Boynton Beach CRA. It is understood that Parcel 1,Parcel 5,Parcel 6 and Parcel 7(the"To Be Owned Parcels")are currently owned by separate parties not associated with this LOI,but that the Seller has these parcels under contract,as further demonstrated in Exhibit A to this LOL Seller shall close on the To Be Owned Parcels ahead of Closing on the Property contemplated in this LOI. 3. BUYER: BB QOZ,LLC,or permitted transferee 1 Buyer Seller AFFILIATED DEVELOPMENT . PLT C ,SE PRICE: $ ,SiS, 00 subject to customary adjustments,fee simple interest free from all liens,encumbrances and judgments. 5. PROJECT: The Buyer is purchasing the Property for purposes of developing amixed-use project containing amixed-income workforce housing rental apartment building,restaurant and retail space,office space,and a parking garage containing private and public parking. The Project will be atransportation-oriented development and provide public pedestrian connectivity within the Property. 6. PURCHASE&DEVELOPMENT AQREEMENT: Within 90 days following the execution of this L I,Buyer and Seller will execute a Purchase&Development Agreement(the"Agreementl consistent with the terms and conditions contained herein. The Agreement shall be executed simultaneously with the Parking Lease Agreement and Parking Garage Purchase& Sale Agreement(as contemplated herein). 7. DUE DILIGENCE: The Agreement will contain usual and customary representations, warranties,covenants and other agreements on behalf of Seller As part of the Request for Proposals and Developer Qualifications for 115 N.Feder-at Highway Infill Mixed-Use Redevelopment Project(the" P/ "),Seller has provided Buyer with Due Diligence Materials(as defined e under). In the instance that certain Due Diligence Materials have been omitted by Seller,and certain Due Diligence Materials are necessary in order to carry out the Project as planned,Buyer shall have a period of 60 days from e effective date of the Agreement (the"Due Diligence Period")to conduct any remaining inspections and examinations of the Property as Buyer requires and as omitted during e RFP/RFQ process. At any time prior to expiration of the Due Diligence Period,Buyer shall be entitled to terminate the Agreement in Buyer's sole and absolute discretion.In the event of such termination,Escrow Agent shall immediately return the Escrow Deposit to Buyer. B. DUE DILIGENCE.MATERIALS: From and after mutual execution and delivery of this LOI, Seller,at its cost and expense,shall procure and deliver to Buyer all existing material documents in its possession relating to the Property,including,without limitation:(i)any and all reports regarding the presence of Hazardous Materials on or about the Property including environmental reports;(ii)recent property x assessments and bills;(iii)all documents or contracts evidencing obligation of Seller to be assumed byBuyer;(iv)current insurance policies;(v)information on liens and open permits,(vi)previous,current and proposed building plans&specifications,(vii) any estoppel certificates as may be required by a lease,(viii)all current leases and rent rolls,(ix)any and all contracts that may exist between Seller and a third party entity performing work on the Property,(x)any report in the possession of Seller including appraisal(s),property condition report(s),and all other studies,notices or information pertaining to the condition or value of the Property,(xi)any other documents or information the parties deem relevant and necessary in the Agreement. Seller shall grant Buyer the right to enter the Property to conduct its due diligence. Buyer will indemnify,defend and hold Seller harmless from and against any damage suffered as a result of any such due diligence activities and shall restore the Property to substantially the same condition as found. 9. SURVEY: Seller shall provide Buyer with a copy of any existing ALTA survey. Buyer shall be responsible for updating or procuring a new survey. 10. APPROVALS: Within 4 months following the effective date of the Agreement,Buyer(as Buyer's sole expense)shall apply for all required Approvals from the applicable authorities necessary to construct the Project on the Property,including but not limited to Land Use ZBuyer�{f Seller AFFILIATED D E V E L O P M E N T Approvals and Gap Funding Approvals. Land Use Approvals shall be any necessary land use entitlements necessary to construct the Project on the Property,including but not limited to: formal site plan approval,alleyway abandonment,utility relocation,rezoning or comprehensive plan amendments,all variances,waivers and other ancillary approvals required to obtain all land use approvals necessary to obtain a building permit to construct the Project on the Property. Gap Funding Approvals shall be all city,county or government agency incentives or gap financing necessary to fund the Project. Seller authorizes the Buyer to apply for and obtain the necessary Approvals and agrees to cooperate in any such applications and approval process and to execute without delay any and all required documentation necessary to make application for Approvals,as well as to assist and otherwise cooperate with the Buyer in addressing requirements in order to secure the Approvals. 11. ESCROW DEPOSITS: Within 5 business days following the execution of the Agreement, Buyer shall deposit in escrow the sum of $50,000 to Kapp Morrison LLP(the"Escrow Agent"),which shall be credited towards the Purchase Price at Closing. Escrow Deposit shall be nonrefundable upon the expiration of any appeal period for Project Approvals. 12. TITLE INSURANCE..: Buyer shall procure a title report or commitment("Title Report")for the Property from Fidelity National Title Insurance Company(the"Title Company')together with copies of all underlying documents of record referenced therein. Seller shall provide prior owners policy if in possession of same. Seller shall work the Title Company to complete any paperwork necessary to complete a unity of title,unifying all Property,which shall be completed by the Title Company prior to or after Closing. 13. CLOSING: Closing of the Property shall occur within 90 days after Buyer obtains Approvals. 14. COSTS: Buyer shall pay for the cost of the owner's policy premium,search and exam fees, and deed recording fees. Seller shall pay the costs of any and all transfer or documentary taxes and/or fees and escrow fees. Seller is responsible for any brokerage or sales commissions due relating to the sale of the Property. 15. GARAGE: Buyer shall,subject to final Approvals,construct a parking garage containing approximately 573 spaces within the Project,150 of which will be dedicated as public parking. 16. GARAGE SALE: Buyer and Seller(and/or the City of Boynton Beach)shall enter into a separate purchase and sale agreement setting forth the terms in which the Buyer shall construct and sell the parking garage to the Seller(and/or City of Boynton Beach). The terms and conditions of the Garage Sale shall be found in Exhibit B,Parking Garage LOI. 17. GARAGE LEASE: Buyer and Seller shall enter into a separate lease agreement setting forth the terms in which the Buyer shall lease back approximately 326 parking spaces from Seller. The terms and conditions of the Garage Lease shall be found in Exhibit C,Parking Lease LOL 18. TRANSFERS: Buyer shall be permitted to transfer or assign this L01 or the Agreement to another affiliated entity of Buyer,provided that such entity is managed by Buyer principals Jeff Burns and Nicholas Rojo. Any other such transfer or assignment shall only be permitted if approved in writing by the Seller. 3 Buyer , Seller, __ AFFILIATED D E V E L O P M E N T 19. REVERTER: Subject to Force Majeure,in the event; (a)Buyer has failed to secure a debt funding commitment for the Project and(b)commenced construction activities on the Property within 36 months following the Closing,the Property shall revert to and transfer over to the CRA in an amount equal to the Purchase Price plus out of pocket predevelopment costs incurred by Buyer. In the event of a reconveyance,all plans,permits and approvals shall immediately transfer over to the CRA. The Buyer is authorized to extend any such reconveyance by a period of up to 180 days provided that the Buyer can provide CRA with reasonable evidence that the Buyer is actively pursuing construction of the Project. 20. JOB FAIRS&APPRENTICESHIP: Buyer will require its general contractor to 2 job fairs targeting residents and businesses located within the City of Boynton Beach.The job fairs will be held at a venue within the City of Boynton Beach and marketed within sixty(60)days from the date the subcontractor participating in the job fair is set to mobilize on the Project. Furthermore,Buyer will require its general contractor to utilize best efforts to participate in an apprenticeship program targeting City-registered MWBE minority and woman owned small businesses that want to gain large-project experience. 21. PERMANENT JOBS: Buyer will include language in its leases with all Project retail, restaurant and office leases that requires that tenant to utilize best efforts to hire full-time equivalent or part-time jobs to residents located within the CRA and/or City of Boynton Beach. 22. TERMINATION: Either Party may terminate the Agreement in the event of a default by the other Party,subject to standard cure rights by the defaulting Party,as more further outlined in the Agreement. In the event of a termination in accordance with any of the provisions the Agreement,neither Party shall have any further rights or obligations to the other,unless otherwise specified in the Agreement. 23. EQ&aM JEURE: Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire,floods,embargoes,war,acts of war(whether war be declared or not),acts of terrorism,pandemics,insurrections,riots,civil commotions, strikes,lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority,or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s)of any such delay(s). 24. AUTHORITY: Both Parties represent that the execution and delivery of the LOI and Agreement and the consummation of the transactions contemplated hereby do not and will not(i)violate or conflict with the organizational documents of Buyer or Seller; (ii)breach the provisions of,or constitute a default under,any contract,agreement,instrument or obligation to which Buyer or Seller is a party or by which Buyer or Seller bound;and(iii) require the consent or approval of any other third party. The Parties executing the Agreement are authorized by their respective organizational documents to enter into the Agreement and bind each Party to the terms hereof. 4 Buyer Seller—_,— AFFILIATED D E V E L O P M E N T This LOI shall be executed simultaneously with Exhibit B,Parking Lease LOI,and Exhibit C,Parking Garage LOT. It is understood by both Parties that this LOI is non-binding and is simply an indication of the current terms and conditions under which the Buyer is willing to go forward with purchasing said Property. Notwithstanding the foregoing,at the time the Buyer is selected by Seller pursuant to the RFP/RFQ the Parties may negotiate and revise this LOI,and any exhibits,as necessary in order to reach agreed upon Terms. Parties agree to work in good faith to finalize and execute the Agreement under the same terms and conditions contained within the final executed LOT. This LOT may be executed in one or more counterparts,each of which shall be deemed an original,but all of which will be deemed one instrument. Parties may execute this LOT and transmit same by facsimile or email, and in such event,agree that acceptance by facsimile or by email shall be treated in the same fashion as an original signature. The Effective Date of this LOT shall be on the later of the dates as executed by both Parties below. By signing below Parties agree to the terms and conditions contained herein. AGREED TO AND ACCEPTED: AGREED TO AND ACCEPTED: BUYER:BB QOZ,LLC, SELLER:Boynton Beach CRA DATE: 8 < 1 DATE: fes✓ � m BY: BY: NAMELe r NAME: Steven B.Grant TITLE:Manager TITLE:Mayor and Chair S Buyer Seller _tea {r'i� � \•,, � � � 1` { 3 5 tri � "i` �� ! " ;dr.+ It „a,, `�' i ' '•�i. th 1 ? 9 { 3 j r - ' 4 Ow t';Q 04" , -a -u -u n n 0 0 n 0 0 0 N N SD O N N (D N co N m Ul A W N -1 1CYJ Q N U, O Ill ill U1 z m m m z s m M 0 I D e o o. m m m 0- m N N N N 5 D A D o s m D m D n Uj G 3 EXHIBIT"A" 2 PURCHASE AND SALE AGREEMENT This Purchase and Sale Agreement(hereinafter' )Is made and entered into as of the EffecVve Date (herainalter defined),by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 265, Part III, of the Flores Stas (hereinafter "PURE') and 500 Ocean Properties, LLC (hereinafter 'SELLER'). In consideration of the mutual covenants and agreements herein set forth,the Parties hereto agree as follows. L PURCHASE _ _-P, SEUtFR s to sell and convey to PURCHASER a PURCHASER ® to purchase and i from SELLAi, on the terms and conditions, hereinafter set faith, Pnoperves located In Palm Beach County, Floft (the particularly d embed as foom L. Lot 30 and the West 7 feet 8 inches of Lot 1], Less the South a feet (Ocean Avenue R/ft Block C, TOWN OF 9OYNTON, according to the piat thereof,as recorded in Plat Book:11.Page 2% of the PuWlc records of Palm Beach County,Florkta And Lot 11 Less the Vftst 7 feet 8 Inches,Less the South 8 feet(Ocean Avenue RM, Bink.fy TOWN OF BOYNTON,according to the plat there4 as recorded in Plat Book t,Page 23,of the Public Records of Palm Beach County,Florida, And Lot 12, Block 6, ORIGINAL TOWN OF BOYNTON, according to the plat thereof, in Plat Book 3. Page A of the Public Records of Palrn Beach County,Florida. Property Addimm 511,Sid and 529 East Ocean Avenue 2. PURCHASE PNCE AND PAYMENT. The Purchase Price to be paid forthe Property shall be Thres Million Sbk Huindred Thousand Dollars ($3, Oen, pavable In ash, by wire transferof UnItedStates Dollars at theClos womms PURCHASEWs Initlels; _ SEUWs Initialss,�, Purchase and Sale Agreement Pop 2of17 3. DEROSfT. 3.1 fA est MSX21gMJ. five(5)Business Days after the execution of the Agreement by both parties, PURCHASER shall delver to !awls, Longman&Walker, P ("Escrow ne) of deposit In the amount of Fifty Thousand Dollars($!AOW.0M (the "Inhiai Depot'). Providing this Agreement knot otherwM terminated purseant to the terms herein, PURCHASHER shah deliver to Escrow Agent an additional de{osR In the amount of one Hundred Fifty Thousand Dollars ($ AMOO) on or before October 15t 2021. The Initial Deposk and addiltional deposit are hereafter referredto as the"Deposit". 3.2 The Deposit shell be applied and disbursed as follows: PmvWtn, this Agreement Is not terminated by ither party pursuant to the terms set forth herein, My Thousand shall be released to SELLER within 10 days of the expiration of the Feasibility Period (hereinafter ). The remains Depot shall be delivered to SELLER at Closing„and the PURCHASER shalt receive a.credit fordutu Price. If this Agreement Is terminated during the Feasiblity Period for any ressok the Deposit she ll be Immediately refunded to the PURCHASER. If this Agreement Is termilriated due to a default, pursuant to Sion 1Z the Deposit shall be delivered!to(or retained by,as applicable)the non. defaulting Party, and the non-clefoulting Party shall have such additional rigift, If any,as are provided In Section 12. 33 EMM Agent. PURCHASER and SEDER audwrite Escrow Agent to racel ve,deposit and holdfunds in escrow and,subject to clearance,disburser them upon proper authorb Aon and In accordance with Floirida law and the terms of this Agmement. The panties agree that Escrow Agent will not be liable to any person for misdelvery of ascv&-sd Rema to PURCHASER and SELLER, unless the m1sclellvery b due to Escrow Agent's willful breach of this Agreement orgross neglliilence. If Escrow Agement Interpleads the subject metterofthe escrow, Escrow Agent will pay the filing fees and costs from the deposit and wil recover reasonable attorneys few and costs to be paid from the escrowed funmds which are chargedand awarded as court costs In favor of the prevailing party. All claims against Escrow Agent will be arbitrated, so long as Escrow ABent consents to orbiltrate. t gEM E DATE. The date of this Agreement(the"Effective 41 shall be the date when the last one of the SELLER and PURCHASER has signed this Agreement. S. G=NG. The purchase and sale transaction contemplated heroin shall dose on or before December 17,2D21(the"Closing!,unless extended bywrltten agreement,signed by both parties, extending the Closing. However,in no event whabnevershall the Closing occur later than December 31,2021. S. T13M 32 BE M&=. At Closing, SELLER shall convey to PURCHASER, by #1 anaws PURCHASER's Initials: SELLER's frit ls:' Purchase and Sale Agreement Page 3 of 1' Special Warranty Deed complying with the requirements of the Title Commitment(hereinafter defined),valid,good,marketable and I&urable tide in fee simple to the Property,free and clear of any and all dens,encumbrances,conditions, easements,assessments,restrictions and other conditions except only the folbwi (collectively,the"Permhed Exceptions ):(a)general real estate taxes and spaiel assessments for the year of Closing and subsequent years not yet due and payable;(b) covenants, condemns, easements,dedications, -of-way and matters of re rd included on the Title Commitment or shown on the Surrey(defined in Section 7), to which PURCHASER fails to objet, or which PURCHASER agrees to accept., pursuant to Section 7.1 and Section 7.2 hereof. 7. FEASIBILITY PERIOD. The PURCHASER its designees shall hm from the Effective Date until November 12, 2121 ("Feasib ), at PURCHASEWs expense, to make Inquiries which PURCHASER may deem necessary to determine If the Property Is suitable for Its Intended use and to enter upon the Property, at any time and from time to tkya with reasonable notice to SELLER and so long as said Investlgetlims do not result In a business Interruption, to perform any and all physical testi, inspections, valuation apprahWs and Investigations of the Property, Including but not limited to Phi I and Phase 11 Imre ns. During this Feahsibility Period, PURCHASER may elect, In PURCHASER's sole and absolute c1sawtion, to terminate this Agreement and receive batdc the Deposk prmWed that PURCHASER provides SELLER with written notbe of PURCHASER's decision to terminate the Agreement prior to 5.IXom Eastem time on the last day of the Feasibility, Period. Should PURCHASER fail to provide SELLER with wrhftn taermhuMon notice prior to 5:00pm Eastern time n the final dayof the Feasibility Period, PURCHASER will have waived Its abllity to terminate the Agreement pursuant to this Paragraph, the Deposit shad became non-refundable to PURCHASER(except in the int of a material default by SELLER),and the parties snap proceed to Cioaing upon the terms and conditions contained herein. If PURCHASER elects to terminate this Agreement in accordance with this Secdon, PURCHASER shale (1) leave the Property in substantially the condition existing on the Effooft Date, subject to such disturbance as was reasonably necessary or convenient for the testing and Investigation of the Prop",(in to the extent praftable,shall repair and restore any clamap caused to ft Property by PURCHASER's n; a (10 release to SEWER, at no costs all reports and other work product generated as a result of the PURCHASEFes Nesting and Investigation. PURCHASER hereby agrees to Indemnify and hold SELLER harmless from and against all claims, losses, pensee,demands and liabilities, Including, but not Iimdted to,attorney'sfees,for nonpayment for services rendered to PURCHASER (including, without hinkstion, any construction dens therefrom) or for damage to persons or property (subject to the limitation on practicability provided above) arising out of PURCHASEWs Investigation of the Property. However, PURCHASER's indemnification obligations shall not exceed its statutory Omits of sovereign immunity as provided within Section 76IL2$,Floridan mutes,and PURCHASER does not walve Its sovereign Immunity rights. SELLERS' obligations under this Section shall survive the termination,expiration orCloshg of this Agreement. 7.1 vimWithin twenty(21)days of the Effective Date, PURCHASER shad obtain, at the PURCHASER's expense, from _ Title Company chosen by PURCHASER eiswm4 PURCHASER's Initials: A,11 SELLEIrs Initials: tT h_ Purchase and Sale Agreement Page 4 of 17 (hereinafter 'MJe Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of the Purchase Priem subject only to the Permitted Exceptions,together with complete and legible copies of all instruments Identified as conditions or exceptions In Schedule 0 of the Title Commitment. Any and all assessments, outstanding ut*,Ly ch s, hens and other matters not constituting Permitted Exceptions and that can be cured with the payment of money shall be paid by SELLER prion to or at dosing from SELLER's proceeds. PURCHASER shah examine the Tide Commitment and deliver written notice to SELLER no later than thirty(M days after the Effective Date notifying SELLER of any objections PURCHASER has to the omditi n of title(hereinafter'T ns"). if PURCHASER fails to deliver the Tithe Objections to SELLER within the aforesaid review period,title shah be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the Title Ob)ecit[ons,then SELLER shag have twenty(20)days to either care and remove the Title Objection(s) or provide notice to PURCHASER that SELLER will not cure such title objection(hereinafter"Care Period'). in the event that SELLER Is unable or unwilling to cure and remove, or cause to be cured and removed,the Title Objens within the Cure Period, then PURCHASER, in PURCHASEWs sole and absolute discretfon, shag have the option of(I accepting the title as it then Is and proceeding to Closing with no reduction in the Purchase Price and all such Title Objections that SELLER declines to are shall become Permitted Exceptions,or(Ii)canceling and terminating this Ag,reemhent,in which case,the Deposit shag be returned to PURCHASER and the Parties shag have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. Should PURCHASER elect to accept the title as it then Is and proceed to Closing, SELLER shall still be required to pay off all essessments, outstanding utility charges, gens,and mortgages due and payable as of the Closing. In no event"I SELLER be required to commence Iii etion to cure any title or survey defect,encroachment,orencumbrance. Prior to the Cbsln& PURCHASER shag have the right to infuse the Title Company to issue an updated Title Commitment ("Me Updow ) covering the Property. If any Tide Update contains any conditions that arose after the effective date of the title commitment and were caused or s to occur by SELLER and which did not appear In the Title Commitment, and such items render title unmarketable, PURCHASVt shag have the right to object to such new or different conditions in writing prior to Closing. AN fthft and objections of the Parties with respect to objectJorts&rising from the Title U shag be the same as objections to items appearkV In the Title Commitment,subjectto the provisions of this Section. 7.2. furvev Review. PURCHASER, at PURCHASEWs expense, shall obtain a current boundary survey (the 65urver) of the Property, Indicating the number of acres comprIsIns the Property to the nearest I/10M of an am. If the Surrey discloses encroachments on the Property or that improvements located thereon encroach on setbadx Ines, easements, lands of others or violate any restrictions, covenants of this Agreement,or applicable governmental regulations, the some shag constitute a We defect and shall be govemed by the provisions of Section 7.1 concerning Objections. However,In no event shall SELLER be required to commence litigation to aim any title or survey defect, �4 PURCHASEWs Initials: SELLEes initials: r . Purchase and Sale Agreement Pop 5of17 encroachment,or encumbrance. 7.3 SELLER Deliveries. SELLER shall deliver to PURCHASER the following documents and Inaruments within three (3) business days of the Effectivis Daft of this Agreement, except as specifically Indicated: 7.3.1 Copies of leases for all commercial and residential tenants occupybg the Property. 7.3.2 Copies of any reports or studies (including engine ring, environmental, sag borings, and other physical Inspection reports), In SELLER's possession or control with respoetto the physical condition or operationof the Property,If may. 7.3.3 Copies of all licenses, varlences, walveM permits (including but not firnited to oil surface water management permits,wetland resource permits,consumptive use permits andenvironmental resource permits), outhorizatlons, and approvals required by IoM►or by any governmental or private authorky having jurisdiction over the Property,or any portion thereof(the"Governmental Approvals"),which material to the or operation of the Property arid In SEL R's posoosslok if any. 73.4 At Closing, SELLER shah execute and deliver to PURCHASER any and all documents and Instruments required by PURCHASER,In PURCHASER's sole and absokAe discretion,which:(I)effectuate the transfer to PURCHASER of those Governmental Approvals, or portions thereof which are applIcable to the Property, that PURCHASER desires to have assigned to It, and/or (A) cause the Property to be withdrawn from any Govemmental Apprrovak. SELLER will not be required to incur expenses to provide such documents and instruments. No later than twenty(20) days prior to the Cosing Date, SELLER shall remedy, restore, and rectify any and all violations of the Governmental Approvals (Including, but not limited to, any and all portions of the surface water management system, mitigation areas or other Items which do not comply with the Govemmental Approvals or applicable rules),If any. SELLER warrants that there will not be, at the time of Closing, any unrecorded Instruments affecting the title to the Property, Including, but not limited to any conveyances, easements, licenses or leases. L CONDITIONS TQ_CLMNG. PURCHASER shall not be obligated to dose on the pumhase of the Property unless each of the following conditions(collectively,the Tondlwns to Closing") are either fuiRlled or wale d by PURCHASER in writing: B.I. All of the representations and warrontleB of SELLER contained in this Agroomentsholl be true and correct as of Closing, 8.2. C QMM&Ljt&agjMf, The physical condition of the Property shall be ounims PURCHASER`S Initials: .. SELLER'S Inidals:41 Purchase and Sale Agreement Page 6 of 17 materially the on the date of Closing as on the Effective Date, reasonable war and tear excepted. B.S. Z&QtkWY1ggLtdJa1L At Closing there shall be no litigation, dalm, action, or administrative agency or other governmental proceeding, of any kind whatsoever, whether pand , actual or threatened, that would affect the Property, which has not been disclosed,prior to Closing,and accepted by PURCHASER. M. Camohnce with Laws and Rexukft& The Property shall be in compliance with all applicable federal state and local laws, ordinances, mles, replations, codes,requirements,licenses,permits and authorizations as of thedate of Closing. B.S. 2gWg1ML The Property shag be conveyed to the PURCHASER attime of Closing subject only to the existing Isms referred to in Section 7.3.1 above. After the Effective Date of this Agreement,Setter shall- be permitted to renewexisting losses offectingthe Property provided that all such renewal leases provide the landlord a ninety O of termination, do not exceed a term of one year from the date of renewaL and that any terms whatsoever that differ from the current lease other than the new lease expiration data are subjectto approval or rejection by PURCHASER. 9. CLOSIN 1 DOCIMEWIS. The PURCHASER shall prepare, orcause to be prepared, the Closing Documents set forth In this Section, except for documents prepared by the PURCHASER's Tltie Company. At Closing, SERER shall execute and deliver, or cause to be executed and delivered to PURCHASER the following documents and instruments (collectively, 'Closing Documents ): 9.1. A Special Warranty Deed (the )conveying to PURCHASER valid,good, marketable and insurable fee simple title to the Property free and dear of all lens, encumbrances and other oondltiorns of title otherthsn the Parmhod Exceptions. 9.2 Sellers Affiftt . SELLER shad furnish to PURCHASER and Utter Company a customary owner's affidavit attesting that,to the best of Its;knowledge,no Individual or entity has any claim against the Property under the applicable construction lien w; and that there are no parties in poasesslon of the Property other then SELLER. SELLER small also furnish to PURCHASER a non-foreign affidavit with respect to the Property.In the event SELLER Is unable, td deliver its affidavits referenced above,the same shall be do iced an uncured t objection. 9.3. Closing A dosing statement setting forth the Purchase Price, the Deposit, all credlb6 adjustments and proration:between PURCHASER and SELLER,all costs and expenses to be paid at Closing, nd the net proceeds due SELLER,whk PURCHASER shall also execute and deliver at Closing. 9A. QRCgctW_QqWMAEML Documentation required to dear title to the wm ws PURCHASER'S Initials: SELLEWs Inittals� i Purchase and Sale Agreement Page 7 of 17 Property of a0 liens,encumbrances and exceptions,of any,otherthan Permitted Exceptions. 9.5. AddWMLQg2LrMLnjL. Such other documents as PURCHASER or the Me Company may reasonably request that SELLER execute and delver,and any odw documents required by this Agreement or reasonably necessety In order to dose thb transaction and effectustethetermsofthis Agreement. 10. 10.1. Proration. Assessments, rents, interest, Insurance and other expenses of the Property shall be prorated thrash the day before Closing. PURCHASER shall have the option of taking over existing poildes of Insurance, If assumable,In which event premiums shall be prorated. Cash at Closing shall be Increased or decreased as may be required by proration to be made through the day prior to Closing. Advance rent and secur9ty deposits,if any,will be dredged to PURCHASER. Taxes shah be prorated based upon the amrant yeses tax with due allowance made for maximum allowable discount. 10.2 Act Va m Taxts. PURCHASER and SELLER "I comply with Section 19L295,Flores Stauftes,with rasped to the payment of prorated ad valomm taxes fnr the year of closirim Into escrow with the Palm Beach Caufft Tax Collectors Ofte. In the event that following the dosing,the actual amount of assessed real property tax on the Property for the current year is higherthan any estimate of such tax used for purposes of the Closing,the parties shell re-prorate anyamounts paid orcreclited based on such estimate as E paid in November.This shalt survive the Closing. 11.& fieldW-MusigingAM Certified, confirmed and radfled special assessment Rem Imposed by public bodies and payable as of Closing are to be paid by SELLER. Pending lens as of Closing shall be assumed by PURCHASER. If the improvement has been substantially completed as of the Effective Data,any pending lion shah be considered certified, confirmwd or ratified and SELLER shall, at Closirhg, be chard an amount equal to the last estimate or sssessrnentforthe improvement by the pubes body. 10.4. Qeoll GM PURCHASER shall be responsible for recording the dead,all geneml dosing expenses (settlement fee, courier fees, overnight , etc.), all two knurence expenses, documentary stamps on the deed, and :any expenses associated with PURCHASER's flnendn& Each party will pay their respecter Womery's fats. Otherthen SELLER paytrtg Its own attorney's fees, PURCHASER and SELLER agrea that the transaction contemplated by this Agreement shall be"net"to the SELLER with PURCHASER paying all costs associated with the transaction other than SEL,ER's attomey'sfees. M5 OgskA EMMIdur& PURCHASER shall fund the Purchase Pry subject to the credits,offsets and prorations set forth herein. SELLER and PURCHASER(as applicable)shall execute and debar to ClosIng Agent the Closing Documents. The Closing Agent shal4 at etuvima PURCHASER'S Initials:,;, _ SELLER's initials:_ 4,' , Purchuse and Sale Agreement Page 8of17 Closing: (1) disburse sale proceeds to SELLER; (1) deliver the Closing Documents and a 'rnarked-up"TPde Com fitment to PURCHASER,and promptly thereafter, record the Deed and other recordable Closing Documents In the appropriate public records. 10.6 Dristang MgMWM_iijW At Closing,SELLER shall obtah or cause to be obtained, satisfaction or release of record of all mortgages, Yens and judsirrsints applicable to and encumbering the Property. IL ftEP TAn S.-_COVE'NANTS AND WARRANTIES OF SMM. To induce PURCHASER to enter into this Agreement, SELLER makes the fbilowing representations,all of which,to the best of its knowledge,In all material respects and except as otherwise proved In this Agreement(i)are now true,and(9)shall be true as of the date of the Closing unless SELLER rewives Information to the contrary, and (in) shall survive the Closing. In that event, PURCHASER shall be provided Immediate note as to the change to the fbilowing representation s: 11.1 At all timesfromthe Effective Date until pdorto Closing,SELLER shall keep die Property(whether before or after the date of Closing)free and clear of any mechanic's or mate Tialmen's Ilensforworkor materials furnished to or contracted byor on behalf of SELLER Pdor to the Closing,and SELLER shall In l&mnify,defendand hold PURCHASER harmlm from and against all expense and Ibbli ty in connection therewith(including,withoutilmbtation,court costs and reasons ble attorniWsfeas} 11.2 SEILER:has no actual knowledge nor has SELLER recely ed any notice of any clolm,actlonorproc edln aMmlorthreatenod,agaInstSELLERor the Propertybyany organization,person,Individual r _mmentelagencywhichwouldaffect(astoanythreatened litigation,claim,action or proceeding,in a materially adverse fashion)the use,00wpancyorvalue ofthe Property or orwhichwould otherwise relate tothe PMperty. 11.3 SELLER has full poor and authority to enter into this Agreement and to assume and perform its obilgations hereunder In this Agreement SELLER does not and YAN not conflict with or result In the breach of any condition or provision,or constitute a defaultunde r,or result inthe creation orImposition of any lien,charge,erencumbranceupon"of the Property orassetsoftheSELLER byreason offttermsofanyconbwt,mortgage,1 reement, Indenture, instrument or Judgment to which the SELLER Is a party of which is or purports to be binding:upon the SELLER or whM affects the SELLER;no action by any federsi,state or municipal or outer governmental agency department, commission, board, bureau or Instrumentality Is necessarVto make this Agreementsvalid Instrument binding upontheSELLER in accordance with Its terms. 31.4 SELLER represents that SELLER will not,between the Effective Date of this Agreement and the Closing,without PURCHASEWs prIorwritten consentwhich consent shall not be unreasonably withheld or delayed, except In the ordinary course of business, create any mm��w PURCHASER'SInftls:'r SELLEWS Initials::;,;;;,_ Purchase and Sale Agreement Page 9 of 17 encumbrances on the Property. For purposes of this provision the term "encumbrances"she I mean any liens,claims,options, or other encumbrances,encroachrnerrts,rights-af-way,leases, easements, covenants, conditions or restrictions. Except for renewing existIng Isases in accorclancewith Section8.S hereof,SELLERrepresenisthatSEUERwill net betweenthe Effective of thisAgreement and the Closiryi,tall any action toterminate ormaterielly,amend oralter any existingleases presently In exktence,wIthoutthe priorconsentof PURCHASER,which consent shall not be unreasonabiytvlthhekl ordelayed 11.5 SELM represents thatdter+e are no parties otherthan SELLER in possession of the Property or any portion of the Property as a lessee otherthan those discoed by Section 7.3.L JLL6 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 some condemn from the conclusion of the f asibillty Perlodto the Closing Date. 1L7 INTENTIONALLY DELETED. 11.8 SELLER represents that it has no actual knowledge nor has It received any notice that the Prop sty has been,Is presently oris contemplated be utllkad as a reservoir of Hazardous Material. As used hereK the term'Hazardous Materblu shall mean any substance, water or materiel which has been determined by any state, federal or local government authority to be capable of posing_ a risk of injury to healdt,ssfetV and propsAy, including,but not limited to,all of those materials,wastes and substances desknated as hazardous or toxic by the U.S.Environmental Protection Agency,the U.S.Department of Labor,the U.S.Department of Transportetlon, and/or any other state or local Savmmantal agency now or hereafter authorized to regulate mab is and substances in the environment (collectively %overrimen IAuthoftles)"). 1L9 SELLER represents to PURCHASER that the Property is not subject to any dead restrictions or,declaration of restrictions running with the Property which would affect the use of the Property except those constituting Permitted Exceptionsas defined above. WD Between the Effective Date of this Agreement and the daw of cosing, SELLER will not file any application for a change of the present zoning classification of dee Property. IL11 &dgt The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are wkhln SELLER'S capacity and all requkke action has been talcen to make this rnent valid and blndift on SELLER In accordance with Its terms.The person executing this Agreement on behalf of SELLER has been duly authorised to act on behatf of and to bind SELLER,and this Agreement representsa valid and bkdnS obligation of SELLER. momma PURCHASER'sInitleIsi SEU.ER's Initials ownerPurchase and Sale Agmment Page 10 of 17 IL12 11k. SELLER Is OrW will be on the Closing DIU,ft. of valid, marketable and Insurable , free and dear of all Nero, encumbrances and restrictions of any kind, except the Permittaid Exceptions (and encumbrances of record which Will ai 3LL13 Additional Warranties and Representations of SELIFR. As a material Inducement to PURCHASER entering Into informationand belief,hereby repreartsendwarrantsthe followl applications,11.1&1 Them are no pending proceedingsapprovals, or other i- rrimental authority, Including but not limited , , r concerningfederal or state agencies, r any pardon thereof and SELLER has not granted or Is not obligated to want any interest in the Propertyto any of the familialng entities. material1L112 There am no facts believed by SELLER to be to the use, condition and operation of the Property hthe mannerthat I has been useclaroperated,whichit has not disclosed to PURCHASER heraln,Incluft but not limited to unrecorded instrumentsr defects the Property which will Impairthe use or operatkm of the PropartV in manner.any 11.23.9 The Property and the use nd operationtcompliance with all to county and governimantalis ,ordinances,regulations,l6 authorizations, l IL . 2M6QWM%R&twL in the event that this transaction falls to close due to a E'!refusal to close or default on the part of PURCHASER,subjectto the provisions of Paragraph , the Deposit actuallylshall be paid by Escrow Agent to SELLOt as agreed liquidated damagos .. ,thereafter,neither PURCHASER nor SOM shall have any furdwrobilgation or liabilities eexceptforthose terminationexpressly provided to survive the , that PUROIASER shall also be responsible for the, removal of any lens assert-ad agelinstthe Property by persons dalming by, through or under PURCHASER, but not otherwise. PURCHASER and sufferSELLER acknowledge that 6 PURCHASER defaults, SELLER will damallies in an amount approximateswhich cannot be ascertained with reasonable certainty on the Effective Date and that the amount of the Deposit being hold by Escraw Agent most closely necessary to compensate SELLER. PURCHASER and SELLER aWee that this Is a bona Me I Misted damages provision anda penalty or forfaltum provblon. mown" PURCHASEWS SELLER, t Purchase and Sale Agreement. Page 11 of 17 12.2. Seller's Default, in the event that SEr1ER shall fail to fully and timely perform any of ks obilgations;or covenants hereunder or Wany of SELLER'S representations are untrue or Inaccurate, then, notwithstanding anything to the contrary contained in this Agreement, PURCHASER rnay, at Its option: (1)declare SELLER in default under this Agreement by notice delivered to SELLER, In which event PURCHASER may terminate this Agree mom and demand that the Deposit be returned,Indudlng all interest thereon if any, In a000rd nce with Section 3 and neither Party shall have any further rights hereunder, or (2) seek, speclflc rformance ofthis Agreement,without waiving any action for damages. JIM. Nothm ofDef u& Prior to declarIng a default and exerclsing the remedies described herein, the crop-defaulting Party shall ire a notice of default to the defaulting Party describing the event or condition of default In sufficient detail to enable, reasonable person to determine the action necesry to cure the default. The defaulting Party shall have ten(10)days from delivery of the notice during which to on the default provided, however,that as to a failure to dose, the cue peril shag only be three(3)business from the delivery of notice. Both parties agree that If an extension Is requested as a result of a default such extension shall not be unreasonably withheld providled that In no event shall the Closing be extended beyond December 3% 2121.if the default has not been cured within the aforesaid perms,the non-defaulting Party may exercise the remedies described above. 3Z4SunLlval. The provisions of this section shall survive the termination of this Agreement. 13. NOTICES. Allnotices required In this AS mesa must be in writing and shall be considered delivered when recelved by certllfied mall, return receipt requested, or personal deliveryto the following addresses-. If to Seller. Christian Macovisk Oyer-Macovisk Insurance SU East Ocean Avenue Boynton Beach,FL 33435 With a copy to: Harvey E.Oyerlli Shutts& Bowen,LLP Blvd.525 Clit"chob" suite U00 West Palm Beach,FL 33401 If to Purchaser: Thuy Shutt,Executive Director Boynton Beam Community RedwelopmentAgenq 1.00 E.Ocean Avenue,4th Floor Boynton Beach,FL 33435 sismu,s PURCHASER's IN ls: ` A SELLER'S InRiabe; ?. f Purchase and Sale Agreement Page 12 of 17 With a copy to: Kenneth Dodge Lewis,Longman Wal r, PA 3W S.Rosemary Suite 11M Avenue West Palm Beach,FL 33401 ]A. BINDING OBLIGATIONIASSIGNMENT. The berms and coricutions of this Agreement arc hereby nide binding on, and shall Inure to the benefit of the successors and permitted asstm of the Parties hereto. SELLER may not assign its Interest in this Agrewment without the prior written consent of PURCHASER,which shell not be unreasoneW withhold. PURCHASER shall have to assign this Agreement to the City of Boynton Be (the "Qty") without the prior consent of SELLER and the PURCHASER shall be released from any further obOWIons and habilitles under this Agreement. The PURCHASER may not assign this Agreement to any other party without the prior written a roval of SELLER, which shall not unreasonably withheld. If PURCHASER has been dissolved as an entity while this Agreement and/or the attached Lease ,: ment are in effect,the provisions of section 163.357(1),Florkla Statutes,(as it may be amended from time to time),shall apply. 1% BWKER FE13. The SELLER and PURCHASER Eby state that they have not dealt with a real estate broker in connection with the transaction aontemplated by this Agreement and are not Roble for a sales commission.SELLER and PURCHASER hereby mutually Indemnify, defend and hold harmless each other from and againstanV and all claims, kisses, damages, ants or expenses (Including, without Rmitation, attorneys ) of any kind arbing out of or resulting from any agreement,arrangement or understanding alleged to have been made with any broker or finder claiming through the Indemnifying party In connection with this Agreemeft The provisions of this Section shah survlue dosing or torminotlon of this Agreement. 16. ENVIRONM L hazardous or toxk substance, material, or waste of pollutant("Pollutant") shall mean any L For purposes of thisAgreement, any kind or any contaminant, pollutant, petroleum, petmieum product or petroleum by-product, as defined or regulated by environmental laws. Disposal ("Disposal") shall mean the release, storage, use, handle 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 govemmental restdWons. 16.L1 As a material Inducement to PURCHASER entering Into this Agreement, SELLER hereby warrants and represents the following,as applicable: (1) That SELLER and occupants of the Property have obtained and are in full compliance with anyand all permits regarding the Disposal of Pohuutants on the Property o r contiguous propertyowned bySELLER,tothe bestof SELLER'S knowledge. aino rxs PURCHASER'S Initials: SEt.L.ER's Inulols: Purchase and Sale Agreement Page 13 of 17 (2) SELLER is not swam nor doom it have any notice of any per,present or future events,conditions, ecWtles or practices which may give rise to any liability or form a basis for any claim, demand, cost or anon reg to the Disposal of any Pollutant on the Property. SELLER b notaware nor does R have any notice of any past,present orfuture events, conditions,activitles or practices on contiguous propertydutt is owned bySELLER wh lch may give rise to any liability or form a basis for any Balm,demand,cost or action relating to the Disposal of any l nt theSELLER'S property. (3) There is no clvil, criminal or administrative action, suit, claim, demand,Investkation or notice of violation pending or,to the best of that entity's knowle threatened against SELLER or the Property relating In anyway to the Disposal of Pollutants on the Property,any portion thereof,oron any contiguous propertyowned byS LLER. 17. PUBLIC R=RDS. PURCHASER Is,a public*SenW subject to Chapter 129, Florid Statutes. The SELLER Is hereby notified that the PURCHASER le required by law, pursuant to Chapter 119,to maintain and disclose upon request all records deemed public urr the statute Including this Agreement and some or all of the documents necessary to consummate the transaction set fortis herein.To the extent that any litigation should be Instituted by SELLER, either directly or as a third party,to prevent or prohmR Purchaser from disclosing or providing documents involvi th1s;Agreementorthe transaction setforthin theAlreementpursuanttoa public records requestsubmitted under SELLER agreesthatPURCHASER may either: 2) defend the loam up to and including final judgment, or 2) interplead the challenged documents Into the court. In either event, SELLIM agrees to pay PURCHASER's reasonable attorneys'feesandcom,bothtrial and appellate. 18. ML%gkMffD.UL 18.L •Gem This Almement,and _any_amendment hereto,may be executed in any number of counterparts,each of which shag be deerned to be an original and all of which shall, together, constitute one and the same Instrument. section and paWreph headinigs herein contained are for the purposes of Identification only and shrill not be considered In a mstruln g this Agreement. Reference to a Section shall be deemed to be a reference to the entire Section, unless otherwise specified. No modifkadon 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 shag 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 Judklal 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 Courtforthe Southern District of Florida. 1tt.Z. Computation of Tiara Any reference herein to time paerlods whim are not measured in business days shall mean calendar days. Any time period provided for in this amims PURCHASER's InMals: SELLEi's I nTWk:eW Purchase and Sale Agreement Page 14 of 17 Agreement which ends on ■ turda%Sunday or lepf homey shall extend to p.m.on the next full business day. Time Is of the gssence in the performance of all ob4pdons under this Agreement. 1&3. Waterer. 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 breech of this Agreement by the other party in the performance of their respective obligations hereunder,shall be deemed a waiver of any other rIghts or remedies that a party may have or a waiver of any subsequent breach or default In any of such terms, pro sions,a wenants,agreements or conditions. ThIs paragraph shell survive termination of this Agreement andClosing. 1&A. Construg ft of_Aare„emgnL, The to this Agreement through counsej, 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 AVeemeat,or any amendment hereto,the mescullne.shall include the feminUre, 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 intro the Deed. 18.5. S verabiNt.. if arty provision or the application thereof shag,for anV reawn 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 affaded thereby,but instead shall be enforced to the maximum extent permitted by The provisions of this Section shall apply to any amendmentof this Agreement. 18.6 Handwritten Provisions. Handwritten provisions inserted In this Agreement and initialed by PURCHASER and SELLER shall control aE printed provisions in conflict therewith. 18.7 Waterer of.lury Inial. As an Inducement to PURCHASER agreeing to enter Into this Agreement PURCHASER and SELLER hereby walve trial by jury in any action or proceetift brought by either party against the other party pertaining to any matter whatsoever arising out of or in any way connected with this Agreement. 16.8. &8Coeys Fees arol_ . Should it be necessary to bring an action to enforce any of the provisions of this Agreement,reasonable attorneys'fears and costs,including those at the appellate level,shall be awarded to the prevailing party unlessotherwise provided in this Agreement and subject to the limitation of sovereign Immunity as provide=d within Section 768.21L Florida Statutes. 18.9 In Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of ft PURCHASER and SELLER has oismw PURCHASEWS lnft ls: ` SELLER's lydtlals� Purchase and Sale Agreerniant Page 15 of 17 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 Biligaft. This Agreement mov not be recorded In the Public Records of Palm Beach County,Florida without the:prior approval of both parties. IL31 Survival. The cmrenants, warranties, representations, Indemnities and undertakkW of SEDER and PURCHASER that specifically survhm Closing as set forth in this Agreement,shall survive the Cosi IL12 SEI"s Attorneys'Fees and Costs.SBAER acknowledges and a "that SBM shall be responsible for Its own attorneys'fees and all costs, If any,incurred by SEVER in eonnectlon with the transaction contemplated by this Agrieement. 18.13 SM2 !k in I rngab.Nothing in this Agmerrent shall be deemed to affect the righti6 privillegas, and sovereign Immunities of the PURCHASER, Including those set forth in Section-ML2B, Flow Statutes. 19. REPRESENTATIONS COVENAN73 ARID WARRANTIES OF PURCHASER. To induce SB1ER to enter into this Agreement; PURCHASER makes the following representations,all of which, to the best of Its k e,In all material r+espeds and except as othemse provided In this Agreement(i)are now true,and(E}shall be truce as of this date of the Closing and(fill shall survive the Clog 19.1 YaI14R "Cris d_and In Good Standing. PURCHASER was validly created u r all ppIcable state laws, Is In good standing under all-appluble state laws as of the Effectiveof this Agreement,and Will be in good standing under all applicable state laws as of the Closing Date. 19.2 The execution and deihrery of this Agree mant by PURCHASER and the consummation by PURCHASER of the transactTan contemplated by this Agreement are within► PURCHASER'S lawful capacity and all requblte action has been taken to make this Agreement valid and binding on PURCHASER in accordance with Its terms.The person executing this Agreement on behalf of PURCHASER has been duly authorized to act on behalf of and to bind PURCHASER,andthis Agreement represents*valid and binding obligation of PURCHASER. 20. . Aid & EXCEPT AS OT 14ERWM MMMCALLY SET FORTH HEREIN, IT IS UNDERSTOOD AND AGREED THAT PURCHASER IS PURCHASING THE MOPERTY IN AN ASIS,WHERE,-IS,AND WITH AIL FAULTS CONDITION. OTHER THAN THE SBLLER'S REPRESENTATIONS AND WARRANTIES SET FORTH HEREIN, SMLM MAKES NO RMMESENTA77ONS OR WARRANTIES AS TO THIS CONSITiON OF THE PROPERTY OR THE PROPERTY'S FITNESS FOR PURCHASER'S IIJ WtWED USB. PURCHASER SHOULD RELAY ON ITS OWN INVPSIZGATIONS AND DiwkTTONS DURING THE FEASIBU YY PERIOD. �. PURCHASER'S Initials- SELLEWs InlVals: Purdme and Sale Agreement Page 16 of 17 21• Over Insurance and Real Estate, Sin an East FaL de Wall of Sg 531 kjWa PURCHASER and SELLER,ackn6wled a and agree that the existing pointedwall sign on the east fagats of the SZ9/531 East Oman Avenue building has existed for over GD years,is one of the ironic business Images In the City of Baynton Beach, pies histork and cultural value;:, and Is one of the last remainMq representatlons of the Cky's historic main street. As such,PURCHASER agrees to use Its best efforts to preserve the painted wall sign elther in situ or to be relocated and utilized elsewhere In the vicinity provided that the cost of the preservation and relocation efforts do not exceed a nwimum of Twenty Thousand Dollars($20, AM. In the event that PURCHASER is unable to preserve or relocate the wall sign as provided herein, PURCKMER shall provide notice of same to SELLER,who shall have (60 sbdy days within whk h to relocate the sip et Its own expense and/or contribute all additional funding over$20,000 to the CRA for the CRA to relocate the sign. Both parties acknowledge and agree that the possibility exists that the sign could be damaged or destroyed during an attempted relocation. However, PURCHASER shag use Its best efforts, as provided herein, to proselve the wall sip and ensure that It remains visible to the pubes• IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective ftmma PURCHASEWs Initials: r SELLER's Initials: Purdwe and Sate Agreement Page 17of17 Pik COMMUNITY Sw OcEm PROPER w' LLMC AGENCY Printed Name: Steven B.Grant Printed(dame 61`a i Title: Chair Tide. � . Date°_� HDvw %%'nWESS: WITNESS: y . P Printed Nae: Printed Name: r ;d - � 4, Le i s Lo groan &WelR ra,PA Printed Nage: ,., Date: --7 i wssnsa PURCHMER's Inklrrls: SELLER's Initialc 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, oft e FloridaStatutes (hereinafter"PURCHASER") and 508 E BBB, LLC(hereinafter"SELLER"). In consideration of the mutual covenants and agreements herein set forth, the Parties hereto agree as follows: . PURCHASE_AND SALEZPROPERTY. 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 at 508 E. Boynton Beach Boulevard, City of Boynton Beach, in Palm Beach County, Florida (the "Properties")and more particularly described as follows: Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. 2. PURCHASE PRICE AND PAYMENT. The Purchase Price to be paid for the Property shall be Nine Hundred Fifteen Thousand and 00/100 Dollars ($915,000.00), payable in cash, by wire transfer of United States Dollars at the Closing. . DEPOSIT. 3.1. Earnest Money Deposit. Within five O Business Days after the execution of the Purchase Agreement by both parties, PURCHASER shall deliver to Lewis, Longman Walker, PA ("Escrow en ") a deposit in theamount of One Hundred Thousand and 0/100 Dollars ($100,000.00)the "'Deposit"). .2. licatio isurs ent-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 ( ) days from the expiration of the Feasibility Period (hereinafter defined). The remaining eposit 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 during the Feasibility Period (hereinafter defined) for any reason, the Deposit shall bei mediately refunded to the PURCHASER. If this Agreement is terminated due to a default, pursuant to Section 12, the PU C ASER's Initials SELLER's Initials: Purchase and Sale Agreement Page 2 of 15 Deposit shall be delivered to (or retained by, as applicable) the non-defaulting Party, and the non-defaulting Party shall have such additional rights, if any,as are provided in Section 12. 3.3. Escrow 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 date of this Agreement (the "Effective Date") shall be the date when the last one of the SELLER and PURCHASER has signed this Agreement. 5. CLOSING. The purchase and sale transaction contemplated herein shall close on or before November 11, 2021 (the "Closing"), unless extended by other provisions of this Agreement or by written agreement,signed by both parties,extending the Closing. 6. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by Warranty Deed complying with the requirements of the Title Commitment (hereinafter defined),valid,good, marketable and insurable title in fee simple to the Property,free and clear of any and all liens, encumbrances, conditions, easements, assessments, restrictions and other conditions except only the following (collectively, the "Permitted Exceptions"): (a) general real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; (b) covenants, conditions, easements, dedications, rights-of-way and matters of record included on the Title Commitment or shown on the Survey (defined in Section 7), to which PURCHASER fails to object, or which PURCHASER agrees to accept, pursuant to Section 7.1 and Section 7.2 hereof. 7. FEASIBILITY PERIOD. The PURCHASER, and its designees shall have twenty (20) days from the Effective Date of this Agreement ("Feasibility Period"), at PURCHASER's expense, to make inquiries to determine if the Property is suitable for its intended use and to enter upon the Property, at any time and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, valuation appraisals and investigations of the Property, including but not limited to Phase I and Phase II investigations, which PURCHASER may deem necessary. During this Feasibility Period, PURCHASER may elect, in PURCHASER's sole and absolute discretion, to terminate this contract and receive back all deposits hereunder. If PURCHASER elects to PURCHASER's Initials: SELLER's Initials: 007D4498-1 Purchase and Sale Agreement Page 3 of 15 terminate this Agreement in accordance with this Section, PURCHASER shall: (1) 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; (0) 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 or 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 of PURCHASER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, attorneys fees, for nonpayment for services rendered to SELLER or for damage to persons or property (subject to the limitation on practicability provided above) arising out of RCS 's investigation of the Property. SELLERS' obligations under this Section shall survive the termination, expiration or Closing of this Agreement. 7.1. Title Review. Within twenty (20) days of the Effective Date, PURCHASER shall obtain, at the PURCHASER's expense, from a Title Company chosen by PURCHASER (hereinafter "Title Company,"), a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of the Purchase Price subject only to the Permitted Exceptions,together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. Any and all assessments, outstanding utility charges, liens and other matters not constituting Permitted Exceptions shall be paid by Seller prior to or at closing from Seller's proceeds. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than thirty (30) days after the Effective Date notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "Title Objections"). if PURCHASER falls to deliver the Title Objections to SELLER within the aforesaid review period,titles all 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 (!I) accepting the title as it then is but using such portion of the Purchase Price as may be necessary to pay and satisfy any mortgages, outstanding utility charges, delinquent property taxes and/or code enforcement and PURCHASER's Initials: 7-7-7 SELL 's Initials: W704498-1 Purchase and Sale Agreement Page 4 of 15 contractors' liens or other recorded claims of lien upon the property, or (iii) canceling and terminating this Agreement, in which case, the Deposit shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue an updated Title Commitment ("Title Update") covering the Property. If any Title Update contains any conditions which did not appear in the Title Commitment, and such items render title unmarketable, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment,subject to the provisions of this Section. 7.2. Survey Review. PURCHASER, at PURCHASER's expense, shall obtain a current boundary survey (the "Survey") of the Property, indicating the number of acres comprising the Property to the nearest 1/100th of an acre. If the Survey discloses encroachments on the Property or that improvements located thereon encroach on setback lines, easements, lands of others or violate any restrictions, covenants of this Agreement, or applicable governmental regulations, the same shall constitute a title defect and shall be governed by the provisions of Section 7.1 concerning title objections. 7.3. SELLER Deliveries. SELLER shall deliver to PURCHASER the following documents and instruments within ten (10)days of the Effective Date of this Agreement,except as specifically indicated: 7.3.1. Copies of any reports or studies (including engineering, environmental, soil borings, and other physical inspection reports), in SELLER's possession or control with respect to the physical condition or operation of the Property,if any. 7.3.2. Copies of all licenses, variances, waivers, permits (including but not limited to all surface water management permits, wetland resource permits, consumptive use permits and environmental resource permits), authorizations, and approvals required by law or by any governmental or private authority having jurisdiction over the Property, or any portion thereof(the "Governmental Approvals"), which are material to the use or operation of the Property, if any. 7.3.3. Prior to the Closing Date, SELLER shall execute and deliver to PURCHASER any and all documents and instruments required by PURCHASER, in PURCHASER's sole and absolute discretion, which: (i) effectuate the transfer to PURCHASER of those Governmental Approvals, or portions thereof which are applicable to the- Property, that PURCHASER desires to have assigned to it, and/or (ii) cause the Property to be withdrawn from PURCHASER's Initials- 5ELLER's Initials: OD704498-1 ,. Purchase and Sale Agreement Page 5 of 15 any Governmental Approvals. No later than thirty (30) days prior to the Closing Date, SELLER shall remedy, restore, and rectify any and all violations of the Governmental Approvals (including, but not limited to, any and all portions of the surface water management system, mitigation areas or other items which do not comply with the Governmental Approvals or applicable rules), if any. SELLER warrants that there will not be, at the time of Closing, any unrecorded instruments affecting the title to the Property, including, but not limited to any conveyances, easements, licenses or leases. 8. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the purchase of the Property unless each of the following conditions (collectively, the "Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 8.1. Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 8.2. Condition of Prop ertt. The physical condition of the Property shall be the same on the date of Closing as on the Effective Date, reasonable wear and tear excepted. 8.3. Pending Proceedings. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever, pending or threatened,which has not been disclosed, prior to closing, and accepted by PURCHASER. 8.4. Compliance with Laws and _Regulations. The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, requirements, licenses, permits and authorizations as of the date of Closing. 8.5. Occupancy. The property shall be conveyed to the PURCHASER at time of closing unoccupied. 9. CLOSING DOCUMENTS. The PURCHASER shall prepare, or cause to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the SELLER'S Title Company. At Closing, SELLER shall execute and deliver, or cause to be executed and delivered to PURCHASER the following documents and instruments: 9.1. Deed. A Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple title to the Property free and clear of all liens, encumbrances and other conditions of title other than the Permitted Exceptions. 9.2. Seller's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law; and that there are no parties in PURCHASER's Initials: ux-jk , SELLER's Initia 007N4918-1ls: _:W Purchase and Sale Agreement Page 6of15 possession of the Property other than SELLER. SELLER shall also furnish to PURCHASER a non- foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits referenced above,the same shall be deemed an uncured title objection. 9.3. 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 as of Closing shall be assumed by PURCHASER. If the improvement has been substantially completed as of the Effective Date, any pending lien shall be considered certified, confirmed or ratified and SELLER shall, at Closing, be charged an amount equal to the last estimate or assessment for the improvement by the public body. PURCHASER's Initials:. 1 ir- SELLER's Initials: 00704496-1 Purchase and Sale Agreement Page 7 of 15 10.4. Closing, Costs. PURCHASER shall be responsible for recording the deed and half of all general closing expenses (settlement fee, courier fees, overnight package, etc.). SELLER is responsible for documentary stamps on the deed and half of all general closing expenses and their own legal fees. All other costs of closing shall be borne by PURCHASER. 10.5. Closing Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein. SELLER and PURCHASER (as applicable)shall execute and deliver to Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked-up"Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 10.6. Existin 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 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 PURCHASER's Initials: SELLER's Initials: OD704498-1 Purchase and Sale Agreement Page 8 of 15 or assets of the SELLER by reason of the terms of any contract, mortgage, lien, lease, agreement, indenture, instrument or judgment to which the SELLER is a party of which is or purports to be binding upon the SELLER or which affects the SELLER; no action by any federal, state or municipal or other governmental department, commission, board, bureau or instrumentality is necessary to make this Agreement a valid instrument binding upon the SELLER in accordance with its terms. 11.4. SELLER represents that SELLER will not, between the date of this Agreement and the Closing, without PURCHASER'S prior written consent, which consent shall not be unreasonably withheld or delayed, except in the ordinary course of business, create any encumbrances on the Property. For purposes of this provision the term "encumbrances" shall mean any liens, claims, options, or other encumbrances, encroachments, rights-of-way, leases, easements, covenants, conditions or restrictions. Additionally, SELLER represents that SELLER will not, between the date of this Agreement, and the Closing take any action to terminate or materially, amend or alter any existing leases presently in existence, without the prior consent of PURCHASER,which consent shall not be unreasonably withheld or delayed. 11.5. SELLER represents that there are no parties other than SELLER in possession of the Property or any portion of the Property as a lessee. 11.6. SELLER shall not list or offer the Property for sale or solicit or negotiate offers to purchase the Property while this Agreement is in effect. SELLER shall use its best efforts to maintain the Property in its present condition so as to ensure that it shall remain substantially in the same condition from the conclusion of the Feasibility Period to the Closing Date. 11.7. SELLER has no actual knowledge nor has SELLER received any notice of any litigation, claim, action or proceeding, actual or threatened, against SELLER or the Property by any organization, person, individual or governmental agency which would affect (as to any threatened litigation, claim, action or proceeding, in a materially adverse fashion) the use, occupancy or value of the Property or any part thereof or which would otherwise relate to the Property. 11.8. SELLER represents that it has no actual knowledge nor has it received any notice that the Property has been, is presently or is contemplated to be utilized as a reservoir of hazardous material. As used herein,the term "Hazardous Material" shall mean any substance, water or material which has been determined by any state, federal or local government authority to be capable of posing a risk of injury to health, safety and property, including, but not limited to, all of those materials,wastes and substances designated as hazardous or toxic by the U.S. Environmental Protection Agency, the U.S. Department of Labor, the U.S. Department of Transportation, and/or any other state or local governmental agency now or hereafter authorized to regulate materials and substances in the environment (collectively "Governmental Authority(ies)"). PURCHASER's Initials.( 5/f4-- SELLER's Initials: DD7D4498-1 Purchase and Sale Agreement Page 9of15 11.9. SELLER represents to PURCHASER that the Property is not subject to any deed restrictions or declaration of restrictions running with the Property which would affect the use of the Property except those constituting Permitted Exceptions as defined above. 11.10. Between the date of this Agreement and the date of closing, SELLER will not file any application for a change of the present zoning classification of the Property. 11.11. Auth__orit . The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 11.12. Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free and clear of all liens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). 11.13. Additional Warranties and ,Representations of SELLER. As a material inducement to PURCHASER entering into this Agreement, SELLER, to the best of SELLER'S information and belief,hereby represents and warrants the following: 11.13.1. There are no pending applications, permits, petitions, contracts, approvals, or other proceedings with any governmental or quasi-governmental authority, including but not limited to, PURCHASER, municipalities, counties, districts, utilities, and/or federal or state agencies, concerning the use or operation of, or title to the Property or any portion thereof and SELLER has not granted or is not obligated to grant any interest in the Property to any of the foregoing entities. 11.13.2. There are no facts believed by SELLER to be material to the use, condition and operation of the Property in the manner that it has been used or operated, which it has not disclosed to PURCHASER herein, including but not limited to unrecorded instruments or defects in the condition of the Property which will impair the use or operation of the Property in any manner. 11.13.3. To the best of SELLER'S knowledge,the Property and the use and operation thereof are in compliance with all applicable county and governmental laws, ordinances, regulations, licenses, permits and authorizations, including, without limitation, applicable zoning and environmental laws and regulations. PURCHASER's Initials:- X0704498-1 SELLER's Initials: - Purchase and Sale Agreement Page 10 of 15 12. DEFAULT. 12.1. PURCHASER's Default. In the event that this transaction fails to close due to a wrongful refusal to close or default on the part of PURCHASER, subject to the provisions of Paragraph 12.3 below, the Deposit actually then being held by the Escrow Agent shall be paid by Escrow Agent to SELLER as agreed liquidated damages and, thereafter, neither PURCHASER nor SELLER shall have any further obligation or liabilities under this Agreement, except for those expressly provided to survive the termination of this Agreement; provided, however, that PURCHASER shall also be responsible for the removal of any liens asserted against the Property by persons claiming by, through or under PURCHASER, but not otherwise. PURCHASER and SELLER acknowledge that if PURCHASER defaults, SELLER will suffer damages in an amount which cannot be ascertained with reasonable certainty on the Effective Date and that the amount of the Deposit being held by Escrow Agent most closely approximates the amount necessary to compensate SELLER. PURCHASER and SELLER agree that this is a bona fide liquidated damages provision and not a penalty or forfeiture provision. 12.2. Seller's Default. In the event that SELLER shall fail to fully and timely perform any of its obligations or covenants hereunder or if any of SELLER'S representations are untrue or inaccurate, then, notwithstanding anything to the contrary contained in this Agreement, PURCHASER may, at its option: (1) declare SELLER in default under this Agreement by notice delivered to SELLER, in which event PURCHASER may terminate this Agreement and demand that the Deposit be returned, including all interest thereon if any, in accordance with Section 3 and neither Party shall have any further rights hereunder, or (2) seek specific performance of this Agreement,without waiving any action for damages. 12.3. Notice of Default. Prior to declaring a default and exercising the remedies described herein, the non-defaulting Party shall issue a notice of default to the defaulting Party describing the event or condition of default in sufficient detail to enable a reasonable person to determine the action necessary to cure the default. The defaulting Party shall have fifteen (15) days from delivery of the notice during which to cure the default, 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: PURCHASER's Initials. SELLER's Initials: 00704498-1 Purchase and Sale Agreement Page 11 of 15 If to Seller: Bradley Miller 508 E BBB, LLC 508 E. Boynton each Boulevard Boynton each, FL 33435 With a copy to: Alan J. Ciklln, Esq. CIKLIN LUBITZ Northbridge Tower 1, 20th Floor 515 N. Flagler Drive West Palm Beach, FL 33401 If to Purchaser: Michael Simon, Executive Director Boynton each Community Redevelopment Agency 100 E.Ocean Avenue, 4th Floor Boynton each, FL 33435 With a copy to: Kenneth Dodge Lewis, Longman &Walker, PA 515 North Fla ler Drive Suite 1500 West Palm each, FL 33401 14. BINDING OBLIGATION/ASSIGN M ENT. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER, Which shall not be unreasonably withheld. PURCHASER shall have the right to assign this Agreement to the City of Boynton each (the "City") without the prior consent of SELLER and the PURCHASER shall be released from any further obligations and liabilities under this Agreement. The PURCHASER may not assign this Agreement to any other party without the prior written approval of SELLER, which shall not unreasonably withheld. If PURCHASER has been dissolved as an entity while this Agreement and/or the attached Lease Agreement are in effect,the provisions of section 163.357(1), Florida Statutes, (as it may be amended from time to time), shall apply. 15. BROKER FEES. The SELLER and PURCHASER hereby state that they have not dealt with a real estate broker in connection with the transaction contemplated by this Agreement and are not liable for a sales commission. SELLER shall indemnify, defend and hold harmless the PURCHASER from and against any and all claims, losses, damages, costs or expenses (including, without limitation, attorney's fees) of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by SELLER on its behalf PURCHASER's Initials. LL R's lnitials 00704498-1 4� Purchase and Sale Agreement Page 12 of 15 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 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 PURCHASER's Initials SELLER's Initials• Purchase and Sale Agreement Page 13 of 15 documents into the court. In either event, SELLER agrees to pay PURCHASER's reasonable attorneys'fees and costs, both trial and appellate. 18. MISCELLANEOUS. 18.1. General. This Agreement, and any amendment hereto, may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which shall, together, constitute one and the same instrument. The section and paragraph headings herein contained are for the purposes of identification only and shall not be considered in construing this Agreement. Reference to a Section shall be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall be of any force or effect unless in writing executed by the Parties. This Agreement sets forth the entire agreement between the Parties relating to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the Parties. This Agreement shall be interpreted in accordance with the laws of the State of Florida. The Parties hereby agree that jurisdiction of any litigation brought arising out of this Agreement shall be in the Fifteenth Judicial Circuit, in and for Palm Beach County, Florida, or, should any cause of action be limited to federal jurisdiction only, in the United States District Court for the Southern District of Florida. 18.2. Computation of 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. 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 PURCHASER's Initials: 0070449B-1 SELLER's Initial Purchase and Sale Agreement Page 14 of 15 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. Bindin Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 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. 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. J PURCHASER's Initials: SELLER's Initials: 00704498-1 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 REDEVELOP ENT EN Printed Name: Steven B. Grant Printed Name: Title: Chair Title: Date: 4fl-1 0 e Date: WI ), ESS: WITNESS: (e A & Printed Name rjVVV&(1 € Printed Name: ApProv0d/4 o Fd : Lewis, Longmark-k Walker, P.A. { t Printed Nae: { ®q'> •- Date: 4 L PURCHASER's Initials: « SELLER's Initials: 0070"98-1 EXHIBIT"B" 1 AFFILIATED D E V E L O P M E N T October 5,2021 Boynton Beach Community Redevelopment Agency ATTN: Ms.Thuy Shutt,Director 100 East Ocean Avenue,4*h Floor Boynton Beach,FL 33435 COPY TO: City of Boynton Beach ATTN: Ms.Lori LaVerriere 100 East Ocean Avenue,4th Floor Boynton Beach,FL 33435 RE: Letter Of Intent to purchase the Project Parking Garage and enter into a Purchase and Sale Agreement,as further defined below Ms.Shutt&Ms.LaVerriere: We are pleased to present the following Letter of Intent("LOI") to outline certain basic terms under which Seller agrees to construct and sell the Project Parking Garage to Buyer,and Buyer proposes to purchase the Project Parking Garage from Seller(hereinafter defined). The Terms and Conditions are a&follows: 1. PROPERTY: Two parcels that will be combined and parceled separate from the Project. a. Parcel 2: i. Physical Address: NE 4th St.,Boynton Beach,FL ii. Parcel#: 08434528030010080 b. Parcel 3: i. Physical Address: NE 1st Ave.,Boynton Beach,FL ii. Parcel#: 08434528030010100 2. PARKING GARAGE: A stand-alone parking garage structure containing approximately 573 parking spaces located on the Property and containing approximately 1S0 parking spaces dedicated to the public,approximately 326 spaces for apartment tenants,and approximately 247 parking spaces for commercial tenants. Parking Garage shall be consistent with the attached parking plans shown in Exhibit A,which may be modified in order to obtain Approvals. 3. PROJECT: The Tenant is constructing a mixed-use project containing a mixed-income workforce housing rental apartment building,restaurant and retail space,office space,and the Parking Garage,per the preliminary site plan shown in Exhibit B,which shall be adjusted as may be necessary in order to finalize land use approvals. 4. BASE BUILDING IMPBQVEMENTS: Seller shall construct the Parking Garage pursuant to Approvals. Parking Garage shall be a concrete structure with sloped parking on the ramps to connect each floor of parking. The bottom floors will be used for public parking and parking for the Projects commercial tenants,while the upper floors will be used exclusively by the Projects apartment tenants. 5. SELLER: BB QOZ,LLC,or another entity managed by Affiliated Development principals,Jeff Burns and Nick Rojo,as approved by Seller. - r 1 Buyer Seller. ltAFFILIATED c--\\\— D E V E L O P M E N T 6. BUYER: Boynton Beach CRA and/or City of Boynton Beach. 7. PURCHASE PRICE: $10,314,000 subject to customary adjustments,fee simple interest free from all liens,encumbrances and judgments. 8. PURCHASE&SALE AGREEMENT: Within 90 days following the execution of this LOI,Buyer and Seller will execute a Purchase&Sale Agreement consistent with the terms and conditions contained herein. 9. CLOSING MATERIALS: Upon completion of the Base Building Improvements,as evidenced by a temporary certificate of occupancy,Seller shall deliver to Buyer all existing material documents in its possession relating to the Property,including,without limitation:(i)any and all reports regarding the presence of Hazardous Materials on or about the Property including environmental reports;(ii)Base Building Improvements plans and specifications; (iii)as-built survey,(iv)existing insurance policies; (v)information on liens and open permits,(vi)any and all contracts that may exist between Seller and a third party entity performing work on the Parking Garage for which Buyer shall assume.Seiler shall grant Buyer the right to enter the Property to inspect the Base Building Improvements. 10. SURVEY: Seller shall provide Buyer with an as-built survey. 11. APPROVALS: Sale shall be subject to all required Approvals from the applicable authorities necessary to construct the Parking Garage on the Property,including but not limited to Land Use Approvals and a Master Building Permit. 12. ESCROW DEPOSITS: Within 5 business days following the execution of the Purchase and Sale Agreement,Buyer shall deposit in escrow the sum of $100,000 to Kapp Morrison LLP (the"Escrow Agent"),which shall be credited towards the Purchase Price at Closing. Escrow Deposit shall be nonrefundable at the time the Seller obtains all necessary Approvals on the Parking Garage. 13. TITLE INSURANCE: Buyer shall procure a title report or commitment("Title Report")for the Property from Fidelity National Title Insurance Company(the"Title Company')together with copies of all underlying documents of record referenced therein. Seller shall provide prior owners policy if in possession of same. The Seller shall parcel the Property in order to be owned separate from ownership in the Project. 14. CLOSING: Closing of the Property shall occur within 15 days following the date Seller notified Buyer in writing(along with supporting documentation)that a temporary certificate of occupancy has been issued for the Parking Garage, 15. COSTS: Buyer shall pay for the cost of the owner's policy premium,search and exam fees, and deed recording fees. Seller shall pay the costs of any and all transfer or documentary taxes and/or fees and escrow fees. Parties acknowledge there are no brokerage or sales commissions due relating to the sale of the Property. 16. GARAGE LEASE: Parties acknowledge that the sale is contingent upon the Parties entering into a separate parking lease agreement,which will be executed simultaneously with the Purchase and Sale Agreement. The Buyer and Seller should also agree to separate terms and conditions by which Buyer agrees to rent parking spaces for Seller's restaurant,retail and office tenants. 2 Buye . Seller ___ AFFILIATED D E V E L O P M E N T 17. FORCE MA Ej URE: Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire,floods,embargoes,war,acts of war(whether war be declared or not),acts of terrorism,pandemics,insurrections,riots,civil commotions,strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority,or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s)of any such delay(s). 18. AUTHORITY: Both Parties represent that the execution and delivery of the LOI and Agreement and the consummation of the transactions contemplated hereby do not and will not(i)violate or conflict with the organizational documents of Buyer or Seller; (ii)breach the provisions of,or constitute a default under,any contract,agreement,instrument or obligation to which Buyer or Seller is a party or by which Buyer or Seller bound;and(iii) require the consent or approval of any other third party. The Parties executing the Agreement are authorized by their respective organizational documents to enter into the Agreement and bind each Party to the terms hereof. It is understood by both Parties that this LOI is non-binding and is simply an indication of the current terms and conditions under which the Buyer is willing to go forward with purchasing said Property. Notwithstanding the foregoing,at the time the Buyer is selected by Seller pursuant to the RFP/RFQ the Parties may negotiate and revise this LOI,and any exhibits,as necessary in order to reach agreed upon Terms. Parties agree to work in good faith to finalize and execute the Purchase and Sale Agreement under the same terms and conditions contained within the final executed LOI. This LOI may be executed in one or more counterparts,each of which shall be deemed an original,but all of which will be deemed one instrument. Parties may execute this LOI and transmit same by facsimile or email,and in such event,agree that acceptance by facsimile or by email shall be treated in the same fashion as an original signature. The Effective Date of this LOI shall be on the later of the dates as executed by both Parties below. (SIGNATURE PAGE TO FOLLOW) 3 Buyer t Seller 1' _........--_..._........ . /Ac--\\- AFFILIATED DEVELOPMENT By signing below Parties agree to the terms and conditions contained herein. AGREED TO AND ACCEPTED: AGREED TO AND ACCEPTED: BUYER:BB QOZ,LLC, SELLER:Boynton Beach CRA DATE: l DATE: BY: — BY: NAME:J NAME: Steven B.Grant TITLE:Manager TITLE:Mayor and Chair ff � Q Buyer_ Seller EXHIBIT"A" PARKING PLAINS 1 , r _ 29 777i- At ah o- _f I — Q , I 17——— — , u -�— �4�—L i � � ———— 0 TI -- Iy Im Ir 17 .. b a MA �H s INTHE THE PIE D RAA=—.'m1VISAFFILIATED'DEVELOPMENT AT,ARCHITECTS BOYNTON EACH, FLORID, ALOCAARCHITECTURE �n &PLANNING — °�N =1 7— EXHIBIT"B" PRELIMINARY SITE PLANS 2 _ - OCEAN BOULEVARD LL— All a, Z Ffg b m - _ 1 �t cat m c €_ Ilk t si�s r, z "t0 s " la NE I ST AVENUE f, 1 Iti m - I it r� s t zo . 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RwsVOE Y r ey Ymuett rry wlu ndnu.uVnu 9 ��.y. �r= �c � Ones �THE PIERCEPSn n A— (1) —� F FOP: 'p AFFILIATED AFFILIATED DEVELOPMENT LOCA70 AT: ARCHITECTS1�aBO'YNTON BEACH, FLORIDA s i ARCHITECTURE&PLANNING EXHIBIT"C" 2 Ac--\- AFFILIATED D E V E L O P M E N T October 5,2021 Boynton Beach Community Redevelopment Agency ATTN: Ms.Thuy Shutt,Director 100 East Ocean Avenue,4th Floor Boynton Beach,FL 33435 COPY TO: City of Boynton Beach ATTN: Ms.Lori LaVerriere 100 East Ocean Avenue,4*}'Floor Boynton Beach,FL 33435 RE: Letter Of Intent to enter into a Lease Agreemen4 as further defined below Ms.Shutt&Ms.LaVerriere: We are pleased to present the following Letter of Intent("LOI")to outline certain basic terms under which Affiliated Development proposes to lease parking spaces in a Parking Garage(hereinafter defined). The Terris and Conditions are as follows: 1. PARKING GARAGE: A stand-alone parking garage structure containing approximately 573 parking spaces,as constructed by Tenant(or Tenant's affiliate)as part of the Project,as further defined herein,and located at the intersection of NE 1�Avenue(to the south)and NE 4u Street(to the west)in Boynton Beach,Florida. The Parking Garage will contain approximately 150 parking spaces dedicated to the public. 2. PROJECT: The Tenant is constructing a mixed-use project containing a mixed-income workforce housing rental apartment building,restaurant and retail space,office space,and the Parking Garage,per the preliminary site plan shown in Exhibit A,which shall be adjusted as may be necessary in order to finalize land use approvals. 3. LANDLORD Boynton Beach CRA and/or the City of Boynton Beach. 4. TENANT: BB QOZ,LLC,or another entity managed by Affiliated Development principals,Jeff Burns and Nick Rojo. 5. AGREEMENT: Within 90 days following the execution of this LOI,Landlord and Tenant will execute a lease agreement(the"Agreement")consistent with the terms and conditions contained herein. 6. SUBTENANTS: Tenant shall be permitted to enter into sublease agreements with residents of the Project's apartment building. Subtenants shall have the ability to access the Demised Premises provided Subtenants adhere to the Rules and Regulations contained in the Agreement. 7. BASE BUILDING IMPROVEMENTS: Concrete structure with sloped parking on the ramps to connect each floor of parking. The bottom floors will be used for public parking and parking for the Project's commercial tenants,while the upper floors will be used exclusively for Tenant's Permitted Use and separated by a metal lift/swing gate in order to provide ,.> Subtenants secure access to the Demised Premises. ' 1 Buyer fr Seller /Ac--\-\- AFFILIATED D EVE LOPMENT 8. DEMISED PREMISES:Landlord hereby agrees to lease to Tenant,and Tenant hereby agrees to lease from Landlord approximately 326 parking spaces on the top floors of the Parking Garage,as more further defined in Exhibit B. 9. PERMITTED USE:Tenant,and it's Subtenants,may use the Demised Premises and Parking Garage for purposes of providing permanent resident and temporary guest parking for Subtenants'passenger vehicles and consistent with the Rules and Regulations. 10. TERM: 50 years with one SO-year option. 11. BASE RENT: $191SOO per month. 12. BASE RENT INCREASES: 1.S%per year. 13. ADDITIONAL RENT: Tenant's pro rata share of garage operating expenses including(but not limited to):security,elevator systems,cleaning,utilities,maintenance and repairs,pest control,fire safety systems,insurance,supplies,landscaping,and signage. Notwithstanding the foregoing,Additional Rent shall be in an amount not to exceed 7%of Base Rent. Additional Rent shall exclude any costs and expense solely and directly unrelated to Tenant Use. 14. POSSESSION DATE: Tenant,and Subtenants,shall have the ability to access the Parking Garage and Demised Premises for their Permitted Use anytime after a temporary certificate of occupancy is issued for the Parking Garage, 15. RENT COMMENCEMENT DATE: The date on which the Tenant receives a certificate of occupancy allowing all residential units and ancillary common areas within the Project's residential apartment building to be occupied by Subtenants,or earlier at the election of the Tenant,provided a Possession Date has been achieved. 16. RULES AND REGULATIONS: Tenant,and Subtenants,shall agree to use the Parking Garage and Demised Premises in a safe and lawful manner,which shall be in accordance with rules and regulations that mutually agreeable to the Parties in the Agreement. 17. INSURANCE: Tenant shall,at its cost,procure and maintain and keep in force at all times General Liability Insurance with limits agreed to amongst the Parties. 18. EQ CE_MA;'EJ URE: Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire,floods,embargoes,war,acts of war(whether war be declared or not),acts of terrorism,pandemics,insurrections,riots,civil commotions, strikes,lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority,or the other Parry. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s)of any such delay(s). 19. MANAGEMENT: Management of the Parking Garage shall be by an independent third party management company agreed to amongst the Parties. Buyer.. Seller __ AFFILIATED D E V E L O P M E N T 20. AUTHORITY: Both Parties represent that the execution and delivery of the LOI and Agreement and the consummation of the transactions contemplated hereby do not and will not(i)violate or conflict with the organizational documents of Landlord or Tenant; (ii) breach the provisions of,or constitute a default under,any contract,agreement,instrument or obligation to which Landlord or Tenant is a party or by which Landlord and Tenant bound;and(iii)require the consent or approval of any other third party. The Parties executing the Agreement are authorized by their respective organizational documents to enter into the Agreement and bind each Party to the terms hereof, It is understood by both Parties that this LOI is non-binding and is simply an indication of the current terms and conditions under which the Tenant is willing to go forward with leasing the Demised Premises. Notwithstanding the foregoing,at the time the Tenant is selected by Boynton Beach CRA pursuant to the RFP/RFQ,the Parties may negotiate and revise this LOI,and any exhibits,as necessary in order to reach agreed upon Terms. Parties agree to work in good faith to finalize and execute the Agreement under the same terms and conditions contained herein. This LOI may be executed in one or more counterparts,each of which shall be deemed an original,but all of which will be deemed one instrument. Parties may execute this LOI and transmit same by facsimile or email, and in such event,agree that acceptance by facsimile or by email shall be treated in the same fashion as an original signature. The Effective Date of this LOI shall be on the later of the dates as executed by both Parties below. (SIGNATURE PAGE TO FOLLOW) 3 Buyer~ Seller /Ac=\=\- AFFILIATED D E V E L O P M E N T By signing below Parties agree to the terms and conditions contained herein. AGREED TO AND ACCEPTED: AGREED TO AND ACCEPTED: TENANT:BB QOZ,LLC, LANDLORD:Boynton Beach CRA and/or City of Boynton Beach DATE: ` E DATE: BY: BY: NAME:J Bur s NAME: Steven B.Grant TITLE:Manager TITLE:Mayor and Chair 4 Buyers ._.. Seller EXHIBIT"A" PRELIMINARY SITE PLANS 2 OCEAN BOULEVARDAD my _ sf yy 'N� � f MF' p , fF Y" OKA �'^ ftYr;frfl)(ivjlil}t1 f,lf a .k, Ir _ fP es i��`I+� E�ir£ft�isf 1 I£tff' fl r t+1 , ffifl 51 v �wr'r i s NE 1ST AVENUE r f, e i OW �m 47 O job i � Uft S w f0 ` f a f as ,�q�++r�� i-T�'•�� T��i rf Nb*10, +.. rrnl M/M� , 'M u.P PY v,vd M n[N4 ira.'ms LmE isiw d -i xD ve, -vot aV,n,w :M ,s.o /uM1mrc Ivo IS/\ THE PIERCE WAcaooeae y _ a E AFFlAED'DEVELOPARCH ITECTS MENT R &— LOCATO 4: OTON f BEACH,FLORIDAS 'r ARCHITECTURE&PLANNING G m EXHIBIT"B" PARKING PLANS 1 m r ...... it o a b � o m , m �x N s I I t r oz 'N�� _ — i a m b I s b _ ,wmncn amww moa n.mwr;m ma am rc TMa..a��ra+s w+vgmva�srws.xo aam�,io.e mn..nx..E n�u.awexo cma m.rx mmox m MSA MSA nRcwTecrs inc THE PIERCE D Al •nc000sss � ( N a) s,�"`°'"' §$y AFFILIATED DEVELOPMENT g ab s. 04PARCHITECTS S1° BOYNTONcBEAOHT FLORIDA ! �' a' ARCHITECTURE&PLANNING ' o�-ZWWe. m.a TME Ran�a E o Ea o o ao�„xa ao�m ma �x� 0 - Lu N 0 C) 4-1 _0 C) I Z dik 1111 ATTACHMENT"D.1" DISCLOSURE AND AUTHORIZATION TO PERFORM CREDIT CHECK An authorization to Perform Credit Check will need to be completed by each Principal/Owner. For PrincipallOwner: (Please use a separate form for each principal/owner) As Principal/Owner of Proposer, I Nicholas Rojo (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 are 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 credit worthiness. 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: Affiliated Development Principal/Owner Name: Nicholas Rojo Date of Birth: 06/17/1982 Current Home Address: 528 Greenway Drive North Palm Beach, FL 33408 Previous Home Address: 307 Wildermere Rd West Palm Beach, FL 33401 Email:—NRojo@AffiliatedDevelopment.com phone #: 561-644-0853 Signature: Dater Print Name: Nicholas ojo Page 21 of 30 ATTACHMENT"D.1" DISCLOSURE AND AUTHORIZATION TO PERFORM CREDIT CHECK An authorization to Perform Credit Check will need to be completed by each Principal/Owner. For Principal/Owner: (Please use a separate form for each }principal/owner) As Principal/Owner of Proposer, I Jeffrey R. Burns (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 are 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 credit worthiness. 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: Affiliated Development Principal/Owner Name: Jeffrey R. Burns Date of Birth: 04/13/1982 Current Home Address. 804 N Rio Vista Blvd Fort Lauderdale, FL 33301 Previous Home Address: 720 Ponce de Leon Dr Fort Lauderdale, FL 33316 Email: JBurns@Affiliated Development.comPhone#: 954-798-6030 Signature: f >'' Date: e g Print Name: Jeff urns Page 21 of 30 ATTACHMENT"D.2." AUTHORIZATION TO PERFORM CREDIT CHECK For Proposer(Business Entity): 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 are 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. Proposer (Business) Name (D/B/A if applicable): Affiliated Development (Developer: BB QOZ, LLC) Current Business Address: 613 NW 3rd Ave, Suite 104 Fort Lauderdale, FL 33311 Federal Tax ID# 82-3300420 X86-1545855) State of Incorporation: Florida Phone #: 954-953-6733 Fax#;,-' N/A r Authorized Signature: _ Date: , Print Name: JeffrefR. B - Title: Manager Page 22 of 30 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)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 infOff ation in your possession regarding the business identified as "Proposer" below. , r� By: Print N j Jeffrey R. Burns STATE OF FLORIDA COUNTY OF a THE OREGOING INSTRUMENT was cknowledged before me this day of 20 , by—_ � � .. who is personally known to me or who has respectiv y produced as identification and did not take an oath. __ r Notary Public: ` Print Name: +__� _t . (Se Commission No: MICHELLE A RICE Y pPY P My Commission Expires: �istate of Florida-Notary Public ' '= Commission # GG 159518 ' PO MY Commission Expires FOf F��Q' November 13, 2021 Page 25 of 30 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)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 an ation in your possess regarding the business identified as "Proposer" below. By: Print Name: Nic as Rojo STATE OF FLORIDA COUNTY OF THEFOREGOING INSTRUMENT was acknowledged before me this day of 20 , by Y who is personally known to me or who has respectively procfdced as identification and did not take an oath. Notary Public: Print Name: '_ f . _ , F MICHELLE A RICE Commission No: (Seal) si $. State of Florida-Notary Public Commission # GG 159518 My Commission Expires: r gas My Commission Expires November 13, 2021 Page 25 of 30 0 - Lu ILI _ ... ,. DEVELOPMENT October 15, 2021 Boynton Beach Community Redevelopment Agency ATTN: Ms.Thuy Shutt, Director 100 East Ocean Avenue,4th Floor Boynton Beach, FL 33435 RE: Written Statement on legal action involving the Proposer Ms. Shutt: I am writing this letter to inform you that Affiliated Development, BB QOZ, LLC,or any related entities or subsidiaries thereof,have not been named in any current or past civil or criminal legal actions. Sincerely, t Nicholas R 'o Manager,BB QOZ, LLC 0 - Lu 4-j LL E < 4-j 4-j U) FL dh IH -Imm :\:-\= - ` LIAT - D E V E L O P M E N T October 15,2021 Boynton Beach Community Redevelopment Agency ATTN: Ms.Thuy Shutt, Director 100 East Ocean Avenue,41h Floor Boynton Beach, FL 33435 RE: Written Statement on outstanding financial obligations of Proposer Ms.Shutt: I am writing this letter to inform you that Affiliated Development, BB QOZ, LLC,or any related entities or subsidiaries thereof,are not in arrears on any taxes or financial obligations to the Boynton Beach CRA,the City of Boynton Beach or any other municipal or state entities. 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Federal Highway Block consisting of the following addresses and Property Control Number(s): Attachment"A" Property Addresses(check all applicable) Property Control Numbers IX BBCRA-owned Parcels 508 E. Boynton Beach Boulevard 08434528030010060 NE 11t Avenue 08434528030010100 NE 41 Street 08434528030010080 115 N. Federal Highway 08434528030060010 ❑ #1 510 E. Boynton Beach Boulevard (Ace) 08434528030010030 ❑ #2 217 N. Federal Highway(S&F Properties) 08434528030010010 ❑ #3 209 N. Federal Highway(Camalier) 08434528030010121 X #4 101 N. Federal Highway(Rajas Family Investments, Inc.) 08434528030060130 X #5 500 Ocean Properties, LLC(Oyer) 511 E. Ocean Avenue 08434528030060100 515 E.Ocean Avenue 08434528030060111 529 E.Ocean Avenue 08434528030060120 General Summary of Proposed Mixed Use Development (check all applicable): K Approximate Gross Area of Non-residential/Commercial Uses 16,800 s.f. �J Approximate Total Number Market Rate Residential Units 118 Z Total#Rental Units 118 ❑ Total#For Sale/Condo Units. �I Approximate Total Number of Workforce Housing Units 118 ❑ Total#Rental Units 118 ❑ Total#For Sale/Condo Units___ ❑ Other Uses Approximate Overall Height 86 feet Approximate Number of Stories 8 Approximate Total Parking Spaces(including additional Public Parking Spaces) 601 Pre-development/Entitlement Applications(check all applicable): 0 Future Land Use Amendment ❑ Rezoning ❑ Conditional Use for 2 Site Plan Approval ❑ Replat Other c /�eSA City of Boynton Beirc Planning& Development Dept. Staff Name/Signature: r Date: /0 Page 23 of 30 0 - Lu cr 0 C� dh JH i � a ................... LL � E a v I r , s � IL � 4 IN a� 3 z to ql f' u L. i ar � K i I t y it ATTACHMENT"H" ADDENDA ACKNOWLEDGEMENT Receipt is hereby acknowledged of the following addenda to the The Boynton Beach Community Redevelopment Agency Request for Proposals and Developer Qualifications 115 N. Federal Highway Infill Mixed-Use Redevelopment Project By entering checking YES or NO in the space provided and indicating date received. No. 1 X❑ Yes ❑ No Date 08/27/2021 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: E-mail Authorized. ai nate= e Jeffrey Burns Print Name Manager Title 08/27/2021 Date Page 26 of 30 ATTACHMENT"H" ADDENDA ACKNOWLEDGEMENT Receipt is hereby acknowledged of the following addenda to the The Boynton Beach Community Redevelopment Agency Request for Proposals and Developer Qualifications 115 N. Federal Highway Infill Mixed-Use Redevelopment Project By entering checking YES or NO in the space provided and indicating date received. No. 1 ❑ Yes ❑ No Date No. 2XD Yes ❑ No Date 09/24/2021 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: E-Mail -- Authorized Signa re„,,- Jeffrey Burns Print Name Manager Title 09/24/2021 Date Page 26 of 30 ATTACHMENT"H" ADDENDA ACKNOWLEDGEMENT Receipt is hereby acknowledged of the following addenda to the The Boynton Beach Community Redevelopment Agency Request for Proposals and Developer Qualifications 115 N. Federal Highway Infill Mixed-Use Redevelopment Project 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. 3X❑ Yes ❑ No Date 10/04/2021 No. 4❑ Yes ❑ No Date No. 5❑ Yes ❑ No Date RFP/RFQ INFORMATION WAS OBTAINED FROM: ❑ BBCRA Website ❑ Newspaper Ad ❑ City Hall Q Other, please specify: E-mail Autho ' ed ignature Jeffrey Burns Print Name Manager Title 10/05/2021 Date Page 26 of 30 ATTACHMENT"I" 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 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. Affiliated Development Proposer Name Auth irize, i ature Jeffrey Burns Print Name Manager Title Date Page 27 of 30 ATTACHMENT"J" CERTIFICATION OF DRUG FREE WORKPLACE PROGRAM certify that Affiliated Development , 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 ! ` ` x '2,1 Name &Title (typed) Jeffrey Burns/ Manager Page 28 of 30 ATTACHMENT"K" CERTIFICATION OF NON-SCRUTINIZED COMPANY Affiliated Development , 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/RFa the BBCRA may disqualify the Proposal and/or terminate the Agreement. Affiliated Development Proposer Name By: Auto riz presentative of Proposer Date: g STATE OF on COUNTY OF Y-OVJL4 SWORN TO and sub cr'bed before me this day of 20 by Such person (Notary Public must check applicable box): is pe sonally known to me [ ] produced their current driver license [ ] produced as identification (NOTARY PUBLIC SEAL) Notary Public (Printed, Typed or Stamped Name of Notary Public) �P�YNGe% MICHELLE A RICE ,,State of Florida-Notary Public Commission # GG 159518 My Commission Expires November 13, 2021 Page 29 of 30 0 - Lu _Ile FL ATTACHMENT"L" 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 July 23, 2021 115 N. Federal Highway Infill Mixed-Use Redevelopment Project To Whom It May Concern: The undersigned has read the Boynton Beach BBCRA(BBCRA) Request for Proposal/Request for Qualifications (RFP/RFQ) for the 115 N. Federal Highway Infill Mixed-Use Redevelopment Project,dated July 23,2021. 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, Affiliated Development Name of Proposer Jeffrey R. Burns, Manager Print Namend Title Auth ri, ig ture og Date Page 30 of 30 r�� a t i ) F a fs �« 1 Q , h *h t p y» , ,vt i �triy til rt{rJ x,Ur f ( (hy t:\}J{r v�4 S�l+tf:} 4jt sot �,,'t i iter i � 4 y,;-.tri f ,rt+. f it r t \ 1 ort t.lys r tlft?;r „r`r f it„sr„ i i= S,rtitsv, ' rpt+sem ti v� i r N. .t },» n-t �t r r .,,;'-J't( s } ' li st I ,+til,}{SI $S 1rS„,. i {\ :; f-m^ „t `✓'�' Ir`t-„ (, <f`„,t })tl„+ Ss r� s sitwt},f ils S a tt\Z t„��. <»..... 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A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT 2L REAL ESTATE S LU S,LLC 2 BACK TO TABLE OF CONTENTS a t ,e s, r s J +A Y - /e- 3'fS,. c:ccc A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC BACK TO TABLE OF CONTENTS a 4 � Ij E2L REAL ESTATE SOLUTIONS, LLC October 19'", 2021 Boynton Beach Community Redevelopment Agency City Hall at 100 E.Ocean Avenue, 4th floor, Boynton Beach, FL 33435 Attn: Ms.Thuy Shutt BBC'RA Director Reference: REQUEST FOR PROPOSALS AND DEVELOPER QUALIFICATIONS 115 N. Federal Highway Infill Mixed-Use Redevelopment Project Dear Thuy and CRA Board, E2L Real Estate Solutions are excited to provide the enclosed offering in the interest of continuing the long- standing relationship we have been fortunate to have with the CRA and City of Boynton Beach over the past 5 years, It is with great excitement and anticipation to submit this proposal for the 115 N Federal Site Project. We have assembled a great team of partners to execute the project including many firms who like ourselves have worked closely with The City in completion of the Boynton Beach Town Square project.Staying true to our mission and vision to Boynton Beach we have focused on complimenting the BBTS project and what we have branded as "Banyan Hub" while continuing the tradition and history of Dewey Park through sustainability of green space throughout your city. In addition to the creative Urban Infill Design,we also addressed the Transit Oriented Development needs of the city including the surrounding developments completed or planned within close proximity/walking distance of the site. Understanding the culture of Boynton Beach and being part of the business community over the last 5 years has made us extremely sensitive to the local businesses who will be impacted bythe development. For this reason, we took the time to meet with and discuss working closely with each of them to assure their business will not be impacted but instead thrive moving forward. Much likethe Childrens Museum and working with Suzanne Ross we have sequenced our design and schedule to provide parking, relocation and activation of the business that will ultimately provide them new modern spaces within the re-development with minimal interruptions. In our original submission of November 9, 2020,we provided in our initial concept a vibrant based development given the initial site available for development.With the recent acquisition process by the CRA we have been able to expand our concept to include an extensive base of development fulfilling the minimum requirements of the RFP/RFQ. We have also provided the enclosed executive summary further outlining the specific evaluation and selection process to confirm our understanding and interest to align with the CRA and City of Boynton Beach interest to continue building upon our partnership. Sin M Hefferin Kelley Hefferin esident Managing Partner E21L Real Estate olutions, LLC EL Holdings, LLC 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ ' N A BACK TO TABLE OF CONTENTS s, i 4 int r s j , - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC BACK TO TABLE OF CONTENTS a EXECUTIVE SUMMARY The E2L team has worked together closely to address the RFP/RF Q ""Evaluation and Selection Process"with the following summary confirming our commitment and interest to serve as your master development team for the 115 N. Federal Highway Infill Mixed-Use Redevelopment Project: Capability of the proposer and development team: In addition to E2L Real Estate Solutions and familiar team members who served on the Boynton Beach Town Square project we have added a key residential partner and financial partners who have both Boynton and South Florida experience. Our familiarity of Boynton Beach planning and zoning along with permitting of multiple buildings over the past 5 years provides us a unique understanding of how to execute as your partner. The enclosed organizational chart along with partner overviews and resumes assures the CRA, City Staff and Board that every element of the proposed development is being handled by licensed and business professionals where depth and breadth of experience minimize risk to perform on such a significant development that will ultimately redefine The City for generations to come. Likelihood of Feasibility:Our proposed development split into 5 phases as shown on the attached schedule reflects our thoroughness and understanding of how to execute in a way that assures the existing business owners that parking, relocation, and continuous operations is not jeopardized but instead enhanced for long term sustainability. We have met with and discussed with both property and business owners David Camalier, Valarie Hatch Pleasanton, Shafiqul Islam, Kim Kelly, Kristian Macoviak, Joseph M Hurtuk III who have verbally or in email/text communications confirmed their interest and intent to work with E2L on the project should we be selected as the CRA partner for the redevelopment.As you will see in our confidential financial package, we have focused on a parking solution that allows the CRA/City to retain and control parking for the overall project to assure existing and future public needs are in place. The residential complex will adhere to and optimize the maximum density in the current and future "Mixed High" Land use and zoning at 80 dwelling/acre. The design is a mix of 5 and 8 Story's elevations, arranged to allow maximum sunlight into the courtyard and streets, while staying below a Highrise design and maintaining a pleasing and walkable "Hurricane Alley" to serve as the gathering space for food and beverages. The new retail along Ocean Ave will be multifaceted with open "green spaces" opening into Dewey Park including a new dog park making "Banyan Hub" a destination place in Palm Beach County. We have provided complimentary financing and operating commitments from the YMCA to participate should the city wish to move forward to further enhance the wellness and community component in the overall redevelopment. This portion of the development while increasing parking requirements further establishes the sustainability and resiliency of The City's downtown core. Financial Return/Effect to BBCRA: We have included in the confidential financial package details of how The City would receive return on their investment for land and purchase of buildings to date including the current purchase and sale agreements forthe Bradleyand Oyer properties issued in Addendum#3.We have also addressed the possible acquisition of other properties that would further enhance the redevelopment and returns to the city in the way of real estate taxes and parking fees. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLC 6 0'A BACK TO TABLE OF CONTENTS EXECUTIVE SUMMARY CONTINUED For Phase 1 of the redevelopment which includes the parking garage we are proposed with our not-for- profit financing partner, CFP3 (as done with the new City Hall, Fire Station and Police Stations). Having a shared parking program will ensure equity and lending partners can finance private developments and by capitalizing interest on the bonds, no further capital expenditure from the CRA or CoBB would be required. The Banyan Hub solution allows our 501.(0.3. partner to finance the parking with a 30 year bond which includes ownership reversion back to CoBB parking enterprise atthattime.This allows the funding obtained from the purchase of the portion of BBCRA land to be used by the other parcels while allowing the BBCRA to maintain a higher borrowing capacity for other initiatives. Fulfilment of the CRA's requirement and objectives forthe projectas stated in Paragraph 1: E2L has included our executed Letter of Understanding with the YMCA that is very interested to create a new 22,000 SF center in the heart of town and possibly move its local administration offices into downtown. The funding to build the new facility will be part of the bond issuance, with the pro-rata share being paid by the YMCA via a discounted lease. The structure is mutually beneficial to both YMCA and the CoBB, with the creation of another amenity further activating the downtown.The facility will be open to all and will include various group classes and programming, with discounts to City & CRA staff with various value price points for the community. The structured parking garage will ultimately remain a public City asset, expected to have upwards of 914 spaces including the 150 public parking spaces (built first to keep current business open). The purchased land will be used to build 257 units of mixed residential and approx. 10,000sqft of retail in phase 1, which will have added restaurants and bars for further lunch and dinner options including entertainment areas with an enhanced green spaces and dog park with shaded seating. The plan includes 10%workforce housing using the AM I levels outlined in the RFP. Given the new demand for live work units we have created ground floor spaces to accommodate what is becoming the new normal for work from home employees or self-business owners which we believe will tie nicely into the F incubator space we were able to assist with creating for the city. Follow-on phases will allow neighboring parcels to become part of vision at higher density with parking availability to be paid for with licensing fees per space to add additional fees above TIF to offset cost of parking debt payments. The phasing allows a quick start on the core central development to increase retail, restaurants, and residential options sooner. This overall development will benefit the community and return revenue generated funds from Impact Fees, Sales Tax, Real Estate Tax and Bed Tax should the hotel component be realized as proposed. Parking licensing fees will become a part of the overall parking enterprise fund to cover maintenance and operating costs. The Ground Floor Retail/Hotel design on the NW corner of Ocean Ave. and Federal Highway will serve as a downtown sense of arrival corner, delineating the Eastern end of the pedestrian friendly Ocean Ave. connecting the East, West, and North, South communities coming together in the heart of The City. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 7 0'A BACK TO TABLE OF CONTENTS EXECUTIVE SUMMARY CONTINUED For energy and sustainability, we have discussed with city staff the option to extend the underground chilled water piping to the redevelopment including the Villages to the West of the train tracks.This would add load to the plant and paying customers to fund operations and capacity, increasing facility efficiency With the larger chillers.This also gives way to increased rooftop utilization reducing the need for otherwise not visually appealing, and noisy chillers. The roofs of the residential building in Banyan Hub as well as future projects along Ocean can be used for solar arrays, offsetting some power needs to the buildings as well as charging Electric Vehicle's.The parking garage will be designed to have adequate EV stations, with the increasing trend away from traditional internal combustion engines (ICE), reducing carbon footprint aligned with CRA objectives. One of the first items that will be addressed upon commencement is the programming and use of local contractors including training and monitoring. Learning from Townsq ua re effortwe would further implement on a much early stage the training and partnering process with the local trade schools who ultimately are teaching the much-needed construction workforce for the 115 Federal Highway Redevelopment.While we had success on the Town Square project, we realize there is more room to increase the existing vendor and best efforts to ensure locals are made aware of all opportunities, leveraging the CoBB's "Building Wealth" program. Having developed the current log of local workforce, E2L and other team members are well positioned to continue to meet and surpass expectation to assist with building a self-sustaining business ecosystem in the local community. E is committed to working with officials to incorporate resources with local training organizations to assist with the long-term training and monitoring plans. Lastly, we would like to confirm that our proposal recognizes and has addressed each of the requirements below following our previous experience of creating Kapok and Centennial Park and knowing that the "Banyan Hub" will be the eastern bookend to BBTS that will allow Ocean Ave development to come alive through connectivity! Incorporation of public spaces and plazas, publicly accessible WiFi, enhanced green elements into the proposed design including the preservation and enhancement of the City of Boynton's Dewey Park (see Attachment A) Construction of a minimum of one hundred fifty (150) parking spaces open to the public in addition to the amount of parking spaces required for the development itself Incorporation of multimodal accommodations and amenities into the Project's design, such as but not limited to shared bicycle, "last mile"vehicle stops such as Uberor Lyft, commuter bus stops and a future commuter rail stop located on the Federal East Coast Railway property on NE 4th Street High quality exterior design and lighting enhancements of proposed parking garage structures to ensure compatibility with the surrounding area. Enhanced environmental features such as but not limited to electric vehicle charging stations and solar powered building and/or site components, etc. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLC 8 0'A BACK TO TABLE OF CONTENTS y Provide a general written statement describing the qualifications and ' background of the proposer including any financial (equity) partner. s, i 4 int r s j , - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC BACK To TABLE OF CONTENTS a �� REAL � �� SOLUTIONS, �� JN�� LLC� �� COMPANY OVERVIEW PROFESSIONAL PROFILE EZL Real Estate Solutions, LLC was founded in 20I6 with vast knowledge of Federal, State. County and City related development experience. Mark Hefferin, president of BL Real Estate Solutions, LLC, has been in the Design and Construction industry for over 37years delivering design/build projects throughout the United States and formed the companytofocusonPub|icPrivatePartnerships/P3d.App|yingpreviousdeve|opmentexperiencevvithaVVashington D[ based firm, Mark managed development for Federal lease-back facilities including the DEA, FBI, and Veterans Affairs, along with a multitude of other private developments in the Southeast With responsibilities peaking 250 employees he oversaw the design and construction of over 14 million square fest of complex facilities in Healthcare, Pharmaceuticals, Institutional Education and Research, Hospitality, Food and Bevenage, Micro Electronics, Aerospace, Retail and Commercial Office buildings. Over the past 5 years, BL has worked in the development market sector applying the design/build process by integrating extensive due diligence with careful planning and a hands-on ap- proach toconstruction and design. Mark's comprehensive background, coupled with the rest of the E2L team and its partners, has provided a platform to deliver to a multitude of specialty clients including the Federal Government and Municipalities. Some examples ofpreviously award work includes the following: COMPANY EXPERIENCE Town Square, Boynton Beach, FL EZL Real Estate Solutions, LLC and the City of Boynton Beach using a public-private partnership (P3) structure for the redevelopment of 16 acnes embarked on restoration of the original I926 Boynton Beach High School, a IIO.00Osquarefoot City Hall and Library building, 3 news parks with playgrounds, a trail of arts, an amphitheater, and all new infrastructure. The project also included a new Police Headquarters. a I5.000 square foot Fire Station, and a 2.700-ton District Energy Plant to serve 13 new buildings.The scope ofthe services included leveling 8 city buildings on the property and relocating city staff and police during construction to a||ovv for the master development of the infrastructure. Construction was completed in two years while the City was able to maintain operations in nearby temporary facilities.The private development encompassing a new residential, parking, and a hotel is ongoing bythe residential developer. Combined, the overall project isvalued at- $275 million. 11sw.FEDERAL HIGHWAY|wFILL MIXED-USE REDEVELOPMENT | E2L REAL ESTATE SOLWMMS,LLC | 10 | BACK ToTABLE opCONTENTS E2L REAL ESTATE SOLUTIONS, LLC COMPANY OVERVIEW CONTINUED I RAN EXPERIENCE art. Oceanside (P3), Pompano Beach, FL Through a public-private partnership with the City of Pompano Beach, E2L is in the process of developing k a shared public-private garage to accommodate the overflow of parking on the barrier island.The development will include up to a 300-room hotel with roof-top event space showcasing views of the Atlantic and Intracoastal waterway, retail and grocery, and shared use 4 level public r parking structure. VA x, M ; � T r �. Charlotte Health Care Center,Charlotte,NC -gross square-foot Veterans Affairs HealthThe 429,000 h �^ ,rst� Care Center is located on approximately 35 acres of land. , The project was awarded August 2013 and through fast tracking of design, permitting and inspection completed U ahead of schedule. Through formal partnering programs MEMthe commissioning and acceptance process went smoothly allowing patients to be seen starting April 4, 2016. The bks{j 7 �k"r ' project was also delivered under budget while integrating high quality standards and GOLD level of LEED for sustainability. The Charlotte Health Care Center has been _.... designated the largest, state-of-the art health care lease- back facility for our United States Veterans. The building design features Cardiology, Audiology & Speech, Mental Health, Magnetic Resolution I, Radiology, Infectious Disease, Women's Health, Ophthalmology & Optometry, Dental, Oncology Follow-up, Physical Medicine & Rehab, Sterilization Processing, a full pharmacy, and other support departments. Specialty Care spaces include four full operating rooms, 17 renal dialysis units and expanded gastroenterology services. Valued at $150 million this 6-story state of the art facility was one of the first in the nation to integrate the PACT(Patient Alignment Care Team) medical layout for efficiency of staff and enhanced care to Vete ra n s. Case Study from Previous (Mork, as Principal in Charge , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC ZZ BACK TO TABLE OF CONTENTS ATTACHMENT"C" PROPOSER(S) INFORMATION Name: E2L Real Estate Solutions, LLC Street Address: 1400 W. Fairbanks Avenue, Suite 201 Mailing Address(if different): City, State, Zip: Winter Park, FL 32789 Telephone No. 407-840-1470 Fax No: Email Address of Contact Person: MarkHefferin@E2LHoldings,com 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. Company is not for sale and not involved in any transaction to expand or to be acquired, Age of Organization—In continuous business since: 5 years 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- Mar k Hefferin -Prgsident Kelley Hefferin - Managing Partner 1400 W Fairbanks Ave, Suite 201,Winter Park, FL 32789 Federal Identification No.: 81-2871391 State of Incorporation & Registration No,: L19000145811 If not a corporation, explain your status: Florida Limited Liabili!y Company Page 20 of 30 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLC 12 0'A BACK TO TABLE OF CONTENTS t rM , Provide a certificate of good standing from the Secretary of State of Florida and ' the state in which the corporation isheadquartered, if not Florida. s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 13 BACK To TABLE OF CONTENTS a State of Florida Department of State I certify from the records of this office that E2L REAL ESTATE SOLUTIONS, LLC is a limited liability company organized under the laws of the State of Florida, filed on May 29, 2019, effective June 6, 2016. The document number of this limited liability company is L 19000145 811. I further certify that said limited liability company has paid all fees due this office through December 31, 2021 and that its status is active. Given under my hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the Tenth day of August, 2021 Secretary of State Tracking Number: 3195351768CU To authenticate this certificate,visit the following site,enter this number,and then follow the instructions displayed. http s://services.sunbiz.o rg/Filings/CertificateOfStatu s/CertificateAuthentication , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUMNS,LLC I 14 BACK TO TABLE OF CONTENTS t Provide a list of proposer's 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 r` w projects for this item. s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC Z BACK To TABLE OF CONTENTS a t 1)I �i BONTON tiZ` t�41"l B EA 'CRA C H , COMMUNVY REDEVELOPMENT AGENCY xE2L � ." REAL ESTATE SOLUTIONS, LLC MASTER DEVELOPER ...... _ FINANCE/ACCOUNTING PUBLIC RELATIONS h CONTRACT/DEVELOPMENT NEGOTIATIONS TEAM LAISON �aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa .................................. < � 1 BILLINGS CONSTRUCTION SITE INSPECTIONS REPORTS MANAGEMENT COST CONTROL BOX DOCUMENTATION COST MANAGEMENT SCHEDULE COMPLIANCE PROFORMA VERIFICATION PROJECT REPORTING QUALITY ASSURANCE SAFETY/SECURITY , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLC Z BACK TO TABLE OF CONTENTS MARK HEFFERIN PRESIDENT, E2 PROFESSIONAL PROFILE Mark has been in the Design and Construction industry for over 37 years. Having spent 28 years with a national construction firm he founded and operated operational offices in Raleigh, NC, Richmond, VA, Baltimore, MD, Washington DC,and Orlando, FL serving majorclients in the Public and Private sectors.With responsibilities peaking 250 employees he oversaw the design, development, and construction of over 12 million Square Feet of complex facilities serving TATE a variety of industries. This included Healthcare, Pharmaceuticals, Institutional S, LLC Education and Research, Hospitality, Food and Beverage, Mico Electronics, ` ^ Aerospace, Retail and Commercial Office buildings. Over the past 8 years he has worked in the development market sector using his extensive knowledge of design and construction and applying that to the design/build process by PROFESSIONAL AFFILIATIONS integrating site selections, entitlements, zoning and permitting activities. This Design Build Institute of America comprehensive background provided the platform for delivery of a multitude International Society of of specialty clients including the Federal Government. pharmaceutical Engineers Associated Builders&Contractors Bio Florida including Speaker PREVIOUS EXPERIENCE engagement on Research Facility Town Square, Boynton Beach, : Through a Public-Private Partnership (P3) Design and Construction with the City of Boynton Beach - E2L Real Estate Solutions, LLC redeveloped Florida Certified General Contractor 16 acres of public property, featuring: an all-new state-of-the-art City Hall and CGC1512871(Active) Library, a new Police Headquarters, a 2-story Fire Station, 3 new city parks, an amphitheater, and all new infrastructure, as well as the restoration of the historic EDUCATION Boynton Beach High School into an Art + Culture Center. E2L completed the Bachelor of Science construction of the public components in 2 years. The project also included Civil Engineering &Architecture a 2,700-ton District Energy Plant to serve 13 new buildings. The scope of the Fairmont University, Fairmont, WV services also included taking down eight city buildings over the 24 acres of EXPERIENCE property. Industry: 38 Drug Enforcement Agency - Regional Laboratory I Miami, Florida I ole: E2L: 5 Executive Vice President I Cost: 7 million: A 58,000 sf DEA laboratory by Cambridge Development, LLC. In the facility,the DEA Completes the evaluation of contraband drugs and conducts investigative research involving crime. The project was delivered through a leaseback approach. The single-story structure was comprised of structural steel, concrete walls, and masonry walls with applied stucco. The project incorporated certain blast proof and bullet proof construction as well as an extensive security system.The laboratory space includes 51 Fume Hoods for the conducting of tests and experiments for drugs and other paraphernalia confiscated by the DEA In addition, there are two vaults with moveable shelving for the storage of evidence. Prior Experience to E2L 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 17 KA BACK To TABLE OF CONTENTS MARK�� _� �� JN ��^�� ~� �� PRESIDENT, E7[ PREVIOUS EXPERIENCE CONTINUED Burnham Institute for Medical Research at Lake Nona | Orlando, Florida | Role: Executive Vice President | Cost: $61 million:AI75.00O-sfmedical research facility built under P3 structure between the State of Florida, Orange County, and the City of Orlando.This building is the first phase of a campus that will be organized around a common green or esplanade.The new complex iodefined bvtwo major o|ruc|ureoconnec|edbvacen|na|kwo-o|oryopacewi|hexterior courtyards.The two main structures consist of two-story administrative wing and a three-story research wing that act as a gateway to the main campus from adjacent facilities. This project has achieved a LEEDO Gold Certification. Prior Experience toE3L The Conservatory at Hammock Beach Clubhouse | Palm Coast, Florida : Role: Executive Vice President | Cost: $19.5 million: A 36.000sf structure based upon an English conservatory. The facility included a dining room, bar, men's and women's locker rooms and |ounges, a pro shop and a cart storage facility. The domed-glass central portion of the Clubhouse features aone-of-a kindnatureconservatoryvvithavarietyofexoticp|ant |ifeandserveasagorgeous backdrop for social venues. Prior Experience toE3L Gulfstream Park | Hallandale Beach, Florida | Completed Prior to E2L | Role: Executive Vice President | Cost: $130 million: A major design-build renovation project resulting in a dramatic. like-new transformation of the Gulfstream Park thoroughbred racetrack, owned byMagna Entertainment Corporation. Revolutionary inits scope and amenities, complete with four restaurants. ZZ luxury suites and private accommodations. The scope of work also included new horse barns, dormitories, and ancillary buildings. This project was delivered on time, in keeping with an aggressive timetable based on a predetermined and publicized date for opening day. Prior Experience to E3L Westin Ft.Lauderdale Beach Resort&Spa Ft.Lauderdale,Florida| Role:Executive Vice President|Cost:$43million: AZ59room renovation oftwo existing hotel towers onthis former Sheraton-operated property. asvve|| asconstruction of all-new meeting rooms and ballrooms. The scope also included the expansion of the existing parking facility. Resort amenities include several onsite restaurants, ovvinnnning pools and afi|neoo center.The North Tower's palm-tree fringed, outdoor pool area on the second level offers scenic ocean views from itsexpansive sundeck, and provides ready access|othe beach below.Asecond outdoor pool, located off the ground floor ofthe South Tower, features a more secluded, garden-like setting. Prior Experience to E3L NASCAR | International Speedway Corporation (|SC) GRAND-AKN World Headquarters | Daytona Beach, Florida | Construction Value: $38.5 million | Completion: 2009:The 200,000 ofeigh|-o|ory. corporate office building consists of concrete frame structure with a curtain vva|| and composite metal panel exterior.The interiors included open and private officeswith executive class offices on the upperfloorwhich incorporated a number of selectfinishes including marble flooring, natural finish and lacquer finish wood wall panels, custom back-painted glass walls,and custom glass and demountable partition office vva||o. This project achieved LEED Gold Certification. Below referenced projects reflect related work completed in around Seminole County during previous work experience with Suitt Construction + BE8'K. Prior Exp eriencetoE3L 11sw.FEDERAL HIGHWAY|wFILL MIXED-USE REDEVELOPMENT | E2L REAL ESTATE SOLWMMS,LLC | 18 | BACK ToTABLE opCONTENTS KELLEY HEFFERIN MANAGING PARTNER, E2 . ., PROFESSIONAL P FILE U � Kelley began her development career in 2016, with the co-founding of E2L Holdings, LLC, which is the parent company of E2L Real Estate Solutions, LLC. She has been ver active in the public-private partnership P3 for the � Y p p� p p ( ) development of Boynton Beach Town Square (BBTS) in Boynton Beach, FI. She has been instrumental in the (BBTS) capital "Naming Rights" campaign to raise funds ($7.5MM target)to ensure that businesses and individuals can leave their mark in a chosen area within Town Square. The goal is to maximize the potential of all the facilities and offerthe most positive impact to the community. Every aspect of Town Square is designed to offer enjoyable, meaningful gathering areas that are also safe and secure. Visitors will find lovely walkways to stroll through, while advanced camera systems monitor public areas with EDUCATION sight and sound detection. Associate of Science Degree For those who are deaf, hard of hearing, or have visual impairment, electronic Fairmont University, Fairmont, WV crosswalks and digital/voice signage are incorporated throughout the Cultural EXPERIENCE Center. Industry: 5 The Cultural Center is the newly renovated, original Boynton Beach High School E2L: 5 built in 1927.A treasured part of Boynton Beach's rich history.A comprehensive list of donor opportunities are available for naming opportunities, including meeting rooms, classrooms, gallery spaces, courtyards and greenspaces. PREVIOUS EXPERIENCE Finance,Charitable itis Public Relations Town Square, Boynton Beach, FIL Including focus on Arts, Playgrounds, Cultural Amenities - by attending public input meetings and being part of selection committee for approximately$1.81M M of Art with City Staff. C /Chessie System Railroad Clerk/Operator working closely with Dispatcher, writing up orders for train Conductor and Engineer for orders on schedule and assignments. Dillard Paper Company Accounting Young Phillips Company Accounting , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC Z BACK To TABLE OF CONTENTS ANTONIO BALESTRIERI PROJECT DIRECTOR, E2 PROFESSIONAL PROFILE With a technical background serving as foundation for Land & Real Estate Development, Antonio has focused on overseeing development projects, origination, programing, feasibility, and project financing. In supportive roles taking projects through entire development lifespan,Antonio has been able to assist on leading bid team consortiums for solicited and unsolicited proposals to Federal Department of Transportation & Municipalities. Previously, Antonio worked on a large transportation infrastructure business development, coordinating JV partners and assisting with capital stack ($250M equity; $700M nonrecourse debt) syndication with international and domestic banks and other institutions, using best practices for improving bond ratings of Special Purpose Vehicles. PROFESSIONAL AFFILIATINS With Public Private Partnership (P3) experience, and traditional private sector, Professional Engineer both low and highrise projects, Antonio has been concentrating efforts to (P.Eng.) License - Professional combine both types of project delivery with project financing. Projects include Engineers of Ontario, Canada turnkey master planning strategies to catalyze and secure private investment Real Estate Sales Assocate License across various sectors.Currently, in final phase of completion,Antonio has been National Association of Realtors(USA) involved from financial close on managing $120M USD (mix of Bond and City's Urban Land Institure- Leadership Capital Improvement Plan funds) design/build, City buildings and facilities, Initiative- Public Leadership and with varying financial commitments. He is also working on feasibility of other Private Partnerships large mixeduse developments and assisting E2L Cofounders with company EDUCATIONexpansion and growth. Master of Business Administration MBA, with Distinction PREVIOUS EXPERIENCE Real Property& Finance Schulich School of Business Town Square, Boynton Beach, FIL York University,Toronto, ON. Canada As Project Director, Antonio helped lead Town Square, Boynton Beach, FL Bachelor of Engineering, BEng. — in which E2L entered a public-private partnership (P3) for the proposed Civil, Structural, with Honors development of Town Square which included the renovation of a historic McMaster University Hamilton, McMaster ninadA high school, a new City Hall and Library, Fires Station, Police Station, park and playground areas, and associated infrastructure. The project also included a EXPERIENCE 2700-ton District Energy Plant to serve 13 new buildings. The infrastructure Industry: 18 included 4,850 linear feet of new water main; 2,500 linear feet of new gravity E2L: 3 sewer main; a municipal lift station and a force main; reclaimed water main extensions; district energy chilled water line routing; and paving, grading, and drainage design. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 20 BACK To TABLE OF CONTENTS ANTONIO BALESTRIERI PROJECT DIRECTOR, E2L PREVIOUS EXPERIENCE CONTINUED 327 Royal Palm I Boca Raton, FIL I Construction Value: +20 Million I Building Size: 120,000 SF I Completion: 2018 Assignment:General Contracting I Client:Group P6: A Luxury, 25 unit condominium at 327 East Royal Palm Road in downtown Boca. Prices range from $1.6 million to just under$3 million. Special Features: 2 floors below grade Parking (Use of Densified Soil Material (DSM)to accomplish deep foundations and constructability), rooftop amenity deck and pool with ocean views. Prior Experience to E2L 1-66 Expressway I Virginia (Outside Beltway Route 29 to Interstate 495) 1 Cost:Approx. $2.5 Billion LISD I Length: ® Miles of new Express Lanes I Completion: 221 Assignment: Design, Build, Finance,Operate, Maintain I Client: VDOT D.B.F.O.M.: 166 Expressway - 22.5 Mile extension to provide increased level of service and commute times. Curated Developmentwith partners on risk mitigation and project feasibility.Coordination of Competitive nonrecoursefinancing and availability payment model. Special Design Features: lifecycle analysis with robust roadway pavement design to ensure highest level of service. Prior Experience to E2L 1-285/SR 400 Interchange I Location: Georgia I Cost:Approx. Est. $750 Million LISD I Length: ®3 miles on 1285 and ® miles on SR 400 1 Completion:2020 1 Client:GDOT: D.B.F. of 1285/SR400 Interchange Bid Package Development: New Interchange with improvement of 4.3 miles of 1285 and 6.2 miles of SR 400 for GDOT. Project goals to reduce traffic and increase safety in surrounding the 1285/SR 400 interchange in downtown Atlanta. Special features: addition of new flyoverramps, collectordistributor lanes and other facilities to aid in arterial travel. Prior Experience to E2L 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 21 0'A BACK TO TABLE OF CONTENTS NICK HEFFERIN PROJECT ENGINEER, E2 PROFESSIONAL U FILE Nick is a recent graduate of Auburn University where he studied Construction and Design. During his previous time interning with E2L, he had a key role in Boynton Beach's Town Square project from start to completion. Some of Nick's unique skills include Autodesk and Sketchup design, project scheduling, and 4t� .,� detailed estimating. y� PREVIOUS EXPERIENCE Town Square, Boynton Beach, FL- May 2019—August 2020 Owner-Architect-Contractor meetings, Design and Construction Coordination, Monthly Reports to City Commission, Payment Application Management, EDUCATION Oversight and Tracking of Change Orders, Familiarized with the feasibility Bachelor of Science and programming stages of real estate development, Cash Flow Analysis and in Building Construction Tracking, Building Punch-Out and Warranty Closeout, Project Estimates and Auburn University,Auburn AL Scheduling EXPERIENCE Town Square, Boynton each, - May August Industry: 5 E2 L: 5 Responsibilities included: Documentation Control, Project Documentation and Research, Drone Photography and Videography, Regular Site Visits/Inspection of Work and Owner-Architect-Contractor Meetings. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 22 BACK To TABLE OF CONTENTS i Provide a written list of similar mixed-use projects developed by the proposer, ' or companies controlled by its principals, and proposer's team that were completed within the lastten(10)years, including photographs,addresses,dates the projects were completed, and general project description. For projects that are public-private partnerships, list the public partner and their contact information including name, title, address, email, and phone numbers. Provide no less than two (2) and no more than ten (10) projects for this item. If the », proposer is comprised of more than one entityin a joint venture or partnership, each entity must provide the information requested separately. For joint ventures, development and equity partners, the proposer must summarize the 'k actual or proposed amount of financial participation and control of each party within the partnership. If the entity is a subsidiary o , or otherwise affiliated wit hanother organization, the proposer shall indicate such relationship. The proposer shall also list all proposed anchortenants, if known at the time of submission, and third-party operators of the development. The proposer shall include the name and a description of the legal entity that would serve as the developer and be partyto the Purchase and Development Agreement with the BBCRA.The proposer shall also provide the names and addresses of all persons and entities having a financial interest, mortgagee(s), or guarantor(s) in the proposed development and their roles in the project and the proposing entity. Forjoint ventures,the proposer must summarize the actual or proposed amount of financial participation and control of each party within the partnership. If the entity is a subsidiary o , or otherwise affiliated with another organization, the proposershall indicatesuch relationship.The proposer shall also list all proposed k anchor tenants and third-party operators of the development if known. _p r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 23 BACK To TABLE OF CONTENTS a SIMILAR MIXED-USE PROJECTS The Following Pages Illustrate similar mixed-use projects developed by the development team, including partners within the last ten years. Public Private Partners showcased: Boynton each Town Square Project(P3) Contact info: Lori LaVerriere City Manager 100 East Boynton Beach Blvd., P.O. Box 310 Boynton Beach, FL 33425 561-742-6010 laverrierel@bbl.us Pompano each Oceanside Garage (P3) Contact info: Suzette Sibble Assistant City Manager 100 West Atlantic Blvd. Pompano Beach, FL 33060 Suzzette.Sibble@copbfi.com 954-786-4606 Pompanobeachfl.gov Legal Entity SVP far project:, At this time this has not been determined, E2L will confirm _ this during negotiations. E2L will serve as the Master Developer and entity to sign the P&S agreements and will lead this effort. Financial Parties having interest: Parking Garage &YMCA C - Not for profit financial SVP (Bond Issuance) [E2LAffiliate] YMCA - Lease to cover Pro-rata Bond Payments Residential & Retail: Eastwind Eastwind Developments - Equity E2L Real Estate Solutions - Retail Debt/Equity tel & South Retail Construction Loan Parter - Equity, 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 24 'AR BACK TO TABLE OF CONTENTS The Clity of Boynton Beach OFFICE OF THE CITY MANAGER Lori LaVerriere,C4 Manager 100 East Ocean Avenue Boynton Beach,Florida 33435 (13): 561-742-6010 1 (F):561-742-6011 www.boynton-beach.org August 9, 2021 Mark and Kelley Hefferin 1400 W. Fairbanks Ave, Suite 201 Winter Park, Florida 32789 Dear Mark and Kelley, First meeting in 2016 we discussed the City of Boynton Beach's vision to create a New Town Square for its citizens and city staff. Today, I look out my 4th floor conference room window in amazement and find myself enjoying the views of our new "Arts and Culture Center"which is surrounded by gorgeous landscaping and countless butterflies that resonate the love, care, and commitment that E2L Real Estate Solutions provided as the Master Developer. Coupled with the new amphitheater,playgrounds, and parks, we find ourselves during the most transformative moment in my career with visitors young and old alike complementing our decision to invest in our city. The Children's Museum is teaming with visitors, knowing we kept this open during construction while providing safety and access for Mothers and Children was key to the project. Throughout the redevelopment process, E2L and you personally brought leadership and a true partnership to bear on the challenges and decision-making process. This allowed us to continue running our city, while transforming the entire downtown core for generations to come. The undertaking of such a major project involving the demolition of eight city buildings with replacement of the City Hall, Library, Police Station, Fire Station, and addition of the new Energy Plant in less than 2 years from commission approval was nothing short of a miracle. The most difficult, as we know, was renovating the 1927 historical high school which we survived together, and which now becomes the cornerstone of the cities Arts and Culture programs. The trust and communications instilled through your "partnering approach' was ultimately the underlying ingredient to succeed in this endeavor. As you know, public/private partnership (P3) projects are very complex and this one even more so with our change of decision to move off site to allow the complete transformation at one time. This project has been a dream and a concept for Boynton Beach for over 20 years. 2L's ability to pull together such a diverse team of experts America's Gateway to the Gulfstream EVELOPMENT E2L REAL ESTATE SOLUTlONS,LLC 211r 4i ) U 5 115 N.FEDERAL HIGHWAY INFILL MIXED-USE RED A, BACK TO TABLE OF CONTENTS from designers, engineers, contractors, and any consultants and manage those with little or no complications while always looking after the city's interest was truly outstanding. Doing all this under a complicated and yet highly successful financial model that allowed us to move forward on this project and see this "dream" come to fruition was the catalyst to making a dream come true! As we know from your recent announcement for FAU to run the City all Incubator space for local entrepreneur's, we have just begun to experience what will be the next level of transformation for our city. Coupled with the first major outdoor event of our Centennial Park and live performance with the amphitheater we could not be prouder to show off our city as our 100-year 'Centennial "anniversary came to be in 2020 with all work completed on schedule and underbudget allowing us to provide the level of furnishings including artwork to complement our beautiful new facilities. Looking back, I'm sure we will always remember that this took place in a pandemic where getting things accomplished during a time of fear and anxiety made nothing simple including communications. That aside we understand more than ever the meaning of E2L and your commitment to solutions. This was the City of Boynton Beach's first public/private partnership project which makes writing this letter of recommendation a pleasure. I am honored to call you both "professional" friends who provide a level of trust through transparency that every public entity could benefit from undertaking Public Private Partnerships. We would look forward to any opportunity to work with E2L and your team in the future. Please feel free to share this letter and have any public leaders considering the undertaking of a P3 project. Sincerely, Lori LaVerriere City Manager America's Gateway to the Gulfstream 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLC 26 'A BACK TO TABLE OF CONTENTS Et. qmmmw DAKOTA AT ABACOA—JUPITER,FL—SOLD Dakota at Abacoa Dakota at Abacoa is a 190 unit Class A multifamily rental housing community that is located in the Abacoa master planned community in the Town of Jupiter in northern Palm Beach County. Abacoa is the home of the Scripps Florida Research Institute and Max Planck Institute, centerpieces of an emerging biotechnology hub and new company incubator in northern Palm Beach County. It is also the location for a campus of Florida Atlantic University, South Florida's largest university north of Miami, and Roger Dean Stadium and training complex, spring training home of the St. Louis Cardinals and Florida Marlins, as well as two Florida League Class A minor league franchises. Dakota at Abacoa is located 500 feet west of the intersection of Dakota Drive and Central Boulevard, on both the north and south sides of Dakota Drive. Dakota at Abacoa features Bermuda-style architecture and consists of two phases. The unit mix consists 1BR/1B garden units, 2BR/2B garden units, 2BR/2.5B townhouse units, and 3BR/2B units and offers a distinctive new product type not currently available in northern Palm Beach County. Unit sizes range in size from about 800 square feet for a 1BR unit to over 1,200 square feet for certain types of 2 BR townhouse and 3 BR units. Interior finishes include 9 foot ceilings, granite countertops, wood cabinets and stainless steel appliances. There is also a community center with a business office, and an elegant community pool and deck area. b , t{s=! c ry t Eyy in t s i rn. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLC I 27 BACK TO TABLE OF CONTENTS EASTWIND 0a v r,,10 PTT C fs4 ff a r z SOLERA AT CITY CENTRE - PALM BEACH GARDENS, FL Solera at City Centre residential development rental community is a 136 unit Class A multifamily rental community on the vacant Parcel F of the existing City Centre PUD located at the Southwest corner of PGA Boulevard and U.S. Highway 1. This location offers convenient walkability to a nearby restaurant, brewery, office, retail, and grocery locations, and is also located to a nearby private school. There is a single midrise (four-story) elevator building over a ground level of parking for a total building height of five stories. Three sides of the building surround a central courtyard with a spacious community swimming pool, deck area, and landscaping, while the fourth side is the resident clubhouse. There is also be exterior surface parking. The unit mix consists of 76 1BR/1B units, 52 2BR/2B units, and 8 3BR/2B units. Unit sizes range from 700 sf for the smaller 1 BR unit model to 1,250 sf for 3 BR units. All units feature 9 ft. ceilings, tile & wood plank flooring, stainless steel appliances, granite countertops, bedroom ceiling fans, and energy and water conservation features designed to lower monthly resident utility bills. The 5,000+ SF clubhouse offers a community room for property functions, management office, fitness center, yoga and spin room, conference room and cyber cafe. There is a Wi-Fi service throughout the common and pool areas. Architectural, engineering, and site planning services are being provided respectively by Corwil Architects of Coral Gables, McLeod, McCarthy & Associates of West Palm Beach, and Urban Design Kilday Studios of West Palm Beach. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 28 BACK TO TABLE OF CONTENTS EASTWIND 0a v r,,10PTo C fs4 THE FLATS - WEST PALM BEACH, FL The District Flats is a 178 unit multifamily rental community in the heart of West Palm Beach's emerging Warehouse District south of Okeechobee Boulevard and west of Parker Avenue and Howard Park. Located on a 3.15-acre site between Elizabeth and Clare Streets, its main entrance is located at the south end of the rail trail that leads to the acclaimed Grandview Public Food Hall at the north end. It is located in close proximity to the Steam Horse craft beer brewery, Elizabeth Avenue Station market, and Surfing Museum, and across the street from the Steel Tie Distillery and the new restaurant. The District Flats has a 2,700 square feet of commercial space. The site is located near the Palm Beach International Airport, the Palm Beach Convention Center and CityPlace, Palm Beach Atlantic University, the Brightline West Palm Beach rail station, and Clematis Street in downtown West Palm Beach. The development is built in a modern industrial style and consists of a single midrise (four-story) elevator building that surrounds a central courtyard with a spacious community swimming pool, deck area and landscaping, a three-level parking structure with limited access for residents, and a three-story elevator building surrounding a garden amphitheater. There is a dog park for residents and a small fenced public park at the south end of the site. There is an improved adjacent exterior street parking. The unit mix consists of 26 studio apartments, 86 1BR/1B units, 18 1BR/1B units with a den, and 48 2BR/2B units. Unit sizes range from 550 sf for the smaller studio unit to just under 1,000 sf for the 2 BR units. All units feature 9 ft. ceilings, keyless door entries, programmable thermostats, tile & wood plank flooring, stainless steel appliances, granite countertops, pendant light fixtures, bedroom ceiling fans and energy and water conservation features designed to lower monthly resident utility bills. The 3,000+ sf clubhouse offers a community room for property functions, management office, fitness center, yoga and spin room, meeting room and cyber cafe. There is enhanced Wi-Fi service throughout the common and pool areas. Architectural, engineering and site planning services are provided respectively by MSA Architects of Miami, McLeod, McCarthy & Associates of West Palm Beach and Urban Design Kilday Studios of West Palm Beach. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 29 ' `' BACK TO TABLE OF CONTENTS Ilakei'�arrio�' MEMO THE JULIANAPARTMENTS T CREATIVEVILLAGE Orlando,Florida PROJECT COMPONENTS 409 units Rooftop Pool &Terrace Clubhouse& Fitness Center Collaboration Space Dining PROJECT SIZE 250,000 SF 6,000 SF retail 14-stories 1.6 Acres r SERVICES Architecture , i' t � t �u t 4i 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTIlo S,LLC 30 ' `' BACK TO TABLE OF CONTENTS Ilakei'�arrio�' NONE WESTSHORE BY CORTLAND Tampa,Florida PROJECT COMPONENTS { 4� 586 Units wv Leasing Office Clubhouse I Market Place Fitness Center Business Center Sky Lounge Two Pool Patios PROJECT SIZE 740,815 SF 994 Parking Space SERVICES Architecture c c � Al (� t � rl fill11 3 4 ( i i4 , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLC 31 a BACK TO TABLE OF CONTENTS Ilakei'�arrio�' RADIUS Orlando,Florida - i PROJECT COMPONENTS 320 Units �yt�i, 6-story Parkin Garage �iy''v4�S�V.'yyy��13��1# Pool Deck f �4a�s�t�t Ground Floor Retail rl \ ,d1{,t�t,tst4tt ` PROJECT SIZE fs 300,000 SF 13 Stories t � r SERVICES y Architecture Interior Design 1f , Y � .. q , to Y F` i u 11t , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 32 BACK TO TABLE OF CONTENTS Ilakei'�arrio�' NONE THEYARDAT IVANHOE Orlando,Florida PROJECT COMPONENTS 630 Residential Units Brownstone Festival Street Restaurants + Retail Amphitheater PROJECT SIZE 53,000 SF Retail 428,662 SF Brownstone 1,146 Apace Parking Garage st{ SERVICES Master Planning ` Architecture Interior Design P ,33'%I � l ' �s { t {tai 3lyra�ji i��i3) pis v l l II �I , , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUMNS,LLC I 33 a BACK TO TABLE OF CONTENTS Ilakei'�arrio�' NORAAPARTMENTS Orlando,Florida ri,l,st PROJECT COMPONENTS —- 246 Residential Units Pool+ Courtyard Features Retail + Restaurant ,z LEED® components PROJECT SIZE _= 279,950 SF 400 Car Parking Garage 2.5 Acre Site a SERVICES Architecture Interior Design Landscape Architecture v " _ — st � t � 'al Sit i > �t�'• z',r�r i;,, �t n }��tt� t F o� I i s— I N> it � , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUTIONS,LLC I 34 a BACK TO TABLE OF CONTENTS l �4 �r t S ti, i ` r S{tit 1�tt t�h 1�Ur'i7,�`z 4ir" EQ - r loop . h.��►� tit. iii F tit �I fV i II 1p I I'Ip' FINFROCK 4TH AND 5TH DELRAY PROJECT PROFILE® PARKING GARAGE OWNER Completed in 2018 as a complement to the dynamic and growing town of Delray Beach, Pic Entertainment 4th & 5th Delray is a recently developed 4-story mixed-use center including world-class iPic Theaters complex, 46,233 square feet of Class A office space, 9,000 square feet of vibrant LOCATION retail and a 326-space parking garage. Retail and office tenants enjoy modern, accessible Delray Beach, FL space in a community renowned for its nightlife, entertainment and upscale shopping. COMPLETED The coastal city's once quaint downtown has transformed into a major attraction for 2018 shoppers and diners, starting on Atlantic Avenue and now branching onto side streets CAPACITY and nearby areas like Pineapple Grove and South of Atlantic. On this project, FINFROCK 326 stalls was the architect of record, engineer of record, design-build contractor, precast concrete 4 floors manufacturer and parking consultant. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E21.REAL ESTATE SOLUMNS,LLC 35 BACK TO TABLE OF CONTENTS Jp I 77 FINFROCK FAMU { dN+r I w C � I 5 � 4 ni~fn M�t�xr 1 Z1 t .'t-• ,,��i��i, „ \l,yj� �- � - - ��;}G: i £-i�i �,,,,,�, -_- �j}� �`�1{i��l� �d�l. _��i��(i��VVA0 �� Vf�� iii��i}�i��` h i t 1 t \ t s 1 t i �tl PROJECT PROFILE OWNER In 2018, Florida A&M University in Tallahassee, FL awarded the delivery of two 90,918 SF student Florida A&M housing structures to the Construct Two Group and FINFROCK team. This project was a successful University public-private project that entailed two"H shaped"structures consisting of 183 units in each building,accommodating approximately 700 students. Utilizing a similar design approach to the LOCATION University of South Florida project, FINFROCK was able to ensure the facilities were opened for Tallahassee, FL the Fall 2020 semester with less than 16 months of on-site construction. COMPLETED 07/27/20 The exterior design utilized a form liner on the precast to give the buildings the impression of a wood-look. Larger central Active Lounges with open glazing were also placed at the center of the CAPACITY buildings on each level to promote interaction between the students.Through our vertical 717 Beds integration, FINFROCK served as the architect of record,structural engineer, interior designer,and 181,836 SF design-build contractor for this student housing project. X, 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT 2L REAL ESTATE SOLUTiO S,LLC 36 a r, U A ti{'_'` BACK TO TABLE OF CONTENTS u � NIA PT, s �q 1 i > > V f I io-a ypy X14 �•. i '_ 4Y �t��';i...,��ilp�i'?n��Ul1 a i , k �A�... i YX 4 FINFROCK GRIFFIN FARM PROJECT PROFILE® MIXED-USE OWNER FINFROCK assumed full design-manufacture-construct responsibilities for all structured Unicorp National parking at the mixed-use facility in Lake Mary. FINFROCK developed innovative design ideas Development which more economically incorporated the site utility constraints than did the original design by others, saving the owner substantial costs. FINFROCK's design-build project delivery LOCATION decreased the owner's risk by guaranteeing no contractor-initiated change orders and Lake Mary, FL decreasing the time for completion. COMPLETED 2018 FINFROCK served as architect of record, structural engineer, design-build contractor, and parking consultant for the project. CAPACITY 600 stalls 205,087 SQ Feet total , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 37 a BACK TO TABLE OF CONTENTS T ; 4 %W6 t } d tt o-" i vn c ry� "-,III z 'T t t ' II IIII IIIA li - - a FINFROCK I-DRIVE 360 PROJECT PROFILE® PARKING GARAGE OWNER The requirement for this 1,600 stall, six-elevated level parking structure,with a 10,000 IDL Master Tenant square foot retail component, included complex loading and unloading situations.Acting as LLC the architect and engineer of record, general contractor, and precast/prestressed concrete manufacturer, FINFROCK developed an exceptionally functional and efficient double helix LOCATION ramping system.This provides a rapid loading and unloading solution for a unique user Orlando, FL group. COMPLETED 2013 FINFROCK's single source of responsibility allowed us to provide the owner with a guaranteed price that was critical to his development need. CAPACITY 1,600 stalls 6 elevated levels , 115 N.FEDERAL HIGHWAY INFILL MIXED'-USE REDEVELOPMENT E21.REAL ESTATE SOLUMNS,LLC 38 BACK To TABLE OF CONTENTS 4 3 t t � t , rI € I ho. g . FINFROCK NORTHVIEW STUDENT APARTMENTS AND PARKING PROJECT PROFILE I'D STUDENT HOUSING OWNER NorthView is a resort style student apartment complex home to University of Central Florida AHG Group, LLC students. It comes complete with beach volleyball courts, resort style pool, roof top sky deck, work out facilities and granite counter tops. LOCATION Oviedo, FL The$60 million,341,836 square-foot facility,that was privately developed to become apart of the COMPLETED UCF student housing foundation,was constructed entirely of precast concrete and accommodates 2013 600 students. FIN FROCK designed the facility to meet the demand of well-built structures with more amenity options,safety,and security. Residents can choose from 30 two-story/four- CAPACITY bedroom townhomes,90 four-bedroom units and 60 two-bedroom units. Each unit has its own 600 Bed Count kitchen and laundry area with each bedroom having a private bathroom,extra storage,and large 341,836 SF closet.With an access controlled 232,621 square foot,690-stall parking garage,students have Building 180 direct entrance to each residential floor. Designed, manufactured and constructed by FINFROCK, Units 7 Elevated Floors the project was built on a very compressed schedule of less than twelve months. FIN FROCK served 775 Total Parking as architect of record,structural engineer, and design-build contractor , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTiO S,LLC 39 BACK TO TABLE OF CONTENTS i , I _ , t I w> 1 10 FINFROCK USF THE VILLAGE PROJECT PROFILE STUDENT HOUSING OWNER In 2016, USF awarded the winning team of Capstone Development Partners, Harrison Street and Capstone FINFROCK with a contract to deliver over 540,000 square feet of space in five buildings with 2,167 Development beds in two years'time. Project delivery was phased over two school years,to limit the amount of existing inventory taken out of circulation during any one school year. If not for FINFROCK's LOCATION vertically-integrated business model—with architecture,engineering, manufacturing,and Tampa, FL construction all under one roof—the timely execution of this public-private project,from design COMPLETED through occupancy,would have been nearly impossible.To achieve the first phase of 885 beds 07/31/18 within one school year required producing precast concrete off-site,then shipping and assembling it on-site. Our innovative Dual-Deck Building System,which incorporates subsystems into our CAPACITY precast product during the manufacturing process,was the catalyst for success. 2,167 Beds 540,000 SF FINFROCK served as the architect of record,structural engineer,and design-build contractor for this six-story,five building student housing project delivered in two phases and totaling 2,167 beds. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLQ 40 BACK TO TABLE OF CONTENTS s 11'l"fi t t s, `� tiitt�� S 1tfl�t<, filt� tiyt t t n 5 tlil{t`,1 tk 24th —4 � f • HIGH RIDGELANDING APARTMENTS e New phased construction of a 184 walk-up garden-style apartments on a nine acre site. The complex includes eight three-story buildings featuring two or three bedroom units e e with one or two bathrooms with granite countertops.Amenities include four covered garages, a clubhouse, pool, a gazebo and lush landscaping. • • e A� t{ti +r ti to c r • — la t��t,�ts�t a��}y) t��l��l`�i i tl�S 3 ll)ttj,,,rt,,. ,,p I� I t is VERDEX CONSTRUCTION , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLQ 41 BACK TO TABLE OF CONTENTS l m t s s t � � L (Qs� � o ' �W�sS\s }� .. ,ry � g 4 /'MI F f >• Un { - rr y rz r b 9 , A• t , 1 t t t • THE DISTRICT FLATS APARTMENTS e e New construction of a 3-story and 4-story building with 178 units. Amenities include a 3,000 sf clubhouse with community room, management office,fitness center, yoga and e e spin room, meeting room and cyber cafe, pool, courtyard and dog/art park. Project also included a three-level parking structure with 250 parking spaces and a 2,700 sf of commercial space. • • e • � sit r � >,,� +n� � `r I „f t'7�5 ��(stlittz r tsa err �d 7t di J lr� VERDEX CONSTRUCTION t , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUMNS,LLC I 42 BACK TO TABLE OF CONTENTS ti� �b11Ny... of r r, r , rlr ' c r t t � t r 1 4 w� c , i 1 U � t r - 'i t t t • SOLERA AT CITY CENTRE APARTMENTS 5-story, 136 Class A apartments and a community pool.The 5,000 sf clubhouse offers a community room, management offices,fitness center, yoga and spin room, conference e e room and cyber cafe. • • e 111 • • — I� �� t � I � � • ��,� �::t '�-ti—?� -_.C`l t>�� r jai ,. � , �t t VERDEX }{ szu,S ,} " CONSTRUCTION l 3 ` h ��. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ 43 a BACK TO TABLE OF CONTENTS Expect More.Experience Better. Project Experience Boynton Town Center Community Redevelopment Agency(CRA), Boynton Beach, FL — Kimley-Horn was the agent of record for the entitlement process and the engineer of record for the public private partnership master plan and specific public development plan.We also created the engineering construction drawings associated with the two- square-block redevelopment. This project resulted in the repurposing of a historic high school, new city hall, and library building; parks; a new fire station; a central energy plant; and a police administration building for the City of Boynton Beach. Downtown Kissimmee Corridor Planning and Development Study, Kissimmee, FL — Kimley-Horn provided a planning and concept study for the City of Kissimmee for the corridor of West Emmett Street/Broadway Avenue/ North Main Street from US 17/92 — South John Young Parkway to US 192/Vine Street.The length of the study was 1.4 miles and its goal was to improve mobility and accessibility to Downtown Kissimmee by identifying enhancements to the multimodal transportation system in the vicinity. Kimley-Horn utilized a"Complete Streets"approach and outlined a series of guiding goals and objectives and identified a range of multimodal solutions to address the mobility needs within a context that reflected the long-term vision for the study corridor. Bicycle and Pedestrian Master Plan, Kissimmee, FL — Kimley-Horn was selected to provide planning services for the Bicycle and Pedestrian Master Plan for the City of Kissimmee. We designed a proposed bicycle and pedestrian facilities map using geographic information system (GIS) data. The future bicycle and pedestrian network was designed to maximize the use of existing facilities, easements, and public rights-of-way; provide continuous travel routes for commuting bicyclists;provide connections to existing and future transit routes;and maximize opportunities for recreational activities. Regional connectivity opportunities were also highlighted in the plan. A framework for amenities and supplemental infrastructure(including ecotourism, bicycle parking, street festivals,and bicycle rentals) for the city have been developed based on the recommendations of the League of American Bicyclists'(LAB) Bicycle Friendly Communities(BFC) program. Advent Health, East Campus Projects,Orange County, FL — Kimley-Horn worked on the following projects for the Advent Health East Campus. • East Campus Master Plan— As a subconsultant to an architectural firm, Kimley-Horn is providing master planning services for the schematic design of the Advent Health East Campus Master Plan. Our services include reviewing and providing commentary to the Master Plan. • East Surgical Center Expansion— Kimley-Horn provided engineering services for the development of the 2,000-square-foot surgical center expansion that is located on the Advent Health(fka Florida Hospital)East Campus in Orange County. Our services included modifying the existing Orange County Development Plan (OCDP)for the proposed expansion; site construction documents, including landscape design; and permitting services. • East Pediatric Emergency Department (ED)/Observation Renovation — Kimley-Horn provided engineering services for the renovation of the Advent Heath (fka Florida Hospital) East Campus canopy entrance.This project required re-grading of the existing sidewalk and connection of downspouts to the existing stormwater system. Our services included site construction documents, permitting services, and construction phase services. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLQ 44 a BACK TO TABLE OF CONTENTS Expect More.Experience Better. Project Experience Continued Lake Mirror Downtown Community Redevelopment Agency(CRA)Vision Plan,Lakeland,FL- Kimley-Hornprepared a vision plan for a 14-acre, City-owned property on the north side of downtown Lakeland. The project included an in-depth analysis of existing site conditions and real estate market forecasts, as well as stakeholder and community engagement. The project was culminated with a vision for the site based on market demand projections, public infrastructure,and community feedback. Kimley-Horn used real estate market and economic development strategies to influence the land use alternatives developed for the property. We identified target tenants and phasing for the property based on existing demand,site readiness,anticipated public investments,and future completion.Ultimately, a vision book was created and was being used by the City of Lakeland to market the site to potential developers. A private developer recently broke ground on a multi-family project as recommended in the market analysis and conceptual designs. Our plans are more than just plans, they are grounded in market reality with a deliberate focus on implementation. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLQ 45 a BACK TO TABLE OF CONTENTS BETTER TOGETHER hPartners in Creating A Healthy Boynton Beach e • • 4� Partner with the City of Boynton Beach to offer programs and services to City residents in a "state of the art" facility in the new Town Center area Facility: • The YMCA facility becomes an integral part of the Town Center project • Design "state of the art facility" to compliment our shared vision • Partnership/Collaboration of program offerings between the City and the YMCA • Develop & provide comprehensive wellness program offerings for all ages—youth, teens, adults, families, seniors • Licensed preschool programming • Partner with Parks and Recreation Department to expand program services to more residents • Develop ways to cohabitate Y programs/ services with the City of Boynton Beach • Market all City/YMCA program offerings to the community via Parks & Recreation and the Y • Drive participation into all City and Y program offerings to maximize assets—existing community center, gymnasium, activity center, etc. • Provide financial assistance so no one is turned away due to their inability to pay , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLQ 46 a BACK TO TABLE OF CONTENTS Benefits to Partnership Serve More People Operational Efficiencies and Expertise Economies of Scale Fiscal Predictability Additional Capital / Funding Resources Leverage Strategic Partners Partnership Opportunities Corporate Engagement Recruit and Retain City Employees Staff Development / Career Opportunities Increase Volunteerism and Community Awareness , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE RE DEVELC7Pfv1ENT E2L REAL ESTATES LlJMNS,LLQ 47 BACK TO TABLE OF CONTENTS COLLABORATION 3 d f g capital/first � HIM g : y Sourcing costs • Maximizing operating efficiency 41 MWNA', Understanding capital depreciation Synergies in co-location and co- habitation • Access to land in preferred �'` j = T ' markets &!"g i Opportunity for shared venues r �J1rlI�M r w 19 LOA FAM N a Lei 2 Ll[910111 CONSIDERATIONS yyyy ,, YMCAS MUNICIPALITIES ■ Experience and expertise in operations Partnership provides community with a (staffing, training, curricula, systems, more economically efficient portal to marketing, pricing, management) healthy living, youth development and social responsibility • Efficiencies in shared first costs for build-out/construction; up-front capital ■ General draw, appeal, & familiarity of generally also more difficult for YMCA to YMCA brand source independently • Economic development considerations • Access to subject matter expertise (community amenity, payroll, (SME) in real estate, design, employment opportunities) construction, facility management as well as programs/services support and • YMCA membership relevant to broad expertise self-selecting demographic (age, income) • Reciprocity/access to metro-wide network • High-quality center can be coupled with many other uses (civic, housing, ■ Scholarship/financial aid opportunities healthcare) ■ Access to land, capital & political )F, resources the I 17 i gJ1s{I�M , C C ft 4 ( f t r ftjr'�LY ! t si tt i 4 i; Lta t Ca. i..1 �1 { 4 t f� t l ti r i ,{ FOREST LAKE YMCA til t t+ -7 tx t t t t i 1 it r U. t 7 t y u5 U rs9ttri �1 4a i i t� a (Irtltit �' i;1S tttstti, lt tt 'st t t r( ti o f US ri t:``t 't i Ii{y��t a � Collaboration: Municipality i t4 Full-facility YMCA + school district aquatic g � center (pending) << 41 {1{ 52,500 SF, $14.5 million (plus land value) Effectively serves as community center City • Provided 9.3 acre site • Funded $9MM through bonds YMCA • Management and operating burden on YMCA • Y provided $5.5MM in capital • YMCA owns property outright Hill IN 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLQ 50 BACK TO TABLE OF CONTENTS t cc rM , Provide a brief profile for each member of the development team other than ' the proposing developer, as well as the resumes of the key personnel who would be assigned to the project. The proposer shall also identify any prior relations with the BBCRA for each individual team member or firm, members of its Board or its officers.The BBCRA reserves the right, in its sole discretion, to request additional information from any member of the development team to determine potential conflicts of interest and to limit or prohibit the participation », of any team member or firm due to such conflict. s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LL51 Q BACK To TABLE OF CONTENTS a BOYNTod""""911BEAC ItCRAJ COMMUNITY REDEVELOPMENT AY xE2L � ." REAL ESTATE SOLUTIONS, LLC t•La:4"mac a' MASTER DEVELOPER ................. ................. ................. ................. COMMUNITY FACILITY TED FINFROCK : PARTNERS MISSION ROCK BAKER BARRIOS COBB PARKING RESIDENTIAL ARCHITECTS ; 0 mi 1 ml VRDXCONSTRUCTION 13TH FLOOR PNC 2L BOX ENTERPRISE -BAKER BARRIOS MIZE S , VERDEX CONSTRUCTION t GUNSTER LAW E2L BAKER BARRIOS AVISON YOUNG . , ® c -VRDX : -EAST WIND c VLO GROUP - PINNACLE CONSTRUCTION DEVELOPMENT KIMLEY HORN UUN VER: CONSdTRUCTION EX 13TH FLOOR < S.A.NELSON& CAULFIELD& �I ASSOCIATES WHEELER FLORIDA -VRDX 13TH FLOOR POWER &LIGHT CONSTRUCTION L. MCNAMARA , m BROADCAST SYSTEMS n� 13TH FLOOR GFA INTERNATIONAL 4 ° I TLC ENGINEERING t'+ ft, t CITY OF BOYNTON �� f,�, BEACH -CITY OF BOYNTON BEACH PUBLIC ART MANAGER X, 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT 2L REAL ESTATE SOLUTIONS,LLC 2 a ,, UAi{'_'` BACK TO TABLE OF CONTENTS SPONSOR PROFILE a EASTVJ l lei D Eastwind Development was founded in 2007 by Jack Weir to SOL AT CITY CENTRE SIENAPOINTE develop garden and mid-rise multifamily communities across the Palm Beach Gardens,FL Davenport, FL Southeastern United States with an emphasis on South and Central A 136-unit mid-rise community located on an A 163-unit,Active Adult(55+)community in infill site in Palm Beach Gardens,FL. the Davenport Submarket of Orlando,FL. Florida. While Eastwind is largely focused on market rate, workforce and Active Adult (55+) apartment communities, its' leadership has a successful track record of developing affordable r , r 4 „U " r �S housing and complex mixed-use projects.To date, Eastwind has successfully completed 19 development projects totaling qr approximately 3,000 units and has another five communities w k totaling approximately 1,200 units currently under construction or - imminently planned. - Eastwind's leadership team has an extensive track record of success THE DISTRICT FLATS MADISON POINTE in the real estate industry across a broad range of capacities West Palm Beach,FL Daytona Beach,FL throughout several real estate cycles. A 178-unit mid-rise community located in the A 240-unit four-story community located in Warehouse Dish ict in West Palm Beach,FL. Daytona Beach,FL. IL , r TOMOKA POINTE VENTURA POINTE SAN MATEO CROSSING Daytona Beach,FL Pembroke Pines,FL Kissimmee,FL A 276-unit four-story community located in A 206-unit four-story community located in A 352-unit four-story community located in Daytona Beach,FL. Pembroke Pines,FL. Kissimmee Submarket of Orlando,FL. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTAONS,LLQ 53 BACK TO TABLE OF CONTENTS DEVELOPMENT HISTORY & REPRESENTATIVE PROJECTS PROPERTY NAM ELOCATON YEAR BUILT UNIT COUNTPROPERTY TYPE LENDER PROPERTY STATUS Year Sold 1 Town Park Crossing Davie,FL 2012 100 Affordable JP Morgan Sold 2015 2 Vista Grand at Spring Hill Spring Hill,FL 2012 90 Affordable/Active Adult JP Morgan Sold 2015 3 Ridgemout Park Smyrna,TN 2013 120 Affordable Pacific Life Sold 2021 4 Village Park Senior Housing Winter Park,FL 2014 105 Affordable/Active Adult Regions Sold 2015 5 Dakota at Abecoa Jupiter,FL 2013 190 Market/Workforce PNC Sold 2016 6 Bridgewater at Lake Osborne Lantana,FL 2014 108 Market BB&T Sold 2016 7 Evernia Place West Palm Beach,FL 2014 85 Affordable/Active Adult N/A Stabilized N/A 8 Little Torch Cottages Little Torch Key,FL 2014 48 Market BB&T Sold 2017 9 Riverwalk Pointe at Mangrove Bay Jupiter,FL 2015 104 Active Adult KeyBank Sold 2017 10 Sonoma Pointe Kissimmee,FL 2016 216 Market PNC Sold 2017 11 Monterey Pointe Kissimmee,FL 2016 150 Active Adult PNC Sold 2018 12 Tarpon Harbor Marathon,FL 2016 106 Market/Workforce BB&T Sold 2016 13 High Ridge Landing Boynton Beach,FL 2017 184 Market PNC Sold 2018 14 Ventura Pointe Pembroke Pines,FL 2018 206 Market Synovus Sold 2019 15 San Mateo Crossing Kissimmee,FL 2019 352 Market PNC Sold 2021 16 Tomoka Pointe Daytona Beach,FL 2019 276 Market BB&T Sold 2020 17 Madison Pointe Daytona Beach,FL 2020 240 Market Regions Stabilized N/A 18 District Flats West Palm Beach,FL 2021 178 Market/Workforce Synovus Stabilized N/A 19 Solera at City Centre Palm Beach Gardens,FL 2021 136 Market/Workforce M&T Bank Stabilized N/A 20 The Pointe at Siena Ridge Davenport,FL 2021 163 Achve Adult M&T Bank Under Construchon N/A 21 The Crossing at Palm Are Sarasota,FL 2023 315 Market PNC Pre-Development N/A 22 The Pointe at Lakewood Ranch Lakewood Ranch,FL 2023 160 Achve Adult TBD Pre-Development N/A 23 St.Johns Town Center Jacksonville,FL 2023 278 Market TBD Pre-Development N/A 24 Altamonte Spnngs Altamonte Spnngs,FL 2024 268 Market TBD Pre-Development N/A TOTAL 4,178 SOLD STABILIZED LEASE UP UNDER CONSTRUCTION PRE-DEVELOPMENT TOTAL Project Count 15 4 0 1 4 24 Unit Count 2,355 639 0 163 1,021 4,178 , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUMNS,LLC I 54 a BACK TO TABLE OF CONTENTS KEY SPONSOR PERSONNEL Jack Weir President and Managing Member t Prior to founding Eastwind Development in 2007,John"Jack"Weir served as Chief Operating Officer of Palm Beach Gardens-based Creative Choice f t '„ Homes, Inc.,and was responsible for all strategic and project financing,and oversaw all acquisition and development activities.Weir was directly �Y s- responsible for the financing,closing and development of over 40 multifamily projects involving over 6,000 multifamily units throughout the Southeastern lLt{` U.S. Ry Weir has extensive experience in arranging construction,permanent,mezzanine loan and equity financing from a wide range of banking,insurance and institutional capital sources.Weir is well-versed in the intricacies of the housing tax credit,has extensive experience with multifamily tax-exempt bond and credit enhancement programs,as well as all major federal,state and local public loan programs. Prior to his involvement in housing finance,M.Weir was a corporate and securities attorney with the firm of Debevoise and Plimpton in New York City. He is a graduate of Harvard Law School,attended the University of St.Andrews in Scotland on a Rotary Fellowship,and received a B.A.from the University of Scranton. He has been admitted to the bar in Florida,New York and New Jersey and currently serves as the Chairman of the Board of the Housing Leadership Council of Palm Beach County. Steve Potting Vice President of Finance As Vice President of Finance,Steve Potting is responsible for arranging all project and company financing,including construction,financing for portfolio •,J',. assets,and equity investments,as well as tax planning. Most recently,M.Potting served as a Senior Relationship Manager with M&T Bank.Previously,he was a Senior Vice President at PNC Bank,where he was responsible for providing financing and banking solutions to Florida-based commercial real estate developers and owners. ` ,.,..'�`... Throughout his career,M.Potting has financed over$4 billion of commercial real estate loans throughout the country,including Eastwind developments Dakota at Abacoa,Sonoma Pointe,Monterey Pointe,High Ridge Landing,San Mateo Crossing,Solara at City Center,and Siena Pointe. M.Potting received a Bachelor of Business Administration degree from Ohio University and Master of Business Administration from Palm Beach Atlantic University.He has been an active member of the Urban Land Institute and the National Multifamily Housing Council,and is a licensed real estate '•::fir- professional. Stephen Novacki Vice President of Development &Acquisitions As Vice President of Development and Acquisitions,Stephen Novacki is responsible for sourcing and implementation of real estate development projects throughout the State of Florida.In this capacity,he manages the acquisition and development process from contract through completion.Specific _ responsibilities include site selection and feasibility,underwriting, contract negotiations, due diligence, management of third-party consultants, site planning,product design,entitlements,and procurement of all governmental approvals to commence construction. _ In previous roles,M.Novacki served as the regional development partner for an Orlando based multifamily development group and as Director of s Acquisitions for a south Florida real estate acquisitions firm.In these capacities,he also was involved with project financing as it related to securing debt and equity funding.With almost two decades of experience in the industry, Stephen's closed deal volume includes 6,860 multifamily units and a transactions value that exceeds$1.2 Billion. a tt M.Novacki received a Bachelor of Science degree in Business Administration from Babson College with a concentration in Finance,Investments and Entrepreneurship.He is a member of the Urban Land Institute,the National Multifamily Housing Council and has maintained a Florida Broker's license since 2003. EASTWIND DEVELOPMENT 2 , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ 55 BACK TO TABLE OF CONTENTS KEY SPONSOR PERSONNEL Stephanie Miller Vice President Asset Management Ms.Miller joined Eastwind as the Director of Asset Management after 30 years on the operational side of the multi-family industry.As Vice President of t� Asset Management, Stephanie is responsible for overseeing the third-party management companies across Eastwind's portfolio of assets and f coordination of annual, capital and five year budgets. Ms. Miller is responsible for preparing investor reports, distribution calculations and sale calculations. Stephanie assists with the evaluation of potential development opportunities and underwriting,as well as the review of projected sites and competitive properties.Ms.Miller coordinates with the design team on each aspect of new projects and works closely with the construction consultant and architect t as plans are developed and finalized.She oversees the insurance program for both the existing portfolio and the builder's risk policies for projects under e construction. Ms.Miller earned her CPM Designation from]REM in 2001 and has managed market rate and affordable communities up and down the east coast.She served as Treasurer for the Executive Committee of the Southeast Florida Apartment Association and the Board of Directors for the Florida Apartment Association.She was also Chair of the Income and Expense Committee for the Institute of Real Estate Management Chapter 19. Michael Trimble Development Manager Mr.Trimble joined Eastwind as a Development Manager in November 2020.He oversees deal sourcing and project management for projects in South Florida and assists with the development process for projects throughout the state of Florida. �H �.'," He specializes in underwriting,due diligence,government approvals and entitlements,development team management,and project management ` from conception through completion.Michael previously worked as a Development Manager for Viking Companies in Gainesville,FH,focusing on mixed- use retail,multifamily,and student housing. : Michael is a triple Gator,with a Masters of Business Administration (MBA)from the University of Florida,as well as a Master's of Science in Real Estate 5: (MSRE)and a Bachelor's of Science,majoring in Finance.He is a CAPM,a member of the Urban Land Institute,and a licensed real estate agent in the state of Florida. Stephanie Cantin Owner Representative Stephane Cantin is a construction professional with more than 15 years of success estimating and managing all phases of multimillion dollar construction projects. Stephane led the estimating department of The Altman Companies for many years during which thousands of multi-family units were delivered ' throughout Florida,North Carolina and Chicago.In 2005,Mr.Cantin started Benchmark Construction Consultants Inc.,where he successfully completed a variety of public and private sector construction projects for developers(Trammel Crow,Archstone,and Alliance),contractors(Suffolk,Summit) and - municipalities(Daytona Beach Housing Authority,Hollywood Beach CRA). In 2010,NU.Cantin was the Chief Estimator at Heatherbrae Builders in Vancouver,British Columbia where he worked for 2 years on commercial public work projects such as schools,affordable housing and government buildings.NU.Cantin is a graduate of Florida State University where he obtained a Bachelor of Science Degree in Civil Engineering in 1991.He completed his HEED AP for new construction in 2009 EASTWIND DEVELOPMENT 3 , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLIUMNS,LLQ 56 BACK TO TABLE OF CONTENTS THIRD-PARTY CON] RACTORS AND CO 1SULTANTS Mission Rock Residential currently manages over 27,000 apartment homes located throughout 16 states including Arizona,Colorado,Connecticut,Florida,Georgia,Idaho,Kansas,Maryland,Missouri,Nevada,Oregon,Tennessee, Texas,Utah,Virginia,and Washington.The properties currently under management include 22 LIHTC communities MISSION totaling nearly 4,000 units,one bond-restricted community of 225 units,and three senior communities comprising 447 units. ROCK Eastwind and its' Principals have enjoyed a 2+year relationship with Mission Rock,which serves as the property manager at multiple Eastwind communities including The District Flats,Solara at City Centre,and The Pointe at Siena R E S 1 D L N T G A L Ridge. KEY CONTACTS STEPHEN NOVACKI Vice President of Development Acquisitions 0: 321.274.1438 M: 786.280.3588 CORPORATE OFFICE 5604 PGA Blvd., - 109 Palm Beach • d POTTINGSTEVE Vice President of • - REGIONALOFFICE •: 561.370.6606 6911 Taviistock Lakes • - 400 561.373.0321 Orlando, 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUT11ONS,LLQ 57 BACK TO TABLE OF CONTENTS Company History and Team Bios Community Facility Partners,headquartered in Deephaven, Minnesota,is a Minnesota nonprofit corporation and a tax- exempt 501(c)(3) charitable organization which was incorporated on September 20,2006 and is exempt from taxation per the Internal Revenue Service. In the course of its existence, CFP has developed a diverse set of projects ranging from an ice arena and domed athletic facility in a Twin Cities suburb to a Town Center Redevelopment in Boynton Beach, FL which includes a City Hall,Library, Police Station and Fire Station. CFP financed and expanded an existing District Energy Center in Carmel, Indiana,monetizing a city asset so that a historic dramatic arts center renovation could be finished. CFP has purchased multiple facilities in Michigan, helping the State provide adequate locations for its Department of Human Services to provide services to low-income communities. Additional P3 projects in the design and construction phase include county libraries in Desert Hot Springs,Menifee and French Valley, California. The company is also in the early stages of a health and wellness project in Baton Rouge, Louisiana that includes a new multi-use sports facility and a remodel of an existing collegiate football stadium. Our Team Steve was an original board member of CFP who signed on in 2006 and worked in that capacity for 12 Nears before becoming President of the organization in August of 2018. In his new position,he is responsible for developing new P3 relationships around the country that help build important public facilities. He is also responsible for the day-to-day operations of the limited liability companies formed to own those facilities. He brings extensive experience with Non-Profit and For Profit organizations in the area of New Business Development, Management and Marketing with an emphasis in Communications, Public Relations and Brand Strategy. He is the former Chairman of the Board for the National Institute for Media and the Family and past President and CEO of Martin/Williams Advertising, a 250 person communications and branding agency located in Minneapolis,whose clients included 3M, Staples, E*Trade,US Bank, Lincoln Financial,LL Bean and Cargill. .F r , , r f .r� a Fi. t d LI � - � _ ..E �, a Doug is one of the most experienced professional project managers in the Twin Cities,if not the country. With a background that has taken him to work in the far corners of America and around , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ 58 a BACK TO TABLE OF CONTENTS the world,Doug provides a compliment of education, expertise and experience that few can match. Doug is a Registered Professional Civil Engineer with dual degree options in Construction Engineering and Environmental Engineering. Doug is also a Registered Professional Construction Cost Estimator with the American Society of Professional Estimators (ASPE) and certified under all 16 CSI Divisions (Site Work, through Mechanical,Electrical and Technology: a rare designation). Doug's diverse experience spans 43 Nears as a Construction Manager of commercial, energy, industrial,institutional,mining,hospitality,multi-housing, retail,mixed-use development construction;government contracting; and environmental related construction. Doug has personally estimated the construction cost of more than $12.3 billion worth of construction and personally managed the design and construction of projects totaling more than $900 million. t...i,,a ..E._ ... .. Brad is the owner of Bradley L. Stedman, Limited,West Fargo, ND,which was established in September 2005, and is licensed as a certified public accountant in North Dakota and Minnesota. Prior to starting his own firm, Brad worked for Eide Bailly, LLP, a large regional accounting firm for over eight Nears. He is a member of the American Institute of Certified Public Accountants and the North Dakota CPA Society and has over twenty three Nears of accounting and management consulting experience, serving clients in multiple industries. Mary spent over twenty Nears working within the legal world as Administrative Assistant for Senior Attorneys at top law offices in the Twin Cities. She has provided paralegal and administrative services for legal services in the real estate,public securities and tax areas. Our Board %` i`,,( P i,1 .t.,'t Tom has previously served as the mayor and city council member of Deephaven, a suburban Minneapolis city. Tom was a Vice President at United Health Care and spent 11 Nears as an executive for Pepsi Cola Co. His business experience in health care resulted in the launch of a successful health care consultancy in Washington DC. Tom brings over 30 Nears of public and private sector experience with both for-profit and not-for-profit entities. Paul is currently the President of Housing Alternatives Development Company, a non-profit 501(c)(3) housing/ senior housing organization. Prior to his work for Housing Alternatives Development Company,he was a public finance investment banker at RBC Dain Rauscher and U.S. Bank as well as a Manager at Deloitte&Touche in their management consulting practice. Through his varied professional experiences,Paul brings expertise in financing, development and operations. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ 59 BACK TO TABLE OF CONTENTS ! 1','l �' T Mike is the past Chairman of the Board for the International Economic Development Council in Washington DC, a 5,000 member non-profit organization serving economic development professionals. Most recently,he was the CEO of Greater MSP, a non-profit organization made up business and political leaders from the 17 counties in and around the Twin Cities,whose mission is to bring business and economic development to the Twin Cities area. While leading Greater MSP, Michael served on the committee to bring the Super Bowl to the Twin Cities. Before joining Greater MSP,Mike headed up similar Economic Development teams in Ft. Lauderdale and Pittsburgh. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ 60 BACK TO TABLE OF CONTENTS t" Steve Collins steve@TaxFreeP3.org 612-735-7717 Profile Steve is an accomplished marketing executive with a track record of growing businesses in a digital centric world. He is an un-flustered leader, mentor and manager of people and a keen recruiter of talent. He offers a diverse background and knowledge base, having worked in a broad assortment of industries and product categories. He has provided strategic business leadership to dozens of companies for projects both national and global in scope. Corporate Management and Strategy + Brand Development+ E-commerce Strategy + Financial Stewardship + Talent Recruitment+ New Business Development+ Client Retention + Online and Digital Marketing+ Consumer Insight Professional Experience and Accomplishments Community Facility Partners 8/1/2018 to Present ❖ Responsible for long term strategic planning for execution of the corporate mission as well as day-to-day operational oversight of ongoing development projects across the country ❖ Served on the Board of Directors for 13 years before taking over the Presidency of the company. ❖ Led the effort to finance $122 million in projects over the first 12 months. ❖ Recruited and managed key relationships with Board Members, Project Managers, Financial,Accounting and Legal Experts who were imperative to company's long term success. Leverage5, LLC 6/1/2006 - 8/1/2018 , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ 61 a BACK TO TABLE OF CONTENTS Marketing and digital consulting firm made up entirely of senior freelance design,strategy,development and media gurus devoted to helping small clients create successful marketing programs. President and Founder ❖ Recruited two dozen creative,media,and digital specialists to form a working cooperative. ❖ Established over 20 client relationships for the cooperative,resulting in profitable,on-going employment for our staff. ❖ Generated over 1000 projects from clients such as Scott Barber Apparel,Rockmount Ranch Wear,Silver Creek Outfitters,and Sun Pop Life Sunwear. ❖ Grew client e-commerce businesses by over two million dollars using and applying a deep knowledge of digital strategies, including the development of Amazon Stores. Collinstock Architectural Imagery: 10/1/2006 - 8/1/2018 New start up in stock photography industry founded on unique insight about brand specific image licensing. President and Founder ❖ Conceived and built a small,successful niche stock image library (Collinstock.com) of 25,000 images in the midst of tremendous industry upheaval brought on by micro-stock agencies. ❖ Developed a user-friendly e-commerce site and recruited over 60 high end photographers in North America and Europe for assignments and contributions. ❖ Oversaw and implemented a host of digital online demand generation strategies,including SEO,sponsored search, and email marketing, resulting in traffic conversions and page one listing for architectural stock photography. ❖ Created loyal client following based on superb customer service -- 70% of all clients come back to purchase again within one year. Martin I Williams Advertising: Top 50 US ad agency owned by Omnicom,the world's largest marketing communications service company. MartinlWilliams was a 250 person ad agency with $300 million in billings and five operating units. President and CEO (1/1/2000 - 12/31/2005) , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ 62 BACK TO TABLE OF CONTENTS ❖ Achieved record historical revenues four out of six years after taking over presidency. ❖ Successfully guided company through difficult economic downturns and loss of 2 of the top 3 clients (40%of revenues) because of mergers. ❖ Overhauled the management team and directed a national new business acquisition strategy,resulting in over $180 million in additional billings. New business wins included LL Bean, Staples, E*Trade,Steelcase and Donatos Pizza. ❖ Instituted cost control measures that allowed the agency to maintain its top third standing among AAAA agencies for average net profit margin ❖ Improved integration and efficiency of the organization by consolidating centralized functions among operating units. Partner,Strategic Services (6/92 - 12/99) ❖ Recruited star strategic leaders and developed a highly effective planning process for integrated marketing. ❖ Played a lead role in directing new business teams in developing winning strategic presentations for key brands such as Coleman, Rubbermaid, 3M, Cargill, US Bank,and Marvin Windows. ❖ Managed two departments - account management and account planning- and improved strategic process,talent and tools to a nationally competitive level. ❖ Guided integrated client service disciplines in the creation and development of award winning campaigns ❖ Responsible for staffing,training,and motivating department of 40 people. ❖ Management sold agency to Omnicom in May 1998 Early Years: VP,Account Supervisor,Account Supervisor,Account Executive (6/80 - 6/92) ❖ Led client teams to successfully manage client communications activity o Increased 3M business fourfold, increasing the agency's relationships from three to ten divisions. Helped launch and build some of 3M's most successful and iconic brands such as Post-it Notes,Thinsulate, Filtrete Furnace Filters, Scotch Tape and Buf-Puf Facial Sponges. o Helped pitch and land Marvin Windows,then built client loyalty into the single longest standing relationship (over 25 years) by helping the client go from also-ran regional brand to a top national brand. o Became part owner in the agency in 1987 , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ 63 a BACK TO TABLE OF CONTENTS o Agency management sold to London based Gold Greenlees and Trott in May,'1989 Education: BS in Marketing, Iowa State University MBA, University of St. Thomas Board Experience: Chairman,National Institute for Media and the Family, Minneapolis Board Member, Boy Scouts of America, North Star Council Board Member and Secretary, Community Facility Partners Passions: Golfing, Fly Fishing,Travel and Entrepreneurial Endeavors. References: Upon Request. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ 64 BACK To TABLE OF CONTENTS 11 FIRM PROFILE Baker Barr!105 Baker Barrlios Archltects,Inc. bft With offices in Orlando, Tampa, and Nashville, Baker Barrios Architects was 'rti;crsF g a established in 1993 with the vision of establishing legacy based on creative g Y excellence,innovative solutions and long-term relationships. Our experience includes a proven track record telling the client's story through '-' � placemaking,visual and creative design,production and project management and the provision of quality control while maintaining the project's construction on budget.As well as a high level of involvement and follow-through to the project's completion to ensure that the Owner's objectives are met and the integrity of design is maintained even after Owner occupancy. The strength of every firm is in its people. We realize that our firm's utilization a of technical resources and our ability to staff projects are always of priority to clients. Our staff of over 120 highly trained professionals is experienced in a variety of assignments for developers, corporations, health care providers, religious organizations,state and local agencies,and colleges and universities.Our professional staff provides full-service planning, architecture, interior design,and landscape architecture services. OUR MISSION To shape and inspire transformation one person,one project,and one community at a ClickI time.We shape the future by transforming present spaces into tomorrow's places. To"shape" is to influence how a place is perceived and experienced physically, More P intentionally, and psychologically.These elements are represented by the Ps of placemaking:presence, purpose and persona. /arcs lne I N'slllli r_ s ( 1 I 115 N.FEDERAL HIGHWAY INFILL MIXED—USE REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLC 65 BACK TO TABLE OF CONTENTS 11 FIRM PROFILE D1 Raker k_a r!105 ARCHITECTURAL DESIGN + MANAGEMENT Baker Barrios has developed a proven administrative and design methodology of participatory planning which involves the architectural and construction management team with all participants of the owner-user groups. Our Clients have applauded this process,affirming that this collaborative approach has resulted in the smoothest, most successful projects ever designed for their organizations. What distinguishes our design and management process is that it is not a single kick-off session, but rather a series of multiple day long workshops. We involve s the Owner/Users/Stakeholders in an energetic, imaginative and visionary environment that fosters creative solutions.The atmosphere is informal, encouraging communication, setting aside inhibitions and preconceptions,while creating enthusiasm and a shared mission. VISUALIZATION 0$ r We use story because it's one of the oldest and most powerful ways that humans 0 have to communicate with and understand the world. It governs how we do or don't see meaning,value, utility,and affordances in both ideas and things. Story 1S y�j structure and its underlying principles will help us build better projects. It's how we get your target audience to relate to your project. We visualize information to see patterns and connections that matter to our A client's story.Visualization is the art that allows us to focus on the information P that is important to the story. Our team uses Virtual, Augmented and Linear visual tools during the process. Combined with a series of design workshops, this has been a highly effective t r approach to maximizing participation, communication, and decision-making t��s1F"jri�sl� throughout the design process for the owner, users and design team. Our story telling visualization design approach is used in all our projects. 6tt`, t Clients, construction managers and consultants have found that our three- dimensional technologies and animations allow them to understand the project scope, design and building system details as it presents them with a "living and 1 w, evolving"depiction of the project. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUTIONS,LLC I 66 BACK TO TABLE OF CONTENTS ORGANIZATIONAL CHART Aft� E2L REAL ESTATE SOLUTIONS, LLC F-----' Baker Barrios The shape of things to come. -rLC`NG Nr; �ING waiter S0L,T N. Apwjv p moore 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 67 BACK TO TABLE OF CONTENTS TIM BAKER,AIA PRINCIPAL-IN-CHARGE With over 30 year of experience,Mr.Baker has the ability to translate Owners' needs into design F solutions that balance creativity,image and function with practical concerns of budget,schedule and operational goals.As Principal in Charge,Tim is responsible for the complete delivery of the project from concept through occupancy. He has provided design,planning,and development services for a variety of projects types. ti Relevant Experience Includes: OUC Corporate Headquarters ( Orlando,Florida LEED Gold Certified 274,900 SF corporate headquarter o[�ce building with 127,000 SF o[�ce space Education and 400 parking spaces. Master of Architecture Ohio State University, 1987 Boynton Beach Town Square Redevelopment ( Boynton Beach,Florida Bachelor of Science in.Architecture, Master planning and concept design of this 16-acre site in downtown Boynton Beach. The project Ohio State University, 1985 includes the renovation of the Historic Boynton Beach High School into a cultural center;residential and retail spaces,a hotel,playground,amphitheater;open spaces,parking garages,afire station arid a new city Hall with a new library. Professional Experience 32 years TheYard at Ivanhoe ( Orlando,Florida Mixed-use development containing 630-residential units with 53,000 SF of planned retail space, Registrations amphitheater,restaurants and I,146 space parking garage. NCARB Certified Boynton Beach City Hall & Library ( Boynton Beach,Florida Registered Architect Florida, New 4-story,205,760 Gross SF City Hall and Library building located within the new Boynton Beach AR 14098 Town Square Redevelopment Master Plan.The overall building organization is defined by a two-story atrium within a large curved building element,containing a main lobby/cafe combination use with a dual learning stair and core areas. American Music Resort ( Osceola County, Florida 75 acre development to include: 6-1 1 Hotels (2,000 rooms), 5 performance theaters, sports stadium, commercial, recreation, entertainment, retail and restaurants. The Plaza ( Orlando,Florida $75 million,21-arid 16-story mixed-use development featuring:39€3,796 SF of offlice space,a 12-plex movie theater;43,517 SF of retail and restaurant space as well as a 10-story, 1,400 parking garage. OneEleven ( Orlando,Florida 615,000 SF,31-story mixed-use high rise tower on a.67-acre site. The building includes 150,000 SF commercial offlice space, 164 residential units,retail and restaurant space and a 550 car parking garage. GAI Offices ( Orlando,Florida 105,000 SF,seven story offlice building with a:300-space parking garage. NASCAR Hall of Fame ( Daytona Beach, Florida Conceptual design for 120,000 SF entertainment complex featuring Interactive Exhibits Outdoor Thrill Ride, Retail and Restaurant. Strategic Facility Planning to Universal City Development Partners ( Orlando,Florida Prepared studies(the"Studies') For-three new proposed offlice building sites. 6al<er Qarrios , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTiONS,LLQ 68 BACK TO TABLE OF CONTENTS WAYNE D00NKELBERGER PRINCIPAL, PROJECT DESIGNER Mr.Cmnke|6ergerhas more than I| years ofexperience and leads avariety ofprojects,collaborating with clients and project teams to pursue new levels of design excellence. By adeptly blending conceptual design development with a mastery of detail and ][} visualization,Wayne integrate, complex program requirements to design buildings tailored to the needs and cultures of his clients. Relevant Experience Includes: C>UC Corporate Headquarter, | Orlando,Florida Education LEE[} Gold CertiFied 274.900 SF corporate 6eadquarterofhce building with 127.000 SF office space MustorofArchhouuro and 400 parkin8 spaces University ofSouth Florida 1999 Boynton Beach Town Square Redevelopment | Boynton Beach,Florida Bachelor ofPhilosophy Master planning and concept design of this I6-acrc site in downtown Boynton Beach. The project University ofSouth Florida inc|udesthe renovation of the historic Boynton Beach High School into acu|tura| centerrcsidentia| 1995 and retail spaces,a hotel,playground,amphitheater;open spaces,parking gar-ages,a Fire station arid a crew city hall with acrew library. Professional Experience The Plaza | Orlando,Florida Z1years $75million,2|-arid |6-storymixed-use development Featuring 398.796SFofofhcespace,a |2-p|ex movie theatei-,43,5 17 SF of retail and restaurant space as well as a I 0-story, �,400 parking garage. C>neBeven | Orlando,Florida 615.000 SF,]1-story mixed-use high rise tower on a.67-acre siteThe building includes 150.000 SF commercial office space. |64 residentia| units,retail and re$aurantspace and a 550 car parking garage. Boynton Beach City Hall & Library | Boynton Beach,Florida New 4-stnrX2U5.76UGross SF City Hall and Library building located within the new Boynton Beach Town Square Redevelop mentMaster-P|anT6eover-all building organization isdeFinedbyatwo-story atrium within a large curved building element,containing a main |nbby/carf6 combination use with a dual learning stair and core areas. Orlando Health Medical Office Building | Orlando,Florida 5-gnrX 150.000 SF medical office and surgery cen|erT6e $53.1 million Facility includes a9-gnrX kce-standin8.2.5UUcar parking garage. The\ardatIvanhoe | Orlando,Florida Mixed-use development containing 630-residential units with 53,000 SF of planned retail space amphitheaterrestaurants and � 146space parking garage. Orlando Ballet | Orlando,Florida 25.000 SF space to include:Ballet Studio,Main Hall & Box{}fhce.Gir:Shop,Lockerrooms classroom physical therapy,wardrobe and support space. NASCAR Hall ofFame | Daytona Beach,Florida Conceptual design for 120.000 SF entertainment cnmp|exreaturin8 interactive Exhibits DutdnnrThri|| RideRetail and Restaurant American Music Resort | Osceola County,Florida 75 acre development to include: 6-1 1 hotels (2.000 rooms) 5 performance sporil commercial,rccrca1inn entertainment,retail and restaurants. 11sw.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT | E2L REAL ESTATE SOLUTIONS,Ll | 69 | BACK ToTABLE opCONTENTS BETH BARTLETT LANDSCAPE DESIGNER i MASTER PLANNING Beth has over ten years experience with various projects working for public agencies and private- sector clients providing site planning and landscape design services. She has worked with multi- disciplinary teams through the design process,providing detailed construction documentation and construction observation services. Beth excels at site and master planning and takes a hands-on approach to delivering successful projects. Relevant Experience Includes: OUC Headquarters ( Orlando,Florida Hardscape plaza design Education Bachelor of Science Boynton Beach Town Square Redevelopment ( Boynton Beach,Florida Landscape Architecture Master planning and concept design of this 16-acre site in downtown Boynton Beach. The project WestVirgin.ia University includes the renovation of the Historic Boynton Beach High School into a cultural center;residential Professional Experience and retail spaces,a hotel,playground,amphitheater;open spaces,parking garages,mire station arid a I�years new city Hall with a new library. Holy Family Catholic Church Master Planning&Campus Assessment ( Orlando,Florida Developed options based upon the various workshops and Campus Assessment and took into account the various existing structures, parking capacities, future needs & programs and pedestrian circulation throughout the Campus. Diocese of Orlando,Consolidated Master Plan for Three Schools ( Orlando,Florida includes master planning and concept design for Bishop Moore High School (new 2-story 25,000 SF Field house),St.Charles Borrorneo (6,000 SF Admin.Bldg for School &Church),and Morning Star School (Classroom Building) Southeast Alabama Medical Center Health Sciences Campus Master Plan ( Dothan,Alabama The SAMC Health Sciences Campus is a two-phase Health Village,which includes medical facilities, research,residential apartments,Hotel conference center,retail and amenities.The space allows for future development as the campus grows. Flamingo Crossing ( Lake Buena Vista,Florida Meter plan for ICM..ir hotels: Sites H2, H3, H4 & RS in Reedy Creek Improveineni District. `.crape n l�.ides hardscape and landscape design for am nity areas Sarasota Quay ( Sarasota,Florida 15 acre mixed-use,waterfront development in downtown Sarasota.Sarasota Quay is planned for a mix of public and private uses including,but riot limited to,residential,office,medical,hotel,and retail, as well as civic,cultural,and recreational amenities,integrated open space features,and community- focused opportunities. 101 Eola ( Orlando,Florida Roof deck pool design,streetscape and landscape Dr.Phillips Performing Arts Center,Stage II ( Orlando,Florida Hardscape design Coca Cola Experience @ Disney Springs ( Lake Buena Vista,Florida Hardscape and landscape plans for a roof top planters and outdoor patio for themed building at Disney Springs that showcases the Coca Cola Brand. 6al<er Qarrios , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLC T BACK TO TABLE OF CONTENTS FINFROCK William i f b+, President As President,William Finfrock ensures that project goals and initiatives are met—from conceptual architectural and engineering design,through manufacturing and construction,to final certificate of occupancy.He is a key point of contact for the customer and works with all of FINFROCK's departments to ensure the project is running smoothly,and the customer is satisfied. Bill is a civil engineering graduate of Vanderbilt University with an MBA from The Crummer Graduate School of Business.He is a licensed professional engineer and certified general contractor.Founded in 1945 by his late grandfather;FINFROCK is currently the largest single source provider of precast buildings in the state of Florida. Project r 336 N Orange Apartments,Orlando,FL–Mid-America Apartment Communities. Currently under construction,FINFROCK is serving as architect of record,structural engineer of record,precast manufacturer,and design-build contractor for this 11-story,369- Years'Experience unit residential structure with attached 725-stall parking structure. 27 years Lake House, Orlando,FL–Alliance Residential Co. FINFROCK served as architect With FINFROCK of record,structural engineer of record,precast manufacturer,and design-build contractor 27 years for this 9-story,252-unit residential structure with attached 523-stall parking structure. Education Hyatt Naples,Naples,Florida—Naples 5th Avenue Hotel LLC.FINFROCK served Masters,Business as the design-build contractor for this 183-room waterfront,extended stay brand hotel with Administration,Crammer accompanying 242-stall,three elevated level garage.FINFROCK's in-house services included Graduate School of Business, parking consulting,architect of record,engineer of record,precast/prestressed concrete 1997 manufacturing and general contracting. Bachelor of Science,Structural FAMU Phase 1 Student Housing,Tallahassee,Florida–Construct Two Group. Engineering,Vanderbilt FINFROCK served as the architect of record,structural engineer,precast concrete University,1992 manufacturer&installer,and general contractor for this student housing project containing 717 beds in two"H"shaped residential structures. Professional RegIstration USF The Village Phase 1 and 2,Tampa,Florida--Capstone Development Partners, General Contractor,Florida, LLC.FINFROCK served as the architect of record,structural engineer,and design-build CGC 062745 contractor for this six-story,five building student housing project delivered in two phases General Contractor,Virginia, and totaling 2,150 beds. 2705093424A Juno Winter Park,Winter Park,Florida–Alliance Residential.FINFROCK served as Professional Engineer,Florida, architect of record,structural engineer of record,precaster,manufacturer,and design-build 60073 contractor for this 472-stall,6 elevated level,268-unit multifamily project. Project 370 Hotel, Orlando,Florida–Confidential Client.FINFROCK served as the Professional Associations design-builder for this hotel project consisting of 750 guest rooms and a 526-stall parking Leadership Orlando,Class 82 structure.FINFROCK's design-build services included architect of record,engineer of record,precast manufacturer,parking consultant and general contracting. Project 801 Hotel, Orlando,Florida–Confidential Client.FINFROCK served as the design-builder for two,high rise hotel towers consisting of 2,050 guest rooms and included two parking garage structures providing 1,384 parking stalls. FINFROCK's design-build services included architect of record,engineer of record,precast manufacturer,and general contracting. Northview Student Housing Apartments,Oviedo,Florida--AHG Group LLC. FINFROCK served as the architect of record,structural engineer of record and design-build contractor for this 600-bed project that includes 30 two-story townhomes,90 four-bedroom and 60 two-bedroom units. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLC 71 BACK TO TABLE OF CONTENTS FINFROCK, Kyle Myers, PE Director, Project As the Director of Project Development,Kyle Myers is the liaison between a project Owner and FINFROCK's Project Managers. His key role is to ensure that the firm's high standards of performance are maintained throughout a project.He is responsible for negotiating contracts and maintaining financial accountability through the duration of the project. { t, During the design phase of a project,Kyle works with the conceptual designers,architects and engineers to incorporate economical efficiencies in the overall design.Kyle oversees cost A estimates and the pricing of precast materials.During the construction phase of a project, he works closely with the Project Manager and Superintendent to ensure the goals of the Owner are realized. r , s Project r Years' Experience Juno Winter Park,Winter Park,Florida–Alliance Residential Company.FINFROCK 15 years served as architect of record,structural engineer of record,precaster,manufacturer,and With FINFROCK design-build contractor for this 7-story,268-unit residential structure with attached 472-stall parking structure. 15 years USF The Village Phase 1 and 2,Tampa,Florida--Capstone Development Partners, Education LLC.FINFROCK served as the architect of record,structural engineer,and design-build Bachelor of Science,Civil contractor for this six-story,five building student housing project delivered in two phases Engineering,The Ohio State and totaling 2,150 beds. University,2006 Masters,Business Project 370 Hotel, Orlando,Florida–Confidential Client. FINFROCK served as the administration,Crammer design-builder for this hotel project consisting of 750 guest rooms and a 526-stall parking Graduate School,2012 structure.FINFROCK's design-build services included architect of record,engineer of record,precast manufacturer,parking consultant and general contracting. Professional Registration Project 801 Hotel, Orlando,Florida–Confidential Client. FINFROCK served as the Professional Engineer,Florida, design-builder for two,high rise hotel towers consisting of 2,050 guest rooms and included 75621 two parking garage structures providing 1,384 parking stalls. FINFROCK's design-build services included architect of record,engineer of record,precast manufacturer,and general contracting. Port Canaveral Cruise Terminal 3 Parking Garage, Cape Canaveral,Florida-- Canaveral Port Authority.FINFROCK served as the architect of record,engineer of record,precast concrete manufacturer&installer,and general contractor for this 1,793-stall, 5 elevated level garage to serve the adjacent new cruise terminal. Cherokee Casino Parking Garage,Cherokee,North Carolina. -FINFROCK served as the parking consultant,architect and engineer of record and design-build general contractor for this 2,646-stall,5 elevated level parking garage serving the resort&casino with minimal interruption to the ongoing resort activity. City of Cocoa Beach Garage, Cocoa Beach,Florida.FINFROCK completed the design and construction of this 242-stall parking structure with 600 square feet of office space, enclosed restrooms,and exterior showers.The parking garage serves guests of the beach and nearby shops and restaurants. Kirkman Point II Parking Deck,Orlando,FL–Duke Construction LLC. FINFROCK served as the design-build contractor for this 1,236-stall parking structure. FINFROCK's design-build services included architect of record,engineer of record,precast manufacturer,parking consultant and general contracting. 101 Eola,Orlando,Florida—jack Jennings & Sons,Inc.FINFROCK's solution eliminated the need for below-grade parking and still allowed for 280 parking stalls on 11 elevated levels,146 condominium units,and 14,000 SF retail space.FINFROCK served as structural engineer,precast manufacturer and erector. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLC I 72 a BACK TO TABLE OF CONTENTS FUNFROCK-1,111 Kathryn Maluda Senior Project Manager As Senior Project Manager,Ms.Maluda oversees FINFROCK's Project Managers.She 11q, provides leadership in the operations of each project—from mobilization through certificate of occupancy and project close-out. MSR M" �1 She is a leader in the management of scheduling,permit procurement,consultant 0''; 1 coordination,budget control,and the inspection of existing projects. Ms.Maluda is also responsible for the management and training of FINFROCK team members on Primavera iP6 and PMWeb a project management database. Project r OF 608 XIV Parking Garage, Gainesville,FL.—FINFROCK served as the parking consultant,architect of record,engineer of record,precast concrete manufacturer and installer,and general contractor for this 2,037-stall,6 elevated level parking garage on an active university campus. Gramercy Woods Parking Garage,Jacksonville,FL.—FINFROCK served as the Years' Experience design-build contractor for this 1,833-stall,4 elevated level garage.FINFROCK's in-house 12 years services included parking consultant,architect of record,engineer of record,precast concrete With FINFROCK manufacturer and installer,and general contractor. Baptist Medical Center South Parking Garage,Jacksonville,FL. -FINFROCK served 12 years as the parking consultant,architect of record,engineer of record,precast concrete Education manufacturer&installer,and general contractor for this 1,274-stall,4 elevated level garage to Associate of Science,Building serve the surrounding active hospital campus. Construction,Seminole State Port Canaveral Cruise Terminal 3 Parking Garage, Cape Canaveral,Florida-- College,2013 Canaveral Port Authority.FINFROCK served as the architect of record,engineer of record,precast concrete manufacturer&installer,and general contractor for this 1,793-stall, 5 elevated level garage to serve the adjacent new cruise terminal. Professional Registration Cherokee Casino Parking Garage,Cherokee,North Carolina. -FINFROCK served as Notary Public Commission, the parking consultant,architect and engineer of record and design-build general contractor Florida,DD941794 for this 2,646-stall,5 elevated level parking garage serving the resort&casino with minimal General Contractor,Florida interruption to the ongoing resort activity. CGC 1524306 City of Cocoa Beach Garage,Cocoa Beach,Florida.FINFROCK completed the design and construction of this 242-stall parking structure with 600 square feet of office space, enclosed restrooms,and exterior showers.The parking garage serves guests of the beach and nearby shops and restaurants. Orient Road Parking Garage Expansion,Tampa,FL—FINFROCK served as architect and engineer of record;precast concrete manufacturer and erector;design-build general contractor;and parking consultant for this 1,062 stall,4 elevated level parking garage expansion for the adjacent hotel&casino. Orlando Health Team Member Center Parking Garage,Orlando,FL—FINFROCK served as the design-build general contractor for this 921-stall,5 elevated level garage designed for future expansion and serving employees of the hospital.FINFROCK's in- house services included parking consulting,architect of record,engineer of record, precast/prestressed concrete manufacturing and general contracting. Boca Raton Regional Hospital Parking Garage,Boca Raton,FL-FINFROCK served as architect and engineer of record;precast concrete manufacturer and erector;design-build general contractor;and parking consultant for this 970 stall,4 elevated level parking garage with a pedestrian bridge for the adjoining hospital. 4th and 5th Delray Parking Garage,Delray Beach,FL—iPic Entertainment. FINFROCK served as the design-build contractor for this 326 stall parking structure. FINFROCK's design-build services included architect of record,engineer of record,precast manufacturer,parking consultant and general contracting. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLC I 73 a BACK TO TABLE OF CONTENTS FINFROCK Chad Lytton Assistant General Superintendent Mr.Lytton oversees all of FINFROCK's parking garage projects and construction ` activities. All of the parking garage superintendents directly report to him,providing accountability for the project schedule and individual trades.He is responsible for the creation of job schedules and daily implementation of the schedule to ensure on-timedelivery.Accountable for being on-site throughout the duration of the project,he is also responsible for the primary upkeep of the job,quality control,and safety performance. Mr. ` ��1 Lytton monitors subcontractor scope adherence,performance,and overall workload x 4,. "N' company wide. Project ri MetWest Parking Garage,Tampa,Florida--Metropolitan Life Insurance Company. FINFROCK served as the parking consultant,architect of record,structural engineer and design-build contractor for two parking structures,a 1,195-stall,5 elevated level,and a 1,464- stall,7 elevated level expansion parking garage. Years' Experience 6 vears North Florida Regional Medical Center Parking Garage,Gainesville,FL— FINFROCK served as architect and engineer of record;precast concrete manufacturer and With FINFROCK erector;design-build general contractor;and parking consultant for this 846 stall,6 elevated 6 years level parking garage designed for future expansion on a busy medical campus. Education Orient Road Parking Garage Expansion,Tampa,FL—FINFROCK served as architect Bachelor of arts,Business and engineer of record;precast concrete manufacturer and erector;design-build general Management contractor;and parking consultant for this 1,062 stall,4 elevated level parking garage expansion for the adjacent hotel&casino. Orlando Health Team Member Center Parking Garage,Orlando,FL—FINFROCK served as the design-build general contractor for this 921 stall,5 elevated level garage designed for future expansion and serving employees of the hospital.FINFROCK's in- house services included;parking consulting,architect of record,engineer of record, precast/prestressed concrete manufacturing and general contracting. Project 664 Parking Garage,Orlando,Florida.FINFROCK served as the design-build general contractor for this 1,128 stall,five elevated level garage.FINFROCK's in-house services included;parking consulting,architect of record,engineer of record, precast/prestressed concrete manufacturing and general contracting. KCOM Clearwater Parking Garage,Clearwater,FL—FINFROCK served as architect and engineer of record;precast concrete manufacturer and erector;design-build general contractor;and parking consultant for this 1,318 stall,5 elevated level parking garage serving the adjacent college. 500 TownPark Parking Garage,Lake Mary,FL—Piedmont 500 TownPark LLC. FINFROCK served as the design-build general contractor for this 616 stall,three elevated level garage.FINFROCK's in-house services included;parking consulting,architect of record,engineer of record,precast/prestressed concrete manufacturing and general contracting. Boca Raton Regional Hospital Parking Garage,Boca Raton,FL-FINFROCK served as architect and engineer of record;precast concrete manufacturer and erector;design-build general contractor;and parking consultant for this 970 stall,4 elevated level parking garage with a pedestrian bridge for the adjoining hospital. 4th and 5th Delray Parking Garage,Delray Beach,FL—iPic Entertainment. FINFROCK served as the design-build contractor for this 326 stall parking structure. FINFROCK's design-build services included architect of record,engineer of record,precast manufacturer,parking consultant and general contracting. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLC I 74 a BACK TO TABLE OF CONTENTS r r r r Verdex Construction has quickly become a notable contractor in the State of Florida by building both ground up and renovation projects ranging from $250,000 to$100.0 million with bonding capability of$150,000,000 single bond and $250,000,000 in the aggregate. We were named 2020 Builder of the Year by AIA Palm Beach and ranked as the 9th largest South Florida General Contractor in 2021 by the South Florida Business Journal, with revenues at$160+ million. And while we plan for our growth to continue,we take great care to limit our work load so we can remain service oriented and responsive to our - -- owners. , M GA.... LLE."Ic, Verdex Construction is headquartered in West Palm Beach with NMI&�4 offices in Tampa and Gainesville. From day one,we have strived to - diversify our portfolio. We currently specialize in multifamily, senior {4 living, hospitality, commercial, industrial, education, public/ TAM.OFFICE institutional and tenant improvements. We are experienced build- ing in occupied and active spaces as well as other sites requiring WEST AR EACH HEADCHRS complex logistics. Our experience working with environmental is- sues is also an asset to some of our owners. In addition, our team is �T well versed in BIM projects and projects with Commissioning as part of their requirement. y g a� Verdex offers preconstruction, construction management, design-build, and general contracting services. We use the most current and comprehensive, yet easy to use, software to manage each facet of our construc- tion projects. Estimating-SmartBid; Project Management- Procore; Accounting-Sage; Scheduling- Microsoft Project. Our team of 79, including industry veterans with multifamily project experience, have worked together to build our culture of"Building Something Better" by being engaged, solutions oriented and unwavering in our commitment to our Owners. � st s , 115 N.FEDERAL HIGHWAY INFILL MIXED—USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC T BACK TO TABLE OF CONTENTS 0 VERDEX CONSTRUCTION REX KI RBY PRESIDENT & CEO �+�„r,�gg�y,g�^ ��ggggyy BACI�CI4OUN ` Rex is a 35+yea r veteran of the construction industry and has worked for only two other general contractors in the 30 years prior to starting Verdex Construc- tion in 2015. His most recent position prior to Verdex was as the President of the SE Region for Suffolk Construction, where he grew the division to$500,000,000 in � 33� annual revenues.Verdex Construction has grown to a mid-sized contractor with current annual revenues of approximately$140 million and is active in the hospi- , tality, commercial, multifamily, industrial and public sectors with a focus on CM at ,. Risk/Negotiated Projects. �,I` ��:� �aE '^, ACHIEVEIMENPT , Gator 100, OF (2020); Excellence in Construction Eagle Awards,ABC Florida East Coast Chapter(2019, 2018, 2017); 3rd Fastest Growing Company in South Florida, SFBJ (2019), 11th Largest General Contractor in South Florida,SFBJ (2019); Business of the Year Finalist,Chamber of the Palm Beaches (2018), Start Up Business of the Year, SFBJ (2017); Florida Companies to Watch Finalist, 2017, Economic Council of Palm Beach County: Board of Directors:(2007-current); Palm Beach County Building Board of Adjustments and Appeals (2015—current); Infrastructure Surtax Independent Citizen Oversight Committee Member(2017—current); City of West Palm Beach Development Services Task Force (2016);As- sociated General Contractors Board of Directors (2016—current); Chamber of the Palm Beaches,Trustee(2017—cur- rent), HomeSafe: President of the Board (2018-2019), Board of Directors (2009-Present), Gala Chair(2010-2012), "2019 President/Partner Palm Beach County" Apogee Award, South Florida Business and Wealth. PROJECTE PERIENCE Florida Marlins Park-Parking Garages, Miami Marriott Marquis, Miami Four tilt-up precast concrete parking garages as well 44-story, 313 key hotel with elegant lobby, meeting as six surface lots—along with retail space—for a total of rooms,two restaurants, cafe/sports bar, pool,spa and 1.9 million sf.The project ended 10%under budget and two levels of entertainment including golf simulators, through the implementation of local outreach programs, putting greens, a virtual bowling alley, billiard room and local participation was 30%, exceeding the City of Miami's 10,000 sf basketball court. Integrated 1,300 space podium 15% minimum. parking garage shared with Met II Wells Fargo Tower. Canopy Hotel,West Palm Beach Montage at Met III, Miami New 14-story hotel with 150 contemporary luxury rooms Luxury 31-story,462-unit apartment complex over Whole on top of three floors of podium parking with a grand lob- Foods and underground podium parking with 12 floors by, restaurants, rooftop lounge, spa and pool. and over 2,000 parking spaces. Fifth&Alton Retail and Garage, Miami Beach Met II Wells Fargo Tower, Miami Three levels of retail tenants with a six-level 520 space 46 story, 647-foot commercial office building over a 1,300 parking garage. space podium garage. LEED Gold. Sabbia Beach Condominium, Pompano Beach Santorini Apartments and Garage, Boynton Beach New construction of a 300,000 sf, 19-story, 68 unit luxury 226 luxury apartments in two six-story buildings with condominium building on the beach. Project includes 155 215,000 gsf plus a 325 space precast parking garage. space integrated parking garage and amenity spaces. Las Olas River House, Fort Lauderdale District Flats Apartments and Garage,West Palm Beach 42-story, 285 unit residential skyscraper and a five-story, Four-story,178 unit multifamily.Amenities include a 3,000 340 space parking garage. sf clubhouse with community room, management office, fitness center, meeting room, cyber cafe, swimming pool Centrepark Apartments and Garage,West Palm Beach and dog park.A three-level parking structure with 250 246 units in one 7-story building wrapped around a 428 p ces and a 2,700 sf of commercial space. space precast garage. Includes pool,fitness center, out- door gardens and club room. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I E2L REAL ESTATE SOLUMNS,LLC T BACK TO TABLE OF CONTENTS VENRON COSTRD,EX RON ZEGIELk. SENIOR ESTIMATOR/PRECONSTRUCTION SPECIALIST BACKGROUND With 38 years of experience in the construction industry, Ron brings a broad k t 1 range of commercial construction projects throughout Florida that include mu- nicipal, education, hospitality, garages, commercial, non-profit, retail, multi- family, and more. He is noted for finding VE solutions when no other option seemed feasible. RESPONS ILITIES Ron is responsible for working with architects during precon-struction to let provide value engineering options and analysis on best construction means and methods. He prepares estimates including bid strategy, developing and reviewing subcontractor scopes of work, analyzing quotes for best value, subcontractor coordination, and bid document compliance. Ron has also successfully achieved, and often exceeded any S/M/WBE and local preference goals requested. EDUCATION Associates Architectural Drafting& Design, New England Technical Institute Mechanical Drafting & Design, Western Illinois University PROJECT EXPERIENCE Pompano Pier Street Parking Garage, Pompano Beach Mirador Mixed Use Garage, Miami Design and construction of a 5-story, 635-space mixed- New construction of a four-story mixed use building in- use parking garage with large metal sails adorning the cluding six luxury apartment units wrapped around a 570 sides. It is a cornerstone piece of the new Pier Redevelop- space garage on an exceptionally tight site with complete ment area. Mixed-use with retail on the ground floor. utility package. Detailed maintenance of traffic plan creat- ed to minimize impact on heavy South Beach traffic. Florida Atlantic University Mixed-Use Parking Garage III, Boca Raton Holman Honda Dealership and Garage, Ft. Lauderdale New construction of a multi-story parking garage with Renovation of existing dealership added service bay 20 1,000 spaces and retail wrap with ability to convert to bays, added single deck garage with 50 space. classrooms on ground level. LEED Silver. Pines Lincoln Mercury Dealership with Garage, Nevada Street Parking Garage, Hollywood Pembroke Pines 297 space, eight level garage totaling 128,542 sf on tight New construction of a two-story 80,000 sf auto dealership site with detailed MOT plan. Features "Real-Time" Parking with 100 space parking garage, 25 bay service depart- Space Availability Counter System, ParkMobile and Pay-By ment, and sales/showroom. Building is precast concrete, Plate options and two electric vehicle charging stations. CMU, structural steel, exterior framing.Over six acres of LEED. site work including utilities, earthwork and paving. Whole Foods Market, Boca Raton Audi North Miami Dealership with Garage, Miami 50,797 sf shell construction and interior buildout in a Four-story prototype flagship auto dealership. Included a 175,000 sf lifestyle center with tilt-wall construction in- full development package, 50,000 sf of office and show- cluding a 20-acre site package. room area on ground floor and a 310,000 gsf, 890-car parking garage on top. Also included a 60 bay an automo- Pompano Senior Activity Center, Pompano Beach five service center complete with drive-through car wash. 8,000 sf senior activity center with various activity spaces, lobby, offices and bathrooms.Aflexible, multi-purpose 2020Salzedo Mixed Usew/Garage,Coral Gables event space and gallery will be included. Project will be New construction of a 16-story office/apartment tower. desi ned to achieve LEED certification. Consists of seven story, 566 space garage with 213 apart- ment units and 65,037 sf office space. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 77 BACK TO TABLE OF CONTENTS VERDEX CONSTRUCTION BRAD STULL CHIEF ESTIMATOR { BACKGROUND Brad brings nearly 20 years of experience to his role as Chief Estima- tor through a broad range of commercial construction projects throughout Florida including multifamily, hospitality, commercial and senior living. Brad's resume includes working as a lead estimator for vEac Kaufman Lynn, KAST and Boran Craig Barber Engel. PESPG MILITES Brad is responsible for preparing and presenting complete, accurate estimates including bid strategy, developing and reviewing subcontractor scopes of work, analyzing quotes for best value, subcontractor coordination and bid docu- ment compliance. He will also work with our Project Executive as part of the Purchasing Team. E'D ATIO /LIE SES Rose-Hulman Institute of Technology, B.S. in Civil Engineering; Engineer in Training (EIT) Certification. PROJECT EXPERIENCE Sabbia Beach Condominium and Garage, Pompano Beach Canopy Hotel,West Palm Beach New construction of a 300,000 sf, 19-story, 68 unit luxu- 150 key, 14-story contemporary luxe hotel on top of a ry condominium building on the beach. Includes 155 three floor parking garage with car elevators. Hotel in- space integrated parking garage and ample amenity cludes a grand lobby with very high-end finishes, rooftop spaces. Heavy sensitivity to environmental surroundings pool and restaurant. reflected in specialized exterior coatings and lighting. Santorini Apartments and Garage, Boynton Beach Centrepark Apartments and Garage,West Palm Beach 226 luxury apartments in two six-story buildings with 246 units in one 7-story building wrapped around a 428 215,000 gsf plus a 325 space precast parking garage. space precast garage. Includes pool,fitness center, out- door gardens and club room. District Flats Apartments and Garage,West Palm Beach Four-story,178 unit rental product with a three-level, Central Gardens Apartments, Palm Beach Gardens 250 parking space parking structure and 2,700 sf of com- 124 Luxury apartments in two four-story rental buildings mercial space and lower level attached garage with amenities Pompano Senior Activity Center, City of Pompano Beach Indigo Station Apartments, Deerfield Beach 8,000 sf senior activity center with various activity spac- New construction of 4 five-story buildings with a total of es, lobby, offices and bathrooms.A flexible, multi- 226 apartment units and a separate 9,100 sf retail build- purpose event space and gallery will be included. Project ing. Amenities include clubhouse with pool. will be designed to achieve LEED certification. 1000 North Restaurant and Offices,Jupiter Blu at North Bay,North Bay 15,000 sf two-story building with 9,800 sf exclusive pri- Nine-story apartment building with 286 units wrapped vate club/restaurant on ground floor and offices on sec- around a 400 space precast garage. Amenities included and floor. High-end wood finishes, bar,full commercial clubhouse and pool kitchen, specialty pavers and outside dining cabana. Summerfield Suites, Dania Beach Hyatt Place, Dania Beach New construction of 90,000 sf limited service hotel with w construction of 75,000 sf limited service hotel with 150 rooms,gym and dining room ooms and breakfast buffet area , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC T BACK TO TABLE OF CONTENTS VERDEX r CONSTRUCTION ALAN KAP LAN ' PROJECT EXECUTIVE slf,, BACKGROUND Alan brings a broad range of experience from his 30+years in the f industry including deep experience with multifamily, hospitality, „t stadiums, and a variety of renovation projects. He began his career in construction as a teenager when he worked for his uncle's resi- dential construction company. He enjoyed it so much, that he went to college for Construction and has worked his way up from Field { Engineer,to Superintendent,to Project Manager to his current po- sition as Project Executive. RESPOSIBIf ITES Alan is responsible for leadership and supervision of the day-to-day operations of projects. His oversight and direction includes Owner and Design team relations, procedural and process issues relating to all operational and schedule is- sues,financial reporting and control, overall quality and subcontractor performance. EDI. CATIO "LCEtSES B.S. Building Construction, Georgia Institute of Technology OSHA 30 First Aid/CPR PROJECFEXPERIENCE Palazzo Della Luna, Fisher Island Atlanta Marriott and Garage,Atlanta, GA 406,000 sf 10-story condominium with 50 luxury water- 47 story hotel with 1,853 keys and 8 major restaurants. front units that feature expansive balconies, private ele- Eight story garage with 1,000 parking spaces poured in vators, statuary book matched marble, large roof top IPE place. decks, stainless steel pools,spa and 90 underground parking spaces. Overcame difficult logistics getting mate- Canyon Ranch Spa&Condominium and Garage, Miami rial onto an island. High-end 37 story, 207 unit luxury spa and condominiums totaling 900,000 gsf. Includes 6 level poured in place park- The Shore Club Hotel&Condominium,South Beach ing garage with 450 spaces.Awarded ABC Eagle Award for 52 unit condominium, 5 beach cabanas and 85 key hotel. Projects &Awarded the Design Build Association Project Renovation of an existing historic beach hotel with one of the Year. 22-story and two 8-story towers totaling 453,000 sf with 12 custom pools. Marea Condominiums,South Beach 32 units in two 7-story buildings totaling 206,000 sf. In- Duo Condominium and Garage, Hallandale cludes a 5-story poured in place parking garage with 212 Twin 26-story towers with a separate 7 level precast spaces. parking garage. Le Meridien Hotel by Westin, Dunwoody, GA One Ocean Condominiums, South Beach 275 room renovation of existing "W" Suites to a Star- 50 units in two 7-story buildings totaling 277,000 sf. In- wood's 5-Star Le-Meridien—Includes new lobby and res- cludes a 100 space, 68,000 sf underground parking gar- taurant and extensive glass and skin renovation. age. Wynfrey Hotel at Riverside Galleria, Birmingham,AL Pompano Senior Activity Center, Pompano Beach 331 room renovation rebranding to a Hyatt. Includes ex- 8,000 sf senior activity center with various activity spac- tensive renovations to restaurant, lobby, pools, exterior es, lobby, offices and bathrooms.A flexible, multi- glass/precast/waterproofing.All work done while hotel ose event space and gallery will be included. Project stayed open. designed to achieve LEED certification. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC T BACK TO TABLE OF CONTENTS VERDEX ,, I CONSTRUCTIONWO 1 i �t EARL TRUXON SUPERINTENDENT BACKGROUND Earl has been in the industry for over 26 years. His experience includes both new construction and renovations of publicly and privately funded �,� , $ r � multifamily projects as well as hospitality, commercial and government projects. f ' PESPONSIBL[TES Earl has the overall responsibility for the execution of work in the field. He provides leadership and direction to the Assistant or Area Superintendents, Field Engineers, Carpenters and Laborers on the project. He manages the project site and logistics for safety, efficiency and cleanliness and organizes the trades to execute efficiently and safely while delivering a high quality project on or before the scheduled completion date. EDUCATION/CERTIFICATIONS Edinboro University of Pennsylvania—AA in Business Administration, Concentration in Construction Management OSHA 30 Hour First Aid Certification PROJECT EXPERIENCE Element Hotel, Philadelphia, PA Centrepark Apartments,West Palm Beach 51 story, 770,000 sf, 755 room dual branded hotel 276,000 gsf apartment complex with 246 units in one 7- complex. Project included a cast-in-place parking story building wrapped around a 428 space precast gar- garage with 1,000 spaces. Seven levels were under- age. Includes pool,fitness center, outdoor gardens and ground and two were above ground. club room. Abington House on the High Line, New York, NY The Oasis, EI Paso,TX 33 story tower with 39 residential rental units and Apartment complex consisting of 502 units, 10 buildings, retail space. Project included a prefabricated un- clubhouse and recreation area. derground parking garage with 2 levels and 200 spaces. The Mews at Princeton Junction, Princeton, NJ Apartment complex consisting of 636 units, 14 buildings, Philadelphia Family Court, Philadelphia, PA club house with pool,tennis court and playground. New construction project that included fourteen floors above grade with structural steel frame and Key Biscayne Yacht Club, Miami unitized curtain wall system.The construction in- Demolition of existing 25,000 sf building. Constructed cluded three subterranean parking levels of cast in new 56,000 sf building.This challenging project included place concrete and one mechanical penthouse installation of underground utilities in a low tide environ- level. ment. Extremely detailed interior work was required to meet the level of quality expectations. Warnock Village Apartments—HUD, Philadelphia, PA Ft.Lauderdale Airport Terminal Expansion, 842 total units including 410 townhouses and 432 Ft. Lauderdale apartments. Expansion and renovation of existing Terminal 4 at Ft. Lauderdale International Airport.This complex project Paschall Village Apartments—HUD, Philadelphia, PA included the addition of 500,000 sf and renovations of an 716 affordable housing townhomes that span 12 active airport terminal The work included extensive un- city blocks. derground site utility work and multi-level new construc- tion. *' brini College West Residence Hall, Exton, PA construction of a 800,000 sf,four level dorm. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ 80 BACK TO TABLE OF CONTENTS An Introduction to Kimley-Horn Overview and History Founded in 1967, Kimley-Horn is a full-service, employee-owned, multidisciplinary consulting firm offering a broad range of engineering, planning, landscape architecture, and environmental services to clients in both the private and public sectors. Over the years,we have grown from a small group of engineers and planners to one ofthe most respected consulting engineering firms in the nation—and a recognized leader in land development.Today, Kimley-Horn has over 4,100 employees in more than 95 offices across the United States and in Puerto Rico, offering a full range of consulting services to local, regional, national, and international clients. Engineering News-Record(ENR) annually compiles and publishes the rankings of the 500 largest U.S. design firms (architectural and engineering firms), measured by gross revenues. Kimley-Horn's sound growth and stability is reflected in its steady rise on ENR's top 500 list. The firm first appeared on the list in 1981, when it ranked 421st.In 2019, Kimley-Horn ranked 21st overall and 8th among the top 100 "pure design firms." This growth has been accompanied by a steadfast commitment to providing responsive client service and pursuing continuous quality improvement. In addition, ENR named iley- orn the 2015 Southeast Design Firm of the Year. The following awards provide even more insight into Kimley-Horn's culture: The firm has appeared on Fortune magazine's list of the 100 Best Companies To Work For 13 times:for six years from 2005 through 2010, and from 2014 through 2020. In 2020, we rank 16th. Ranked the #1 Civil Engineering Firm To Work For by CE News in 2004, 2006, and 2007. Kimley-Horn is the only firm to have been selected for this honor three times. Each year since 2008, Kimley-Horn has also been recognized by ENR as one of the nation's "Top Green Design Firms." More than 100 of our professionals across the firm have earned LEED accreditations. As consultants, we take pride in building real partnerships with clients. That means you get an expert Kimley-Horn team that delivers high-quality results on time and on budget, advocates for your best interests, and works closely with you and your entire development team throughout the site development process—from the earliest stages of due diligence and entitlements to construction bidding, inspection, and final punch lists. And because Kimley-Horn makes deliberate business-planning decisions on hiring, growth, and client selection, we remain financiallystrong, independent, and stable. Range of Services Kimley-Horn offers a broad range of engineering, planning, landscape architectural, and environmental services including: ■ Site civil engineering ■ Roadway and bridge design Stormwater management 0 Advanced traffic management systems Water/wastewater treatment and 0Areawide traffic signal systems collection systems ■ Parking planning and design Paving and drainage 0Public involvement programs Utilities 0Geographic Information Systems (GIS) ■ Land development services • Environmental permitting, assessment,and ■ Landscape architecture remediation ■ Urban design and planning • Wetland delineation, assessment,and ■ Predevelopment services mitigation ■ Comprehensive planning • Construction administration/observation ■ Permitting and approvals • Building structures ■ Transportation planning/engineering and • Surveying/platting traffic operations • Aviation planning and design , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLQ 81 a BACK TO TABLE OF CONTENTS Kimley)))Horn Joshua D. Horning, P.E., LEED AP Project Manager ,s Representative Experience JFK Medical Center Bed Tower and Parking Garage Additions,Atlantis, FL—Project x engineer. Kimley-Horn has been selected to provide professional civil engineering services for the addition of a new bed tower and the development of a parking garage that will serve Professional Credentials the JFK Medical Center in Atlantis, FL. This project involves a significant addition to the • Bachelor of Science, Civil existing emergency department, requiring the relocation of the ambulance drive, 18 intensive Engineering, Purdue care beds, and 54 acute care beds. This project also involves the construction of a new University eight-floor, 940-space parking garage. • Professional Engineer in Boynton Trail Center, Boynton Beach, FL—Project engineer. Kimley-Horn is providing Florida and California site planning and developmental services for this site located on the northeast corner of • Leadership in Energy and Boynton Beach Boulevard and Military Trail. Approximately 15,500 square feet of mixed retail Environmental Design was demolished to construct the most recent phase of work for this project. Phase one (LEED) Building Design and consists of a zoning administrative amendment to vest and permit the building at the far Construction corner of the intersection, which was previously occupied by wet retention area, and to depict on the site plan the limits of a central stormwater lake. Phase two consists of a zoning Professional Affiliations administrative amendment for the Goodwill scope of site plan changes, and Phase three • Member, American Society addresses the remainder of the master plan with new retail buildings. Kimley-Horn is of Civil Engineers(ASCE) completing the stormwater management calculations in conjunction with South Florida Water Management District(SFWMD)criteria. Special Qualifications • More than 17 years of civil Town Square, Boynton Beach, FL—Project engineer. Kimley-Horn entered into a public- engineering experience private partnership(P3)for the proposed development of Town Square which includes more • Extensive experience in than 700 residential units, a 120-room hotel, 80,000 square feet of commercial space, the project management of large renovation of a historic high school, an 110,000-square-foot City Hall/library building, parking and small land development garages, park and playground areas, and associated infrastructure. The proposed and infrastructure projects infrastructure included 4,850 linear feet of a new water main, 2,500 linear feet of a new • Efficient in construction gravity sewer main, a municipal lift station and a force main, reclaimed water main administration, and the extensions, district energy chilled water line routing; and paving, grading, and drainage design of water, sewer, and design. Kimley-Horn's tasks included conceptual civil site design to provide data for a drainage facilities guaranteed maximum price(GMP)contract,followed by final engineering design, planning services for the approved master plan and site plan approval, civil permitting, and construction phase services. Prior to joining Kimley-Horn,Josh worked on the following: Utility Undergrounding,Sunny Isles Beach, FL—Project manager for the conversion of existing utilities from aerial to underground. The scope of this project involved right-of-way (ROW)surveying; existing utility research and design coordination; and the consolidation of design plans for conduit installation for existing utility providers and for future use by the City for internal communications. The project involved significant trenching along a busy stretch of Collins(A1A)and requested that the need to repeatedly restore existing roadways and sidewalks be minimized. The team collaborated with City staff to facilitate easement agreements with local residents and businesses to allow for Florida Power and Light(FPL) equipment placement and energizing, as well as the Florida Department of Transportation (FDOT). Fresh Market Retail, Fort Lauderdale, FL—Project engineer. The team provided design, permitting, construction administration and certification services for this 2.3-acre commercial/retail development which included 20,000 square feet of retail with provisions for two outparcels. The project required close coordination with the City and the Florida Department of Transportation(FDOT)for offsite street and drainage improvements. X, 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT 2L REAL ESTATE SCLUTiO S,LLQ 2 a r, U A ti{'_'` BACK TO TABLE OF CONTENTS Kimley)))Horn Adam B. Kerr, P.E. Transportation Engineer Representative Experience Florida Atlantic University(FAU) Parking Garage III, Boca Raton, FL—Traffic and si nalization engineer. Kimle -Horn provided civil engineering and regulatory permitting Professional Credentials for this 943-space parking garage on FAU's Boca Raton campus. The garage is located • Bachelor of Science, Civil on the north side of the campus and provides parking for the stadium, as well as heavily Engineering, Clemson utilized student areas such as the student recreation and fitness center. Our services University included site layout, drainage design, utility relocation, new traffic signal design, and • Professional Engineer in grading design. Florida and Alabama Delray Square Plaza Redevelopment, Delray Beach, FL—Project engineer. Kimley- Professional Affiliations Horn is providing a full array of consulting services for the existing Delray Square Plaza President, Palm Beach located at the corner of Atlantic Avenue and Military Trail in Delray Beach. The • Planning Congress redevelopment of the 35-acre site consists of the relocation of the Publix grocery store, construction of new retail spaces and two new outparcels, and the reconfiguration of the Special Qualifications existing parking areas. Kimley-Horn is responsible for developing the site layout, • More than 17 years of stormwater and drainage design (StormTech underground chambers), and utility and experience in transportation grading design. Our team is assisting with obtaining approvals from the South Florida planning and traffic Water Management District(SFWMD), City of Delray Beach, Lake Worth Drainage engineering gained through District(LWDD), Palm Beach County Health Department, and the Florida Department of a variety of transportation Transportation (FDOT)for turn lane design and permitting. The project team is also planning projects, including responsible for site planning and site plan processing with the City of Delray Beach, traffic impact analysis(TIA), landscape architecture services, and is currently providing construction phase services. Florida Department of Transportation (FDOT) Resorts World Miami(former Miami Herald site), Miami, FL—Transportation action plan analysis, data engineer. Kimley-Horn is providing site/civil engineering, environmental, and ongoing collection coordination, and traffic engineering services for the 14-acre bayfront site that previously housed the computer modeling Miami Herald newspaper at 1 Herald Plaza in Miami. The proposed project includes four • Has experience in traffic new hotels with more than 5,000 rooms and two residential towers featuring up to 1,000 signal design across multiple units; a luxury retail galleria; a 3.6-acre rooftop lagoon and natural sand beach; more jurisdictions in Florida than 50 restaurants, lounges, bars, and nightclubs; a high-tech multimedia • Experienced in development entertainment area showcasing the music and culture of Florida and South America; and of regional impact(DRI) 700,000 square feet of convention and meeting space. The resort will help develop the analysis and project three-mile BayWalk,which highlights a 150-acre leisure and entertainment area in management throughout the downtown Miami. Kimley-Horn's tasks include due diligence; parking studies; state of Florida underground utility design; preparation of a Special Area Plan(SAP)traffic study • Proficient in highway consistent with the City of Miami 21 Zoning Code; and environmental site assessment capacity software, Synchro, (ESA)and potential remediation planning, including contaminant delineation,water and Florida Standard Urban quality evaluation, and quarterly groundwater monitoring. Transportation Model System(FSUTMS)traffic Sheridan Stationside Village, Hollywood, FL—Project engineer. This transit-oriented modeling development is located on the southwest corner of Sheridan Street and I-95 adjacent to the Tri-Rail station. The project included more than 1,000 residential units, 300,000 square feet of retail space, a 150-room hotel, and 300,000 square feet of office space. Kimley-Horn's services included the preparation of a traffic impact mitigation (TIM) plan for the associated land use plan amendment(LUPA)for the site, Florida Department of Transportation (FDOT) approvals, parking demand projections, and site circulation design. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTiONS,LLQ 83 BACK TO TABLE OF CONTENTS r Professional Profile Affiliations or Memberships During the past 35 years,Keith O'Donnell has established himself as one of the 2oi r Palm Beach south Florida Business Journal Ultimate CEO Award Winner top commercial real estate specialists in the southeast United States. In October City of Delray Beach's Mayor's Congress 2012,Mr.O'Donnell joined Avison Young,as a Principal,along with 27 former Avenue Task Force(MCAYF)Executive Committee Codina/Flagler Real Estate Services executives and employees. Avison Young has Boca Raton Regional Hospital Board of now grown to 8 offices in Florida with approximately 65 brokers and 84 offices in Trustees Member North America and Europe. Boca Raton Downtown Vision Committee Former Chairman Prior to Avison Young,Mr.O'Donnell served as an Executive Development and Boca Raton Planning and zoning Board Marketing Officer for Arvida Development and was Senior Managing Director Former Board Member of Codina/Flagler Real Estate Services for 20 years,where he managed a team Greater Boca Raton Chamber of Commerce Past Chairman of the Board of commercial asset specialists whose mission was to design and execute value Connected warriors Inc.Board Member enhancing real estate activities for national and international clients. Mr.O'Donnell has been responsible for over$6 billion of transactions during the past 35 years including several notable regional transactions. These transactions include: 635,000-square-foot Build-to-Suit for Office Depot's Global Headquarters in Boca Raton and subsequent sale on behalf ofTIAA-CREF 310,000-square-foot headquarters for NCCI development and sale Repositioning and sale of Mizner Park,an 825,000-square-foot mixed-use CONTACT DETAILS: complex on behalf ofTIAA-CREF Direct: 561.893.7011 Transaction and advisory services for the Research Park at FAU and over Mobile: 561.445.8107 3.5 million square feet of business park transactions for IBM and Siemens keith.odonnell@avisonyoung.com throughout the Southeast United States 1875 N.W.Corporate Boulevard Lynn University masterplan,the development of the LEFT)Gold Certified Suite 280 Lynn Financial Center,and acquisition services for the Lynn Cancer Boca Raton,FL 33431 Institute U.S.A. Other significant recent assignments include: Sale of Ocean Breeze for$24 MM on behalf of Lennar and Wells Fargo Repositioning the 43-acre former Office Depot Campus in Delray Beach "BEST o for a mixed-use development on behalf of Aegon ® 2',COMPANIES Rezoning and redevelopment leadership of over 1,000-acres in northwest Boca Raton resulting in 2,500 apartments and 70,000-square-feet of retail uses avisonyoung.com The District at Downtown at the Gardens office ©2018AvisonYoung-Florida,LLCAll rights reserved . Sale of $18 MM land assignment In downtown Boca Raton E.&o.E..The information contained herein was obtained from sources which we deem reliable and,while thought to be correct,is not guaranteed byAvison Young. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTlIONS,LLC I 84 ar, UAti{'_'` BACK TO TABLE OF CONTENTS ►ARNAUD K RSENTI 1 T P I T A L Arnaud Karsenti is the Managing Principal of 13th Floor Investments,a real estate investment and still\S�rrl} development firm based in Miami.Florida.Since inception,13th Floor has acquired developed,and managed nearly 52.1 Gillian an real estate assets.The firm adheres to a value investing phikasaphy and seeks opportunistic risk adjusted returns for its investors. 13th Floor has been active across the broad real �4 estate spectrum,ranging from distressed residential assets to condominiums,multi-family, and single family homes.Today,the firm is mainly focused on mixed-use residential developments and expanding its home UIh1 rt } building business 13th Floor Homes. r��l�lhil\ lr rel!�r r rl Mr: Karsenti is primarily responsible for the general direction of the firm's investment strategy as well as its }� overall capitalization. 1 3t Floor manages capital through a series of discretionary private equity funds, which consist of private and institutional capital. In addition,the firm enjoys longstanding partnerships with best-in class capital partners across the United States.Given its unique role as both operator and capital partner,13th Floor prides itself or being a great partner to a wide range of players in the real estate industry.This reputation has allowed I3th Floor to expand geographically as well as across a wide range of asset classes. PHONE 786.220.0462 EMAIL a';av' entr@ ti}#r,crrm Pnorto founding 13th Floor,Mr. Karsenti founded Coll'egeboxes,the notion's leading college-based shipping and storage company;which was acquired by U Haul in 2DJ4.Mr. Karsenti began his real estate career by knocking on doors in Miami's urban core where he assembled a portfolio of pro-perties which ultimately lead to forming 1 3th Floor.Mr. Karsenti is also active in the community—he is an active member of the Young President's Organization IYPOj and sits on the executive board of the Greater Miami Jewish Federation.Mr.Karsenti graduated cum laude from the Pratt School of Engineering at Duke University,with a dual degree in Mechanical Engineering and Fconom cs,and holds an MBA.from the Harvard Business School. RYA. SHFON CI.I F A�,''14,1, 0 F P CrjR PRH-C 1A,_ As Chief Financial Officer of 13th Floor Investments,Daryl A.Shevin,CFA.,oversees all financial, q operational and accounting aspects of the firm and its investment vehicles,inclusive of all debt and equity Fi ,, tea's structures. Mr.Shevin is responsible for ensuring that 13th Floor's stakeholders see timely returns on their investments as well as building and fostering the firm's strong financing relationships. Mr Shevin has over 18;dears of expenence in the finance and investment industry. Elll rt �a rp rt F Under Mr.Sh3evWn's leadership; 13th Floor has been successful in the closing of over BQO million dollars of ross d0+vehicles. Mr.Shevin also leads 13th Floor's Investor debt and 600 million dollars in equity ac Relations team,which administers and reports on the firm's S2.1 Billion portfolio in real estate asset value. s Among Mr.Shevin's mayor achievements include securing$95 million in financing for the Harbour a tvvrn- tower;42 unit luxury waterfront condominium located in North Miami Beach,,,the closing of a$76 million construction loan for 1010 Brickell,a 337-unit luxury residential tower;and facilitating a S50 million loan for Motion ofercleland,a proposed 294-unit,hugl7-end rental community in South Miami. Prior to joiniing 131h Floor in 2010,Mr.Shevrn was the CFO/COC)of White Barron Asset Management,an PHONE 786. J?t, 04 6 7 asset manager focusing on the asset-backed bond market. Mr.Shevin began his career as a fund EMAIL d.M;,w, n@ I3i .,,rtr+r administration supervisor at Kaufman,Rossin&Co.and also served as the head fund accounting manager at United Capitrol Asset Management. Mr.Shevrn was named CFO of the year in 2012 by the South Florida Business Journal. He has beer)a CFA charier holder since 2006 and received his bachelor's degree from the Warrington School of Business at the University of Florida. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTlIONS,LLQ 85 BACK TO TABLE OF CONTENTS ,., Ts I IrjSlD '-- T I T A L Aaron Stolear leads 13th Floor Investments Public Private Partnership I1`3)vertical.As part of his responsibilities,he oversees Link at Douglas.Link is a 1.51A SF transit oriented development with residential,office,retail and public infrastructure components.Prior to joining ?3rh Floor,Mr.Stolear worked in Project Management&Execution at ExxonMobil Development Company.There,he worked on multi-billion dollar infrastructure projects ranging from oil production fool&es in Angola to a residential building campus in Iraq.During his time at ExxonMobil he held a variety of project management functions and positions. Mr.Stolear graduated as Magna Cum Laude in Civil Engineering from the University of Florida and holds r k i on MBA from Harvard Business School. F ks l a- PHONE 786324.1596 EMAILVAIRWAINB I/—% EK Yair Wainberg joined 13th Floor in 2017 as Associate Vice President of Acquisitions.He was previously a Director at Property Markets Group in Miami,where he Worked in acquisitions,deal structuring,and tC development finance in an array of multifamily and condominium residences in South Florida valued at over S' billion.Yoir also worked in J.P. Morgan Private Bank,helping manage a portfolio of over S4 billion in AUM from Latin American ultra-high-fret-worth individuals,and in the Revenue Management division at LAN Cargo(now LATAJA Corgo),a cargo airliner. s 1� Yair was born and raised in Venezuela and speaks English;Spanish and Hebrew. He holds an Industrial Engineering degree from Penn State and an MBA from Harvard Business School, PHONE 786 429 t 6.441 EMAIL ywcjlnbE g@ 1rr o�a:rn; X, 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE S LLITj S,LLC I 86 a r, U A S{'_'` BACK TO TABLE OF CONTENTS Ms. Nelson has more than 30 years of experience in public involvement, public relations, business development strategies, and events management. Ms. Nelson specializes in developing and implementing strategic marketing plans, building community alliances, and public involvement. Ms. Nelson has worked for the Florida Departments of Transportation and Environmental Protection The Florida Consortium of Urban League Affiliates South Florida Water Management District, AACEOM,The Cities i of West Palm Beach, Pahokee, Delray Beach, Riviera Beach, Ft. Lauderdale, Overtown, and Lake Worth, as well as major County projects such as the Palm Beach Outlets and the Palm Beach SOPHIA A. NELSON County Convention Center Hotel. Chief Communicator, BOYNTON BEACH TOWN SQUARE / BOYNTON BEACH, FL S.A. Nelson &Associates For this unique public-private-partnership, Sophia is team E sanelsonassociates@gmail.com lead on both public involvement activities and the Boynton Beach Building Wealth program, designed to encourage YEARS OF EXPERIENCE local hiring.The entire downtown is being recreated. Marketing/Public Relations: 20 ALLEGRO BOCA/ BOCA RATON, FL Government Relations/Public Involvement: 20 This project requires community involvement and acceptance for Events Management: 20 a new senior living facility. Sophia provided quality control on all SAN activities. EDUCATION CATION RIVIERA BEACH HOUSING AUTHORITY / RIVIERA BEACH, FL S/ PhD Candidate (Abd), Walden University M/WBE, Community Outreach and Labor Force Tracking -Sophia is currently responsible for managing the local preference and Master of Science, University of Alabama local hiring initiative and coordination of community outreach events such as local force job fairs and prime/subcontractor Bachelor of Science, outreach meetings. Bethune Cookman University PALM BEACH CONVENTION CENTER HOTEL" WEST PALM BEACH, FL BASIS FOR TEAM SELECTION S/M/WBE, Community Outreach and Labor Force Tracking - Statewide relationships with Elected Sophia was responsible for managing the local preference and Officials, Community and Civic hiring initiative and coordination of community outreach events Organizations, and Focused on innovation, such as labor force job fairs, prime/subcontractor outreach creativity, and complete customer meetings, and prime and subcontractor website creation for hiring satisfaction. and work-related tracking. PALM BEACH OUTLET MALL DEVELOPMENT WEST PALM BEACH, FL Public Relations, Event Management and S/M/WBE and Community Outreach -Sophia was responsible for managing the local preference and local hiring initiative, coordination of community outreach events, media placement, promotions, and public relations activities. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLQ 87 a BACK TO TABLE OF CONTENTS Charisma Adams offers extensive experience in construction administration, project management, marketing and communications, public involvement, government relations, and event production. Mrs. Adams specializes in stakeholder management and development activation strategy focused on building bridges between community benefit and private interests. Town Square, Boynton Beach: Outreach that engages and maintains relationships with the community and stakeholders CHARISMA ADAMS through community meetings, site activities, vendor fairs, flyers, website, direct email, newsletters, and presentations. Project Manager Implement a construction local contractor, vendor, supplier, S.A. Nelson & Associates and subcontractor outreach program that links contractors, E charisma@sanelson.co local vendors/suppliers/subcontractors, and business development support programs to create economic YEARS OF EXPERIENCE CE opportunities. Marketing/Public Relations: 10 Government Relations/Public Anchor Site,West Palm Beach: manage multiple teams, Involvement: 10 partners, and programs to organize an ecosystem of economic Events Management: 10 development that connects residents, businesses,job seekers, EDUCATION vendors, and subcontractors, and informs stakeholders and decision-makers. Outreach that engages and maintains Business Administration - University of relationships with the community and stakeholders through Florida community meetings, site activities, vendor fairs, flyers, website, direct email, newsletters, and presentations. Atla West, Delray Beach: Community Outreach, Public Meetings, Public Relations, and Event Management. BASIS FOR TEARA SELECTION Statewide relationships with Elected Healthier Neighbors,West Palm Beach: Event planning and management services for a grant funded targeted event, Officials, Community and Civic including concept design, budgeting, marketing and public Organizations, and Focused on relations, program development, vendor management and innovation, creativity, and complete customer satisfaction. contract negotiation. Christ Fellowship Church, Palm Beach County: Construction administration services for all new construction including concept design, budgeting, team relations, program development, vendor management and contract negotiation. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 88 a BACK TO TABLE OF CONTENTS t State whether the proposed project is confined to the property offered by the BBCRA or if it utilizes adjacent property. If the latter, specify the location, size, use, level of control/commitment of such adjacent property to be included in k: the proposer's project and provide documentation evidencing site control or contractual commitment. If adjacent properties intended to be included in the project are not under the proposer's control, the proposal should include: s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LL89 c BACK TO TABLE OF CONTENTS a PROPERTYAND PROPOSED CONCEPT (1)A base proposed concept assuming only the offered BBCRA property; and, Adhering to the RFP and for completeness to assist the BBCRA committee,the team has prepared numerous concepts to illustrate openness and flexibility to work with the BBCRA to achieve the highest and best use Master Plan.The concepts are divided into the two categories;Category(1) Illustrating only BBCRA property, assuming the Oyer property closes per Purchase and Sale agreement, and Category(2) Illustrating the vision with adjacent parcels under control (pending award and final negotiations). The E2L team, uses current market analysis to ensure a feasible Master Plan can be both presented to the BBCRA board and built. Both categories of solutions incorporate the creation of structured parking garage (in compliance with the current City parking ordinance) to facilitate density and sufficient ground space to maximize street activation. Being a prominent intersection in the city, the team has evaluated plans that will work with or without neighboring land use outside of BBCRA control. The parking garage would vary in height depending on the concepts below described further in section "h." Both categories include 3 variations of concepts, all constituting mixed-use developments, with the goal to enhance the park space and a larger area to accommodate outdoor activities, with outdoor dining and shaded seating. As was the case when completing the design for the Boynton Beach Town Square, the initial concept went through many iterations with lots of from input stakeholders to best design the final composition of the project. E2L understands and appreciates the time and effort required to garner proper input from multiple parties both public and private and will continue to build upon the proven process conducted at Town Square. E2L confirmed with the Planning and Zoning department the guidelines for computing the site's maximum density(using 80 units/acre), and only being able to use the parcels that are being rezoned for contributing to the tally, with both plans abandonment and dedication of the NE 1st Ave ROW and including the NE 4th SLeet ROW for density dedication (remaining open to North and South traffic) Using density from only the BBCRA property, including the City ROW's E2L is using 257 units for Maximum density, as shown by red hatching area below. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLC 90 0'A BACK TO TABLE OF CONTENTS PROPERTYAND PROPOSED CONCEPT CATEGORY (1 : Base--p roosed concepts using only BBCRA Owned land (MAX DENSITY 257 units) M77,77 3 gyp" 3I t " ,...f "... � .$:'•ass .. ,". .�..x.». , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUMNS,LLC I 91 BACK TO TABLE OF CONTENTS PROPERTYAND PROPOSED CONCEPT (2) a proposed concept assuming the inclusion of the additional adjacent property. E2L has met with the three adjacent land owners in which the BBCRA does not have control; [209 N. Federal, 101 N. Federal and 510 E Boynton Blvd], and has received verbal commitments of their interest to work with E2L should it be awarded the project. The proforma incorporates a cost to acquire and/or include the respective properties and businesses into the new spaces considering phasing to keep businesses open, only disclosed in confidential documents. Verbal communication by David Camilier to enter the deal with the awarded proposer is based on rational that being part of the larger plan would accommodate the highest and best use for that property. Including lands adjacent to the BBCRA properties increases the total contributing area to approximately 346 units.This excludes the gas station at E. Boynton Blvd and Federal Hwy's SW corner, and Deway Park at the opposite corner at Ocean Ave and NE 4th Street. CATEGORY (2Assuming Inclusion of Additional Adjacent Propertyy_(MAX DENSITY 346 units) �44 71� Z 2" A, 7,v .......... `7- 7" 4 z L ft7 rl R, J7 Appro x 4�325 acres j ; @ 80 units/acre 346 ij r,z S*J��o t, 7 ........... 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 92 BACK TO TABLE OF CONTENTS PROPERTYAND PROPOSED CONCEPT E2L has met and discussed with Kim Kelley owner of Hurricane alley of the plan to building and maintain parking first to allow business to remain operational and allow opportunity to move into new retail located immediately North of alleyway of her current location. The plan works with all other retail for follow on sequencing of South Block redevelopment with iconic hotel corner to the East and Activated Park and future Railway stop to the West. If the proposer wishes to propose variances from orchangestothe requirements of the Land Development Regulations or the City's Comprehensive Plan, the proposal should include: (1)A base proposed concept without the proposed variances or changes; and, (2) a proposed concept with the proposed variances or changes. There are currently no variances being considered from the City's current Land Development regulations. All buildings are below the maximum height of 15 stories. Wrapping of the Parking garage on the West facing the Train tracks is currently being proposed.The East faced will Be mostly covered by the residential Building with green and/or screening to Be detailed in latter stage. The North and South facades will host Retail signage and tastefully blend with residential elevations. The team plans to review aesthetics with the BBCRA, and various City departments for input to ensure approvals as appropriate through the site planning process. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 93 0'A BACK TO TABLE OF CONTENTS t Provide a Construction Staging and Sequencing Plan including nature and timing of on and off-site impacts. Vehicular and Pedestrian Traffic Analysis and . g p Y Plan for the proposed development demonstrating the proposed project would not cause unreasonably negative traffic impacts in the context of the Downtown District environment, and any modifications or improvements required to mitigate such impacts to maintain the integrity of the downtown traffic system, which, subject to City approval, would be the responsibility o the developer to fund as part of the project. s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LL94 Q BACK To TABLE OF CONTENTS a CONSTRUCTION SCHEDULE Included in this section is a preliminary schedule with time taken to prepare a realistic schedule that the team believes can be executed based on previous experience. The team fully acknowledges the tentative Dates set forth in the RFP (subject to change) and appreciates the 1313CRA's attempt to move the process along. As such, we have provided a schedule that allows for a longer front end for Development agreements to move through numerous commission meetings.The site planning knowing various parties and legal council will need to be involved. Similarly,the rest of the schedule provides an accelerated approach to deliver the buildings as completed at the Town Square with various teams working simultaneously where applicable. See Schedule attached below. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 95 0'A BACK TO TABLE OF CONTENTS N O F UJ � Q Y v O z C7 a y w � m � � rn � N Q� OF z �Wu O 0 QJ W Z Nw z Wo Ww w U C7 O N _W o G K F° K V x 3 ,�$1w� U Z d Q C7 T 4 ,at.,c_:. Z f7 Q Q n ❑ O o Q K 3 ❑ � J a c o N z ; o o o W u C7 a a C N O T Z'o OO zo ❑ Ov Gi V' K 1 m z d Zw_ C7 z ..W: .....z_.{g...ua... m Z J m ¢ O m y ❑ roll N K Q c p Z W K L W z v C7 7 O z r z m z K E w O w - a O C7 z C�7 w Cz7 a w LJ Z 00 ❑ n: . � m LIL}1I 0 < i zO o 0 Gy ❑ U oK < _ma ❑ � 0 a a� ..ro d m (O HHHH a 11112 a'a a a a'a a a a'a m LL x x x x LL x x x x x x x .. a',N m NNr NN ' 'o2 A , 0,q z " a2 o,o N LL N o m r tf ch $ 6 6 6 $ 2 d o o z z 2z a a E o N N N N N o 0 a� E c x � Y p r W w x _ r (Do 45 F Kyo oa Lu O u0 Qv �y�a� km�,� NF ~0❑ o k � N Z .W wKwa 45 zm,� m ° J ° 0 a 0° o z E.°° w w N ❑ W ❑ o °a(6i (6N❑ OU � W❑ o � w. w. ❑w OU ❑w 0 (6 � Q Q � LL d d a d d d a d a d d 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 96 BACK TO TABLE OF CONTENTS CONSTRUCTION STAGING AND SEQUENCING The E2L team started the Master Planning process considering how to keep the downtown businesses open throughout the construction process. Options for relocation into the new spaces once occupiable Will accommodate follow-on phases to occur. Having spoken to all retail businesses that will be directly impacted, EL has verified interest with this approach. From the BBCRA perspective, wanting to ensure existing buildings can be vacated in a timely manner for follow-on development is critical.The entire team will have safety as a top priority, with our constructor maintaining proper sidewalk protection and traffic control measures using best practices. Fencing will be used to divide the work areas from pedestrian accessible space, while also keeping roads open for delivery trucks to access current businesses. Once all work is completed the goal of making the 115N Federal Block pedestrian friendly will require some considerations for time restrictions on deliveries that will work with new and existing businesses. This idea has been discussed with Kim Kelly of Hurricane Alley and was appealing as it assists with planning and managing the receiving goods and merchandise on a more consistent basis. In turn this would allow the alley way to ultimately become a safer pedestrian walkway at selective peak times. The key aspect to ensuring proper sequencing is accomplished is by maintaining sufficient parking available for all patrons. With coordination and lots of communication, the team was previously able to keep the Children's Schoolhouse Museum open during full construction of the Town Square project. Once work was completed, the Museum was able to experience an increased volume of patrons and overall visits. Further below in this Section, a pre-liminary phasing plan illustrates how the team can sequence work. An absolute critical part of this design to secure financing for private sector work is having parking available. This proposal considers various options to finance the garage to increase success of project outcome. See Phase Plans below The Preliminary Phasing Plan consists of 5 Phases. Yellow arrows show the access points for the public and business deliveries with red arrows ect highlighting access for construction personnel, s Phase Physes material delivery and heavy machinery accordingly. Phase Phase 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 97 0'A BACK TO TABLE OF CONTENTS CONSTRUCTION T ISEQUENCING Kase 1 is the first subphase where the construction of the separate structured parking is completed to facilitate existing parking freeing - the dependency on the current parking lot at 115 N Federal dock. This Will require communication and temporary signage in advance to let patrons C ; Phi know of new parking location, but is a cost- 1E effective and feasible approach to keep existing businesses open in place with minimal disruption. �. The alley way will be kept open and flagging will be used when the alley is needed by keeping 1 lane open for delivery traffic. �t z na Phase 2 is the second su phase that switches ConslrijGtion Traffic Public Access over construction of residential tower with first floor retail space to accommodate the relocation of existing businesses on the South block fronting Ocean Ave. The Staging and Storage will be moved to the NW corner ground floor �P = under the parking garage if other neighboring properties are not available bythattime. Ideally, if sJs agreements to relocate the ACE hardware can be made accordingly, staging could also be moved to the middle of the North Plock fronting Boynton Beach Blvd. _ I 77 ,n - Y , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUTlIONS,LLC I 98 a BACK TO TABLE OF CONTENTS CONSTRUCTION T ISEQUENCING Kase 3 & 4 are the follow-on phases that focuses on the North and South Blocks. The phases are interchangeable for sequencing. Work on the hase North dock can start after Phase lb is complete and 3 ; if an agreement is entered into With ACE Hardware to relocate accordingly. Similarly, the South Plock fronting on Ocean Ave Will be able to start Work once tenants are relocated, leases terminated and buildings are vacated. The phases can occur " simultaneously if both properties are available. Staging and storage areas Will depend on What areas are available. It is likely that a nearby lot Will - be secured for temporary storage and staging �t, given the tight access and existing operations. Phase %£ �f1 � H.m flour �—A - N Kase f !I S v { ! (�f t Y y y t- �� a o 1 1 , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUT11ONS,LLC I 99 BACK TO TABLE OF CONTENTS t Provide a detailed description of the proposed Project,with text,tabulationsand graphics. This should include but it is not limited to a schematic site layout plan; proposed density, intensity, and height; parking locations and allocation per project component; a breakdown of the proposed total number of residential units and unittypes,including numberof bedrooms and bathrooms,and square footage for each unit type, whether condo or rental, and level of affordability, nature and square footage of commercial components,total grass building area (not including unenclosed/outdoorareas) and net rentable or salable area per project component (number of units, parking spaces, square footages should be provided per level as well as in total), conceptual elevations, as well as the information indicating compliance with the objectives and requirements of the plan and requirements specified in Paragraph 9, "Architectural and Design Requirements" r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC Z BACK TO TABLE OF CONTENTS a DETAILED DESCRIPTION OF PROJECT The following section includes 3D models, massing diagrams, preliminary floor layouts and approximate square footages. The concepts are pre-liminary and subject to change based on the land considerations and final scope inclusions. We plan on working closely with BBCRA as a partner to solidify the best options for Board approvals.The team has included select elevations for rendering to highlight the overall look and feel of the concept to support negotiations with adjacent property owners. OVERALL BANYAN HUB PROPOSED PROGRAM(S) Based on the current BBCRA land control, E2L is including two feasible conceptual options that address the development options as follows: Program 1 - BBCRA Controlled Land (Category-k1).: Phase 1 - The Parking Garage: 7 stories (top finish floor elevation around 73 ft above grade). 914 spaces (satisfying anticipated parking requirements with shared parking approach for BBCRA and adjacent lands) Final parking count TBD with of shared parking study and final determination of parking provisions for adjacent properties. 22,000 Sq Ft of YMCA(Combined Office & Fitness Recreation use) First floor 7,600 Sq Ft retail (above 508 E Boynton each site) See Enclosed Finfrock preliminary designs and rendering for additional details of floor plates, size and location. Phase 2 - The Residential Multifamily& Ground Amenity and Retail 257 Residential units (116 x lb/lb; 114 x 2b/2b; 12 x 3b/2b), composition subject to change includes 10% workforce affordable units (27 total; 12 x lb/lb; 12 x 2b/2b; 3 x 3b/2b) 3 connected pedestal towers, orientated without 209 N Federal hwy(Camalier Property) See massing diagram below showing size and location. The Towers are currently oriented with 8 Storey to the North, and two towers at 5 Storey level moving South (Note: Our Original option to have a cascading 8 Storey, 7 Storey and 6 Storey configurations would ensure maximum density is obtained) First floor amenity and 12,000 Sq Ft retail along Federal and along North side of current alleyway. Accommodation for undergrounds for alleyway enchantments (described further below) allowing increased Pedestrian and vehicle access Spaces for live/work spaces on ground floor included. Additional options for retail if a "Promenade retail layout" is preferred spanning across all ground level 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 101 'AR BACK TO TABLE OF CONTENTS DETAILED DESCRIPTION OF PROJECT CONTINUED Phase 4 - Hotel and Ground Retail(option for other uses if desired) Proposed 100 Room Hotel (Option to tie into residential amenities a possibility if required) Rooftop amenities TBD 10,000 Sq Ft for ground floor retail Completion of alleyway and park enhancement allowing increased Pedestrian and vehicle access Future Phase 5- Florida East Coast Rail Station & Bus Pad Should a Railway stop be approved, E21L is ready to review financing options with another CFP3 debt raise and bond issuance or other identified public funding sources. The designs will include considerations for the future phase relating to utilities, NE 4th Street ROW and building access to covered parking. E21_and its team are looking forward to working with the BBCRA and Co BB to accommodate scopes together with the FECR to find a feasible approach SCHEME B HOTEL HOTEL 'IF PARKING RETAIL ---------- RETAIL RESIDENTIAL HOTEL HOTEL RETAIL 3D VIEWS ........ 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUMNS,LLC I 102 BACK TO TABLE OF CONTENTS DETAILED DESCRIPTION OF PROJECT CONTINUED Program 2 - QQCRA &Ad.Lacent--Land (Category 2): All of the above Phases 1,2,4, & 5 would be applicable with inclusion of Phase 3 and Modified Phase 4 as noted below: Phase 3-ACE HardwarelOfficelHealthcare&GrocerlRetail 7,600 Sq Ft new ACE Hardware with anticipated outdoor laydown (approximately 1,500 Sq Ft) 8,000-18,000 Sq Ft Grocer(final size TBD)/Ground retail 24,000-32,000 Sq Ft Office/Healthcare Modified Phase 4 - Hotel and Ground Retail(option for other uses if desired) Inclusion of 101 N Federal Hwy Property Room Count may increase 16,000 Sq Ftfor ground floor retail (vs. 10,000 Sq Ft) Af 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUMNS,LLC I 103 BACK TO TABLE OF CONTENTS ( i i i s!?7? �r'•t f !t it kj� S)Syli at ; 4I 1S l,; ,, t (� !t3}��l},�1, a�S t)�s{j� l� S� t, tl y� t 4 s t! t • S,' 1 (t s I4 1 tit �': t � }!l 1t �i iii�tt�.•, ,U t l i s!s �•`t tii it 1i7�-)! �£ 't ErF S 't as s fit tits fi i u { F�t1•t: ��i� x y t)i��}4st i t E r — — r VI 1 �PII�II � I'I II'III it J I s s - ll�t�hll�'��s{srt S��si��iy t(i, ty{1s{4r�siS s 1111 !s))� 4t z — �� t t r t 1 t�� ;�2 t�t�1 s � � s t� r}tll tt'': �r��;)i st5::�,�{I I� � .•� , M p i t y 4! rR s y r� 4 t i� t ifF ,7 t -� ri- is.,; ,� F,}^rr� r �; sl�' �':#'��n�s d'f��} fl 14 zsy# ��; kSN,�}4:h�- f�i.i rf_�,'4k s d i E Ar•,,2, ,;; .moi �r a-: tis.-r s, �.. 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'�t�t1?u' -�i� t� ,�, 1�r�b ;'' .�{�'�!i<„si,�,�, u,,,,{t�``T �.`�c�itt •l '7`'x'1„ii i3.r��,• 4” �� ,t� .. `'1F 1�\�}�� d �ai�s, t�r�`�i'�,,.... {...s�'t 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT I E211.REAL ESTATE SOLUMNS,LLC I 104 a BACK TO TABLE OF CONTENTS — — -- — — � �� r r i"",,,` v`� 2'f �i RETAIL � NUS w �,l R }s, ,ARKIN' "'AMENITY s 1 1 AIP AMENITY , 5 \k�1 _ COURTYARD - +/-16,600 SF ' t su2eoaT � ,t1 PROPOSED HOTEL BUILDING 4 wa rsETv �! { - Amenity+Food&Beverage { t f �� Level OS +/-9,510 SF �' Keys Levels 02-06INAl 10 t� k t, YNr PARK B1 20 Total Units 120 EAST OCEAN AVE NO; 4 � �P `:, 's, r'� Y `?d�t��"` ^r �t'2,-,tt. A`�t .• .2 ....�v.,vz�+a� SCHEME A HOTEL I � 1 v HOTEL - \\� PARKING RETAIL ORT, 14 IDENTIAL HOTEL RETAIL 3D VIEWS ua�ei oarrio,, 115 N.FEDERAL HIGHWAY INFILL MIXED—USE REDEVELOPMENT I 2L REAL ESTATE SOLUMNS,LLC I 105 BACK TO TABLE OF CONTENTS DETAILED DESCRIPTION OF PROJECT CONTINUED Structured Parking Options: 1. Public Ownership: (preferred option): To induce the follow-on development phases the key aspect to securing financing is having adequate parking. Having a shared parking study, will ensure proper parking needs are metwhile reducing the overall parking countand burdening the overall proforma. 2. A shared parking garage open to the public with a section Cross Armed off for the residential is typical. This arrangement allows the parking garage to be a public owned asset, kicking off the City's Parking Enterprise as recently mentioned by Mayor Grant at the October 12th CRA meeting. Using the same financing mechanism as applied in the town square project with 501(c)3 provides both financing and repayment for parking through a combination of daily fees and TI R. 3. Private ownership is also a possible approach for the redevelopment however the cost of financing increases and the City would have limited control for long term needs of public spaces.We are open to discussing the approach in more detail to ascertain whetherthe offset in land costs and TIR could work for the current and future development plans while not knowing thefinal property acquisitions for the remaining parcels notcontrolled byte BBCRA. Public spaces would be licensed back to the City with long term agreements which can be offset by nominal parking fees if the city see fit. With the Residential complex driving the largest portion of the parking needs, and the increasing remote, work-from home opportunities, considerations for a separate dedicated residential parking is also an option. By removing the residential parking from the main garage, it would afford the residential developer a higher post stabilization value of the residential asset by avoiding negative impact to NOI, in turn allowing more upfront payment for BBCRA for land. This would leave the surrounding sites to be programmed with required parking needs being accommodated in the auxiliary garage along the train station should that be decided. The other benefit would allow a smaller parking structure to be financed with a lower debt service. 4. Garage Operation and Maintenance will be a shared expense regardless of public or private ownership. We have calculated the current cost to be approximately $1 day per space.These costs would be collected from the respective users through quarterly or daily fee to cover the city or private sector expenses. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 106 0'A BACK TO TABLE OF CONTENTS A Y � s � � 1 1 N� 1 , mv � ,4SIb�}}34fitsl ka �'� � fi F,af+•�� 1. ab E � o§1 7S sua ,»t`r. FINFROCK ARCHITECTURAL SITE PLAN �, irvvaocK ocsia N,vac. �� 115 N FEDERAL PG BOYNTON BEACH,FL 1 10/15/2021 A1.00 , 115 N.FEDERAL.HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUT11ONS,LLC I 107 BACK TO TABLE OF CONTENTS �� — �I Nea -- ® �r.-0 Pua��cEw) I � II I I I SII . - a =—=- --�-- - ------------- FINFROCK - _----- „ LEVEL 1 FLOOR PLAN �, irvvaocK ocsia N,vac. 115 N FEDERAL PG BOYNTON BEACH -. ,FL 1 10/15/2021 A1.01 IT EE I [ s N FINER IG „ LEVEL 2 FLOOR PLAN --m 4Rn11� 115 N FEDERAL PG BOYNTON BEACH,FL 10/13/2021 A1.02 "s t I® kit, I LEVEL 7 FLOOR PLAN „ ,., 115 N FEDERAL PG �, in Frva cH oes is rv,��c. _ BOYNTON BEACH,FL 1 10/15/2021 A1.07 , 115 N.FEDERAL.HIGHWAY INFILL MIXED-USE REDEVELOPMENT I 2L REAL ESTATE SOLUMNS,LLC I 108 BACK TO TABLE OF CONTENTS DETAILED DESCRIPTION OF PROJECT CONTINUED Other Considerations Beautif ication of E Boynton each Blvd will require coordination for entry and/or Left turn land South onto 510 E Boynton Blvd Site, as well as possible widening of Sidewalk Light poles and power poles along the FEC corridor will require relocation Wayfinding will be required on both Ocean Ave, Boynton each Blvd and Northbound Federal Hwy for Left turn to ensure easy access into the parking garage. Completion of a full Traffic studyonce the program and master plan is confirmed and accepted to ensure best solution will be approved for permitting. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 109 0'A BACK TO TABLE OF CONTENTS DETAILED DESCRIPTION OF PROJECT CONTINUED The following responses are used to ensure all answers are clarified relating to Paragraph 9 bullets (a-f) of the RFP document; 9. Architectural and Design Requirements The Project should incorporate qualityarchitectural design and site development standards thatenhance the downtown area and adjacent properties. Proposers should review the BBCRA Plan for Project development and design guidance. Proposals will be evaluated on their adherence and incorporation of architectural and design elements presented in the BBCRA Plan and the City of Boynton Beach Land Development Regulations. At minimum, the proposals shall include the following requirements: a. Creation of a mixed-use development project providing retail, office, grocery store, and residential uses. The proposed project must contain a workforce housing component that will be affordable to households with income of 80-140% of the City of Boynton Beach Area Median Income (AMI) levels as described below: Moderate income (80% to 120%) $52,146 to $78,218 Middle income (120% to 140%) $78,218 to $91,255; The residential component's proforma (found under confidential packet Section "I") is computed using the 120%AMI as the average between both Moderate Income and Middle-income ranges listed above as specified in Florida Housing Finance Corporation (FHFC) 2021 Income Limits.The final composition of the rental rates will include the full range of 80%to 140% rates which may be subject to change annually per the F H FC. b. Incorporation of public spaces and plazas, publicly accessible WiFi, enhanced green elements into the proposed design including the preservation and enhancement of the City of Boynton's Dewey Park(see Attachment A); The Banyan Hub project incorporates the inclusion of Dewy Park and the possible extension with an optional dog park,along Ocean Ave.The Park will be enhanced with emergency blue phones similar to those found in the Townse project tying back to PD's real time crime center. Lightpoles will house free City Wifi access as well as other surveillance equipment as required using the existing Avigilon platform for devices to tie-in to the newly overhauled federated network. The laneway behind the current Oyer buildings and Hurricane Alley will be reimagined with a wider laneway that is pedestrian friendly, outdoor dining spaces and restricted vehicle access at peak visit times. Depending on the options ultimately selected in conjunction with BBCRA, the laneway can be activated by a proposed Brewery/Open Market similar to Crooked Can Brewery in Winter Garden, Florida 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLC 110 'AR BACK TO TABLE OF CONTENTS DETAILED DESCRIPTION OF PROJECT CONTINUED c. Construction of a minimum of one hundred fifty(150) parking spaces open to the public in addition to the amount of parking spaces required for the development itself; The current concepts proposed, both for BBCRA controlled land and that included adjacent properties include various options to meet and exceed the minimum 150 parking spaces. The preferred option included adjacent lands includes 912 parking spaces with 335 of these being set aside for current and future public space needs in support of additional retail,YMCA and railroad station.These will be adjusted once we confirm the final programming for the project. d. Incorporation of multimodal accommodations and amenities into the Project's design, such as but not limited to shared bicycle, "lost mile" vehicle stops such as Uber or Lyft, commuter bus stops and a future commuter rail stop located on the Federal East Coast Railway property on NE 4th Street(see Attachment 'A"Aerial Map/Parcel Map); All retail spaces and entrances to the proposed site elements will allow Uber, Lyft and "last mile" shared ride elements. By allowing various pickup points and not one central pick up and drop off we will avoid queuing concerns and traffic buildup. The current plan has plentyof areas to accommodate pullover pickup and drop off. A future phase 5 will host a bus pad connecting to the parking garage and to the future rail station. We would also see electric cart circuit coming into the downtown core as we are now coordinating with the City of Pompano each on incorporating their vendor into the forthcoming Oceanside Project on the barrier island. The team is always open to exploring and integrating other type of transportation modes particularly those that are renewal and sustainable. Including a shared bicycle program is a good option should a network of other locations be available to increase viability. e. High quality exterior design and lighting enhancements of proposed parking garage structures to ensure compatibility with the surrounding area; and, E21_ has continued our relationship with Baker Barrios as both the master designer and architect for the project. This is to both ensure the same high quality of design work, and unity for the exterior elements completed on the new City Hall at the West end of Ocean Ave at Seacrest.The team will work closely with the BBCRA and the CoBB accordingly as one previous with the new Boynton each City Hall to ensure all exterior elements and lighting are coordinated for the area and surrounding structures. f. Enhanced environmental features such as but not limited to electric vehicle charging stations and solar powered building and/or site components, etc. With the increase of Electric vehicle availability in the market,the parking garage will host multiple electric charging stations,with adequate surface parking spaces pending final design.The team will be looking to bring a vendor onboard that preferably has a network of other stations to also create a driver for outside visits to the Banyan Hub.As mentioned in section d. above, incorporating an electric cart circuit should be feasible with the increase in density in the area and neighboring developments. Options to incorporate covered parking solar panels on portions of the upper parking deck could also be incorporated into the detail design. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 111 'AR BACK TO TABLE OF CONTENTS i Provide a proforma financial analysis including a development budget with a detailed breakdown of all project pre-development costs, other soft and financing costs, property acquisition from the BBCRA (and others if additional properties are included in the proposal), construction and other hard costs and post-construction period sales or other development costs, a sources and uses statement clearly identifying the sources and amounts and terms of all of the proposed debt and equity funding sources topay for the project an operating cash flow detailing projected gross income, expenses, debt service and net cash flow, broken out by project component, for the development period and at least ten years of operation beginning upon project completion for a rental project/component(s) and through sell-out for a condominium project/component(s). Include a breakdown of the amount and terms of any proposed funding assistance being requested of the BBCRA, if applicable, and how those funds will be used when combined with other funding sources. A proposer may submit the requested breakdown information under a format of their own choosing but must also complete the Proposed Project Funding Uses and Sources Information form provided as Attachment "F". If the project is to be developed in more than one phase, clearly present the above information for each independent phase as well as in aggregate for total project. Provide assumptions and bases for the analysis including comparable and/or other #' support for estimated rental rates, sales prices, costs, expenses and other elements of analysis. r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 112 BACK To TABLE OF CONTENTS a PROFORMA FINANCIAL ANAL I DEVELOPMENT T We are including the financials and detailed proforma showing the above requested information in our CONFIDENTIAL package. The proformas are provided in adherence With the RFP documents With the Development casts summarized by phase in Various Attachment "F" Forms. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 113 a r, U BACK TO TABLE OF CONTENTS t If the Project is proposed to use funding subsidies from the BBCRA or other g poser qualified entities, pro must provide a list of those entities and demonstrate . experience with obtaining such project-based subsidies for workforce k: housing by listing projects and the amount andtype of subsidy utilized or other information that would support proposer's ability to secure such financing. s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LL114 C BACK To TABLE OF CONTENTS a FUNDING ii L along with our residential and financial partners are not reliant on subsidies for the workforce housing.We are proposing that the city provide parking spaces for the workforce house units in order to reduce and allow the rates for rents to remain low. These could be deed restricted coupled with the development of the residential units to assure the workforce housing rents remain on the lower end of the AM l scale provided in the RFP/RF . , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 115 a BACK TO TABLE OF CONTENTS Provide a description of how the proposer will make attempts to utilize local qualified contractors,and sub-contractors,and laborers in the proposed Project as well as pre-apprenticeship or apprenticeship training.Documentation of this +� effort will be required as part of the project monitoring. s, i 4 int r s j , - /e- 3'fS,. A t', �� `- 115 N.FEDERAL HIGHWAY INFILL fv11XED-USE REDEVELC7Pfv1ENT E2L REAL ESTATE SLlJT� S,LLc ZZ };`" �'�!'�� '"`t BACK TC7 TABLE C7F CC7NTENTS a LOCAL WORKFORCE TRAINING AND MONIT I PLAN E2Land our team members just recently completed the BBTS public complexes that resulted in helping the city create the Building Wealth Program. Having the knowledge, experience and tracking systems in place we see this requirement of the development a matter of perfecting what we have already initiated. We have enclosed a updated information on SA Nelson who we would propose to assist with the local contractor and labor programs. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 117 BACK TO TABLE OF CONTENTS PUBLIC RELATIONS S.A. NELSON & ASSOCIATES ABOUT S.A„ NELSON &ASSOCIATES S.A. Nelson is a full service marketing agency that specializes in public relations/involvement, marketing and government relations. S.A. Nelson is SANELSON comprised of a strategic team of experienced, well-connected and creative & ASSOCIATES, individuals. Everything we do is driven by our tag-line, Connecting YOU. Our mission is to build credibility and increase visibility for our clients. We strive to provide the highest quality of customer care and innovative solutions. S.A. Nelson serves our clients with a unique approach of combining CORE COMPETENCIES: traditional marketing, advertising, and public relations with new media, ✓ Strategic Marketing Plan grassroots community outreach, reputation management, crisis Development&Management communications, public information, issues management and advanced ✓ Advertising technology. We know how to bring messages to a resident's doorstep or stakeholder's attention. Our expertise with diverse markets gives our ✓ Community Development clients access to important minority consumers with the right media and Plans the right message. ✓ Diversity Marketing/ Outreach What separates us from our competition is simple: we provide the total ✓ Web Based Marketing solution, a one-stop-shopping experience. We advise, direct, consult, plan, manage, organize, create, and coordinate... we make it all happen,the way ✓ Grassroots Marketing you want it to happen, efficiently, effectively and successfully. Our business ✓ Marketing Communications is to make your job easier.This personal attention ensures that everything & Public Relations runs smoothly, with our capabilities limited only by your imagination and budget. ✓ Product Introduction, Publicity&Support Our Public Involvement team has been successful over the last 3years due ✓ Media Relations/Brand to the teams attention to detail.Sophia A. Nelson, the project manager, Identity Development leads, manages and provides quality control. The oversight of deliverables is effectively handled by Charisma Kendrick-Adams, Public Involvement ✓ Press Release Development Deputy Project Manager, Public Involvement Specialists, Mona Quidry, and & Distribution Omar Smith handle a significant portion of the data, engagement and ✓ Crisis Management public information dissemination/distribution and logistics. ✓ Social Media Marketing S.A.Nelson&Associates brings a combined experience of over 160 years in ✓ Conference/Trade Show public relations, media campaigns, marketing strategies, branding, Planning& Management advertising, public involvement, corporate and government affairs, ✓ Corporate Gala's/Receptions multicultural marketing, quantitative and qualitative research,digital marketing strategies and technologies,digital data analytics,crisis ✓ Groundbreaking Ceremonies management,grassroots community outreach, and video production ✓ Grand Openings management. ✓ Workshops&Seminars Our mission is to build credibility and increase visibility for our clients. We strive to provide the highest quality of customer care and innovative solutions. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLC 118 BACK TO TABLE OF CONTENTS Tovvty SouARE TovMSouARE BOYNT0N BEACH ((��'' CC BOYNTON BEACJH T ti, I iii 1Y ISI t Sig iw� \ L�� T Si I L FIJI 1I H C O[M Iii t ��r 'U M�r '! r{ I G E i cY7 9".�'�f �ri ' f�-``�!,' FAM( If''s, �s I� ` iv,,, f 4`t r �. .}' �a r ; IS't� i "' 1�7 "'14+s (I t 'P j �ij 4�� j t� IP �� U Iia�'�(� Ll L� Ir�'w t 3 L �' VENDOR,SUBCONTRACTOR, THURSDAY FEBRUARY 14 z � r SKILLED AND UNSKILLED OPPORTUNITIES 8:00am to 12 Noon 3�2 jil,,'y,lJ�`lt)!r?j (}'XJXjUTIi}yt7fP#3i;ll}i}}}toi(14t,}\}1`}IIIJ3rSl} °t`st1ir\ ? XS + l� g' 1h+ t 7}�s�f� �Ilfl ��flS)ftil It ,4 Ezell Hester,Jr. iso i itl )c 1>l iJ Jt t4r'3}_11 '1} Tltyll Zt#t}S�31��i1}lyl Community Center 1901 N Seacrest Blvd �I �} 1 Boynton Beach,FL 33435 Town Square is seeking qualified vendors, sub-contractors,skilled and un-skilled labor. All are invited to learn more about job,material Purchase,training,apprenticeships programs and more from our community prtners. Guests of all ages,experience levels and trades are encouraged to attend. •Please bring copies of certificates, resumes and license. •Be prepared to meet - subcontractors. �§ BOYNTON` f7 A BOYNTON Re„_TATE 01 MOCRA r Ec A C H ,h For Mor e Information,Call 561-880-5136 or Email: •�� fl.1�l lull , Y �ryyy qq � pp n ";<zBEAGHr�wICN � ,o..... � co,�cc, �� t'�'� •-m„� � � t{E �; } For accommodation under the ADA, Please call(561)742-6241 f,. TOWN SQUARE BOYNTON BEACH } ~rlaw JOB FAIR Tuesday,August 22 .. ' Sub-Contractors T( - : r0- OW Carolyn Sims Center t � ” ;;,rr �� 1 ■ SQUARE 225 NW 12th Avenue, Zi Boynton Beach,FL 33435 BOYNTON BEACH {ti ri T� Town Square Boynton Beach is seeking qualified • t About Town Square Boynton Beach,,. applicants to apply for upcoming full-time.,part-time . , - c, *^r d e Ec vl r Inc,-ate i `i ler and apprentice opportunities. Candidates of all ages, experience levels and trades are encouraged to attend. ,do r umn Bn n0h LDFMKn.Iz.t-�a5&the 1-95 83c Irlc') 17 _ BC31 ui r I i Ile r �,. :uah&l oPt to i!r Register or at the event. - - VI n', l`R �7 ;a�i a r and€.7J r,� • Please bring copies of certificates,resumes and license. fie:I ,nkIli✓n II ,ur i un 3c TCS lig r.r r,rdti✓,r7 ci Be prepared to meet subcontractors. •� - hI „llcLTL7pi r„}nla,.a&' �pn 11 ,l asalca*<`al Csel+✓ r,,4f.r ClI.19°#i„r E97 ir.-s dr a>ttk✓uva.SGkR�e�n For more information,coli 561-880-5136 or hSJ' �QUi"311 [.”k1 i"" d- 3C" ier.. n r s r st.;k ernail:townsquareboyntonbcach, gmail.com. 4:�b It nl Awa I i y -..lar rlKl: xtr;'t,,:.,in Poraccommodanon underthe AOA, please ca11(5E1)242x5241 w. ]'4'b,.ar or nthi(he? V,2 r,,W„Iu irN1. or(TTY)1-80b-955-EVA. ,.. On Jun,12,201Z r.uti.c.+Sxs cx S'rrr Int E,t„ t U„e"t _ Or to t+c,.r h.,3r„Bo.vntD Beach Hyl .h.f�u!aril ?'JQSgf”I;IL'saS fti"r 11rJe1 Cty For more Informaition,call the Cfty of Boynton at 61-742-E010 1-o! "w�l th+ ADA Clca.,c ca)!x,563)142-6241 or l l 1 800,955 1771 , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E21.REAL ESTATE SOLUMNS,LL119 C BACK TO TABLE OF CONTENTS \'v Ilii tiL fyj Centennial Management Presents Centennial Management Presents Nov 7th, 2019 ': � � ► 9:00am-2:00pm Carolyn Sims Community Center k 14 225 NW 12th Ave,Baynton Beach,FL 33435 Nov 7th, 2019 9;00am - 2.00pm Carolyn Sims Community Center 225 NW 12th Ave,Boynton Beach,FL 33435 TRADES NEEDED Acoustical Ceiling Contractors•Air Conditioning•Alarm System Aluminum Specialties.Building Contractors Carpentry•Communication&Sound System Concrete Forming&Placing•Drywall•Electrical•Fabric Awning Fence•HurricaneShutter/Awning•Insulation&Acoustical Insulation•lightning Protection System Luminus Ceiling•Masonary-Mechanical•Painting Paver Brick/Paver Systems•Plastering•Plumbing " Reinforcing Steel•Roofing•Sheet Metal•Sign Contractor Tile Terrazzo&Marble•Undergraound Utility&Excavation WaterWell•Waterproofing-Window&Door Contractors&More! awl` For More Information Call 561.4W91443 :•� q�. nt � �1 Ne{ j 1 IpI�= :impanlo,I CRA F°Yo rv�eC e POMPANO BEACH i as m in Pith 0 d 6 gi f{ s � i Date:September 1,2017 Time: I Oam-2pm Event Location: 1 Ronald McNair Community Center 951 NW 27th Ave., Pompano Beach,FL 33069 1` R, '`� � �fi�'r"�s� t'�rrm�t�� >t'�^ ; t t-. , i � s� ��-. �-.�i�� 3a l�•r ��` a �;T" o >r§ - pose an Re—Use Tse Brick masons and Block masons ElecPricinns Re-Purpose 6J Carponf¢rs Insulation Workers:Floor,Coiling, 1 {. to C�.ass N' Office Space +Carpet Installers Mechanical and Wall s Tile and Marble Setters Painters mob , bms LW °Cement Masons Superintendent EMERGE •Concrete Finishers °Plumbers:Pipefiff¢rs,and S4eamfittars '" -- Construction Laborers Plasterers and Stucco Masons •Paving,Surfacing,and Tamping °Reinforcing Iron and Rebar Workers LOOK& SEEEquipment Operators Helpers:Carpenters and Electricians ^Other Construction Equipment Operators Drywall and Ceiling Tile Installers Roofers Fire Station located at 2001 NE 1 Oth Street Pompano Beach t 63I Lucerne Ave,Lake Worth,FL 33460 , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE.REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLC 120 BACK TO TABLE OF CONTENTS t Provide proof of financial capability to complete the proposed Project. Financial capability will be demonstrated bysubmitting a current (audited, if available) financial statement of the proposing entity, or underlying entity i proposingentity was recently created, which includes a balance sheet, a three- year statement of past income, and a projectedone-year income statement for the current fiscal year for the proposer (and its parent entity if proposer is a subsidiary),In lieu of the above,the proposer shall submitthird party evidence of the abilityto secure financing in the form of apreliminaryfinancing commitment letter or letter of interest from a lending institution or other primary source of debtor other financing.A firm financing commitment from a lending institution or other source of investment financing willbe required prior to the closing of the sale of the Project property, or as otherwise stipulated in negotiated Agreementbetween the successful proposer and the BBCRA. Information regarding any legal or actions, pastorpending,that mi ht im act the capacity of the proposer (or its principals or affiliates) to complete the Project must bedisclosed. Disclosure of any bankruptcies by any of the above or related entities during the past ten years must be madewith the RFP/RFQ. Financial information should be submitted in a separate, sealed envelope or package and arked`conidential' Financial information will be accepted only from the proposer as part of the submission packet and willnot be accepted if #' it is submitted directly to the BBCRA by an outside entity or institution. r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 121 BACK To TABLE OF CONTENTS a PROOF OF FINANCIAL ILIA° We are enclosing in our CONFIDENTIAL package third party evidence reflecting our ability to secure equity and debt for each portion of the project. Once the negotiations on the approach and scope of project are complete, We understand a firm financial commitment Will be required. We have no legal or administrative actions past or present that Would impact the capacity of the proposer to complete the project. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 122 a BACK TO TABLE OF CONTENTS t A signed written statement of intentto purchase the Project property indicating the proposed purchase price along with a statement of willingness to execute a Purchase and Development Agreement within 90 days of selection if selected. k: 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. s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 123 BACK To TABLE OF CONTENTS a INTENITTO PURCHASE In order to finalize uses as an iterative process with 1313CRA, City and public input, E2L and partners Will be willing to execute a Purchase and Development Agreement within 90 days of selection. The team is currently prepared to do so using the proposed property breakdown: id E Block 11.5 iN,FedwA Flkil—iv Rlmk ,ll B RA 0m7e i f 9ixed. '_�w 570F Tr El. U%( Prili ec Re �.ffie 43 2)AJJ2,IN F e�krul Cw-�nr [Topebes J r}-,c Pa,m 131cach�,,irc. "ea�e: 26 a0- X9.�X?F. LLS-Llnve.2 AiAi 4)Adte�5: 101[J Fe�ral RalK Fai*�Iroesitnimt,1-c. under negotiations with WCAA "w,cr, 9naea`hm;:erdcs,LLC-harcVaix,111, ,.hrlca! aid��.rAr,Qer Pcre�ye: 11 314th Central Block /4th Central Block ................. E2L and Partners are proposing to purchase additional sites as noted in the confidential documents provided under sperate cover. Purchasing Terms Final site plan approval. All required governmental entitlements from the City and County, including rezoning. 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 124 0'A BACK TO TABLE OF CONTENTS INTENTTO Acreages and Land Purchases by Phase LAND ACREAGE Phase 1 Phase 2 Phase 3 Phase 4 Fut,Phase 5 BBCRA LAND Mid E Block(E.of 205 N_Fed.) 0.3578 0.3578 Mid W Block(S.of 508 E.B.Blvd.) 0.2803 0.2863 3/4th Central Blk(115 N.Fed.) 0.70132 0.7032 1/4th Central Bilk(115 N.Fed.) 0.2344 0.2344 508 E Boynton(Bradley) 0.2863 0.2863 0.2863 511-525 E Ocean(Oyer) 0.4110 0.4110 Subtotal 2.279 0.807 1.061 0.41111 0.2863 TBO PRIVATE 209 N.Fed(Davi) 0.4300 0.3291 101 N Fed(Rajas) 0.2454 0.2494 510 E B,Blvd(ACE Hardware) 0.4300 0.4300 Subtotal 1.1094 0 0.3.251.5 O.24940.4300 Total 3.3884 0.807 1.3501 0.6604 0.7163 TBD Retained by CoBB/CRA Not Disclosed Purchase Of BBCRA Land Not disclosed Not disclosed Not disclosed' Private Purchase Not disclosed Not disclosed I Not disclosed ROW DEDICATIONS NE 15t Ave ROW&Alley East 2/3 0,2817 0.2817 NE 1st Ave ROW&Alley West 1/3 01286 01.1286 NE 4th St ROW(Garage) U.52b4j 0.5264 Subtotal 0.5357 0.6551 0.2817 0' 0 TOTAL 4.3241 1.46201 MUM 1 0,66041 0.71631 TBS , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUTIONS,LLC 125 BACK TO TABLE OF CONTENTS t Provide authorization to Perform Credit Check for each proposer or business entity. The Authorization must be executed by the appropriate officer o proposer entity (see Attachment "D.1 & D.2.;' Disclosure and Authorization to k: Perform Credit Check forms). s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LL126 C BACK To TABLE OF CONTENTS a ATTACHMENT"D.1" DISCLOSURE AND AUTHORIZATION TOPERFORM CREDIT CHECK An authorization to Perform Credit Check will need to be completed by each Principal/Owner. For PrinciRaILOwner: (Please use a segarate form for each princigalZowner) As Prindpa|/Ow/nerof Proposer, | Mark Hefferin /marne\ hereby affirm | 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 are given with respect to any and all persons who may conduct an investigation of my credit worthiness on behalf pfthe BBCHA, including independent contractors and credit agencies retained by the 88CRA for such purpose. Any information provided to the BGCRA is a public record subject to the provisions of Ch. 119 F.S,, and | may request mcopy#fany information provided tothe BBCRAaspart ufthe BB[R/Ym investigation into mnycredit worthiness. | grant such consent and authorization to the BBCRA for the period commencing as of the date pfthis authorization and terminating atthe time a Proposal is selected by the BBCRA8oard. \ hereby waive any and all claims, past present orfutmre,which i may have against the BBCR/\by reason of any credit investigation nno6e pursuant to my consent and authorization herein given tothe BB[RA. ppoppmerNannm: E2LRea\ Estate Solutions, LLC principa|/[)xwnerNaMne: KHarkHefferin 1�� Date of Birth: 11/23/1959 Current Home Address: 319 Running Wind Lane, Maitland,FL32751 Previous Home Address: Email- MarkHefferin@E2LHoldings.com -Phone#: 407-840-1470 13 Signature: Date: / ~' Print Narme; - Page Z1of30 11sw.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT | E2L REAL ESTATE SOLWMMS,LLC | 127 | BACK ToTABLE opCONTENTS ATTACHMENT"D.2." AUTHORIZATION TO PERFORM CREDIT CHECK For,,Proposer(Business Entity): The Proposer hereby consents toand authorizes the Boynton Beach Community Redevelopment Agency's ("BBCRA") investigation into the credit worthiness of the Proposer. Such consent and authorization are given with respect toany and all persons who may conduct aoinvestigation of the proposer's credit worthiness on behalf of the BBCRA, including independent contractors and credit agencies retained bythe BBCRAfor 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 tothe BBCRAfor the period commencing aaof the date of this authorization and terminating at the time a proposal is selected by the B8[RA Board. This proposer hereby waives any and all claims, past present or future,which the proposer may have against the 0BCRA by reason of any credit investigation made pursuant to pnoposer's consent and authorization herein given tothe B8CRA. An authorization to Perform Credit Checkwill need to be completed by each Principal/Owner and bythe Business. Proposer(Business) Name (D/B/Aif applicable): E2[Rea| Estate Solutions, LLC Current Business Address: 1400 W. Fairbanks Ave., Suite 201 Winter Park, FL3Z7D9 Federal Tax |D State VfIncorporation: Florida Phone#: 407-840-1470 Fa Authorized Signature: D a t e; —1—OZI Print Name: Mark Heffeyr ///,Title: President Page 22of30 11sw.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT | E2L REAL ESTATE SOLWMMS,LLC | 128 | BACK ToTABLE opCONTENTS t 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. s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LL129 C BACK To TABLE OF CONTENTS a ACTIVE LITIGATIONS, JUDGMENT LIENS OUTSTANDINGAND E2L Real Estate Solutions, LLC has NO active litigation, judgment liens or outstanding tax payments on our projects.We likewise onlyWorkwith partners who have the same philosophy of conducting business in a Way that does not jeopardize the teams' efforts to perform. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 13 a r, U BACK TO TABLE OF CONTENTS t Provide a statement if the proposer is in arrears of any taxes or other financial obligations to the BBCRA,City,or any other municipal or state entities. Proposer(s) may include additional relevant information. If there are no arrears of any taxes or other financial obligations to disclose, provide a written statement attesting to this fact. s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 131 BACK To TABLE OF CONTENTS a FINANCIAL OBLIGATIONS DISCLOSURE L confirms that we have no arrears of any taxes or other financial obligations to the RRCR , City, or any ether municipal or state entities. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 132 a BACK TO TABLE OF CONTENTS t CZE Provide a PowerPoint presentation of the proposal,consisting of no morethan 15 slides. with maximum of three(3) slides dedicated to Proposer's past historyand experience information. All remaining slides will focus on description of the k: development of the proposed project(e.g. site, program, design, construction, development cost, schedule, financing, proposed acquisition terms, estimated absorption rates and sales/leasing/operations). Please refer to presentation provided. r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 133 BACK To TABLE OF CONTENTS a t Providing executed form verifying that the proposer has met with City of Boynton Beach Planning and Development Departmentstaffto reviewthe Land Development Regulation requirements and development review processes applicable to the Project being proposed (see Attachment "E," City of Boynton Beach Planning and Development Department Meeting Verification Forms). s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 13 BACK To TABLE OF CONTENTS a PLANNINGAND DEVELOPMENTVERIFICATION E2L has discussed and met in person With the City of Boynton Peach Planning and Development staff to review the multiple options being considered for the 115 Federal Highway redevelopment. Based on feedback we Were able to adjust our designs to confirm compliance and support of getting quickly through the next reviews. Enclosed are 3 signed Attachment 'E" forms for the master plans reviewed verifying an understanding between staff and E2L. , 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 13 a BACK TO TABLE OF CONTENTS ATTACHMENT"E" CITY OF BOYNTON BEACH PLANNING AND DEVELOPMENT DEPARTMENT FORM Proposer(s): E2L Real Estate Solutions, LLG has met with the City's Planning&Development Department to review the development that will be proposed within the 115 N. Federal Highway Block consisting of the following addresses and Property Control Number(s): Attachment"A" Property Addresses (check all applicable) Property Control Numbers BBCRA-owned Parcels 548 E. Boynton Beach Boulevard 08434528030010060 NE 15'Avenue 08434528030010100 NE 4th Street 08434528030010080 115 N. Federal Highway 08434528030060010 #1 510 E. Boynton Beach Boulevard (Ace) 084 34 52 803001 0030 C #2 217 N. Federal Highway (S&F Properties) 08434528030010014 R #3 209 N. Federal Highway (Camalier) 08434528030010121 N #4 101 N. Federal Highway (Rajas Family Investments, Inc.) 084345280300501 30 Ex .##5 540 Ocean Properties, LLC (Oyer) 511 E. Ocean Avenue 08434528030060100 515 E. Ocean Avenue 08434528030050111 529 E. Ocean Avenue 084345280300601 20 General Summary of Proposers Mixed Use Development (check all applicable): oxxI Approximate Gross Area of Nan-residential/Commercial lases 160,010 s.f. IN Approximate Total Number Market Rate Residential Units 257 units Cx Total# Rental Units 257 units ❑ Total# For Sale/Condo U ' nla C Approximate Total Number of Workforce Housing Units 10% units) A Total# Rental Units 26 units Total #For Sale/Condo Units n/a iN Other Lases Office or Hotel, Retail, Expanded Ailey, Rail Station T8D YM CA Approximate Overall Height 90-96 feet Approximate Number of Stories 8 Approximate Total Parking Spaces (including additional Public Parking Spaces) 1400+1-total Pre-development/Entitlement Applications (check all applicable): IN NIA Future Land Use Amendment l] Rezoning 0(4 Conditional Use for C Site Plan Approval 57(1 Replat �i Other ROW dedications &easements City of Boynton Beach Planning & Development Dept. Staff Name/Signature: ��. r' - Date: Page 23 of 30 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 13 BACK TO TABLE OF CONTENTS ATTACHMENT"E" CITY OF BOYNTON BEACH PLANNING AND DEVELOPMENT DEPARTMENT FORM Proposer(s): E2L Real Estate Solations, LLC has met with the City's Planning&Development Department to review the development that will be proposed within the 115 N. Federal Highway Block consisting of the following addresses and Property Control Number(s): Attachment"A" Property Addresses (check all applicable) Property Control Numbers X BBCRA-owned Parcels 508 E. Boynton Beach Boulevard 08434 5 2 803001 0060 NE 11 Avenue 08434528030010100 NE 41h Street 08434528030010080 115 N. Federal Highway 08434528030060010 21 #1 510 E. Boynton Beach Boulevard (Ace) 08434528030010030 0 #2 217 N. Federal Highway (S&F Properties) 08434528030010010 D #3 249 N. Federal Highway(Camalier) 08434528030010121 C #4 101 N. federal Highway (Rajas Family Investments, Inc.) 084345280300601 30 #5 500 Ocean Properties, LLC (Oyer) S11 E. Ocean Avenue 08434528030060100 515 E. Ocean Avenue €384345280300601 11 529 E. Ocean Avenue 084 3452 803 00601 20 General Summary of Proposed Mixed Use Development(check all applicable): ox Approximate Gross Area of Non-residential/Commercial Uses 160,000 s.f. RX], Approximate Total Number Market Rate Residential Units 240+/- units Total# Rental Units 240+i-units ❑ Total # For SaIe/Condo Units n/a A Approximate Total Number of Workforce Housing Units 10% (24 units) N Total # Rental Units 24 units ❑ Total # For Sale/Condo Units n/a R Other Uses Office or Hotel. Retail, Expanded Alley, Rail Station TSD Iq(/ Approximate Overall Height 150 feet Approximate Number of Stories 15 Approximate Total Parking Spaces (including additional Public Parking Spaces) 1400+/-total Pre-development/Entitlement Applications (check all applicable): 1 014 Future Land Use Amendment I?4 Rezoning A P14 Conditional Use for 4868904* Site Plan Approval Ri Replat Fx other ROW dedications &easements City of Boynton Beach Planning& Development Dept. Staff Name/Signature: ©ate: Page 23 of 30 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 137 BACK TO TABLE OF CONTENTS ATTACHMENT"E" CITY OF BOYNTON BEACH PLANNING AND DEVELOPMENT DEPARTMENT FORM Proposer(s): E2L Heal Estate Solutions, LLC has met with the City`s Planning&Development Department to review the development that►mill be proposed within the 115 N. Federal Highway Block consisting of the following addresses and Property Control Number(s): Attachment"A" Property Addresses (check all applicable) Property Control Numbers © BBCRA-owned Parcels 508 E. Boynton Beach Boulevard 08434528030010060 NE 11t Avenue 08434528030010100 NE 41h Street 08434528030010080 115 N. Federal Highway 08434528030060010 LR #1 510 E. Boynton Beach Boulevard (Ace) 084 34 52803 001 0030 C #Z 217 N. Federal Highway (S&F Properties) 08434528030010010 ❑x #1.3 209 N. Federal Highway (Camalier) 08434528030010121 #4 101 N. Federal Highway(Rajas Family Investments, Inc.) 08434528030050130 © #5 5010 Ocean Properties, LLC(Oyer) 511 E. Ocean Avenue 08434528030060100 515 E. Ocean Avenge 08434528030050111 529 E. Ocean Avenue 084 34 52 80300501 20 General Summary of Proposed Mixed Use Development (check all applicable): NXI Approximate Gross Area of Non-residential/Commercial Uses 160,000 s.f. X Approximate Total Number Market Rate Residential Units 240+/-units ,� Total# Rental Units 240+/-units 0_ Total # For Sale/Condo Units n/a ?� Approximate Total Number of Workforce Housing Units 10% (24 units) Total# Rental Units 24 units 0 Total # For Sale/Condo Units n/a C Other Uses Office or Hotel, Retail, Expanded Alley, Rail Station TBD �(Clq Approximate Overall Height 150 feet Approximate Number of Stories 15 Approximate Total Parking Spaces(including additional Public Parking Spaces) 1460 rl-total Pre-development/Entitlement Applications (check all applicable): 3 W14 Future Land Use Amendment lxl Rezoning X RIA Conditional Use for J Site Plan Approval Replat kl Other ROW dedications&easements City of Boynton Beach Planning& Development Dept. Staff Name/Signature: r' Date: i&° e Page 23 of 30 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 13 BACK TO TABLE OF CONTENTS All other requirements contained in this RFP/RFQ, including all attachments that request a proposal or information from the proposer. s, i 4 int r s j , - /e- 3'fS,. A t', � `- 115 N.FEDERAL HIGHWAY INFILL fv11XED-USE REDEVELC7Pfv1ENT E2L REAL ESTATE SLlJT� S,LLQ 1� };`" �'�!'�� '"`t BACK TC7 TABLE C7F CC7NTENTS a ATTACHMENT"G" AUTHORIZATION FOR RELEASE OF INFORMATION Towhom /tmay 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, orofthe proposer identified below. The undersigned also authorizes you to ma|mmse 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: E2LReal Estate Solutions, LLC Print Name: Mark Hefferin STATE UFFLORIDA COUNTY O � ,40 6 (� THE INSTRUMENT kn | h d of_____ 2O �/ by who is personally known tome orwho has respectively produced a 'dent��at ddid not take an oath. �� r NqtaryPub|ic: Print Name: Commission No: (Sea 1) My Commission Expires: Notary Public State of Florida Noreen Aring My Commission GG 211078 Expires 04125/20 REi 22 Page 25of 30 11sw.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT | E2L REAL ESTATE SOLWT|OMS,LLC | 140VA | BACK ToTABLE opCONTENTS ATTACHMENT"H" ADDENDA ACKNOWLEDGEMENT Receipt is hereby acknowledged of the following addenda to the The Boynton Beach Community Redevelopment Agency Request for Proposals and Developer Qualifications 115 N. Federal Highway Infill Mixed-Use Redevelopment Project By entering checking YES or NO in the space provided and indicating date received. No. 10 Yes [] No Date 8/27/2021 No. 2[j] Yes [:] No Date 9/24/2021 No. 3Fx� Yes E] No Date 10/4/2021 No. 4 F-I Yes F-] No Date No. 5 F-1 Yes [:] No Date - RFP/RFQ INFORMATION WAS OBTAINED FROM: BBCRA Website Newspaper Ad 0 City Hall Other, please specify: /A�Ihorizecl Sign 1171 Mark Hefferin Print Name President Title 4011-31Z 0 ./ Date7 7 Page 26 of 30 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 141 BACK TO TABLE OF CONTENTS ATTACHMENT"I" 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 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. E2L Real Estate Solutions, LLC Proposer Name /A horized Sign Mark Hefferin Print Name President Title /011-310 021 DAe Page 27 of 30 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLC 142 BACK TO TABLE OF CONTENTS ATTACH M ENT"J" CERTIFICATION OF DRUG FREE WORKPLACE PROGRAM I certify that E2L Real Estate Solutions, LLC _- -,- , 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/RI=O!, 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: Z20Z/ Name &Title (typed)_ ark Heffe/n - President Page 28 of 30 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUM S,LLC 143 VA BACK TO TABLE OF CONTENTS ATTACHMENT"K" CERTIFICATION OF NON-SCRUTINIZED COMPANY E21. Real Estate Solutions, LLC _—, 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/RFC„the BBCRA may disqualify the Proposal and/or terminate the Agreement. E2L Real Estate Solutions, LLC Proposer Name By: Mark Hefferin Authorized Representative of Proposer Date: —,,, STATE OF COUNTY OF OIL'4_0 4 6—, SWORN TO and ubscribed4b o, e me this day of 20 by Such person (Notary Public must check applicable box): is personally known to mef produced their current driver license produced as identification. Notary Public$tate of Plonrta 4C or a 0': N ee:nA :n r! g Noreen Aring ri (NOTARY PUBLIC SEAL) Notary Public My Cornrnission GG 21107e Expires 0 5120 Ey,:,.:jExpires 04/2512022 (Printed,Typed or Stamped Name of Notary Public) Page 29 of 30 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC 144 BACK TO TABLE OF CONTENTS t CEM C' An acknowledgement letterattesting that the proposer has read and understands all procedures and requirements of this RFP/RFQ (see Attachment "L;"Acknowledgement Letter). s, r s J +A Y - /e- 3'fS,. A 115 N.FEDERAL HIGHWAY INFILL MIXED-USE REDEVELOPMENT E2L REAL ESTATE SOLUMNS,LLC Z BACK TO TABLE OF CONTENTS a ATTACHMENT"L" 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 July 23, 2021 115 N. Federal Highway Infill Mixed-Use Redevelopment Project To Whom It May Concern, The undersigned has read the Boynton Beach BBCRA(BBCRA) Request for Proposal/Request for Qualifications (RFP/RFQ) for the 115 N. Federal Highway Infill Mixed-Use Redevelopment Protect,dated July 23, 2021. 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/RFQare 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. 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ISSUE DATE:JULY 23,2021 i411 SUBMITTAL SUBMI T L :z��1r��l� lt��t'41(,y, ,1,f,}lS��,,,ut 1-- rt;;,,� 4ifA�{41t4.,.41�•sti,,)„ �,� OCTOBER 19,2021 r 1 4 ? all 1 ? is iSib t�s k s;.r ,� ({� t, r ., , ,. SUBMITTED BY GALLERY AT DEWEY PARK,LLC ' L8C1 TIGERTAIL AVENUE;7TH FLOOR ;. MIAMI,FLORIDA 33133 777. „1t�t rl rt r X50+ BILLION �rf Lj N \ l� CAPACITY / 21, A >rt r' i ,c,¢Stt,l4\ NATU R " i�fa E � �USCDEVELOPMENT 1a �:t i n r 1 � }r2i 131�it t r ERVING 'TON BEACH HISTORY b rliC..� A 7elA," - 3 Wan IN m 7 + 7Ft a � A 3 r a. `tfi„r � y- ,� 11 I( +��l1 j � � +�°�- � ' � ��: - '"°� r�1 li` •� �}{i � Ct s�tt�14S rr -t�' �`, ( r S' 1�4 V'ti�Z(11tt� kt rl(+s t 4 twir 9s 'sS i ° �i }S lis � 46, ,�I illj :+ T ! % rarr cru Fi � 1� t � EACArHcixA P, �( b�`„Y) �v � COMMUNITY REDEVELOPMENTA,GENCY '1 D R E LAT E D ICON LAS ALAS MIXED-USE RESIDENTIAL DEVELOPMENT Y4,111, ELATED GROUP RELATED 100,000+ UNITS $50 BILLION+ REVITALIZING BUILT & MANAGED CAPITAL RAISED URBAN NEIGHBORHOODS EQUITY PARTNERS LENDERS BBVAm Bellwether.. AthcsCapitalPartneru Bancome, I A Enterprise REGIONS '11"N ALDEN TORM N nal Bank BANKOFAMERICA, FINANCIAL ALI_INMORRI BOSTON FINANCIAL A OR to& A��A �l� iV1._;I�.TXI �i-n•�aarri vtz'�1.. � . • CANYON 09,BANK i NFJTA6.AnVISOR8.. G enheT HUDSON CormD Ap /'� �,,�r �•OUSI G CAPITAL RRABA, �a�(� � � . TRUSr PrindpaL Deutsche RABINA PROPERTIES Freddiei\ ac LAI7 ffYY.. PNC �fi �y,,ir10� ES BANK BANK OF AMERICA, 3 �t �"� ss � t�� ^""� vAr rrecps, OCKPOINT Fannie Mae GROUP Capi KeyBank dibbank (Cp pGIM FlEll"MAN' T THE CARLYLE GROUP 'G. RANDBRIDGE RELATEDURBAN 2 REQUIRED ELEMENTS OF PROPOSALS PAGE Provide a general written statement describing the qualifications and background A. of the proposer including any financial (equity) partner. 8 Provide a certificate of good standing from the Secretary of State of Florida and 24 B. the state in which the corporation is headquartered, if not Florida. Provide a list of proposer's key personnel that will be directly involved in proposed C. Project's development or management team, along with their professional 26 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. Provide a written list of similar mixed-use projects developed by the proposer, or D. companies controlled by its principals, and proposer's team that were completed 39 within the last ten (10)years, including photographs, addresses, dates the projects were completed, and general project description. Provide a brief profile for each member of the development team other than the E. proposing developer, as well as the resumes of the key personnel who would be 91 assigned to the project. F. State whether the proposed project is confined to the property offered by the 102 BBCRA or if it utilizes adjacent property. G. Provide a Construction Staging and Sequencing Plan including nature and timing 104 of on and off-site impacts. H. Provide a detailed description of the proposed Project, with text, tabulations and 106 graphics. Provide a proforma financial analysis including a development budget. A proposer may submit the requested breakdown information under a format of their own 121 • choosing but must also complete the Proposed Project Funding Uses and Sources Information form provided as Attachment'T". If the Project is proposed to use funding subsidies from the BBCRA or other qualified entities, proposer must provide a list of those entities and demonstrate J. experience with obtaining such project-based subsidies for workforce housing by 130 listing projects and the amount and type of subsidy utilized or other information that would support proposer's ability to secure such financing. Provide a description of how the proposer will make attempts to utilize local K. qualified contractors, and sub-contractors, and laborers in the proposed Project 133 as well as preapprenticeship or apprenticeship training. Provide proof of financial capability to complete the proposed Project. Financial capability will be demonstrated by submitting a current(audited, if available) financial statement of the proposing entity, or underlying entity if proposing entity 140 • was recently created, 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 proposer is a subsidiary). 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 142 Purchase and Development Agreement within 90 days of selection if selected. Provide authorization to Perform Credit Check for each proposer or business entity. The Authorization must be executed by the appropriate officer of proposer 144 • entity(see Attachment"D.1 & D.2.," Disclosure and Authorization to Perform Credit Check forms). A list of all civil and criminal legal actions in which each proposer entity(and its O parent entity if it is a subsidiary) is currently a named party or was a named party 147 • in the past four(4)years, providing the case number, case description, the state of jurisdiction, and disposition (or status) of each case. Provide a statement if the proposer is in arrears of any taxes or other financial 149 obligations to the BBCRA, City, or any other municipal or state entities. Provide a PowerPoint presentation of the proposal, consisting of no more than 15 151 slides. Providing executed form verifying that the proposer has met with City of Boynton Beach Planning and Development Department staff to review the Land Development Regulation requirements and development review processes 153 applicable to the Project being proposed (see Attachment"E," City of Boynton Beach Planning and Development Department Meeting Verification Forms). All other requirements contained in this RFP/RFQ, including all attachments that 155 • request a proposal or information from the proposer. An acknowledgement letter attesting that the proposer has read and understands all procedures and requirements of this RFP/RFQ(see Attachment"L," 162 Acknowledgement Letter). s 104S � JM�� n f t is t f f & u k x � s C � m ri — t — D RELATED 0la� October 19,2021 Thuy Shutt,AIA,FRA-RA Assistant - Assistant Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue Boynton Beach,Florida 33435 Gallery at Dewey Park—Request for Proposals and Developer Qualifications 115 N.Federal Highway Infill Mixed-Use Redevelopment Project RUDG, LLC("Related Urban")submits this proposal for consideration by the BBCRA for the redevelopment of 115 N. Federal Hwy. into Gallery at Dewey Park, a signature"Class-A"mixed-use, transit-oriented,workforce housing development. Related is the original developer of Marina Village, P-gynton. each's first mixed-use master planned community, located within Steps of the RFP site. Simply stated,no other developer can deliver both the p blic-private development expertise_ mixed-use residential_experience and demonstrated financial cavacitv as the Related Urban team. Related Urban:$1 °on+in Public-Private Development Related Urban specializes in public-private partnerships with local cities,counties and public agencies. We are currently spearheading over$1.8 billion+in public-private development,including the$450MM West River Public-Private Master Plan and the$600MM River Parc Public-Private Master Plan in partnership with local public agencies. Related Urban is the proven partner of choice for leading public authorities seeking experienced partners with the demonstrated financial capacity to successfully close these transactions,especially within Qualified Opportunity Zones and Community Redevelopment Areas. Related Urban has successfully raised two OOZ Funds to invest in public-private development and will make a similar$8.54 {)OZ Investment for the development of Gallffj,at Dewey Park. We have closed thousands of workforce housing units across South Florida and have an active public- private development pipeline of several thousand new workforce units in financing or construction. Related Group: 100,000 Units Developed, Including 10,000+Iconic Mixed-Use Units Since 1979,Related Group has successfully developed over 100,000 residential units serving all income levels representing$50 Billion+in capital raised and total development cost. Simply stated,few of our competitors can match this level of experience in South Florida and across the United States.In addition, Related has developed over 10,000"Class-A"mixed-use residential units and several"live/work/play" destinations including Icon Brickell, Icon Las Olas,CityPlace Doral and CityPlace West Palm Beach. Honoring_Boynton Beach.History: Preservation of Over Family Properties&Hurricane Alley As a development firm specializing in public-private partnerships,Related Urban thoughtfully strives to maintain the character and fabric of the communities in which we serve.Through our research,we have- come to understand the historical importance of the Oyer family in supporting all facets of Boynton Beach's civic and economic development, as well as guiding historic preservation efforts across Pal II @ 1� C Beach County for decades. Related can create a transformative development without disturbing the Oyer family properties or its tenants—including Hurricane Alley—and even restore these important buildings back to life as vibrant landmarks,maintaining the existing commercial fabric of historic Ocean Avenue. In addition,Related Urban will newly activate these historic properties as new artistic anchors for the community by transforming the underutilized alley behind the buildings into a signature linear art park. We will work in collaboration with the BBCRA,Oyer family,Hurricane Alley management and City of Boynton Beach to select museum-quality public art installations that will enhance this open space into an artistic connection between Dewey Park and Hurricane Alley. Gallery at Dewe Park: Workforce Housing—andMixed-Useevelo ment,Program This signature Related mixed-use residential development contains a workforce housing component that is affordable to local households with income at 80%- 140%of the City of Boynton Beach AMI including both"Moderate Income"and"Middle Income"families,as well as workforce households earning between 60%AMI— 120%AMI of the Palm Beach County AMI. In totality,Gallery at Dewey Park comprises 150 unrestricted market rate rental units including six innovative"live/work"units(70% of total units) and 63 workforce housing rental units(30%of total units). Furthermore, Cit�of_Boynton Beach and BBCRA em to ees will receive a areferred rental rate for housm 3 m the lan. Related Urban's project is not contingent upon any surrounding private parcels,and we are therefore ready to proceed expeditiously with this transformative mixed-use,workforce housing development. Gallery at Dewey Park will serve as the gateway to complement Downtown Boynton Beach's burgeoning economic and cultural district. Gallery at Dewey Park will include a new grocery store and dedicated community-serving retail space including Micro-Retail at reduced rents. The project will include 6"live/ work"units to support local entrepreneurs,public gallery space to support local artisans and contemporary mural gardens. Delivering Over$112 Million In Total Financial and Economic Benefits to the BBCRA Related Urban is proposing to acquire a 75-year leasehold interest in the BBCRA-controlled property,. Under this financial structure,the site will remain a public asset. Gallery at Dewy Park will create in excess of$112 MM in financial incentives for the BBCRA including$48.35MM in Financial Benefits and$63.69mm in economic development. We are proud of our history in the City of Boynton Beach. Related Urban is ready, willing and able to partner with the BBCRA and help write the City's next chapter. We thank you for your consideration. Sincerely, Alberto Milo Jr. President s t Y 1 � r s t 1L � ti t sy�H� M �}�t �fl Mi�l{rt\SU}I i4St its r'a�t ilf t Xis AProvide a general written statement describing the qualifications and background of the proposer including any financial (equity)partner. The Related Group is Florida's largest mixed-use residential development firm and one of the 2020 RANKINGS country's largest vertically integrated development, AFFORDABLE construction and property management companies. � � D R E LATE D Since 1979,The Related Group has developed over H �a rI ,- 75,000 units of affordable,workforce and market rate multifamily housing, as well as 25.000 luxury 8TH LARGEST WORKFORCE/AFFORDABLE high-rise condominium units, representing over$50 HOUSING DEVELOPER IN THE US billion in capital raised and total development cost. This includes Marina Village, Boynton Beach's first mixed-use master planned community located within [I] RELATED footsteps of the BBCRA RFP site. MHN EW The Related Group currently has over 700 active employees, including 350 corporate employees, and 6TH LARGEST MULTIFAMILY was named the country's sixth-largest multifamily DEVELOPER IN THE US housing developer in 2020 by Multi-Housing News. Related Group's affiliated property management company, TRG Management, and affiliated general contractor, Fortune Urban Construction, have 350 employees and 29 employees respectively. Related Urban,the workforce housing development platform of The Related Group, is currently ranked as the eighth-largest workforce and affordable housing developer in the United States by Affordable Housing Finance. Our team specializes in complex public-private partnerships and has closed nearly $1.5 billion in public-private transactions for the development of roughly 5,000 units. Related Urban's fifty-plus employees deliver in-house expertise across all aspects of workforce housing development, including capital markets, design and entitlements, construction and operations. Our firm sets the standard in South Florida for planning, financing, phasing, developing, constructing and operating "Class-A" workforce housing that revitalizes urban neighborhoods. Since the outbreak of COVID-19, Related Urban has closed nine public-private partnership transactions representing over$446 million in new housing development, demonstrating our consistent financial strength in a volatile economic environment for our public partners. In addition, Related Urban is investing in excess of$81.3 million of its own funds into public-private redevelopment projects. This is a prime example of our financial ingenuity and preserving the finite resources of our public partners. �. go a_ RELATEDURBAN 9 To better serve middle income households and working families, Related Urban pioneered one of the state's first successful 80/ 20 mixed-income workforce models, called Related's 'Gallery' brand, creating new "Class-A" workforce housing options for affordable, workforce and unrestricted market rate households within the same community. This brand has further established our financial creativity and continues to bring new economic diversity to emerging communities across South Florida. Related Urban is one of the only developers in the country to create two Qualified Opportunity Zone Funds to invest its own capital for public-private redevelopment: The Gallery on the River, an 80/20 tax-exempt bond development and Three Round Towers B & C, a mixed-income acquisition / rehab. These Opportunity Zone Fund Investments total $35 million and were invested by Related Urban's Chairman, Jorge M. Perez, personally. We also have several QOZ developments in predevelopment such as Gallery at Lummus Parc, located next to Miami's historic Lummus Parc, and Gallery at SoMi Parc within walking distance of light rail transit. What truly distinguishes Related Urban from other developers in the industry is our community-driven development approach, based upon Related Urban's steadfast commitment to comprehensive stakeholder engagement and delivering the community's vision for their development. Once the team receives approval to proceed with the project, we conduct broad outreach to local residents, community organizations, local business owners, city representatives, county representatives and other key stakeholders through extensive design charrettes and public workshops.All concerns are meticulously addressed and incorporated into a final design blueprint that serves as the framework for our development. "GALLERY" PREMIER WORKFORCE HOUSING DEVELOPED BY RELATED URBAN h LA Tgp I t II , y all �� t t is ris �tr�t 1S)`��tt d11{ S` � �� ' : r , V t ,4 1 t k A t � 1}ti ' e RELATEDURBAN 10 DELIVERING ARTS-ANCHORED DEVELOPMENTS SERVING EVERY INCOME LEVEL Related seeks to educate and inspire the community by incorporating museum-quality art and noteworthy cultural experiences throughout every project that enhance the lives of all residents. In addition to the curated selection of art within many projects, Related's art strategy extends far beyond a building's walls. Related is a firm believer in the merging of art and architecture and supports this belief through a strong commission-based arts program. Commissions range from exterior murals and sculptures to monumental lobby installations. Artists and projects are selected based on a curatorial vision that seeks to unify the artistic selections with the architectural inspiration of each space and positively impact the neighborhood's cultural ecosystem. Related not only provides residents with the unique opportunity to be surrounded by artwork but is also committed to enhancing neighborhoods and cities with art for the enjoyment of the entire community. Related incorporates these artistic principles not only in its highest-end properties, but also across its workforce housing communities. Installing large-scale pieces for public viewing has become a company hallmark, including monumental sculptures by some of the most widely recognized living artists, including Fernando Botero, Jaume Plensa, Pablo Atchugarry and Julio Le Parc. Related Urban's "Gallery" brand is underpinned by artistry and includes expansive ground floor public gallery spaces in each project to provide museum-quality environments for local artists to showcase their creative work at no cost. ,r `7� 111 gg s• v,,t ,��h3n � u flgq� i ' i, 3 WNW— MIN RELATEDURBAN 11 RELATED'S COMMITMENT TO THE ARTS [I] RELATED PEREZ ART MUSEUM & EL ESPACIO 23 - TRANSLATING ART INTO EVERY PROJECT , r \s�t — � s vE 1 # P� , s `^tea 1 sj r�,fyr,,,t r r - yy�. 4 5 RELATEDURBAN 12 PUBLIC ART INSTALLATIONS [I] RELATED IN EVERY RELATED PROJECT n x-4 t 'k d' a il ! zd s ,ih k# I. r t i } r s ¢ is , RELATEDURBAN 13 MUSEUM-QUALITY INTERIOR ART [I] RELATED IN EVERY RELATED PROJECT - )t�}"2��ilj?tutl�32i}22j�}, ,y �S�y{.'(l t tlp= t dS t —tom d P ti( � Sspy I1 4 s,B i 'r. it i y , v t c 1t i 1 { �r � k i ,t 1,yt� t ,y - HT u i ,r4�`. �'� t#SY�Y � p �) 1 �I a �t�� r➢g�'�'� }V I Ip' 1 �f t o - .M � y RELATEDURBAN 14 RELATED: OVER TEN THOUSAND MIXED-USE UNITS DEVELOPED Across the country, Related is recognized for our sophisticated mixed-use developments that transform buildings into vibrant residential environments. Related has pioneered flagship live/ play destinations such as CityPlace Doral; CityPlace West Palm Beach; Wynwood 25, The Annex and The Bradley(i.e. Wynwood Mixed-Use District); Park Grove; Marina Village; Auberge Beach Residences & Spa: 500 Brickell; 50 Biscayne; Icon Las Olas; Icon Central; Icon Buckhead; Icon Midtown; Beachwalk; Brickell Heights; SLS LUX; SLS Brickell Hotel & Residences; Icon Brickell; The Plaza; One Ocean; Mybrickell; Hyde Beach House, Hyde Resort& Residences and Hyde Midtown (i.e. Hyde Collection); Marea; SLS Puerto Madero; Paraiso Bayviews, GranParaiso and One Paraiso (i.e. Paraiso Collection). PARC GROVE MIXED-USE RESIDENTIAL DEVELOPMENT BY THE RELATED GROUP i iii 1101 q i f s, b ( t; 1 , RELATEDURBAN is • • t c - I • 341 Pill I oil, x IR 1 l at rel0714 1 WYNA,' D 25:WYNWOOD'S FIRST"CLAS S#A�'MIXED=USE APARTMENTS { I_ f 7 =nl 4}1 t 4 - this' ), }}y ((�i'j� fir. �y {{ �I 90, � (1) S;t, 1t,a= fi THE BRADLEY.WYNWOOD'S FIRST MIXED-}SEL�tXR� t � t 2£¢y APARTMENTS AND HOTEL ` SALT&STRAW ICE CREAM PARLD25 t u p _ 101 fi THE ANNEX:�WYNWOOD'S FIRST"CLASS;A" } 11 N b'S t T' -IASS-A. ' BOUTIQUE CREATIVE OFFICE SPACE MIED�USL APARTMENTS I e t k F i { WYNWOOD 25:WYNWOOD'S FIRST"CLAS LICHIRESTAURANT ATWYNWOOD 2& 'fit` MIXED-USE APARTMENTS ' t t As t7 YT 'i, r� t� l �6 BAR AT SLS SOUTH BEACH t p Ati S)` q op DUNEATAUBERGE ETARU AT HYDE RESORT BEACH RESIDENCES&SPA i� l t � Ij #r t tr Fir ro � �t ��t jj F sAl WATAUBERGE BEACH RESIDENCES&SPA ETARU AT HYDE RESORT ave � Vit(# I k fits %` �i fmt �r �q DUNE AT AUBERGE BEACH RESIDENCES&SPA DUN AI`/�UBEi E BEACH RESIDENCES&SPA re �d F LLI W2 s Fq Z l ry ry O s 2r � 2 ttt��JJJJJJ 2 2 Z\ 1 1 1112 {S4 W LU V ,y as t a W22 qq Esti 2 r 2LLI 5 C BRICKELL CITY CENTRE MIXED-USE []3 RELATED (rij'Por�y , k r , D � v r d � , 1 y f r � RELATEDURBAN 19 BRICKELL CITY CENTRE MIXED-USE []3 RELATED 11 NO # Y A `3x I i s � r s, I v r .w t • >~ y f - , w , 4x p u } a n. �r • - � �'�, � 4 ,'_ � 111(,ak .r iir k �•�14 "aw?.WSk Nfivn VMt�afY vt(&aw.V`:i , 7 l8. { RELATEDURBAN 20 PARK GROVE MIXED-USE DISTRICT RELATED BOUTIQUE RESIDENTIAL, OFFICE AND DINING sf�rft4f}rt t r � i ^ � lr N £,i ter { i �� r, •��{ ��,j� � - � t, � � iI ttrz�?3f��tit S 1 lu 7 a fi"h tit� }g t i r £ _ f Y v ' ��r Y jjljI >s IN — a t s ,r t RELATEDURBAN 21 SOUTH BEACH MIXED-USE COLLECTION []3 RELATED t` ,tj i1llt}53 )S tt i � � f yt �, )�1 �kk a, l b` " )4 r yu i f i RELATEDURBAN 22 PARAISO COLLECTION MIXED-USE DISTRICT RELATED l i Gr ��f t t lfrr s Y fit( K,=f ? r Il»� — 2 L u { s by U w fi ks \ 4. _gg 11 h s ra ifrb i hm u 'y� 0 Al N t sFli� �A$ r 5 i A?y is irys'a'� J AMARAMPARAIS u i 3r n �m • • RELATEDURBAN 23 - r - �. DE A' T1I #,T, jt - +, t ii ++i{Irl i{'3t SSr1J 1\�„��tAi�il;it3s f is tAr�il i}�1.�`\S1\iisVitt!({t lii jti\�!)�i\�}ilt�l V�{,, _ - <` - '! - �;�r{ — ii: -- "� _ t�11}t,�4i\t1 (,t d1�y��r,1I1,V�tssl}t1i11'iy� x - _ ty , Vzi�t�yr��ljt r,;}tt�{I1t14�t��1��}-:i)`jii t - '4• .,r 1 r - s -- r - ' - I i ! , )1 r t ft n t S e n y i �- z t s - \rit, - � � z I,is7Q\sllrsshtsir?li' slrstiS,t,�ttt:isrssl;rr,(t�s pilll.,; tf� l+s`fVitsSijlliitltl{! },;,sr+,„�:,.: sz� � � ,4s�' ,� � - 1s\l'i ,}z:dt yltish 'sR t 3�f3r}liti;r�� 1,', irs s•l,. 2Jtt},�liS s,st iIs__,A,itl {,,y,.,+;,-,iii,4�f}{j ,_ ,s,,,,,, '.' ,, t i... ,i yyi! {z °. 'S "- r,rr - iv 41\s - 4 - 1A,,i,s a S i Si _. r,_ .,,..... � tt..Sl 1, ..a}S,.: s ,,,.„ _ r .,�) �S) .,! �� •,•,i”„t,� �. . ;: „ -', --._- ',� t� .: 1 , + ): ,��)(�,.. i ,.n.r,,f I n,A ,a,1j. �t( (� -r\t. ,�1\1 .,{ 1 0 y�}��, - i ;�a ,.- .,. t 'u •__ �. -=-v. - j s 4 r +lt s F - = i' i ) s N1\t lit no r � '1 3 m ' , I ICON LAS OLAS MDCED-USE RESIDENTIAL DEVELOPMENT BY THE RELATED GROUP RELATED URBAN CERTIFICATE OF GOOD STANDING State of Florida Department of State I certify from the records of this office that RUD , LLC is a limited liability company organized under the laws of the State of Florida, filed on April 23, 2009,effective.April 23,2009, The document number of this Bruited liability company is L09000039350. I further certify that said limited liability company has paid all fees due this office through December 31, 2021,that its most recent annual report was filed on February 17, 2021, and that its status is active. Given under nay hand and the Great,Seal of the x"State of`Florida at Tallahassee,the Capital,this the Seventh day of October,2021 Secretary of State °a r Tracking!umber,8435531404CU To authenticate this certificate,visit the following site,enter this number,and then follow the instructions displayed. https://servit es.5unbiz.org flings/iCertir cateofStatus/CertiricateAuthen.tication RELATEDURBAN 25 TRS DEPARTMENT OF THE TREASURY 1� INTERNAL REVENUE SERVICE CINCINNATI OH 45999-0023 Date of this notice: 10-18-2021 Employer Identification Number: 87-3150894 Form: SS-4 Number of this notice: CP 575 B GALLERY AT DEWEY PARK LLC ALBERTO MILO JR MBR 2850 TIGERTAIL AVE STE 800 For assistance you may call us at: MIAMI, FL 33133 1-800-829-4933 IF YOU WRITE, ATTACH THE STUB AT THE END OF THIS NOTICE. WE ASSIGNED YOU AN EMPLOYER IDENTIFICATION NUMBER Thank you for applying for an Employer Identification Number (EIN) . We assigned you EIN 87-3150894. This EIN will identify you, your business accounts, tax returns, and documents, even if you have no employees. Please keep this notice in your permanent records. When filing tax documents, payments, and related correspondence, it is very important that you use your EIN and complete name and address exactly as shown above. Any variation may cause a delay in processing, result in incorrect information in your account, or even cause you to be assigned more than one EIN. If the information is not correct as shown above, please make the correction using the attached tear off stub and return it to us. Based on the information received from you or your representative, you must file the following form(s) by the date(s) shown. Form 1065 03/15/2022 If you have questions about the form(s) or the due date(s) shown, you can call us at the phone number or write to us at the address shown at the top of this notice. If you need help in determining your annual accounting period (tax year) , see Publication 538, Accounting Periods and Methods. We assigned you a tax classification based on information obtained from you or your representative. It is not a legal determination of your tax classification, and is not binding on the IRS. If you want a legal determination of your tax classification, you may request a private letter ruling from the IRS under the guidelines in Revenue Procedure 2004-1, 2004-1 I.R.B. 1 (or superseding Revenue Procedure for the year at issue) . Note: Certain tax classification elections can be requested by filing Form 8832, Entity Classification Election. See Form 8832 and its instructions for additional information. A limited liability company (LLC) may file Form 8832, Entity Classification Election, and elect to be classified as an association taxable as a corporation. If the LLC is eligible to be treated as a corporation that meets certain tests and it will be electing S corporation status, it must timely file Form 2553, Election by a Small Business Corporation. The LLC will be treated as a corporation as of the effective date of the S corporation election and does not need to file Form 8832. To obtain tax forms and publications, including those referenced in this notice, visit our Web site at www.irs.gov. If you do not have access to the Internet, call 1-800-829-3676 (TTY/TDD 1-800-829-4059) or visit your local IRS office. (IRS USE ONLY) 575B 10-18-2021 GALL B 9999999999 SS-4 IMPORTANT REMINDERS: * Keep a copy of this notice in your permanent records. This notice is issued only one time and the IRS will not be able to generate a duplicate copy for you. You may give a copy of this document to anyone asking for proof of your EIN. * Use this EIN and your name exactly as they appear at the top of this notice on all your federal tax forms. * Refer to this BIN on your tax-related correspondence and documents. If you have questions about your EIN, you can call us at the phone number or write to us at the address shown at the top of this notice. If you write, please tear off the stub at the bottom of this notice and send it along with your letter. If you do not need to write us, do not complete and return the stub. Your name control associated with this EIN is GALL. You will need to provide this information, along with your EIN, if you file your returns electronically. Thank you for your cooperation. Keep this part for your records. CP 575 B (Rev. 7-2007) ---------------------------------------------------------------------------------------------- Return this part with any correspondence so we may identify your account. Please CP 575 B correct any errors in your name or address. 9999999999 Your Telephone Number Best Time to Call DATE OF THIS NOTICE: 10-18-2021 ( ) - EMPLOYER IDENTIFICATION NUMBER: 87-3150894 FORM: SS-4 NOBOD INTERNAL REVENUE SERVICE GALLERY AT DEWEY PARK LLC CINCINNATI OH 45999-0023 ALBERTO MILO JR MBR „ , , , , „ ,�„�,�„��,,,��,,,,,�,�„��,�,�„� 2850 TIGERTAIL AVE STE 800 MIAMI, FL 33133 850-617-6381 10/19/2021 7: 17:58 AM PAGE 1/002 Fax Server M112 29 E� �� MIS mr, 15 of *tatc. -I'Dr , tba 1P,pnrtment of 0101P Hinvi I certify from the records of this office that GALLERY AT DEWEY PARK, LLC, is a limited liability company organized under the laws of the State of Florida, filed on October 18, 2021, effective October 18, 2021. KC The document number of this company is L21000452742. Rn I further certify that said company has paid all fees due this office through December 31, 2021, and its status is active. n Authentication Code: 921A00025368-101821-L21000452742-1/1 WIN:�WIIX KA- WN Given under my hand and the Great Seal of the State of Florida, - at Tallahassee, the Capital, this the Eighteenth day of October, 2021 �.r WIN VINUft .- Secretary of State 850-617-6381 10/19/2021 7: 17:58 AM PAGE 2/002 Fax Server October 16, 2021 GALLERY AT DEWEY PARK, LLC 2850 TIGERTAIL AVENUE, SUITE 800 MIAMI, FL 33133 The Articles of Organization for GALLERY AT DEWEY PARK, LLC were filed on October 18, 2021, effective October 18, 2021, and assigned document number L21000452742. Please refer to this number whenever corresponding with this office. The certification you requested is enclosed. To be official, the certification for a certified copy must be attached to the original document number that was electronically submitted and filed under FAX audit number H21000387446. To maintain "active" status with the Division of Corporations, an annual report must be filed yearly between January tat and May 1st beginning in the year following the file date or effective date indicated above. If the annual report is not it by May lst, a $400 late fee will be added. It is your responsibility to remember to file your annual report in a timely manner. A Federal Employer Identification Number (FEI/EIN) will be required when this report is filed. Apply to with the IRS online at: https://sa.www4.irs.gov/modiein/individual/index.jsp. Please be aware if the limited liability company address changes, it is the responsibility of the limited liability to notify this office. Should you have any questions regarding this matter, please contact this office at the address given below. Tammi Cline Regulatory Specialist II Supervisor New Filing Section Division of Corporations Letter Number: 21 00 ARTICLES OF ORGANIZATION OF Gallery at Dewey Park,LLC a Florida limited liability company ARTICLE I-Name: The name of the Limited Liability Company is: Gallery at Dewey Park, LLC ARTICLE II-Address: The mailing address and street address of the principal office of the Limited Liability Company is: 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 ARTICLE III-Registered Agent,Registered Office, & Registered Agent's Signature: The name and the Florida street address of the registered agent are: Corporate Creations Network Inc. 801 US Highway 1 North Palm Beach, FL 33408 Having been named as registered agent and to accept service of process for the above stated limited liability company at the place designated in this certificate, I hereby accept the appointment as registered agent and agree to act in this capacity. I further agree to comply with the provisions of all statutes relating to the proper and complete performance of my duties, and I am familiar with and accept the obligations of my position as registered agent as provided for in Chapter 605, F.S.. Corporate Creations Network Inc. By: Joseph Panholzer, Special Secretary Page 1 of 2 ARTICLE IV- Management: The name and address of each person authorized to manage and control the Limited Liability Company:. Title: Name and Address: Manager Gallery at Dewey Park Manager, LLC 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 President Perez, Jorge M. 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Vice President Perez, Jon Paul 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Vice President Allen, Matthew 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Vice President Milo, Jr.,Alberto 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 VP, Treasurer, Secretary Hoyos, Jeffery 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Vice President Del Pozzo, Tony 2850 Tigertail Avenue, Suite 800 Miami,FL 33133 ARTICLE V-Existence: The Limited Liability Company's existence shall be effective October 18, 2021. The undersigned authorized representative of a member executed these Articles of Organization on October 18, 2021. Corporate Creations International By: Joseph Panholzer,Attorney-in-Fact Page 2 of 2 850-617-6381 10/19/2021 7: 16:30 AM PAGE 1/002 Fax Server of *tat e 711 J appartment of ftt e Min I certify from the records of this office that GALLERY AT DEWEY PARK DEVELOPER, LLC, is a limited liability company organized under the laws of the State of Florida, filed on October 18, 2021, effective October 18, 2021. The document number of this company is L21000452743. I further certify that said company has paid all fees due this office through December 31, 2021, and its status is active. HIM Authentication Code: 021A00025369-101821-L21000452743-1/1 KC I Given under my hand and the Great Seal of the State of Florida, T at Tallahassee, the Capital, this the Eighteenth day of October, 2021 Secretary of State T 850-617-6361 10/19/2021 7: 16:30 AM PAGE 2/002 Fax Server October 18, 2021 FLORIDA DEPARTMENT OF STATE Division of Corporations GALLERY AT DEWEY PARK DEVELOPER, LLC 2850 TIGERTAIL AVENUE, SUITE 800 MIAMI, FL 33133 The Articles of Organization for GALLERY AT DEWEY PARK DEVELOPER, LLC were filed on October 18, 2021, effective October 18, 2021, and assigned document number L21000452743. Please refer to this number whenever corresponding with this office. The certification you requested is enclosed. To be official, the certification for a certified copy must be attached to the original document number that was electronically submitted and filed under FAX audit number H21000387449. To maintain "active" status with the Division of Corporations, an annual report must be filed yearly between January 1st and May 1st beginning in the year following the file date or effective date indicated above. If the annual report is not filed by May 1st, a $400 late fee will be added. It is your responsibility to remember to file your annual report in a timely manner. A Federal Employer Identification Number (FEI/EIN) will be required when this report is filed. Apply today with the IRS online at: https://sa.www4.irs.gov/modiein/individual/index.jsp. Please be aware if the limited liability company address changes, it is the responsibility of the limited liability to notify this office. Should you have any questions regarding this matter, please contact this office at the address given below. Tammi Cline Regulatory Specialist II Supervisor New Filing Section Division of Corporations Letter Number: 021A00025369 P.O BOX 6327—Tallahassee,Flonda 32314 ARTICLES OF ORGANIZATION OF Gallery at Dewey Park Developer,LLC a Florida limited liability company ARTICLE I-Name: The name of the Limited Liability Company is: Gallery at Dewey Park Developer, LLC ARTICLE II-Address: The mailing address and street address of the principal office of the Limited Liability Company is: 2850 Tigertail Avenue, Suite 800 Miami,FL 33133 ARTICLE III -Registered Agent,Registered Office,& Registered Agent's Signature: The name and the Florida street address of the registered agent are: Corporate Creations Network Inc. 801 US Highway 1 North Palm Beach,FL 33408 Having been named as registered agent and to accept service of process for the above stated limited liability company at the place designated in this certificate, I hereby accept the appointment as registered agent and agree to act in this capacity. I further agree to comply with the provisions of all statutes relating to the proper and complete performance of my duties, and I am familiar with and accept the obligations of my position as registered agent as provided for in Chapter 605, F.S.. Corporate Creations Network Inc. By: Joseph Panholzer, Special Secretary Page 1 of 2 ARTICLE IV-Management: The name and address of each person authorized to manage and control the Limited Liability Company: Title: Name and Address: Manager RUDG,LLC 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 President Perez, Jorge M. 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Vice President Perez, Jon Paul 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Vice President Allen, Matthew 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Vice President Milo, Jr.,Alberto 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 VP, Treasurer, Secretary Hoyos, Jeffery 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Vice President Del Pozzo, Tony 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 ARTICLE V- Existence: The Limited Liability Company's existence shall be effective October 18, 2021. The undersigned authorized representative of a member executed these Articles of Organization on October 18, 2021. Corporate Creations International By: Joseph Panholzer,Attorney-in-Fact Page 2 of 2 850-617-6381 10/19/2021 7:17:25 AM PAGE 1/002 Fax Server IN te 0 *ta 0 r, 010 f 1P.partment of 01alp CHI I certify from the records of this office that GALLERY AT DEWEY PARK � C MANAGER, LLC, is a limited liability company organized under the laws of the State of Florida, filed on October 18, 2021, effective October 18, 2021. .� X The document number of this company is L21000452744. ?�I further certify that said company has paid all fees due this office through December 31, 2021, and its status is active. HIM Authentication Code: 121A00025369-101821-L21000452744-1/1 a� ,WII Given under my hand and the Great Seal of the State of Florida, at Tallahassee, the Capital, this the Eighteenth day of October, 2021 US Secretary of State am f X1112memnH. 850-617-6381 10/19/2021 7: 17:25 AM PAGE 2/002 Fax Server October 18, 2021 FLORIDA DEPARTMENT OFSTATE Division of Corporations GALLERY AT DEWEY PARK MANAGER, LLC 2850 TIGERTAIL AVENUE, SUITE 800 MIAMI, FL 33133 The Articles of Organization for GALLERY AT DEWEY PARK MANAGER, LLC were filed on October 18, 2021, effective October 18, 2021, and assigned document number L21000452744. Please refer to this number whenever corresponding with this office. The certification you requested is enclosed. To be official, the certification for a certified copy must be attached to the original document number that was electronically submitted and filed under FAX audit number H21000387452. To maintain "active" status with the Division of Corporations, an annual report must be filed yearly between January 1st and May 1st beginning in the year following the file date or effective date indicated above. If the annual report is not filed by May 1st, a $400 late fee will be added. It is your responsibility to remember to file your annual report in a timely manner. A Federal Employer Identification Number (FEI/EIN) will be required when this report is filed. Apply today with the IRS online at: https://sa.www4.irs.gov/modiein/individual/index.jsp. Please be aware if the limited liability company address changes, it is the responsibility of the limited liability to notify this office. Should you have any questions regarding this matter, please contact this office at the address given below. Tammi Cline Regulatory Specialist II Supervisor New Filing Section Division of Corporations Letter Number: 121A00025369 P.O BOX 6327—TaHahassee,Flonda. 32314 ARTICLES OF ORGANIZATION OF Gallery at Dewey Park Manager, LLC a Florida limited liability company ARTICLE I-Name: The name of the Limited Liability Company is: Gallery at Dewey Park Manager, LLC ARTICLE II-Address: The mailing address and street address of the principal office of the Limited Liability Company is: 2850 Tigertail Avenue, Suite 800 Miami,FL 33133 ARTICLE III-Registered Agent,Registered Office, & Registered Agent's Signature: The name and the Florida street address of the registered agent are: Corporate Creations Network Inc. 801 US Highway 1 North Palm Beach, FL 33408 Having been named as registered agent and to accept service of process for the above stated limited liability company at the place designated in this certificate, I hereby accept the appointment as registered agent and agree to act in this capacity. I further agree to comply with the provisions of all statutes relating to the proper and complete performance of my duties, and I am familiar with and accept the obligations of my position as registered agent as provided for in Chapter 605, F.S.. Corporate Creations Network Inc. By: Joseph Panholzer, Special Secretary r Page I of 2 ARTICLE IV-Management: The name and address of each person authorized to manage and control the Limited Liability Company: Title: Name and Address: Manager JMPFT Affordable,LLC 2850 Tigertail Avenue, Suite 800 Miami,FL 33133 President Perez, Jorge M. 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Vice President Perez, Jon Paul 2850 Tigertail Avenue, Suite 800 Miami,FL 33133 Vice President Allen, Matthew 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Vice President Milo, Jr.,Alberto 2850 Tigertail Avenue, Suite 800 Miami,FL 33133 VP, Treasurer, Secretary Hoyos,Jeffery 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Vice President Del Pozzo, Tony 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 ARTICLE V-Existence: The Limited Liability Company's existence shall be effective October 18, 2021. The undersigned authorized representative of a member executed these Articles of Organization on October 18, 2021. Corporate Creations International By: Joseph Panholzer, Attorney-in-Fact Page 2 of 2 C PROVIDE A LIST OF PROPOSER'S KEY PERSONNEL THAT WILL BE DIRECTLY INVOLVED I=N PROPOSED PROJECT'S DEVELOPMENT OR MANAGEMENT TEAM, TH 'HEIR PROFESSIONAL QUALIFICATIONS, AND A LIST OF SIMILAR - i WHICH THEY HAVE ACTIVE ICIPATED. PROVIDE NO LESS EE AND NO MORE THA � i" vE,kJ `m : ROJECTS FOR THIS ITEM. MIN SI w g r'it - � i- c x ��2r��t r d 'o! >�,� ✓r 1ti tit S st 1�•�S',,' s' s s t 11 SLS LUX MIXED-USE RESIDENTrAL'DEVELO'P ENT�13Ylirkt REi/iiED"Gt�CSUP- CProvide a list of proposer's 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. All of Related Urban's principals and key staff have the necessary time to execute Gallery at Dewey Park on-time and on-budget. Our team has the capacity and experience necessary to execute this vital project for the BBCRA. Related Urban and all team members are available to start immediately. All of the below team members will be assigned to this project. Ten completed similar developments include Gallery at River Parc, Gallery on the River, Wynwood 25, Parc Grove, Icon Las Olas, The Bradley, Icon Midtown, SLS Brickell, Hyde Midtown and Marina Village. ALBERTO MILO JR. PRINCIPAL AND PRESIDENT [EI RELATED RELATED URBAN DEVELOPMENT GROUP ("RUDG, LLC") ' Alberto Milo Jr. leads Related Urban Development Group (RUDG), the affordable housing division of the nation's most prolific development company, Related Group. In this role, he is responsible for the overall design, development, construction, financing and budgeting for each project within RUDG's portfolio, whether public, affordable, workforce or mixed-income housing. Under Albert's leadership, RUDG has built and rehabilitated more than 2,700 units throughout Florida with over $1 billion in total development costs. Most recently, RUDG has begun an ambitious new set of projects which are designed to eliminate many of the drawbacks historically associated with public housing developments. Among these is the $600 million River Parc master plan in Miami's Little Havana neighborhood, which is cited as the most ambitious affordable housing development in the county to date, built in partnership with Miami-Dade County. The development will contain over 2,500 units along with a new Riverwalk and commercial opportunities. Similarly, a $400 million mixed-income riverfront development is underway in Tampa's historic West River district, developed in collaboration with the Tampa Housing Authority. Albert and his team are also currently working on the redevelopment of Liberty Square, the oldest and largest public housing development in the Southeastern United States.The project, which also follows the mixed-income format, will contain over 1,500 units along with commercial and community opportunities. The project has been lauded as one of the most significant public housing redevelopments in South Florida and the Country, with HUD Secretary, Dr. Ben Carson, calling the project an example to follow around the country. Prior to his tenure at RUDG, Albert owned and operated real estate development, real estate brokerage and mortgage brokerage companies over the span of 20 years. After developing his first affordable housing development in 1999, he formed The Urban Development Group in 2002, focused on revitalizing communities by creating affordable homeownership for underserved markets. As a committed member of the local community, Albert has served on the Miami-Dade County Industrial Development Authority since 2005 and is a former member of the Greater Miami Chamber of Commerce's Workforce Housing Committee. He also served on the board of the YMCA of South Florida from 2017 to 2019. In 2011, he was the President of the Builder's Association of South Florida where he was awarded the President's Award and was named Builder of the Year in 2009 and 2019. RELATEDURBAN 27 JORGE M. PEREZ CHAIRMAN AND CHIEF EXECUTIVE OFFICER,[1] RELATED , THE RELATED GROUP Jorge Perez, Chairman and Chief Executive Officer of Related Group, has been at the forefront of South Florida's complex urban evolution for over 30 years. A commitment to 'building better cities,' and a natural ability to identify emerging trends has made his one of the most trusted and influential names in real estate. Armed with a dynamic ` selection of land parcels, new financing techniques,the collective strength of Related's management team and a pipeline of more than 80,000 residential units, Mr. Perez is set to answer the demands and desires of a new generation. Perez started out in the 1970's, making a name for himself in the public housing market of neighborhoods like Miami's Little Havana and Homestead. His attention to detail and commitment to creating quality living environments distinguished him within the marketplace and laid the groundwork for future Related projects. More than three decades later, his continued passion for vibrant urban communities has made him a trendsetter, often the first developer to enter emerging or undiscovered neighborhoods. Over the years, Perez and Related Group have partnered with world-class names in architecture and interior design. Collaborations with creative luminaries like Bernardo Fort Brescia, David Rockwell, Philippe Starck, Yabu Pushelberg, Piero Lissoni, Karim Rashid and many others produced neighborhood- defining projects, and established Related's developments as integral components of Miami's evolving cityscape. A lover of art and an avid collector, Perez infuses each development with carefully selected pieces from master artists. Works by Fernando Botero, Jaume Plensa, Julio LeParc and Fabian Burgos are proudly displayed at Related developments, complementing each building's unique character and often serving as public fixtures of the community landscape. Mr. Perez is deeply involved in supporting Miami's ongoing cultural renaissance, sponsoring programs like the Miami International Film Festival's Emerging Cuban Independent Film/Video Artists Program and The National Young Arts Foundation's Residency in Visual Arts. Most notably, Perez donated $40 million to the Herzog &de Meuron-designed Perez Art Museum Miami, or PAMM. He is also a member of the University of Miami's Board of Trustees, chairs the Miami-Dade Cultural Affairs Council, and is a director of the Miami International Film Festival. Mr. Perez has received numerous awards for his professional and philanthropic achievements, including Ernst&Young's Entrepreneur of the Year, the Hispanic Achievement& Business Entrepreneurship Award from Hispanic Magazine, The Developers and Builders Alliance's Community Advancement Award, and The Beacon Council's 2015 Jay Malina Award. Mr. Perez is also committed to The Giving Pledge, a campaign founded by Warren Buffett and Bill Gates to which states he will donate 50 percent of his wealth to philanthropic purposes. In 2005, Time Magazine named Mr. Perez one of the top 25 most influential Hispanics in the United States, and he has appeared on the cover of Forbes twice. Born in Buenos Aires, Argentina to Cuban parents, Perez grew up in Bogota, Colombia. He graduated summa cum laude from C.W. Post College in Long Island and earned his Master's in Urban Planning from the University of Michigan. RELATEDURBAN 28 ADOLFO HENRIQUES VICE CHAIRMAN, THE RELATED GROUP[]] RELATED Adolfo Henriques serves as Vice Chairman of The Related Group, South Florida's { leading real estate developer. With over 20 years of experience in the banking industry and extensive executive leadership experience, Mr. Henriques' duties include working with the executive team on strategic and organizational initiatives. Prior to joining Related in early 2017, Mr. Henriques served as Chairman and Chief Executive Officer of Gibraltar Private Bank and Trust, a private banking and wealth management company headquartered in Miami and was also CEO of the South Region for Regions Bank. A recipient of the Woodrow Wilson Award for Corporate Leadership, Adolfo Henriques holds a B.A. in Business from St. Leo College, has a Master's Degree in Accounting from Florida International University and is a certified Public Accountant. He also serves as a member of the Executive Committee at Greater Miami Convention and Visitors Bureau (GMCVB) and was recently named among the 12 most powerful people in Miami by the Miami Herald. JON PAUL "JP" PEREZ PRESIDENT, THE RELATED GROUP[]3RELATED Jon Paul "JP" P6rez is responsible for overseeing development operations across the company's various divisions, managing land acquisition efforts and leading the procurement of major construction financing. He also forms a part of Related's Executive Committee, where he works with the firm's C-level executives and division presidents to establish corporate priorities, growth strategies and other key company-wide initiatives. Jon Paul aims to continue supporting the firm's reputation as a "market maker" and its proven ability to capitalize on opportunities well before competitors. A market maker himself, Jon Paul has personally spearheaded Related's recent entrance into Miami's popular Wynwood neighborhood, where he's working to deliver several major mixed-use projects set to transform the area into a true live-work-play neighborhood. Current projects include Wynwood 25, a 289-unit luxury rental property across from the iconic Wynwood Walls; The Annex, an eight-story, 50,000-square-foot, class A office building; and The Bradley, a 175-unit rental tower with interior design by Kravitz Design. Since joining Related in 2012, Jon Paul has overseen the development of several thousand market-rate rental, affordable and luxury condominium units—including the 200-unit The Manor, the 365-unit Town City Center and the 690-unit Brickell Heights condo property. He has also played a key role in several marquee sales and acquisitions. Prior to joining Related, Jon Paul worked for The Related Companies of New York where he oversaw all aspects of the development process for more than 900 units, with direct responsibility for financial modeling, design programming and construction management. He also participated in securing capital for the firm's $900 million distressed opportunity fund, and in 2009 successfully led efforts to sell 425 unsold condominium units in Fort Myers, Florida over the span of 18 months. Jon Paul graduated from the University of Miami in 2007 with a B.S in business administration and received his MBA from Kellogg School of Management at Northwestern University in 2015. Nurturing Miami's growing arts and culture community, Jon Paul remains closely aligned with the Perez Art Museum Miami as well as with The National YoungArts Foundation (YoungArts), participating in its annual Miami YoungArts Week. He also sits on the board of Big Brothers Big Sisters of Miami and is an active United Way Young Leader. Every holiday season, Jon Paul also puts together Related's annual Thanksgiving Turkey Drive to coordinate the delivery of over 2,600 turkeys across Miami-Dade, including to the firm's affordable housing properties. RELATEDURBAN 29 MATTHEW J. ALLEN EXECUTIVE VICE PRESIDENT RELATED AND CHIEF OPERATING OFFICER, THE RELATED GROUP tr¢ Matthew J. Allen is Executive Vice President and Chief Operating Officer of Related ,s} Group. Mr. Allen, who joined the company in 1999, is responsible for overseeing the day to day operations of the company. In addition, he directly oversees the finance, acquisitions, human resources, marketing, legal, accounting, asset management and property management divisions. Since 1999, he was directly responsible for raising over $13 billion in equity capital and debt. Prior to joining Related, Mr. Allen served as Senior Vice President of Atlantic Gulf Communities. Mr. Allen has over twenty-eight years of experience in Real Estate. He is a member of the Executive Council and the Board of Directors for Big Brothers Big Sisters of Greater Miami, member of the Orange Bowl Committee and on the Executive Council and Advisory Board of the DCC which benefits the Sylvester Comprehensive Cancer Research Center, Board Member of UM Real Estate Advisory Board and a Trustee of United Way. He is a former member of the BankAtlantic Advisory Council, The Marlins RBI Advisory Board, The Executive Committee and Board of Directors of the Beacon Council. Mr. Allen completed his undergraduate studies at Barry University and received his Master's Degree in Business Administration from Florida International University. JEFFERY HOYOS SENIOR VICE PRESIDENT ED AND CHIEF ACCOUNTING OFFICER, THE RELATED GROUP """ ` Jeffery Hoyos will be responsible for overseeing all aspects of the organization's accounting functions. This includes regulatory compliance with accounting standards ' and practices. Mr. Hoyos joined the company in 2008 and is primarily responsible for financial compliance and controls, financial reporting, planning and analysis and information systems. He brings nearly 30 years of financial and operational experience to the Company from both the private and public sector. BETSY MCCOY VICE PRESIDENT AND GENERAL COUNSEL, ED THE RELATED GROUP "" ` Betsy L. McCoy is General Counsel and Vice President of The Related Group. Ms. McCoys ;-- joined The Related Group in 2008 and is responsible for oversight of all legal issues and for providing direct counsel to Mr. Perez and Related's COO, Matt Allen on matters affecting day to day operations. Prior to joining The Related Group, Ms. McCoy was in private practice as a principal and shareholder of her law firm located in Tampa, Florida where she served as litigation counsel statewide to financial institutions, real estate developers, and contractors. Ms. McCoy became Board Certified by The Florida Bar as a specialist in complex commercial and business litigation in 1997 and maintained that certification for 11 years until joining The Related Group. Ms. McCoy is a graduate of the prestigious Harvard Negotiation Project, a frequent speaker at national conferences, and holds a Master Advocate Certification by the National Institute of Trial Advocacy. Ms. McCoy is a graduate of Creighton University, College of Arts and Sciences, Omaha, Nebraska where she earned a Bachelor's Degree; Creighton Law School where she earned her Juris Doctorate degree, and also, The University of Miami School of Law where Ms. McCoy earned an L.LM (Letters of Legal Mastery) in the law of real property development. RELATEDURBAN 30 TONY DEL POZZO VICE PRESIDENT OF FINANCE, RELATED URBAN M RELATED MEMEMSIM Tony Del Pozzo is the Vice President of Finance and will be responsible for obtaining, negotiating and closing on financing for all projects. Mr. Del Pozzo will work directly with tax credit investors and lenders to obtain the necessary funds to finance the project.Tony Del Pozzo has a finance degree, extensive experience and established relationships with all of the largest national lenders around the country including the largest tax credit equity investors and syndicators. Tony has arranged the financing for all Related Urban projects to date, totaling over$1 billion in loans and $450 million in tax credit equity. Moreover, he has arranged nearly $2 billion in total financing during his tenure at Related Urban. He will be assisted in all financing matters by a Finance Manager and Financial Analyst. Tony Del Pozzo has over twenty-five years of experience in the industry. Mr. Del Pozzo is a licensed Florida appraiser and holds a Master of Business Administration from the University of Miami. ANDREW VELO-ARIAS DEVELOPMENT MANAGER, RELATED URBAN [EI RELATED INEMWEEMM Andrew Velo-Arias will be the Development Manager assigned to oversee the redevelopment of Gallery at Dewey Park. Andrew will oversee all aspects of the development process from initial site planning and design through entitlements, construction and lease-up. Since joining Related in 2017, Andrew has closed on financing on more than 700 units and over $150MM in total development costs for affordable and mixed-income developments in South Florida while also managing the entitlement and permitting processes for these developments. Andrew has been actively involved in developing and implementing the River Parc Master Plan, a 22-acre public housing redevelopment effort in Miami. Prior to joining Related, Andrew worked for the Goldman Sachs Urban Investment Group and New York City Economic Development Corporation where he worked on large mixed-use, mixed-income developments in New York City. Andrew Velo-Arias holds a Master of Business Administration from Harvard Business School and a Master's in Public Policy from the Kennedy School of Government. He was born and raised in Hialeah, Florida. ANGIE VAZQUEZ OPERATIONS MANAGER, RELATED URBAN m RELATED Angie Vazquez has over 25 years of experience in the construction, real estate, and development industries and plays a key role in the execution of day-to-day operations for Related's affordable housing arm, Related Urban Development Group. Additionally, Ms. Vazquez spearheads the procurement and preparation of all due diligence documents and serves as support for the finance team in processing closings. Early on in her career, Ms. Vazquez joined Related in 2013 as a Project Coordinator. She moved on to serve as a Real Estate Analyst for Flagler, one of Florida's leading commercial real estate firms and as a Brokerage Coordinator for Jones Lang LaSalle, a real estate and investment management firm. Over the years, Ms. Vazquez has earned outstanding recognition from her supervisors for her superb leadership abilities and track-record of implementing successful strategic plans. GEORGE LAGE VICE PRESIDENT OF CONSTRUCTION, FORTUNE URBAN CONSTRUCTION George Lage, as Vice President of Construction, is responsible for overseeing development and construction operations. With 20 years of construction experience, Mr. Lage has a proven track record of successfully completing projects of all types, sizes, and complexities. Mr. Lage received a Master's degree in Construction Management from Florida International University and is licensed as a Certified General Contractor. RELATEDURBAN 31 THOMAS WALSH VICE PRESIDENT OF CONSTRUCTION OPERATIONS FORTUNE URBAN CONSTRUCTION Mr. Walsh comes to Fortune Urban Construction with 30 years of experience in the Construction industry. Mr. Walsh most recently had spent the past 6 years within the Related Condominium Department where he managed the Paraiso Community consisting of 4- hi-rise Residential Condominiums, Public Right of Way Improvements, a Public Park and Beach Club and Restaurant. Mr. Walsh has a degree in Environmental Engineering from Norwich University located in Northfield, Vermont. MARILYN PASCUAL PRESIDENT, AFFORDABLE DIVISION, TRG MANAGEMENT G TRG MANAKNOT€w�rna.r,r Marilyn has more than nineteen years of experience in the management of multi-family housing communities. She re-joined TRG in April of 2010 as a Regional Manager after having served as President for the Housing Trust Management Group, Inc. for more than five years. Ms. Pascual was also a Regional Manager with Cornerstone Residential Management, Inc. and worked with TRG for five years early in her career where she quickly advanced from property manager to district manager. She has an excellent track record managing all types of apartment portfolios, but has an extensive history managing LIHTC, Bond and several other affordable programs. Ms. Pascual holds a Bachelor of Science Degree in Mechanical Engineering from the University of Florida. SHERIF ZAKI REGIONAL MANAGER, TRG MANAGEMENT TRG Sherif has over 23 years in management experience that includes Hotels, Assisted living, and property management. Sherif has over 10 years experience in property management that includes market rate, and affordable multi-family housing communities. Sherif moved back to Miami from California and joined TRG in March of 2017 as an Area Manager, and was promoted to a Regional Manager shortly after. Sherif worked in the west coast for 15 years where he held many positions such as Senior Community Manager, Executive Director of an assisted living facility and Assistant Hotel General Manager. Sherif has a broad- based experience in brand enhancement, employee development, operations, marketing, sales, strategic plan development and multi- site management. Sherif has excellent track record managing all types of apartment portfolios, such as acquisitions, rehabs, lease ups, public housing, LIHTC, Bond and several other affordable programs. Sherif holds a Bachelor of Science Degree in Management. GILDA FERNANDEZ COMPLIANCE MANAGER, TRG MANAGEMENT 1B T, �g r Gilda Fernandez has over 20 years of real estate management experience with several of the top firms in the industry. She previously was a member of the TRG Management as the Compliance Director and returned in 2019 as Vice President after having served HTG Management as Executive Vice President for over 5 years. Her responsibilities at TRG include directing operations and improving operating efficiency and profitability. She also plays a key role in working with the senior management team on new projects and coordinates asset management activities to ensure the success of TRG Management's properties. In addition to having managed market rate properties, Gilda has dedicated her career to affordable housing. She brings her extensive knowledge and experience in Section 42 Low Income Housing Programs: LIHTC, SAIL, MMRB, County Bond, HOME, HUD, Public Housing, Risk Sharing, SHIP and other government affordable housing programs. She holds the specialized designation of Housing Credit Certified Professional and Certified Occupancy Specialist. ALVARO TORRES FINANCE MANAGER, RELATED URBAN M RELATED MEERIMELIM Alvaro Torres will serve as the Finance and Transaction Coordinator and will be responsible for administering and monitoring the financing process and closing. Mr. Torres has experience working with housing authorities, tax credit investors, lenders and governmental entities to coordinate the due diligence and closing process. Mr. Torres' responsibilities include underwriting potential multifamily development RELATEDURBAN 32 opportunities, reviewing closing documents, assisting in negotiating debt and equity terms and conducting market research. Mr. Torres participated in closing over $550MM in debt and equity transactions for the rehabilitation or construction of over 1,500 affordable housing units. Prior to joining Related, Alvaro spent three years at Crow Holdings in Dallas, Texas where he performed market research, underwriting, and due diligence for over 200 assets across the multifamily, retail, industrial, hotel, and self-storage space. Mr. Torres holds a Bachelor of Business Administration in Finance with a specialization in Alternative Asset Management from Southern Methodist University. JORDAN DAVIS ACQUISITIONS ASSOCIATE, RELATED URBAN EEI RELATED Jordan Davis will serve as the Acquisitions Associate for the redevelopment. Jordan conducts deal-specific underwriting and due diligence, performs financial modeling and analytics, prepares competitive funding applications, and works directly with lenders, equity investors, and municipal partners in leading financial closings. Prior to joining Related Urban, Jordan worked as a Development Associate for The NRP Group in San Antonio, Texas, and Austin, Texas, leading new deal originations and successfully taking over $200MM in development through NRP's Executive Committee. Jordan holds a Bachelor of Business Administration, With Distinction, from the University of Michigan's Stephen M. Ross School of Business. LUKE TRIVILINO FINANCIAL ANALYST, RELATED URBAN l RELATED Luke Trivilino will serve as the Financial Analyst for the redevelopment. Luke conducts deal-specific underwriting and due diligence, performs financial modeling and analytics, prepares competitive funding applications, and works directly with lenders, equity investors, and municipal partners in leading financial closings. Luke holds a Bachelor of Finance Degree from Bentley University. CESAR NIETO PRINCIPAL, CM DESIGN & DEVELOPMENT CH CM Design & Development is a full service architecture, design and development firm committed to client service where innovative design solutions, project quality and financial success are emphasized. As a graduate of Florida International University's School of Architecture, Cesar Alexander Nieto brings extensive experience in the production of all phases of Architectural projects. He is also a licensed General Contractor with years of experience building substantial projects for some of the largest Contracting firms in South Florida. In addition, his expertise in the planning and financial analysis of development projects makes him invaluable to our clients. His previous collaborations with Related Urban include Gallery at West Brickell, Brisas del Este Phase I and Brisas del Este Phase II. MARCELO A. MOINO PRINCIPAL, CM DESIGN & DEVELOPMENT CH A graduate of Harvard University's Graduate School of Design with a Master's Degree in Architecture, Marcelo A. Moino has been practicing architecture since the early 80's. NCARB Certified and currently licensed in Florida, Connecticut & Texas, he has been responsible for multimillion dollar public and private sector projects. With his extensive experience, Marcelo serves as Architectural Director, where he is responsible for overall design direction, design management, contract negotiations and project administration. His previous collaborations with Related Urban include Gallery at West Brickell, Brisas del Este Phase I and Brisas del Este Phase II. RELATEDURBAN 33 AARON DUNLAP LAND USE COUNSEL, CARLTON FIELDS T a Aaron Dunlap brings a multifaceted perspective to advising his clients, which include real estate developers, financial institutions and lenders, local land use clients, and other businesses with real estate interests or that regularly interact with state and local administrative agencies throughout Florida. Prior to joining Carlton Fields, Aaron worked for a Florida municipality,the state land planning agency for the state of Florida, and in private practice focused on real estate development, land use and zoning, and appearances before state agencies and local governments. His insider's understanding of both private party and governmental priorities helps him find common ground and collaborate with stakeholders in the public and private sectors to craft solutions that benefit his clients. Aaron's specific experience includes representing clients on land use and zoning matters before elected officials and local government boards and commissions concerning real estate development matters, drafting zoning code and comprehensive plan amendments, and navigating the public hearing process in municipalities throughout Florida. Additionally, his state and local government experience also encompasses drafting legislation and ordinances, development agreements, working through the implementation of new legislation, and Florida Sunshine Law and Public Records Act matters. Aaron is board certified in City, County, and Local Government Law by The Florida Bar. JOSEPH VERDONE LAND USE COUNSEL, CARLTON FIELDS iL Joseph Verdone has extensive experience with land development, planning, design, permitting, and project implementation for both private and public entities throughout Florida. His 30 years of professional land planning experience includes a multitude of multifamily residential, commercial, mixed-use, office, hotel, industrial, institutional, marine, wireless communication infrastructure, electric power generation, environmental, and large-scale mining projects throughout Florida. For more than two decades, Joe has serviced the firm's corporate real estate developers, owners, and investors while developing a specialized urban development practice in South Florida. He has represented numerous large-scale urban, mixed-use, and high-rise projects including: CityPlace DRI, CityPlace South Tower, CityPlace Office Tower, Esplanade Grand, The Strand, One City Plaza, Two City Plaza, Hyatt Place, Convention Center Hotel, The Mark, Watermark Towers, The Slade, Villa Lofts, The Metropolitan, The Prado, The Edge, Florida Department of Health, Burlington Self-Storage, Clematis Street Hotel, The Villas on Antique Row, Palm Beach County Convention Center Hilton Hotel, The TRG Rybovich Marina CMPD, Alexander Lofts, Central Park Plaza, North Bridge Center, Esperante, Phillips Point, T-Mobile Flagship Store Miami Beach, T-Mobile Regional Switch Sunrise, Sky Cove at West Lake, and the 1309 S. Flagler RPD. He has handled various master plan amendments,transfers of development right approvals, and has developed several incentive programs for his clients. Joe also represents multiple large-scale agricultural, electric power generation, telecommunications, mining, water resource, and regional reservoirs entities through the entitlement, regulatory, and code enforcement processes. Joe also performs research, analysis, due diligence, and feasibility studies for the firm's real estate and financial clients. In this capacity, he has worked on a multitude of medium and large-scale acquisitions and financing projects. He is an associate member of the American Bar Association, the American Planning Association, and the American Institute of Certified Planners. RELATEDURBAN 34 AL DOTSON PROCUREMENT COUNSEL, BILZIN SUMBERG C)Bilzin.Sumberg Albert E. Dotson, Jr., Managing Partner, handles federal and local government procurement contracts and compliance. He also represents real estate developers in securing land use, zoning and other government approvals and permits for large-scale real estate developments. Al routinely negotiates economic development incentive programs on behalf of major U.S. corporate clients. AI's work includes representing developers and contractors in complying with the government procurement procedures of various agencies of the Federal government, State of Florida, Miami-Dade County, and the cities of Miami, Coral Gables, and Miami Beach. This representation includes responding to procurement solicitations through defending against or prosecuting quasi-judicial bid protests. He represents commercial, industrial, residential and mixed-use developers throughout the land development process, including development permit challenges, zoning, concurrency, platting and permitting. AI's work also includes representing developers in Public-Private Partnerships (P3)that have included the redevelopment of municipal property by a private developer with the infrastructure, other public improvements, and tax abatement provided by the local governing body. ERIC SINGER PROCUREMENT COUNSEL, BILZIN SUMBERG Bilzin umb{erg Eric Singer is a member of Bilzin Sumberg's P3 and Government Contracting team. Eric represents both public-and private-sector clients in the areas of government contracting and complex government transactions, including public private partnerships (P3). Eric has negotiated development agreements for a wide variety of public assets and public-private developments and has represented clients on some of Miami's most transformative public-private projects. Eric also handles the full spectrum of public-contracting issues, from preparation of proposals through appeals of administrative bid protests. Eric combines that practical experience with the extensive academic knowledge he gained as a visiting faculty member and research fellow at the New York University School of Law, where he studied Pas across the United States and abroad, in order to further his clients' goals. Prior to joining Bilzin Sumberg, Eric served as a law clerk to the Honorable Danny J. Boggs of the United States Court of Appeals for the Sixth Circuit. TERRY LOVELL LIHTC BORROWER COUNSEL, BILZIN SUMBERG C)Bilzin.Sumberg Terry M. Lovell, head of Bilzin Sumberg's Affordable Housing &Tax Credit Practice, has more than 22 years of experience. He represents developers, investors, and tax-exempt organizations in all aspects of real estate development transactions. He is exceptionally versed in transactions financed with low-income housing tax credits under Section 42 of the Internal Revenue Code, tax-exempt bonds, grants, and loans issued by federal, state, and local governmental authorities. Terry regularly prepares and negotiates purchase and sale agreements for these properties. He also handles other subsidized and conventional financing, including the negotiation of equity and loan documents, for both commercial and multi-family housing developments. Terry has represented clients with projects in Florida, Georgia, Louisiana, South Carolina, Tennessee, Texas, and the U.S. Virgin Islands. JAVIER AVINO LAND USE COUNSEL, BILZIN SUMBERG )Bilzin.Sumb{erg Javier F.Avino serves as Practice Group Leader of Bilzin Sumberg's Land Development&Government Relations Group and Co-Chair of the Firm's International Group. Javier focuses his practice in land use, zoning, and environmental law. He represents domestic and international clients in complex matters including the development approval process, DERM permitting, planning and zoning applications, code enforcement, comprehensive planning and other environmental law areas. Javier also has experience representing both private and public sector clients before various state, county, municipal governments and regulatory bodies throughout South Florida. Javier assists clients in obtaining the necessary development approvals for major high-rise residential condominium and rental projects, commercial and institutional buildings, single family residential developments, affordable housing developments and public/private projects. RELATEDURBAN 35 ELISE HOLTZMAN GERSON ASSOCIATE, BILZIN SUM BERG C)Bilzin.Sumberg Elise Gerson is an Associate in Bilzin Sumberg's Land Development& Government Relations Group. She focuses her practice on guiding clients through land use issues and representing clients in all levels of the procurement process. Elise understands how law and policy influence business and development, and her grasp of the political dynamics in South Florida makes her an invaluable advocate on behalf of her clients. This is particularly true when she helps navigate clients through the RFP and/or administrative bid protest process. Elise is a published author and former Articles Editor for the University of Florida Law Review and also serves as a frequent contributor to Bilzin Sumberg's New Miami Blog. She earned her J.D. from the University of Florida, magna cum laude and Order of the Coif, and her B.A. from the University of Maryland. BRIAN MCDONOUGH BOND BORROWER COUNSEL, STEARNS WEAVER MILLED STEARNS WEAVER MILLER Brian McDonough is a Shareholder in the Real Estate Department. He is a member of the Firm's Board of Directors as well as its Executive Committee, and he also is the Chairperson of the Firm's Affordable Housing & Tax Credit Practice Group. He represents developers using government loan programs, community housing development organizations and 501(c)(3) organizations using qualified 501(c)(3) bonds for multifamily housing developments. Brian assists clients with matters involving multifamily housing, low income housing tax credits and loan programs implemented by the U.S. Department of Housing & Urban Development. Brian also represents lenders in all types of real estate loans and in particular, loans related to affordable housing. PATRICIA GREEN REAL ESTATE COUNSEL, STEARNS WEAVER MILLER STEARNS WEAVER MILLER. ,M Patricia Green is a Shareholder in the Real Estate Department. Her practice is focused on the representation of developers of high-quality affordable housing. Representative experience includes multi-family housing transactions financed with low income housing tax credits under Section 42 of the Internal Revenue Code; housing bonds issued by state and local housing finance authorities; HUD-insured mortgage loans; local government contributions; public grants; and Affordable Housing Program funds. JASON BIONDI FOUNDER, ENERGY COST SOLUTIONS GROUP NER6YCOS Jason Biondi is the founder and Managing Director of Energy Cost Solutions Group (ECSG), a business which focuses on energy savings, commissioning, minimizing environmental impacts of construction, operations and maintenance and improving indoor environmental conditions. ECSG is currently involved with projects pursuing LEED New Construction, Core& Shell, Commercial Interiors and Existing Buildings Certification as well as National Green Building Standard, Enterprise Green Communities Criteria and Green Globes certifications. ECSG also performs commercial energy audits and environmental impact analysis for Major Use Special Permits. Jason has personally worked to help certify more than 20 green buildings throughout Florida and Latin America. Jason leads a team of experienced architects and engineers who comprise ECSG's well balanced and effective green building certification operation. RELATEDURBAN 36 a ii 4Ora i aj V i}YV{r1\� }lt 1i.ll r\ V1�\�,fry16, t - 1��ta - at v �0,a t +,) ,t, t{ ,, v,l l , t. t„ 11� , I ��> - ' \r 4 a ,o- r� { t It{ti(��SYI SS{1��i1$irji{IS{t11�1i t!l�j$�Il - } y. \ ; PUN pW ; � y., i ,r r"•,s t rg ate. u, „ FF ff I 1' I h � e 't. I i ` I plllllllllllllllll ,Y e � r u ORGANIZATIONAL CHART SHOWING ALL KEY DEVELOPMENT TEAM PERSONNEL THE RELATED GROUP (PRH Investments,LLC) JORGE M.PEREZ Chairman&Chief Executive Officer 11 JON PAUL PEREZ President BETSY MCCOY ADOLFO HENRIQUES MATTHEW J.ALLEN JEFFERY HOYOS Vice President& ......•••• Vice Chairman •••• ••••• Executive Vice President& ......••• Senior Vice President& General Counsel Chief Operating Officer Chief Accounting Officer RELATED URBAN FORTUNE URBAN TRG MANAGEMENT Galleryat Dewe Park RELATED URBAN Y CONSTRUCTION (TRG Management Develo mentTeam (RUDE,LLC) p (Fortune Urban,LLC) Company,LLP) ANDREW VELO-ARIAS TALBERTO MILD JR. ALBERTO MILO JR. MARILYN PASCUAL Development Manager l&President Principal Affordable Division President AL DOTSON,ERIC SINGER, TONY DEL POZZO JAVIERAVINO,ELISE GERSONice President of Finance GEORGE LAGE SHERIF ZAKI TERRY LOVELL Vice President of PROCUREMENT, Construction and Qualifier Regional Manager LAND USE&LIHTC COUNSEL Bilzin Sumberg ANGIE VAZQUEZ Operations Manager THOMAS WALSH GILDA FERNANDEZ Vice President of Compliance Manager PATTI GREEN Construction Operations BRIAN MCDONOUGH BOND COUNSEL ALVARO TORRES Stearns Weaver Finance Manager JASON BIONDI JORDAN DAVIS LEED CONSULTANT Acquisitions Associate Energy Cost Solutions Group LUKE TRIVILINO CESAR NIETO, Financial Analyst MARCELO MOINO PROJECT ARCHITECT CM Design&Development RANDY ATLAS CPTED DESIGN Atlas Design AARON DUNLAP, JOSEPH VERDONE LAND USE Carlton Fields RELATEDURBAN 38 1 r • � • r � � r • • � arr r ® • • — r � r • r 1 n t� 1 rr= cs ,F i2U r i yt, �- r c x ti v s oM , r DProvide a written list of similar mixed-use projects developed by the proposer, or companies controlled by its principals, and proposer's team that were completed within the last ten (10)years, including photographs, addresses, dates the projects were completed, and general project description. The proposer shall include the name and a description of the legal entity that would serve as the developer and be party to the Purchase and Development Agreement with the BBCRA. The proposer shall also provide the names and addresses of all persons and entities having a financial interest, mortgagee(s), or guarantors) in the proposed development and their roles in the project and the proposing entity. For joint ventures, the proposer must summarize the actual or proposed amount of financial participation and control of each party within the partnership. If the entity is a subsidiary of, or otherwise affiliated with another organization, the proposer shall indicate such relationship. The proposer shall also list all proposed anchor tenants and third-party operators of the development if known. RELATED: 10,000+ MIXED-USE UNITS DEVELOPED Related specializes in iconic mixed-use development that transforms urban neighborhoods, and has completed over 10,000 mixed-use units in South Florida and across the United States. Over the last ten years, Related has developed the following mixed-use residential projects: ■Flats at CityPlace Doral: 303 residences; 8 - 12 stories,- completed tories;completed in 2017 ■Icon Brickell: 1,646 residences; 50 - 57 stories; completed in 2008 ■SLS Lux: 450 residences; 57-stories; completed in 2018 ■Brickell Heights: 690 residences; 47 - 49 stories; completed in 2017 ■SLS Brickell: 450 residences; 54-stories; completed in 2016 ■Marea: 30 residences; 7-stories; completed in 2015 ■Hyde Beach House: 470 residences; 31-stories; completed in 2018 ■Hyde Resort& Residences: 407 residences; 41-stories,- completed 1-stories;completed in 2018 ■ One Ocean: 50 residences; 7-stories; t completed in 2016 ■Icon Las Olas: 272 residences; 42-stories; completed in 2017 ■Icon Buckhead: 363 residences; 35-stories; completed in 2019 ■Icon Midtown: 390 residences; 39-stories; completed in 2018 ■Beachwalk: 300 residences; 33-stories; completed in 2015 ■Millecento: 382 residences; 42-stories; ' completed in 2015 RELATEDURBAN 40 ■ The Bradley: 175 residences; 5-stories; completed in 2019 ■Hyde Midtown: 470 residences; 31-stories; completed in 2018 ■ GranParaiso:317 residences; 54-stories; completed in 2018 ■Paraiso Bay: 346 residences; 55-stories; completed in 2018 ■ One Paraiso:276 residences; 53-stories; completed in 2018 ■Paraiso Bayviews: 386 residences; 46-stories; completed in 2018 ■Auberge Beach Residences&Spa: 171 residences; 17 - 24 stories; completed in 2019 ■ Town Lantana: 360 residences; 4-stories; completed in 2019 ■Mybrickell: 192 residences; 28-stories; completed in 2013 ■Baccarat Residences Miami: 1,400 residences; 57 - 82 stories; Phase 1 (500 Units) in construction ■ The District: 343 residences; 37-stories; in construction ■ One Island Park: 123,087 SF mixed-use office and retail; in predevelopment Simply stated, no other developer can leverage both the technical mixed-use development experience and public-private partnership experience in successfully executing this project as can Related Urban. RUDG, LLC has formed single-purpose entities controlled by the principals of RUDG, LLC, for the development of Gallery at Dewey Park. Gallery at Dewey Park Developer, LLC will be the party to the Purchase Development Agreement with the BBCRA. The persons with a financial interest are Alberto Milo, Jr., Jorge M. Perez,Jon Paul Perez and Tony Del Pozzo the financial guarantor will be PRH Investments, LLC, and the associated Organizational Chart is attached. Related Urban will determine the anchor tenants and any third-party operators of the development jointly with the BBCRA if awarded. If « ? \ — \ r 3 ? rF « �4! i t g, 4 4,. r l 1} { 1 4 1 4 SY �� 1 cy 1 M 4, is — t RELATEDURBAN 41 ICON LAS OLAS MIXED-USE []3 RELATED COMPLETED IN 2017 ■ 272 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 500 E. LAS OLAS BLVD., FORT LAUDERDALE, FL 33301 } t,t t & tt y u t t I+ tt RELATEDURBAN 42 ICON LAS OLAS MIXED-USE []3 RELATED COMPLETED IN 2017 ■ 272 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 500 E. LAS OLAS BLVD., FORT LAUDERDALE, FL 33301 �\\0000000000\\0\�k�4t}�� +�( v_° .� - � Ill}1ta��•�4 s?flr 7�„i r� r t (t tt ifr�li i�ii2s t��I''.. al 4-,, \\\\\�, ,v jtt4 tl(`lytt i,si tt� i st fisl UJu(4(ittis tr j iq ls,+t il4 tiilift�fft}111 ;�. �\\�� i.. ��y - �� \\ �ll�sls�„�f`44`;i sl r?,J t ?\�;'.,. �li�rsrt?��t�•4� t s _.! y ,r(,;�tt }i+}}�t�f�S ifJ S�`� ��`-.. i��i)� } ` t ,i, t�ti tirilis�t V sifyt4li}s{yy?irt, (y t vf�`r sq4 r �Isf§��t is ttt�tl7��y�}tSit}yOil��1f�;��}r t,�s t, Iirtr - fn,'-Jtr�;.�: '�stR �� }4 I t i ��s? `^Aa t hf r,'!•I .yah 3.af I is Ui f � liri'f, t tr ^ s - f y.Rtvtr ty sy.,{vfi'C z}r ft 71, v �, , F, . !� r F �M� •,y a h14 ��$m� � I u ,) f� r SALT VE 7 4 •4 r ta�'ulJflt�ro�i`y 9r7jy-i (£ ir� p` ,- ! � y y 1. t �lfii�}'ilr;tyt; ��;_ `t RELATEDURBAN 43 BRICKELL HEIGHTS MIXED-USE []3 RELATED COMPLETED IN 2017 ■ 690 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL/OFFICE 100,000+ UNITS DEVELOPED 3020 SW 9TH ST., MIAMI, FL 33130 fi{ y s z> a � t , w � Y tr � r3 l t n � 4r a a a " RELATEDURBAN 44 BRICKELL HEIGHTS MIXED-USE []3 RELATED COMPLETED IN 2017 ■ 690 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL/OFFICE 100,000+ UNITS DEVELOPED 3020 SW 9TH ST., MIAMI, FL 33130 7 int;:X6,11 Ur ii'u 4J y liv i ltj�l} tt. d ! � J • ;S y� { t i �tid \h}��li tpi �tV t - r Jtr � zrsJ i lllltt�� i � ;t t f Y iy ! 4ib ��li¢J'�!illy�� R +st r !a� S�P AS Gt Sif FSS\fJii�l! tj s 11 1 I N}jJt��2t �R lii��ii Stt7tisif',i`2}�1vt;�t r l�jV�i �� 5 S) �� S `dl G r _ t� i �t{j13q, 1111ttttl��b' =- s ti RELATEDURBAN 45 ICON MIDTOWN MIXED-USE [I] RELATED COMPLETED IN 2018 ■ 390 UNITS $50 BILLION+ RESIDENTIAL/ GROCERY 100,000+ UNITS DEVELOPED 22 14TH STREET NE, ATLANTA, GA 30309 :�\\��s�°• Vit; r{s� I €4 ;Y r� b d 'r ° £ �l�}�I�rZ�lr Hill �I n r � i F r � � (F 19 i s A RELATEDURBAN 46 ICON MIDTOWN MIXED-USE [I] RELATED COMPLETED IN 2018 ■ 390 UNITS $50 BILLION+ RESIDENTIAL/ GROCERY 100,000+ UNITS DEVELOPED 22 14TH STREET NE, ATLANTA, GA 30309 a i U�,yyt3 9�A 4 u� s r.; I � 'i rt ! s $ ',81iA R'0 ", t l P r� {il si,sl,,: {i 1) 4, i37t }, �\il ��it ltti,• s ,� ,, t3 � t is o r w— p ?r �µ_ n t w t RELATEDURBAN 47 CLASS A MIXED-USE OFFICE [I] RELATED 2850 TIGERTAIL■ THE ANNEX D1 CAPITAL — FOUNDERS FUNPWB PARTNERS g R A �P r IN I M ow a =s rti �- 1 I ` V w� mai R y $ r t 8 ss • •D z I � , r � .. � •, l III) '��. rI � III( (":E " �>I • • THE ANNEX WYNWOOD RELATEDURBAN 48 HYDE BEACH HOUSE MIXED-USE []3 RELATED COMPLETED IN 2018 ■ 470 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL/ RETAIL 100,000+ UNITS DEVELOPED 1653 COLLINS AVE., MIAMI BEACH, FL 33139 IJI Ail f�) F q� ,;rvy oil ti - (��))yi� _ - A 'tt'� VINE, � , �LL h Niklkf ' I m F � t(= v� y � i • t kit{st�f of !� '` i� {S, +rrr J �u r � .t1 - I, r� t �)t.hill � t F�f h 1 '�iif4 3k RELATEDURBAN 49 HYDE BEACH HOUSE MIXED-USE []3 RELATED COMPLETED IN 2018 ■ 470 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL/ RETAIL 100,000+ UNITS DEVELOPED 1653 COLLINS AVE., MIAMI BEACH, FL 33139 1.. f r r it E Y h $ - ' y 7 N 4 ye t >— J S f k 1 r. hyo ! r V i � ISS � rri y � y } 1 si at ft � f'�rr 1S>s RELATEDURBAN 50 SLS LUX MIXED-USE []3 RELATED COMPLETED IN 2018 ■ 450 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL/ RETAIL 100,000+ UNITS DEVELOPED 805 S. MIAMI AVE., MIAMI, FL 33130 - - -_, ,. �r ( ,t,1��{II f TI�-_i1 i, di,(1 �}:.+ , �`„-,i /�5 {..; ) .f i i..:: tc•-1 �. .,3„)\1 :'l.. ”' _ , - _- _ - ��}r(i r t 55_ .1 1 „,lr 1 { Jjs1r .,I t}I r, >3 ag - �'G}} 15 stl t• { )U5 1{�Ltt � sstl rr 4 m t l n $) w, w I ,,, V11111'n W mmommom 1 My dimm T +aWi" -- r t I is I I }} ,�ttr>ti RELATEDURBAN 51 SLS LUX MIXED-USE []3 RELATED COMPLETED IN 2018 ■ 450 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL/ RETAIL 100,000+ UNITS DEVELOPED 805 S. MIAMI AVE., MIAMI, FL 33130 } A� y, t f ) P t� o- ;r Vtk a - " 4 J1CP, RELATEDURBAN 52 FLATS AT CITYPLACE DORAL MIXED-USE [I] RELATED COMPLETED IN 2017 ■ 303 UNITS $50 BILLION+ RESIDENTIAL/ OFFICE / RETAIL 100,000+ UNITS DEVELOPED 3555 NW 83RD AVE, DORAL, FL 33122 {t E est i ' to fq Y r f D� 1 - 1 - r { ,r i RELATEDURBAN 53 FLATS AT CITYPLACE DORAL MIXED-USE [I] RELATED COMPLETED IN 2017 ■ 303 UNITS $50 BILLION+ RESIDENTIAL/ OFFICE / RETAIL 100,000+ UNITS DEVELOPED 3555 NW 83RD AVE, DORAL, FL 33122 1,t�1i-tS�� t 11 - } S - ,r�uS } a ,,, r i 1111'1311! ��1} � '� �i S`..;_ .5,..,. 1111'11VE��" hitt r 11 r I 4 � w - 4 "� .• ... — 6ta,., �r r tip; + j� 1i�� " ,".S� , �s2?+�'� ^�rtii rt,ts��}, }tib. „} {rz1➢ , — t`'�SI}��.—l��` r tr, u � + , i µ r S) , 1 RELATEDURBAN 54 MAREA MIXED-USE [I] RELATED COMPLETED IN 2015 ■ 30 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 801 SOUTH POINTE DR., MIAMI BEACH, FL 33139 y\tit #sl lv) v4 } 1 Yt a v °j Y Yr Y f - 1��s�;fit t t � tk � v a . } 1p t i - �� ir�hL fi 3t dYfi��1~� S21Gk�t_' a RELATEDURBAN 55 MAREA MIXED-USE [I] RELATED COMPLETED IN 2015 ■ 30 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 801 SOUTH POINTE DR., MIAMI BEACH, FL 33139 77 I I � f f� f ' Yf tl l.iti. �N � o .p 3, t A , 3tK �t w ti t� i Ola � t 1 - t,,u!'l ua f k f I r; m RELATEDURBAN 56 HYDE RESORT & RESIDENCES MIXED-USE []3 RELATED COMPLETED IN 2018 ■ 407 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL/ RETAIL 100,000+ UNITS DEVELOPED 4111 S. OCEAN DRIVE, HOLLYWOOD, FL 33019 r � { (___._ 1.a ...�� .-, 7 t ____ _ ` �--,t /, i _-.1 1 u-. , 1.---. i ._-. •---. ,t 114}1>2{1,t11111vt !? ?}11��r,sttJi4s s11{',r�r{,11i \ t tlslt s.r�, 1 ��111i�.t, t \\cf{ 141,,, ;ffr�,f�14}t{1;\t{tslli,Urll,tjl�4{, t4{r fF41,{j 1 S{ ds1 !� v Il�Jt1`Jf�t3ltt�` 13?r� ��`+? 1l,rl Il 1 �\i�+`s\, Ssiii\ts 14u:.f41t1 st\\t1t1 if { 1 t< s r ; .t rrl'l Si{{ii.\s\ tt1�j�s11�I}rl'1'1- ��111 n, , s ter,. {, 4r ,ti i ait,A� tV'f4 a 1 s Vtr,� �� { - � 4 Y 11 t 2 1 its{4 t4 �� 7•S1�a, �s'1i341 t;, t 1r1. ,'t� \1A)11�� _- � ��;f11{\��4 t�i`�{1}��1}�''t� i vR +s. �'- i;? f tS14 r t d fl r t r a TER4 , . s' 1 a t r _ t dY;• �� a G RELATEDURBAN 57 HYDE RESORT & RESIDENCES MIXED-USE []3 RELATED COMPLETED IN 2018 ■ 407 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL/ RETAIL 100,000+ UNITS DEVELOPED 4111 S. OCEAN DRIVE, HOLLYWOOD, FL 33019 - k � 1 _ k� e s } .............. � � 1 � . g ; e=. is w , t � �: �t } RELATEDURBAN 58 ONE OCEAN MIXED-USE []3 RELATED COMPLETED IN 2016 ■ 50 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 1 COLLINS AVE., MIAMI BEACH, FL 33139 e � fit �hJ ,r i _ r i s It1 t r c a's t 1 � IV r 4�. —1. ' ......' RELATEDURBAN 59 ONE OCEAN MIXED-USE []3 RELATED COMPLETED IN 2016 ■ 50 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 1 COLLINS AVE., MIAMI BEACH, FL 33139 t - w $ YY Nr SSI�t kP U.�r€ r t}� �J, ili li Ur.;c t, }( i �t a f "r, t tl�t.rro-tJ§yyrt rr r Irl �)"s,f r. � � lr r, r r�{t �vt`•;�(1''"��tr V �� "fid h t" I a RELATEDURBAN 60 ICON BUCKHEAD MIXED-USE [I] RELATED COMPLETED IN 2019 ■ 363 UNIT $50 BILLION+ RESIDENTIAL/ COMMERCIAL 100,000+ UNITS DEVELOPED 3372 PEACHTREE ROAD NE, ATLANTA, GA 30326 :a li V i y, s t i Y�1Y �f1 S) i k rtiY I� t� k s , , i 4 ;1 yY 3t RELATEDURBAN 61 ICON BUCKHEAD MIXED-USE [I] RELATED COMPLETED IN 2019 ■ 363 UNIT $50 BILLION+ RESIDENTIAL/ COMMERCIAL 100,000+ UNITS DEVELOPED 3372 PEACHTREE ROAD NE, ATLANTA, GA 30326 k � r � (S — �s�tit� - 1}\�i� fl "` t�`flsl-tJri�Sf1r��t♦ �-, la �i i 1 (�iy`Z` ` n � r s 6d isit�s��t� s �t� `s W tt t y)) {phi tlt - 6��s § s ra .at RELATEDURBAN 62 BEACHWALK MIXED-USE [I] RELATED COMPLETED IN 2015 ■ 300 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL/ RETAIL 100,000+ UNITS DEVELOPED 2602 E. HALLANDALE BEACH BLVD., HALLANDALE BEACH, FL 33009 V s � ( l r _ �§t , i L , i7 Y6Y„ ➢t U 4S Sil}\\�,p�i}Urr�[€�S Y6 r , f a� ?� , r t i ,a RELATEDURBAN 63 MILLECENTO MIXED-USE [I] RELATED COMPLETED IN 2015 ■ 382 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 1100 S. MIAMI AVE., MIAMI, FL 33130 i Y a 3 AAAA A Ah 777 r } ;irri �Sr .Pi rir itr ,rr s�, r Ott ;, ,- `- A,lr�• c „r`•:,ti� S t s ,�,,,< - 2 t �:. av�r�d'�4 949��t,��_ £ .t,... ,,,. r r � 1,iF�( � 111 r�� _� — Y - ti, 4 r K£r�, i fi i i 4t r @I z Y r a r. h� ,��3 ¢s . r � i b RELATEDURBAN 64 MILLECENTO MIXED-USE [I] RELATED COMPLETED IN 2015 ■ 382 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 1100 S. MIAMI AVE., MIAMI, FL 33130 sT7 "N" 41,t, t� �1 3._ s r' a 11 I 1'�f 16 i R r S , n RELATEDURBAN 65 THE BRADLEY MIXED-USE []3 RELATED COMPLETED IN 2019 ■ 175 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL/ RETAIL 100,000+ UNITS DEVELOPED 51 NW 26TH STREET, MIAMI, FL 33127 OF t_� s �- s Sri � s��1 �� c �'(Ib7� s �m�s tiSfi)�„�,•, s a, `";,.,_ x { I { 1 t c - +, i! I� i4= a �� I, .,}2�1 t��f{{({$f•tl�t(ib't2\`I'1. '1(��a ;� I o �( ii I _ x �I tltl,, a ' i r ,1 f f RELATEDURBAN 66 THE BRADLEY MIXED-USE []3 RELATED COMPLETED IN 2019 ■ 175 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL/ RETAIL 100,000+ UNITS DEVELOPED 51 NW 26TH STREET, MIAMI, FL 33127 7} l mom - � J}ll�,��t�n�fE��{�)��15� �(r kii��2h�,��i}{i ��`'��?`sli•{4�, ,1,,,.1,; b�f ,I��. � ',. �Sy -_ ;1 �ff�l, u - I r, { X Mal kX9 r � R fir• � ��l�, I , s 1 , r � qj 4 .in .. F� NO MENEM �,� r ei l } k. RELATEDURBAN 67 HYDE MIDTOWN MIXED-USE []3 RELATED COMPLETED IN 2018 ■ 470 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL/ RETAIL 100,000+ UNITS DEVELOPED 101 NE 34TH STREET, MIAMI, FL 33137 t tri P {I ill 'l, u ; d fit( t, z L I { r i� S b r I Pf r� I r tr�pl d t W, r r } � � r s d y r, 0 (i s y � k 7 an mmu r, -- c r u ' v RELATEDURBAN 68 HYDE MIDTOWN MIXED-USE []3 RELATED COMPLETED IN 2018 ■ 470 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL/ RETAIL 100,000+ UNITS DEVELOPED 101 NE 34TH STREET, MIAMI, FL 33137 t i W lA'"1 s w l W s x �xn I i *- fi S � fi - I,if�{tr _- ,� tts �� {st��t �� ttf �� t r��iiia t •.,. � , ,�� ,�`i � `� „'� _ �� '.— fh a f`�`� �r I ry r - � t -, 3i��r��f�2t h! � sq"If,�!��t'--�� f �' � -_• _ --_ -- __ -_ � t - t 1 RELATEDURBAN 69 GRANPARAISO MIXED-USE [I] RELATED COMPLETED IN 2018 ■ 317 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 480 NE 31ST STREET, MIAMI, FL 33137 f ff s r \ m , - U �N} 2 9d I r f f= a � ail I p � r Wkv' , '�•' p 7 i �r �r RELATEDURBAN 70 GRANPARAISO MIXED-USE [I] RELATED COMPLETED IN 2018 ■ 317 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 480 NE 31ST STREET, MIAMI, FL 33137 � 1V14s s {t vy�l t. i t t4 i4>it� ��l ttCt i� t u t' OWN - '�,�� ii 1 C � RELATEDURBAN 71 PARAISO BAYVIEWS MIXED-USE [I] RELATED COMPLETED IN 2018 ■ 346 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 650 NE 32ND STREET, MIAMI, FL 33137 - �r:� r: y l� t ik I 3 t i)J l,t tt 1 4 HIM jjjjlmi� lis -- �t�� T r { t� r ' RELATEDURBAN 72 ONE PARAISO MIXED-USE []3 RELATED COMPLETED IN 2018 ■ 276 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 3131 NE 7TH AVE., MIAMI, FL 33137 Wig t - „f;r t f re c � )lf➢lt�s +k s s y p�p$W d�� t A '6� s �... — r �m I � ' RELATEDURBAN 73 AUBERGE BEACH RESIDENCES & SPA MIXED-USE []3 RELATED COMPLETED IN 2019 ■ 171 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 2200 N. OCEAN BLVD., FORT LAUDERDALE, FL 33305 1fM�N I! �AFk�FRI A "� x �r,•nh� "N, , k\ 7 xf4FSd to J il,(U$1 r{tR>F x� _ yy� P mmlw `•�` t1, , s tSa ��SAA i`"�t �i ' f �<fN k Fk m. } � r WIN!, 11B ® life { ��f� �ff�t�jr�f tlu�Biikl.iNT - I$,� �� (U.'.�re �� I�BBV1}BAB1 F FIT! Fi .. - t 1 a ., - :•p,� . to s, ,EY9 c. ` �. �F9kkB Skl iFlti k �[. �' IFS s,,kl F VII ,. _. — i�tiBUBB1B�FhFpN B�Bt.��_� ri3�t 'ty� � lko a g » �'Bft tlF I k� r iM i I}� 1� tui I�r"♦,i � '�'¢� i � I� ,`" � ,` � E " ' .' , I IIIII� �_ III I I I II I II II � RELATEDURBAN 74 AUBERGE BEACH RESIDENCES & SPA MIXED-USE []3 RELATED COMPLETED IN 2019 ■ 171 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 2200 N. OCEAN BLVD., FORT LAUDERDALE, FL 33305 z it r` r r A �t }� - �iP 4tfi r, �� f I„�:% \ I , � r Y 1 ,{s �}tr• - -= yt i 1` F ,e�� '- � 16 j4 -- iA oil - ,, - .r� rr RELATEDURBAN 75 TOWN LANTANA MIXED-USE [I] RELATED COMPLETED IN 2019 ■ 360 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 1001 WATER TOWER WAY, LANTANA, FL 33462 i, i, t� t 4 t r � V 1 F 4 r i i S .1 RELATEDURBAN 76 TOWN LANTANA MIXED-USE [I] RELATED COMPLETED IN 2019 ■ 360 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 1001 WATER TOWER WAY, LANTANA, FL 33462 +�,;, t v \ a r r, ��ll �C -- .-�• ��t��t` �� rrA St tS�`is }(�st�� ;tAtnil\. 3 st ` '1%K All t 4 Lu m , i a �E r 1 r 7 Soo r' ,t`•,�r -s i f t, � "i, �� 11AA� ��f1 �t�'�'�( � yy' �r i M z � s ^' fiF i y � aE 'i�P �ic��t su '�t41. z. „s Lit »t AI r tsri 1tt(r R i � I ,�, ' I �sl+. " t t iaD ;},��. RELATEDURBAN 77 MYBRICKELL MIXED-USE [I] RELATED COMPLETED IN 2013 ■ 192 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 31 SE 6TH STREET, MIAMI, FL 33131 s N s � i;, tSrslfsl POW i v t � l s ` isyi 4�sU'4—,5 stttft i j —— `��s-:: { - ��;nss-. r.,r,t,''�-- ..._z �u 11��,•�1�11\til iti i}..,.`�ff1W� �` '1i jJ � '{'arks t�>�S „ i, �,'; � c ��= i£S��s l,. �'nSirt��s�tlr��t� � rt�1 s• {{�� C. t( , .s a RELATEDURBAN 78 BACCARAT RESIDENCES MIAMI MIXED-USE []3 RELATED IN CONSTRUCTION ■ 1,400 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED 444 BRICKELL AVENUE, MIAMI, FL 33131 no c } r.: t, k tfi,rltitrSt -- i�tr �ta(�ss art r ss, 1 } ...... , {! ��fltl� �t�$ gri 1`�' t r � ! i RELATEDURBAN 79 THE DISTRICT MIXED-USE [I] RELATED IN CONSTRUCTION ■ 343 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED , S Y. — � { rr r� E n 1 In .�-..,•...—•.—---,t;l?� ire,�, �1r,��+,,�14}ti�,,.,. l:ftp (} ZsS�� 1 ,a > - � ft ((} t Ir tt 17 tit Itr VA �\� - i� �t{alt ,j 1 y r i5s+_i ( t1 .� t}JJ r i<i�s s s}nisi �i UtiSt� f (!11 �1 !t suVl if �t, t � `� sy:`�tifl�}i1r'- � RELATEDURBAN 80 SLS CANCUN MIXED-USE []3 RELATED COMPLETED IN 2021 ■ 126 UNITS $50 BILLION+ RESIDENTIAL/ HOTEL 100,000+ UNITS DEVELOPED z t £ t ( 1 ,117N F io a, mefh rt'Hi � P I I � t � p4 } Mk r Em 4 R i � r€��r�ji�� £F'1- �... � ° ��££ II 'i1�N�; €a w J,.r•�; �£� t � X11 £s - £ S RELATEDURBAN 81 THE DORSEY MIXED-USE [I] RELATED IN CONSTRUCTION ■ 306 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED Ali f s = I r = t i fr s s Y li tai t�{, G a " s i f it it"�t} ell " yy� 31 1 if(1v r n � � t j= RELATEDURBAN 82 1400 BISCAYNE MIXED-USE [I] RELATED PREDEVELOPMENT■ 1,430 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED t t• i%"�l J �: r AWOt16 lsta_ "��; t>S� s S ,V_ 1111 � {{ �• � ��is 7 fjl �fit,�t1th£5��ri i � <,t iJ i ��✓ tt;;, �;; r �), '�' ��i��t ��j+�141 1`s1t „�t it � i �9ia� tit £k1��' � QP VON 11 & 1)11}111}£ -i t t{t�i}r-. tri '� � - - i S `�• »nW: , •3 n � � 4 RELATEDURBAN 83 SLS PUERTO MADERO MIXED-USE []3 RELATED COMPLETED IN 2021 ■ 192 UINITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED i 144 MIN a �t 4 e N 1„ z[ f ` 3t lr � Y ! 4 t 43111 - 4rt4 i f'e I I } RELATEDURBAN 84 WYNWOOD 25 MIXED-USE []3 RELATED COMPLETED IN 2019 ■ 281 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED ,f = 4 's� ip0000000000iiiiiiip0000 0000i of '� �I, �Ilu �4 i��P uuuuuuuuuuuuuuuuum000 `, �oilm000000000000000000r Y 5 i 1.. s r}ll r � 7 f � 1 t I 1 l 6 a JT RELATEDURBAN 85 WYNWOOD 25 MIXED-USE []3 RELATED COMPLETED IN 2019 ■ 281 UNITS $50 BILLION+ RESIDENTIAL/ RETAIL 100,000+ UNITS DEVELOPED jffi , t i tttf I S d r t t � l if i'. s RELATEDURBAN 86 ONE ISLAND PARK MIXED-USE [I] RELATED PREDEVELOPMENT■ 123,087 SF $50 BILLION+ OFFICE / RETAIL 100,000+ UNITS DEVELOPED }s ��yS15t�y,s z�5 yti a��t\ a 5 S m,o YS}Y t 411' ,c 4R t i 1 t�t}M}i} bs L - s r i t , f RELATEDURBAN 87 0 0 66 ..... ............ __ ----- EX------------- f5 Urm v a Z o a J IL tR W Z F O u ; LU O aLi z Q m LLIo a J W C O 0 n Li ---------------------- LT LU Z O O ruILuj O u LUO IL CA Q. . : a .Pr Q A m W H a J W C THE GUARANTOR ORGANIZATIONAL CHART P[KIN,immms,LK Wp.[.fl—Chen HE R]':.6AY'€U CPMt+ANnES,LP lM3h �rg{Ings:• kC{,4Y%tp d�l+r3£M.f+EkEE _ 7 YL4. CLi?0.1%}R,INC. POiS Fr%NFILY IORfiE M,q PkRf2. kCNI'�, k$T IORGE MA PERF,WOW,4,TP. .1.11p N4 A.111.,III, rsx zs Pon Rots ROLD+.IK155,UC '.,4RYV RELALE9 WbERINfii, gl LL[ RW:II INYRST'MLN'4i,.ut ' cl�rr JflYt', t h ,r I t t}t, r '� p �!,� � ( • i,,. � � ��t1SrS��}1�t� �lf� �ytf��tur1}lt` t£}}>>� } 1�AV, Dir x u I ivrr r— I i F r t{s�iu)� �s ,u11}vi`tS�1s'111151�1((lrsl£ �I — { 4� u„* �� r�rr��?�tS1r 1�ljl£�ti�4 ltpss)it! ! , t l(. 1 I s 1 r ( �7 } £! r i� l81' t �tjtlr�4f`� t IJ AMPr �1®IN 1�YI EProvide a brief profile for each member of the development team other than the proposing developer, as well as the resumes of the key personnel who would be assigned to the project. The proposer shall also identify any prior relations with the BBCRA for each individual team member or firm, members of its Board or its officers. The BBCRA reserves the right, in its sole discretion, to request additional information from any member of the development team to determine potential conflicts of interest and to limit or prohibit the participation of any team member or firm due to such conflict. All of Related Urban's principals and key staff have the necessary time to execute Gallery at Dewey Park on-time and on-budget. Our team has the capacity and experience necessary to execute this vital project for the BBCRA. Related Urban and all team members are available to start immediately. All of the below team members will be assigned to this project. Ten completed similar developments include Gallery at River Parc, Gallery on the River, Wynwood 25, Parc Grove, Icon Las Olas, The Bradley, Icon Midtown, SLS Brickell, Hyde Midtown and Marina Village. ALBERTO MILO JR. PRINCIPAL AND PRESIDENT [EI RELATED RELATED URBAN DEVELOPMENT GROUP ("RUDG, LLC") fflommumm Alberto Milo Jr. leads Related Urban Development Group (RUDG), the affordable housing division of the nation's most prolific development company, Related Group. In this role, he is responsible for the overall design, development, construction, financing and budgeting for each project within RUDG's portfolio, whether public, 71 affordable, workforce or mixed-income housing. Under Albert's leadership, RUDG has built and rehabilitated more than 2,700 units throughout Florida with over $1 billion in total development costs. Most recently, RUDG has begun an ambitious new set of projects which are designed to eliminate many of the drawbacks historically associated with public housing developments. Among these is the $600 million River Parc master plan in Miami's Little Havana neighborhood, which is cited as the most ambitious affordable housing development in the county to date, built in partnership with Miami-Dade County. The development will contain over 2,500 units along with a new Riverwalk and commercial opportunities. Similarly, a $400 million mixed-income riverfront development is underway in Tampa's historic West River district, developed in collaboration with the Tampa Housing Authority. Albert and his team are also currently working on the redevelopment of Liberty Square, the oldest and largest public housing development in the Southeastern United States.The project, which also follows the mixed-income format, will contain over 1,500 units along with commercial and community opportunities. The project has been lauded as one of the most significant public housing redevelopments in South Florida and the Country, with HUD Secretary, Dr. Ben Carson, calling the project an example to follow around the country. Prior to his tenure at RUDG, Albert owned and operated real estate development, real estate brokerage and mortgage brokerage companies over the span of 20 years. After developing his first affordable housing development in 1999, he formed The Urban Development Group in 2002, focused on revitalizing communities by creating affordable homeownership for underserved markets. As a committed member of the local community, Albert has served on the Miami-Dade County Industrial Development Authority since 2005 and is a former member of the Greater Miami Chamber of Commerce's Workforce Housing Committee. He also served on the board of the YMCA of South Florida from 2017 to 2019. In 2011, he was the President of the Builder's Association of South Florida where he was awarded the President's Award and was named Builder of the Year in 2009 and 2019. RELATEDURBAN 92 JORGE M. PEREZ CHAIRMAN AND CHIEF EXECUTIVE OFFICER,[]] RELATED 21t "!THE RELATED GROUP Jorge Perez, Chairman and Chief Executive Officer of Related Group, has been at the forefront of South Florida's complex urban evolution for over 30 years. A commitmentto 'building better cities,' and a natural ability to identify emerging trends has made his one of the most trusted and influential names in real estate. Armed with a dynamicselection of land parcels, new financing techniques,the collective strength of Related's management team and a pipeline of more than 80,000 residential units, Mr. Perez is set to answer the demands and desires of a new generation. Perez started out in the 1970's, making a name for himself in the public housing market of neighborhoods like Miami's Little Havana and Homestead. His attention to detail and commitment to creating quality living environments distinguished him within the marketplace and laid the groundwork for future Related projects. More than three decades later, his continued passion for vibrant urban communities has made him a trendsetter, often the first developer to enter emerging or undiscovered neighborhoods. Over the years, Perez and Related Group have partnered with world-class names in architecture and interior design. Collaborations with creative luminaries like Bernardo Fort Brescia, David Rockwell, Philippe Starck, Yabu Pushelberg, Piero Lissoni, Karim Rashid and many others produced neighborhood- defining projects, and established Related's developments as integral components of Miami's evolving cityscape. A lover of art and an avid collector, Perez infuses each development with carefully selected pieces from master artists. Works by Fernando Botero, Jaume Plensa, Julio LeParc and Fabian Burgos are proudly displayed at Related developments, complementing each building's unique character and often serving as public fixtures of the community landscape. Mr. Perez is deeply involved in supporting Miami's ongoing cultural renaissance, sponsoring programs like the Miami International Film Festival's Emerging Cuban Independent Film/Video Artists Program and The National Young Arts Foundation's Residency in Visual Arts. Most notably, Perez donated $40 million to the Herzog &de Meuron-designed Perez Art Museum Miami, or PAMM. He is also a member of the University of Miami's Board of Trustees, chairs the Miami-Dade Cultural Affairs Council, and is a director of the Miami International Film Festival. Mr. Perez has received numerous awards for his professional and philanthropic achievements, including Ernst&Young's Entrepreneur of the Year, the Hispanic Achievement& Business Entrepreneurship Award from Hispanic Magazine, The Developers and Builders Alliance's Community Advancement Award, and The Beacon Council's 2015 Jay Malina Award. Mr. Perez is also committed to The Giving Pledge, a campaign founded by Warren Buffett and Bill Gates to which states he will donate 50 percent of his wealth to philanthropic purposes. In 2005, Time Magazine named Mr. Perez one of the top 25 most influential Hispanics in the United States, and he has appeared on the cover of Forbes twice. Born in Buenos Aires, Argentina to Cuban parents, Perez grew up in Bogota, Colombia. He graduated summa cum laude from C.W. Post College in Long Island and earned his Master's in Urban Planning from the University of Michigan. RELATEDURBAN 93 ADOLFO HENRIQUES VICE CHAIRMAN, THE RELATED GROUP[]] RELATED Adolfo Henriques serves as Vice Chairman of The Related Group, South Florida's { leading real estate developer. With over 20 years of experience in the banking industry and extensive executive leadership experience, Mr. Henriques' duties include working with the executive team on strategic and organizational initiatives. Prior to joining Related in early 2017, Mr. Henriques served as Chairman and Chief Executive Officer of Gibraltar Private Bank and Trust, a private banking and wealth management company headquartered in Miami and was also CEO of the South Region for Regions Bank. A recipient of the Woodrow Wilson Award for Corporate Leadership, Adolfo Henriques holds a B.A. in Business from St. Leo College, has a Master's Degree in Accounting from Florida International University and is a certified Public Accountant. He also serves as a member of the Executive Committee at Greater Miami Convention and Visitors Bureau (GMCVB) and was recently named among the 12 most powerful people in Miami by the Miami Herald. JON PAUL "JP" PEREZ PRESIDENT, THE RELATED GROUP[]3RELATED Jon Paul "JP" P6rez is responsible for overseeing development operations across the company's various divisions, managing land acquisition efforts and leading the procurement of major construction financing. He also forms a part of Related's Executive Committee, where he works with the firm's C-level executives and division presidents to establish corporate priorities, growth strategies and other key company-wide initiatives. Jon Paul aims to continue supporting the firm's reputation as a "market maker" and its proven ability to capitalize on opportunities well before competitors. A market maker himself, Jon Paul has personally spearheaded Related's recent entrance into Miami's popular Wynwood neighborhood, where he's working to deliver several major mixed-use projects set to transform the area into a true live-work-play neighborhood. Current projects include Wynwood 25, a 289-unit luxury rental property across from the iconic Wynwood Walls; The Annex, an eight-story, 50,000-square-foot, class A office building; and The Bradley, a 175-unit rental tower with interior design by Kravitz Design. Since joining Related in 2012, Jon Paul has overseen the development of several thousand market-rate rental, affordable and luxury condominium units—including the 200-unit The Manor, the 365-unit Town City Center and the 690-unit Brickell Heights condo property. He has also played a key role in several marquee sales and acquisitions. Prior to joining Related, Jon Paul worked for The Related Companies of New York where he oversaw all aspects of the development process for more than 900 units, with direct responsibility for financial modeling, design programming and construction management. He also participated in securing capital for the firm's $900 million distressed opportunity fund, and in 2009 successfully led efforts to sell 425 unsold condominium units in Fort Myers, Florida over the span of 18 months. Jon Paul graduated from the University of Miami in 2007 with a B.S in business administration and received his MBA from Kellogg School of Management at Northwestern University in 2015. Nurturing Miami's growing arts and culture community, Jon Paul remains closely aligned with the P6rez Art Museum Miami as well as with The National YoungArts Foundation (YoungArts), participating in its annual Miami YoungArts Week. He also sits on the board of Big Brothers Big Sisters of Miami and is an active United Way Young Leader. Every holiday season, Jon Paul also puts together Related's annual Thanksgiving Turkey Drive to coordinate the delivery of over 2,600 turkeys across Miami-Dade, including to the firm's affordable housing properties. RELATEDURBAN 94 MATTHEW J. ALLEN EXECUTIVE VICE PRESIDENT RELATED AND CHIEF OPERATING OFFICER, THE RELATED GROUP tr¢ Matthew J. Allen is Executive Vice President and Chief Operating Officer of Related ,s} Group. Mr. Allen, who joined the company in 1999, is responsible for overseeing the day to day operations of the company. In addition, he directly oversees the finance, acquisitions, human resources, marketing, legal, accounting, asset management and property management divisions. Since 1999, he was directly responsible for raising over $13 billion in equity capital and debt. Prior to joining Related, Mr. Allen served as Senior Vice President of Atlantic Gulf Communities. Mr. Allen has over twenty-eight years of experience in Real Estate. He is a member of the Executive Council and the Board of Directors for Big Brothers Big Sisters of Greater Miami, member of the Orange Bowl Committee and on the Executive Council and Advisory Board of the DCC which benefits the Sylvester Comprehensive Cancer Research Center, Board Member of UM Real Estate Advisory Board and a Trustee of United Way. He is a former member of the BankAtlantic Advisory Council, The Marlins RBI Advisory Board, The Executive Committee and Board of Directors of the Beacon Council. Mr. Allen completed his undergraduate studies at Barry University and received his Master's Degree in Business Administration from Florida International University. JEFFERY HOYOS SENIOR VICE PRESIDENT ED AND CHIEF ACCOUNTING OFFICER, THE RELATED GROUP """ ` Jeffery Hoyos will be responsible for overseeing all aspects of the organization's accounting functions. This includes regulatory compliance with accounting standards ' and practices. Mr. Hoyos joined the company in 2008 and is primarily responsible for financial compliance and controls, financial reporting, planning and analysis and information systems. He brings nearly 30 years of financial and operational experience to the Company from both the private and public sector. BETSY MCCOY VICE PRESIDENT AND GENERAL COUNSEL, ED THE RELATED GROUP "" ` Betsy L. McCoy is General Counsel and Vice President of The Related Group. Ms. McCoys ;-- joined The Related Group in 2008 and is responsible for oversight of all legal issues and for providing direct counsel to Mr. Perez and Related's COO, Matt Allen on matters affecting day to day operations. Prior to joining The Related Group, Ms. McCoy was in private practice as a principal and shareholder of her law firm located in Tampa, Florida where she served as litigation counsel statewide to financial institutions, real estate developers, and contractors. Ms. McCoy became Board Certified by The Florida Bar as a specialist in complex commercial and business litigation in 1997 and maintained that certification for 11 years until joining The Related Group. Ms. McCoy is a graduate of the prestigious Harvard Negotiation Project, a frequent speaker at national conferences, and holds a Master Advocate Certification by the National Institute of Trial Advocacy. Ms. McCoy is a graduate of Creighton University, College of Arts and Sciences, Omaha, Nebraska where she earned a Bachelor's Degree; Creighton Law School where she earned her Juris Doctorate degree, and also, The University of Miami School of Law where Ms. McCoy earned an L.LM (Letters of Legal Mastery) in the law of real property development. RELATEDURBAN 95 TONY DEL POZZO VICE PRESIDENT OF FINANCE, RELATED URBAN M RELATED MEMEMSIM Tony Del Pozzo is the Vice President of Finance and will be responsible for obtaining, negotiating and closing on financing for all projects. Mr. Del Pozzo will work directly with tax credit investors and lenders to obtain the necessary funds to finance the project.Tony Del Pozzo has a finance degree, extensive experience and established relationships with all of the largest national lenders around the country including the largest tax credit equity investors and syndicators. Tony has arranged the financing for all Related Urban projects to date, totaling over$1 billion in loans and $450 million in tax credit equity. Moreover, he has arranged nearly $2 billion in total financing during his tenure at Related Urban. He will be assisted in all financing matters by a Finance Manager and Financial Analyst. Tony Del Pozzo has over twenty-five years of experience in the industry. Mr. Del Pozzo is a licensed Florida appraiser and holds a Master of Business Administration from the University of Miami. ANDREW VELO-ARIAS DEVELOPMENT MANAGER, RELATED URBAN [EI RELATED INEMWEEMM Andrew Velo-Arias will be the Development Manager assigned to oversee the redevelopment of Gallery at Dewey Park. Andrew will oversee all aspects of the development process from initial site planning and design through entitlements, construction and lease-up. Since joining Related in 2017, Andrew has closed on financing on more than 700 units and over $150MM in total development costs for affordable and mixed-income developments in South Florida while also managing the entitlement and permitting processes for these developments. Andrew has been actively involved in developing and implementing the River Parc Master Plan, a 22-acre public housing redevelopment effort in Miami. Prior to joining Related, Andrew worked for the Goldman Sachs Urban Investment Group and New York City Economic Development Corporation where he worked on large mixed-use, mixed-income developments in New York City. Andrew Velo-Arias holds a Master of Business Administration from Harvard Business School and a Master's in Public Policy from the Kennedy School of Government. He was born and raised in Hialeah, Florida. ANGIE VAZQUEZ OPERATIONS MANAGER, RELATED URBAN m RELATED Angie Vazquez has over 25 years of experience in the construction, real estate, and development industries and plays a key role in the execution of day-to-day operations for Related's affordable housing arm, Related Urban Development Group. Additionally, Ms. Vazquez spearheads the procurement and preparation of all due diligence documents and serves as support for the finance team in processing closings. Early on in her career, Ms. Vazquez joined Related in 2013 as a Project Coordinator. She moved on to serve as a Real Estate Analyst for Flagler, one of Florida's leading commercial real estate firms and as a Brokerage Coordinator for Jones Lang LaSalle, a real estate and investment management firm. Over the years, Ms. Vazquez has earned outstanding recognition from her supervisors for her superb leadership abilities and track-record of implementing successful strategic plans. GEORGE LAGE VICE PRESIDENT OF CONSTRUCTION, FORTUNE URBAN CONSTRUCTION George Lage, as Vice President of Construction, is responsible for overseeing development and construction operations. With 20 years of construction experience, Mr. Lage has a proven track record of successfully completing projects of all types, sizes, and complexities. Mr. Lage received a Master's degree in Construction Management from Florida International University and is licensed as a Certified General Contractor. RELATEDURBAN 96 THOMAS WALSH VICE PRESIDENT OF CONSTRUCTION OPERATIONS FORTUNE URBAN CONSTRUCTION Mr. Walsh comes to Fortune Urban Construction with 30 years of experience in the Construction industry. Mr. Walsh most recently had spent the past 6 years within the Related Condominium Department where he managed the Paraiso Community consisting of 4- hi-rise Residential Condominiums, Public Right of Way Improvements, a Public Park and Beach Club and Restaurant. Mr. Walsh has a degree in Environmental Engineering from Norwich University located in Northfield, Vermont. MARILYN PASCUAL PRESIDENT, AFFORDABLE DIVISION, TRG MANAGEMENT G TRG MANAKNOT€w�rna.r,r Marilyn has more than nineteen years of experience in the management of multi-family housing communities. She re-joined TRG in April of 2010 as a Regional Manager after having served as President for the Housing Trust Management Group, Inc. for more than five years. Ms. Pascual was also a Regional Manager with Cornerstone Residential Management, Inc. and worked with TRG for five years early in her career where she quickly advanced from property manager to district manager. She has an excellent track record managing all types of apartment portfolios, but has an extensive history managing LIHTC, Bond and several other affordable programs. Ms. Pascual holds a Bachelor of Science Degree in Mechanical Engineering from the University of Florida. SHERIF ZAKI REGIONAL MANAGER, TRG MANAGEMENT TRG Sherif has over 23 years in management experience that includes Hotels, Assisted living, and property management. Sherif has over 10 years experience in property management that includes market rate, and affordable multi-family housing communities. Sherif moved back to Miami from California and joined TRG in March of 2017 as an Area Manager, and was promoted to a Regional Manager shortly after. Sherif worked in the west coast for 15 years where he held many positions such as Senior Community Manager, Executive Director of an assisted living facility and Assistant Hotel General Manager. Sherif has a broad- based experience in brand enhancement, employee development, operations, marketing, sales, strategic plan development and multi- site management. Sherif has excellent track record managing all types of apartment portfolios, such as acquisitions, rehabs, lease ups, public housing, LIHTC, Bond and several other affordable programs. Sherif holds a Bachelor of Science Degree in Management. GILDA FERNANDEZ COMPLIANCE MANAGER, TRG MANAGEMENT 1B T, �g r Gilda Fernandez has over 20 years of real estate management experience with several of the top firms in the industry. She previously was a member of the TRG Management as the Compliance Director and returned in 2019 as Vice President after having served HTG Management as Executive Vice President for over 5 years. Her responsibilities at TRG include directing operations and improving operating efficiency and profitability. She also plays a key role in working with the senior management team on new projects and coordinates asset management activities to ensure the success of TRG Management's properties. In addition to having managed market rate properties, Gilda has dedicated her career to affordable housing. She brings her extensive knowledge and experience in Section 42 Low Income Housing Programs: LIHTC, SAIL, MMRB, County Bond, HOME, HUD, Public Housing, Risk Sharing, SHIP and other government affordable housing programs. She holds the specialized designation of Housing Credit Certified Professional and Certified Occupancy Specialist. ALVARO TORRES FINANCE MANAGER, RELATED URBAN M RELATED MEERIMELIM Alvaro Torres will serve as the Finance and Transaction Coordinator and will be responsible for administering and monitoring the financing process and closing. Mr. Torres has experience working with housing authorities, tax credit investors, lenders and governmental entities to coordinate the due diligence and closing process. Mr. Torres' responsibilities include underwriting potential multifamily development RELATEDURBAN 97 opportunities, reviewing closing documents, assisting in negotiating debt and equity terms and conducting market research. Mr. Torres participated in closing over $550MM in debt and equity transactions for the rehabilitation or construction of over 1,500 affordable housing units. Prior to joining Related, Alvaro spent three years at Crow Holdings in Dallas, Texas where he performed market research, underwriting, and due diligence for over 200 assets across the multifamily, retail, industrial, hotel, and self-storage space. Mr. Torres holds a Bachelor of Business Administration in Finance with a specialization in Alternative Asset Management from Southern Methodist University. JORDAN DAVIS ACQUISITIONS ASSOCIATE, RELATED URBAN EEI RELATED Jordan Davis will serve as the Acquisitions Associate for the redevelopment. Jordan conducts deal-specific underwriting and due diligence, performs financial modeling and analytics, prepares competitive funding applications, and works directly with lenders, equity investors, and municipal partners in leading financial closings. Prior to joining Related Urban, Jordan worked as a Development Associate for The NRP Group in San Antonio, Texas, and Austin, Texas, leading new deal originations and successfully taking over $200MM in development through NRP's Executive Committee. Jordan holds a Bachelor of Business Administration, With Distinction, from the University of Michigan's Stephen M. Ross School of Business. LUKE TRIVILINO FINANCIAL ANALYST, RELATED URBAN l RELATED Luke Trivilino will serve as the Financial Analyst for the redevelopment. Luke conducts deal-specific underwriting and due diligence, performs financial modeling and analytics, prepares competitive funding applications, and works directly with lenders, equity investors, and municipal partners in leading financial closings. Luke holds a Bachelor of Finance Degree from Bentley University. CESAR NIETO PRINCIPAL, CM DESIGN & DEVELOPMENT CH CM Design & Development is a full service architecture, design and development firm committed to client service where innovative design solutions, project quality and financial success are emphasized. As a graduate of Florida International University's School of Architecture, Cesar Alexander Nieto brings extensive experience in the production of all phases of Architectural projects. He is also a licensed General Contractor with years of experience building substantial projects for some of the largest Contracting firms in South Florida. In addition, his expertise in the planning and financial analysis of development projects makes him invaluable to our clients. His previous collaborations with Related Urban include Gallery at West Brickell, Brisas del Este Phase I and Brisas del Este Phase II. MARCELO A. MOINO PRINCIPAL, CM DESIGN & DEVELOPMENT CH A graduate of Harvard University's Graduate School of Design with a Master's Degree in Architecture, Marcelo A. Moino has been practicing architecture since the early 80's. NCARB Certified and currently licensed in Florida, Connecticut & Texas, he has been responsible for multimillion dollar public and private sector projects. With his extensive experience, Marcelo serves as Architectural Director, where he is responsible for overall design direction, design management, contract negotiations and project administration. His previous collaborations with Related Urban include Gallery at West Brickell, Brisas del Este Phase I and Brisas del Este Phase II. RELATEDURBAN 98 AARON DUNLAP LAND USE COUNSEL, CARLTON FIELDS T a Aaron Dunlap brings a multifaceted perspective to advising his clients, which include real estate developers, financial institutions and lenders, local land use clients, and other businesses with real estate interests or that regularly interact with state and local administrative agencies throughout Florida. Prior to joining Carlton Fields, Aaron worked for a Florida municipality,the state land planning agency for the state of Florida, and in private practice focused on real estate development, land use and zoning, and appearances before state agencies and local governments. His insider's understanding of both private party and governmental priorities helps him find common ground and collaborate with stakeholders in the public and private sectors to craft solutions that benefit his clients. Aaron's specific experience includes representing clients on land use and zoning matters before elected officials and local government boards and commissions concerning real estate development matters, drafting zoning code and comprehensive plan amendments, and navigating the public hearing process in municipalities throughout Florida. Additionally, his state and local government experience also encompasses drafting legislation and ordinances, development agreements, working through the implementation of new legislation, and Florida Sunshine Law and Public Records Act matters. Aaron is board certified in City, County, and Local Government Law by The Florida Bar. JOSEPH VERDONE LAND USE COUNSEL, CARLTON FIELDS iL Joseph Verdone has extensive experience with land development, planning, design, permitting, and project implementation for both private and public entities throughout Florida. His 30 years of professional land planning experience includes a multitude of multifamily residential, commercial, mixed-use, office, hotel, industrial, institutional, marine, wireless communication infrastructure, electric power generation, environmental, and large-scale mining projects throughout Florida. For more than two decades, Joe has serviced the firm's corporate real estate developers, owners, and investors while developing a specialized urban development practice in South Florida. He has represented numerous large-scale urban, mixed-use, and high-rise projects including: CityPlace DRI, CityPlace South Tower, CityPlace Office Tower, Esplanade Grand, The Strand, One City Plaza, Two City Plaza, Hyatt Place, Convention Center Hotel, The Mark, Watermark Towers, The Slade, Villa Lofts, The Metropolitan, The Prado, The Edge, Florida Department of Health, Burlington Self-Storage, Clematis Street Hotel, The Villas on Antique Row, Palm Beach County Convention Center Hilton Hotel, The TRG Rybovich Marina CMPD, Alexander Lofts, Central Park Plaza, North Bridge Center, Esperante, Phillips Point, T-Mobile Flagship Store Miami Beach, T-Mobile Regional Switch Sunrise, Sky Cove at West Lake, and the 1309 S. Flagler RPD. He has handled various master plan amendments,transfers of development right approvals, and has developed several incentive programs for his clients. Joe also represents multiple large-scale agricultural, electric power generation, telecommunications, mining, water resource, and regional reservoirs entities through the entitlement, regulatory, and code enforcement processes. Joe also performs research, analysis, due diligence, and feasibility studies for the firm's real estate and financial clients. In this capacity, he has worked on a multitude of medium and large-scale acquisitions and financing projects. He is an associate member of the American Bar Association, the American Planning Association, and the American Institute of Certified Planners. RELATEDURBAN 99 AL DOTSON PROCUREMENT COUNSEL, BILZIN SUMBERG C)Bilzin.Sumberg Albert E. Dotson, Jr., Managing Partner, handles federal and local government procurement contracts and compliance. He also represents real estate developers in securing land use, zoning and other government approvals and permits for large-scale real estate developments. Al routinely negotiates economic development incentive programs on behalf of major U.S. corporate clients. AI's work includes representing developers and contractors in complying with the government procurement procedures of various agencies of the Federal government, State of Florida, Miami-Dade County, and the cities of Miami, Coral Gables, and Miami Beach. This representation includes responding to procurement solicitations through defending against or prosecuting quasi-judicial bid protests. He represents commercial, industrial, residential and mixed-use developers throughout the land development process, including development permit challenges, zoning, concurrency, platting and permitting. AI's work also includes representing developers in Public-Private Partnerships (P3)that have included the redevelopment of municipal property by a private developer with the infrastructure, other public improvements, and tax abatement provided by the local governing body. ERIC SINGER PROCUREMENT COUNSEL, BILZIN SUMBERG Bilzin umb{erg Eric Singer is a member of Bilzin Sumberg's P3 and Government Contracting team. Eric represents both public-and private-sector clients in the areas of government contracting and complex government transactions, including public private partnerships (P3). Eric has negotiated development agreements for a wide variety of public assets and public-private developments and has represented clients on some of Miami's most transformative public-private projects. Eric also handles the full spectrum of public-contracting issues, from preparation of proposals through appeals of administrative bid protests. Eric combines that practical experience with the extensive academic knowledge he gained as a visiting faculty member and research fellow at the New York University School of Law, where he studied Pas across the United States and abroad, in order to further his clients' goals. Prior to joining Bilzin Sumberg, Eric served as a law clerk to the Honorable Danny J. Boggs of the United States Court of Appeals for the Sixth Circuit. TERRY LOVELL LIHTC BORROWER COUNSEL, BILZIN SUMBERG C)Bilzin.Sumberg Terry M. Lovell, head of Bilzin Sumberg's Affordable Housing &Tax Credit Practice, has more than 22 years of experience. He represents developers, investors, and tax-exempt organizations in all aspects of real estate development transactions. He is exceptionally versed in transactions financed with low-income housing tax credits under Section 42 of the Internal Revenue Code, tax-exempt bonds, grants, and loans issued by federal, state, and local governmental authorities. Terry regularly prepares and negotiates purchase and sale agreements for these properties. He also handles other subsidized and conventional financing, including the negotiation of equity and loan documents, for both commercial and multi-family housing developments. Terry has represented clients with projects in Florida, Georgia, Louisiana, South Carolina, Tennessee, Texas, and the U.S. Virgin Islands. JAVIER AVINO LAND USE COUNSEL, BILZIN SUMBERG )Bilzin.Sumb{erg Javier F.Avino serves as Practice Group Leader of Bilzin Sumberg's Land Development&Government Relations Group and Co-Chair of the Firm's International Group. Javier focuses his practice in land use, zoning, and environmental law. He represents domestic and international clients in complex matters including the development approval process, DERM permitting, planning and zoning applications, code enforcement, comprehensive planning and other environmental law areas. Javier also has experience representing both private and public sector clients before various state, county, municipal governments and regulatory bodies throughout South Florida. Javier assists clients in obtaining the necessary development approvals for major high-rise residential condominium and rental projects, commercial and institutional buildings, single family residential developments, affordable housing developments and public/private projects. RELATEDURBAN 100 ELISE HOLTZMAN GERSON ASSOCIATE, BILZIN SUM BERG C)Bilzin.Sumberg Elise Gerson is an Associate in Bilzin Sumberg's Land Development& Government Relations Group. She focuses her practice on guiding clients through land use issues and representing clients in all levels of the procurement process. Elise understands how law and policy influence business and development, and her grasp of the political dynamics in South Florida makes her an invaluable advocate on behalf of her clients. This is particularly true when she helps navigate clients through the RFP and/or administrative bid protest process. Elise is a published author and former Articles Editor for the University of Florida Law Review and also serves as a frequent contributor to Bilzin Sumberg's New Miami Blog. She earned her J.D. from the University of Florida, magna cum laude and Order of the Coif, and her B.A. from the University of Maryland. BRIAN MCDONOUGH BOND BORROWER COUNSEL, STEARNS WEAVER MILLED STEARNS WEAVER MILLER Brian McDonough is a Shareholder in the Real Estate Department. He is a member of the Firm's Board of Directors as well as its Executive Committee, and he also is the Chairperson of the Firm's Affordable Housing & Tax Credit Practice Group. He represents developers using government loan programs, community housing development organizations and 501(c)(3) organizations using qualified 501(c)(3) bonds for multifamily housing developments. Brian assists clients with matters involving multifamily housing, low income housing tax credits and loan programs implemented by the U.S. Department of Housing & Urban Development. Brian also represents lenders in all types of real estate loans and in particular, loans related to affordable housing. PATRICIA GREEN REAL ESTATE COUNSEL, STEARNS WEAVER MILLER STEARNS WEAVER MILLER. ,M Patricia Green is a Shareholder in the Real Estate Department. Her practice is focused on the representation of developers of high-quality affordable housing. Representative experience includes multi-family housing transactions financed with low income housing tax credits under Section 42 of the Internal Revenue Code; housing bonds issued by state and local housing finance authorities; HUD-insured mortgage loans; local government contributions; public grants; and Affordable Housing Program funds. JASON BIONDI FOUNDER, ENERGY COST SOLUTIONS GROUP NER6YCOS Jason Biondi is the founder and Managing Director of Energy Cost Solutions Group (ECSG), a business which focuses on energy savings, commissioning, minimizing environmental impacts of construction, operations and maintenance and improving indoor environmental conditions. ECSG is currently involved with projects pursuing LEED New Construction, Core& Shell, Commercial Interiors and Existing Buildings Certification as well as National Green Building Standard, Enterprise Green Communities Criteria and Green Globes certifications. ECSG also performs commercial energy audits and environmental impact analysis for Major Use Special Permits. Jason has personally worked to help certify more than 20 green buildings throughout Florida and Latin America. Jason leads a team of experienced architects and engineers who comprise ECSG's well balanced and effective green building certification operation. RELATEDURBAN 101 _ --- x•-.- � �u ._.. � rr' <<N �,4 s 'S ttt'� �! , {{£ � ° S'a3 4}», } >>s�� "u?a _ » - ,°+ �.,- -` - S ry _ \-... s. r}. ) ,,? .�_ t, ,1 .,,-"±.? ,� l t� T;•,., 1 4„, sl-..t s tS"; ,t� ,. ,, tr7 ...,,m1S 1 ? ..\.. 3 s.. ,» t, s '10 e f, t ';;c f��l�j mtii� - t�?s,xa sawVo e+r� tzx tnsnss»it«<ea ' a i"�_ 'sn+a R.t-S,NY— auSk 't z , G:x - '- t . ��¢� 4! RAYL',- \t,i 9 Sam xt r\q» II r Gm„ eau r �� 1 ttt t x g 4 w j i ?t, FState whether the proposed project is confined to the property offered by the BBCRA or if it utilizes adjacent property. If the latter, specify the location, size, use, level of control/commitment of such adjacent property to be included in the proposer's project and provide documentation evidencing site control or contractual commitment. If adjacent properties intended to be included in the project are not under the proposer's control, the proposal should include: (1)A base proposed concept assuming only the offered BBCRA property; and, (2) a proposed concept assuming the inclusion of the additional adjacent property. If the proposer wishes to propose variances from or changes to the requirements of the Land Development Regulations or the City's Comprehensive Plan, the proposal should include: (1)A base proposed concept without the proposed variances or changes; and, (2) a proposed concept with the proposed variances or changes. Yes, Gallery at Dewey Park is confined to the BBCRA Property. As detailed later in the proposal, Related Urban will preserve the Oyer Family Properties, including their family's office building and Hurricane Alley. In maintaining the character and fabric of historic Ocean Boulevard, Related Urban will preserve these buildings as long-term assets for the Boynton Beach community and work with the Oyer family to restore these buildings as vital historic elements within our master plan. Furthermore, Related Urban will transform the underutilized alley behind the properties into a new linear park with museum-quality art installations, revitalizing the connection between Hurricane Alley and Dewey Park into a vibrant and meaningful open space and anchoring this important redevelopment in both local history and public art. In relying only upon the properties controlled by the BBCRA, Related Urban can expedite this important redevelopment for the community and proceed expeditiously into the community engagement process. Our team is not proposing any variances from or changes to the requirements of the Land Development Regulations or the City's Comprehensive Plan, thereby mitigating conditions and contingencies for realizing the project such as regulatory approvals. f 711, f i h� s � U= �d, a ,t t ,dam s — ,I t RELATEDURBAN 103 F ' $}f .. _ x'��4 �4 �� ,,` .,v- k - - � `�. ftp"' �`" �5 i,�"'_:.:`' � -- n-�- - � '�.� � *�' S' � �Avg �`�' a �6 �-._ - - -_ � 1 s e_� _ - � ,-C s 71fFir£Sl iy 1S'}s}t}St}v,v�{�i �- _ f(�(f �}�„ � rlt; ��; i ��,i�S (r ,E;��_ � �,� his �` ;�_ � �_ \\1�1 - ; `�iS.__ ,�F_� �r�?�-� � 1�c ,.%t}>>;.'f, s'rsll��`�.- ` s'tit,,+!��fr �``� \, F „t2�1-. �il -` ,'�a... SiF ;,,�� i � �,,,.; « �� ;�»» �`,�`� ,_:-,'v ',i�`r�r, ,r ifi, � t,v�--- 1 �,,. ,Fr ��aF, 1 p , �y ,,$ err +• ��^ =i�(i�' .�,t +tc�j? 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S - - ��ti��({ 11 � �� t- - it�1+. -- �= - � _ SZ;{Gr�l vS+)f1 J7s+��_ �_- ii�7v1�� :�, � � '� - � ��` ` "�i``�FFr, r� � - _ � �„r,�� f "3 - �_� -. _ -_ � N ��„ ✓� ➢ � g - - �1 ��i f �. � � � `3' �, a es x." '� rc. �w.. n, ri * x � x m � I �Fn ,. st�7 fj�yfi , xrSv. �, 0 � � � 0 ' ® � GProvide a Construction Staging and Sequencing Plan including nature and timing of on and off-site impacts. Vehicular and Pedestrian Traffic Analysis and Plan for the proposed development demonstrating the proposed project would not cause unreasonably negative traffic impacts in the context of the Downtown District environment, and any modifications or improvements required to mitigate such impacts to maintain the integrity of the downtown traffic system, which, subject to City approval, would be the responsibility of the developer to fund as part of the project. CONSTRUCTION STAGING AND SEQUENCING PLAN Original RFP Award: October 2021 Negotiate Development Agreement: December 2021 Design and Permitting: June 2022 Financial Closing (Phase 1): July 2022 SEP D C MAR J N SEP DEC MAR JUN SEP DEC MAR JUN SEP 2021 2C 21 2022 22022 2022 2023 2023 2023 2023 2024 2024 2024 2 40 Commence Construction: July 2022 25%Completion: January 2023 50% Completion: July 2023 100% Completion: January 2024 Lease-Up/Stabilization: July 2024 Related Urban will work with the BBCRA and City of Boynton Beach to provide a Vehicular and Pedestrian Traffic Analysis and Plan for Gallery at Dewey Park demonstrating the proposed project would not cause unreasonable negative traffic impacts in the context of the Downtown District environment. We understand that modifications or improvements required to mitigate such impacts to maintain the integrity of the Downtown traffic system, subject to City approval, are the responsibility of the developer to fund as part of the project. RELATEDURBAN 105 H PROVIDE A DETAILED DESCRIPTION OF THE PROPOSED PROJECT WITH TEXT TABULATIONS AND G�tA�PI 1 t t 1 \ y 4 it iZ' r , at t � Z�a Z v to i t i . l � 1` t s+€yt+}�(?�s♦yr�rrkfj(}i�ftl\s r} ,,P1 is Ii ir, }, l� � � � 1,ty. �r � ,.,'d��x 7 i Fal l part �� F i l t Y-m 1 t f t I 1 F i111 , },14,,E as; i - p�{ q@ i Pill I �( o � i 3 ,J��11{ aV r' t N i P t•: 1 aAlVAU�(€�a+i - yy� Y �3 - } tis+r. � ),tir �, � 1?1 t �;' js }1 .y t" r li„�i ��114�a4 $1£t`'ft £Irl1t{',” a`iF aC,i aalsfr " r}i,',1 'ri iiSi ft �f ` ri, o, d:' ;t 41>3' 1,;� I'�t;I}asl� 1s't ��;},,: _ �}{,\,} rslt_. ��} ,r�t{1 sa•``s1�f-'- j fi ,£I�tlr+'! i,4(F� I'"`,r".j - r'". .�ur 111, r�;y`t f 11i`,; n++; ti 1� ,ta3 I;i �'(f i. +',r} ��, iY'lj- t�\S j"` ,{tl("•' \ { 1 sr .'-a rs �,, + .,�}1�', +�F€'-,. r,; (\fyflt i rai, - ;t� r} t a it ,"t ��1tr if fti}�sis�t 11t � s4� s } i is ill st(} „ i,.,.!." Ism ist c r O�€slrt rslili r£.(Fi >�1k�Z��1'..stti\\,rr'-+ t ti t I. �� ICON MIDTOWN MIXED,-USE RESI`DENAAL DEVELOPMENT BY THE RELATED GROUP E. y�, WHO DOES GALLERY AT DEWEY PARK SERVE? BOYNTON BEACH'S ESSENTIAL WORKFORCE AND TALENT OF THE FUTURE AVERAGE SALARIES Education and Childcare Administrators, , Preschool and Daycare $49,728 Yr }PCS¢ rBBAD Food Service Managers $59,518 � � 3 WHERE ART COMES AHVE Social and Community Service Managers $72,007 Judicial Law Clerks $49,411 °Q �'" � . Healthcare Social Workers $58,428 Nursing Assistants $27,929 y@ Human Resources Specialists $67,645 Janitors and Cleaners $25,755 U , [] Bethesda Hospital Paralegals and Legal Assistants $54,433 BAPTIST HEALTH SOUTHFLORIDA Web Developers and Digital Interface Designers $73,886PO, Firefighters $54,759 Parking Enforcement Workers $31,949 t�duC wl' Pharmacy Aides $28,854 E9��`�F+ Dental Assistants $38,627 TARGETWII�W. Cashiers $22,930 Aerospace Engineering and Operations Technologists and Technicians $66,352 'c' '1h,o u"e C 1 Ise" Mechanical Engineering Technologists r and Technicians $65,640 Food Scientists and Technologists $68,124 Clinical, Counseling, and Bethesda Women's School Psychologists $73,922 MHealth Center �VQ'SSP014"', Chefs and Head Cooks $56,876 (BAPTIST HEALTH SOUTH FLORIDA � Police and Sheriff's Patrol Officers $63,744 Bus Drivers,Transit and Intercity $40,430 ' " " CITY OF' Bakers $25,833 IrBCONNT(DN Sociologists $60,888 G +1" CY Biological Technicians $50,034 Educational, Guidance, and Career Counselors and Advisors $60,466 i N ' )" Child, Family, and School Social Workers $49,062 Librarian $51,126 NATURE ENMIA Psychology Teachers, Postsecondary $67,692 t Heavy and Tractor-Trailer Truck Drivers $45,943 PARKS&APCOCAMN, M1�F U.No-.:yap.!9PE ! n frd d5�1dCYA wP Jp,yl uu;f{ - Sociology Teachers, Postsecondary $73,378 Water and Wastewater Treatment Plant , and System Operators $40,370 Aircraft Cargo Handling Supervisors $63,148 Pubi I x Security Guards $30,738 RELATEDURBAN 107 AVERAGE SALARIES Preschool Teachers $37,026 Kindergarten Teachers $55,344 Walmart Cooks, Restaurant $26,097 Elementary School Teachers $56,283 Aircraft Structure, Surfaces, Rigging, and Systems Assemblers $57,599 VMS pharmacy' Middle School Teachers $56,287 Dental Laboratory Technicians $44,907 Medical Appliance Technicians $40,125 III Building and Grounds Cleaning c f and Maintenance Occupations $27,248 Graphic Designers $52,050 Carpenters $41,265 SOUTHTECH Dietitians and Nutritionists $57,033 PREPARATORY Production, Planning, and Expediting Clerks $49,510 Shipping, Receiving, and Inventory Clerks $34,708 Aircraft Mechanics and Service Technicians $66,875 Structural Iron and Steel Workers $46,076 CHASE Postal Service Clerks $50,889 Zr Postal Service Mail Carriers $51,758 Postal Service Mail Sorters, Processors, 0 and Processing Machine Operators $52,441 First-Line Supervisors of Retail Sales Workers $45,293 Recreational Therapists $42,937 Legal Secretaries and # u Administrative Assistants $46,532 Respiratory Therapists $60,556 Registered Nurses $74,539 BANKC)FA €RICA Dental Hygienists $76,490 Clinical Laboratory Technologists and Technicians $52,721 Cardiovascular Technologists 91 - and Technicians $55,593 SCIENCE T'ECHNOLOG'Y ENGINEERING MAT Diagnostic Medical Sonographers $72,163 Magnetic Resonance Imaging Technologists $73,567 Emergency Medical Technicians and Paramedics $36,998 Dietetic Technicians $29,451 L A I F ' T N E S Pharmacy Technicians $35,621 Psychiatric Technicians $34,055 Surgical Technologists $49,187 Licensed Practical and Licensed r Vocational Nurses $47,371 First-Line Supervisors of Correctional Officers $53,449 RELATEDURBAN 108 HProvide a detailed description of the proposed Project, with text, tabulations and graphics. This should include but it is not limited to a schematic site layout plan; proposed density, intensity, and height; parking locations and allocation per project component; a breakdown of the proposed total number of residential units and unit types, including number of bedrooms and bathrooms, and square footage for each unit type, whether condo or rental, and level of affordability, nature and square footage of commercial components, total gross building area (not including unenclosed/outdoor areas) and net rentable or salable area per project component(number of units, parking spaces, square footages should be provided per level as well as in total), conceptual elevations, as well as the information indicating compliance with the objectives and requirements of the plan and requirements specified in Paragraph 9, "Architectural and Design Requirements." Gallery at Dewey Park is a mixed-use development providing micro-retail for small local businesses, creative "live /work" office space, a grocery and residential uses on the BBCRA-controlled property. Related Group is primed to deliver this mixed-use project as the original developer of Marina Village, Boynton Beach's first mixed-use, high-rise master planned community within steps of the RFP sites. This signature Related mixed-use residential development contains a workforce housing component that is affordable to local households with income at 80%- 140% of the City of Boynton Beach AMI, including both "Moderate Income" and "Middle Income" families. In totality, Gallery at Dewey Park comprises 150 unrestricted market rate rental units including 6 innovative "live /work" units (70% of total units)and 63 workforce housing rental units (30% of total units). In maximizing the site's density and total workforce housing units for the BBCRA and City of Boynton Beach, Related Urban will leverage the City of Boynton Beach's Workforce Housing Program. The RFP site is located within the Downtown Transit Oriented Development District(DTODD). In accordance with the City's Workforce Housing Program, Related Urban has designated a minimum of 15% of the total proposed housing units as workforce housing units, and has actually exceeded the city's goal by setting aside 25% of the total units as workforce housing units. 25% of the total workforce housing units will be set-aside for low-income households between 60%AMI - 80%AMI (Palm Beach County) and 75% of these units will be set-aside for moderate income households between 80%AMI - 120%AMI. Related Urban can expeditiously deliver a transformative, mixed-use and mixed-income development for the BBCRA with only the current BBCRA-controlled parcels. In fact,through a strategic effort to honor Boynton Beach's history and important commercial institutions, Related Urban will preserve and enhance the Oyer Family Properties and Hurricane Alley as long-term public assets for the local community. J Y I a 1,21 a � nils r= F i t s� 4 l +f t ® • eDEVELOPMENT BY THE RELATED GROUP RELATEDURBAN 109 Honoring Boynton Beach History: Preservation of Oyer Family Properties & Hurricane Alley As a development firm specializing in public-private partnerships, Related Urban thoughtfully strives to maintain the character and fabric of the communities in which we serve. Through our research, we have come to understand the historical importance of the Oyer family in supporting all facets of Boynton Beach's civic and economic development, as well as guiding historic preservation efforts across Palm Beach County for decades. Related can create a transformative development without disturbing the Oyer family properties or its tenants- including Hurricane Alley- and even restore these important buildings back to life as vibrant landmarks, maintaining the existing commercial fabric of historic Ocean Avenue. In addition, Related Urban will newly activate these historic properties as new artistic anchors for the community by transforming the underutilized alley behind the buildings into a signature linear art park. We will work in collaboration with the BBCRA, Oyer family, Hurricane Alley management and City of Boynton Beach to select museum-quality public art installations that will enhance this open space into an artistic connection between Dewey Park and Hurricane Alley. Gallery at Dewey Park Development Program Related Urban has incorporated public spaces and plazas, publicly accessible WiFi and enhanced green elements into Gallery at Dewey Parks design including the preservation and enhancement of the City of Boynton Beach's Dewey Park. Related has delivered numerous large-scale mixed-use residential developments adjacent to critical community parks and public green spaces, including the $1 billion Icon Brickell mixed-use development in Miami encompassing Mary Brickell Park, the Brickell Mausoleum at Mary Brickell Park, the River Walk Trail and the Miami Circle National Historic Landmark, as well as the 22-story Apogee development surrounding South Beach's South Pointe Park and Lighthouse. Gallery at Dewey Park includes one hundred fifty (150) parking spaces open to the public in addition to the amount of parking spaces required for the development itself. As a Transit-Oriented Development, Related Urban will partner with Velocia, a multimodal transit platform, to incorporate ample multimodal accommodations within the project. Velocia ensures residents have commuting and work/ play transportation options that forestall the need and expense of personal vehicles while making movements around Palm Beach County efficient, inexpensive and enjoyable. Velocia will enable this outcome through close partnerships with Palm Beach County, the City of Boynton Beach, bike and e-scotter providers and peer-to-peer car sharing. The Velocia ecosystem creates a virtuous cycle promoting social equity, carbon reduction and productive, enjoyable movement from place to place. We have also incorporated multimodal amenities into the Project's design, including shared bicycle, "last mile" vehicle stops such as Uber and Lyft, connections to commuter bus stops and the anticipation of a future commuter rail stop located on the Federal East Coast Railway property on NE 4th Street. As with any Related mixed-use development, Gallery at Dewey Park delivers high-quality exterior design and lighting enhancements of the proposed parking garage structures to ensure compatibility with the surrounding area, as well as enhanced environmental features including NBGS Gold Certification, electric vehicle charging stations and solar powered building and /or site components. We have previously collaborated with CM Design & Development,the Project's Architect, on many workforce housing developments including Gallery at West Brickell, Gallery at Little Havana, Brisas del Este Phase I and Brisas del Este Phase 11. Again, we will build off Related's mixed-use experience development in Boynton Beach through Marina Village to seamless deliver this new project for the BBCRA. Gallery at Dewey Park will serve as the gateway to complement Downtown Boynton Beach's burgeoning economic and cultural district. Our master plan will serve as a seamless complement to Downtown Boynton Beach's well-established business and cultural community. Gallery at Dewey Park will include a new grocery store and dedicated community-serving retail space including Micro-Retail at reduced rents. The project will include 6 "live /work" units to support local entrepreneurs, public gallery space to support local artisans and contemporary mural gardens. RELATEDURBAN 110 The project will feature distinctive "Class-A" luxury amenities including a state-of-the-art fitness center with Yoga /Spinning Studio; resort-style pool with a lush open garden courtyard; beautifully landscaped grounds; outdoor kitchens and barbeque areas; community center/clubhouse with WiFi- enabled coworking space and business center; expansive contemporary public art commissions including exterior murals; and NGBS Gold sustainability features and community designation. All residences at Gallery at Dewey Park will feature luxury market rate finishes including spacious kitchens with European cabinetry, quartz countertops and adjustable track lighting; large open living areas, many with floor-to-ceiling windows; high-efficiency stainless steel appliances and in-unit washer/ dryers; impact-resistant windows; and contemporary gray laminate flooring throughout the units and ceramic tile floor in all bathrooms. Please find a conceptual site plan and rendering for Gallery at Dewey Park behind this section. Related Urban has provided a detailed description of the proposed Project, with text, tabulations and graphics. This includes but it is not limited to a schematic site layout plan; proposed density, intensity, and height; parking locations and allocation per project component; a breakdown of the proposed total number of residential units and unit types, including number of bedrooms and bathrooms, and square footage for each unit type, whether condo or rental, and level of affordability, nature and square footage of commercial components, total gross building area (not including unenclosed/outdoor areas) and net rentable or salable area per project component(number of units, parking spaces, square footages should be provided per level as well as in total), conceptual elevations, as well as the information indicating compliance with the objectives and requirements of the plan and requirements specified in Paragraph 9, "Architectural and Design Requirements." i � .s d � £ i S { , t)y,'tk 11� , f , P RELATEDURBAN 111 LARGE-SCALE DEVELOPMENT EXPERIENCE [I] RELATED PRESERVING LOCAL PARKS w t _�� '"✓'fix _ - - - E _ � _ - - ;F il r" - 1, jj}} z r sr r t kap � eL■F F s • e e e • e � • • f � 1 IN v s m 4 i SOUTH P01114TE PAR RELATEDURBAN 112 CLASS A [I] RELATED OFFICE EXHIBIT D1 CAPITAL — FOUNDERS FUND PWB PAI�T�ff� gRA �P r a =s r) rti I ` V w� mai R me 'L"W"a+,igW11 Vt, t1 iocl{ TH $ r t 8 ss • • z I � , r � .. � •, l III) '��. rI � • • THE ANNEX WYNWOOD RELATEDURBAN 113 a<L P f DESIGN& DEVELOPMENT $ ui8 �J W °'m n W Q LL F : aE� Q U W i 0 o N ~ D " o o Y m 3 Z a ME y�. i F �g E � � 1 � � m u tit o 9 Y o j U d q Z u g $ g s �90 � O F- as o oll i Y o � w°C w 11"_71 � ° E r O w w m I � 161, F-LLZ od zO Z � f r W O O W Oa[ t- O LL 'mi t tt. Z OC Z z O o� t� 0�� 0 ,. - C3 cn LL N 'a m z 0 LU 2i p z YLUzzU O O e� .`,i � avoer u.me a3a3e.e / w Q U W g u- W U F (Z' ¢ aaZ LL O t n <0`e O LL >' �;X,. 4: ,� �i m w OLL0LL ¢ OLL WW ,ft {" } W pmj ss [C ( tr U O M Q o > u� 0 w a �esr- H U U h 3: =f }N O W LZW O _ W W FW(nW W t, �> F-OD�Q 0 LL w a- ��¢c �w WO LLLLat7 UM Uz Q?�arz w �z UCEmz< Wz LL LL O�¢Q t->- >- Z OOr-��U�O O UO U 00� WFzcn u� Wz Up "O `lfo O OO w >>�ZLL W O� O W oz° yWW a Ow wwz¢,agz z mLL O> >a ¢Fo m OQ J UUW LL0>:=,L- �-�fZLL 0. cWizz m YN ¢ WOWCF-Omm_UO Oin00 �W� ¢z¢ O ac W LLaUz �O=ZUZFOY �O� 7O0 am ¢ XZZ>F-">LU OWO=LLO }UDpwU�UmZ LL»¢F-OOWF-OF-w=O> OOOFcnmwmcnaUzm-j n-wLU< 0 Oz00c7m Oma[CL.U¢mUU¢UUdm U)--Cicriv ui co Q m D W H a J W C a DESIGN& DEVELOPMENT N -1w i _- U i j w � T � � r q d � � CC z Q m C W H a J W C r r— Il��iryy�zl,��ti�1y'`��itf II r S �I'�r i 1JU y �ifl tl r' s } blt i �`• '�a��Is��S�P ti�1ur riN31�I� `y � � ' ii ' an yy(,,ry��r �.�1 r... rill NO rr�S1�7 �i(�ty��9l,O Sy((i Ir r I�i.r .:•+�.,; .�..�„�, f ",�� m+�x 4� t i r r tI� lk ,. yt� �,t X11 v z W GALLERY AT DEWEY PARK HISTORIC ART ALLEY LINEAR PARK, URBAN TRAIL AND PUBLIC ART DESTINATION k p r 4 I i err t' r 3 1- — ��t`1 r h r I � � t I~4' r � i i fav I Y t, I� 1 L1 a — a RELATEDURBAN 117 GALLERY AT DEWEY PARK HISTORIC ART ALLEY LINEAR PARK, URBAN TRAIL AND PUBLIC ART DESTINATION s s f i{f f �g rte* h � - v-_ µ �1 v\f2lmw f i�ftii)Zf))�f`Sii1 fel f�fki£„yi,. P t1y7£f,;}l i��(�tli��(+y`S`•:, y��4 4))��)��p��i'- { mr _, 11 s u f� ' 5 N" r_ ,i r i1 I NK kL �f V � I� 7 II 1 f 5 l q q p Y vy 1� Vily y m f Jti�a as RELATEDURBAN 118 RELATED C4, COMMITED TO SUSTAINABILITY ■ Upgraded storm water system design, landscape design and plant palette p ■ Enhanced air quality through materials i and equipment ■ Low emitting interior finishes, high performance ' exterior glass and high efficiency indoor and outdoor plumbing / irrigation fixtures I'll,M , r �t t� , , s � t , r Win. IT s tl Ir ,�4 77, i i RELATEDURBAN 120 VELOCIA LETTER OF SUPPORT 11 18 October 21321 Alberta Milo,Jr. Gallery at Dewey Park,LLC 2550 Tigertail Avenue,7"Floor Miami,FL 33133 Dear Mr.Milo, I write in strong support of Related Urban's response to the RFP issued by the Boynton Beach CRA in support of workforce housing. Velocia came to life in South Florida in 2019 with the strong support of the County to promote three principal objectives for individuals moving from points A to B: 1) increasing social equity 2) reducing carbon emissions and traffic; and 3) increasing transportation options and enjoyment. The Velocia approach rewards mobility and commuting habits that support the public good and provides reward redemption opportunities that. reduce out-of-pocket expenses for individuals getting to work,to school or to play. In joining forces with Related Urban,Velocia would aim to ensure that residents of the new towers have commuting and work/play transportation options that would forestall the need and expense of personal vehicles while making their movements around Boynton Beach (and beyond) safe, efficient, inexpensive and enjoyable. Velocia will enable this outcome through partnerships with. local municipalities, bike- and e-scooter providers and peer-to-peer car-sharing. Rewards earned with all these partners and more can be redeemed For coupons recognized by all partners+ Lyft and Uber/Uber Bats.By focusing rewards and reward redemptions solely on mobility,the Velocia mobility ecosystem creates a virtuous cycle promoting social equity, carbon reduction and productive,enjoyable movement from place to place. Velocia looks forward to building a partnership with Related Urban that would establish an. equitable, reduced emissions mobility strategy for residents from the design through implementation and operations phases of the Gallery at Dewey Park proposal and residences.Our success would establish a blueprint for urban life that celebrates moving from place to place at lower public and personal cost accompanied by greater enjoyment and productivity for the residents of Gallery at Dewey Park. Looking forward, t Eldredge Berininghann,PhD Co-Founder,Velocia Head,Strategy and Partnerships eldredgevelocia.io litips://www.vcl,ocia.io/ Mobile(713)551-0350 22€1 Washington Ave,Apt 5A Miami Beach,FL 33133 RELATEDURBAN 121 I PROVIDE A PROFORMA FINANCIAL ANALYSIS INCLUDING A DEVELOPMENT BUDGET. A PROPOSER MAY SUBMIT THE REQUESTED BREAKDOWN INFORMATION UNDER A FORMAT OF THEIR OWN CHOOSING BUT MUST ALSO CO LETE THE PROPOSED PROJECT FUNDING USES A D SOURCES INFORMATION FORM PROVIDED AS ATTACHMENT -F , " ll,, S�Sl^t„ { Ar EPP ° {{.... 4 001} Jill s 10 A, ao '' r,$ Ok 9 �r t'oS1r 4� fill 1k 10" � I 1 i I N ter. 1 t SLS BRICKELL MIX L D-USE RESIDENTIAL D VEL ' 1114kl) 60UP t tf IProvide a proforma financial analysis including a development budget with a detailed breakdown of all project pre-development costs, other soft and financing costs, property acquisition from the BBCRA (and others if additional properties are included in the proposal), construction and other hard costs and post-construction period sales or other development costs, a sources and uses statement clearly identifying the sources and amounts and terms of all of the proposed debt and equity funding sources to pay for the project an operating cash flow detailing projected gross income, expenses, debt service and net cash flow, broken out by project component, for the development period and at least ten years of operation beginning upon project completion for a rental project/component(s) and through sell-out for a condominium project/component(s). Include a breakdown of the amount and terms of any proposed funding assistance being requested of the BBCRA, if applicable, and how those funds will be used when combined with other funding sources.A proposer may submit the requested breakdown information under a format of their own choosing but must also complete the Proposed Project Funding Uses and Sources Information form provided as Attachment "F". If the project is to be developed in more than one phase, clearly present the above information for each independent phase as well as in aggregate for total project. Provide assumptions and bases for the analysis including comparables and/or other support for estimated rental rates, sales prices, costs, expenses and other elements of analysis. Please find a proforma financial analysis including a development budget with a detailed breakdown of all project pre-development costs, other soft and financing costs, property acquisition from the BBCRA, construction and other hard costs and other development costs, a sources and uses statement clearly identifying the sources and amounts and terms of all of the proposed debt and equity funding sources to pay for the project and operating cash flow detailing projected gross income, expenses, debt service and net cash flow, broken out by project component, for the development period and at least ten years of operation beginning upon project completion for a rental project/components. Gallery at Dewey Park will be developed in a single phase. The assumptions and bases for the analysis includes local rental comps including 500 Ocean, One Boynton and The District Boynton. Expense assumptions are based on Related's experience managing over 100,000 residential units since 1979. Attachment"F" Proposed Project Funding Uses and Sources Information is provided in this section. Financing Structure: 75-Year Ground Lease with the BBCRA Related Urban would like to highlight a few aspects of our proposal. We are proposing a 75-year ground lease with the BBCRA for the BBCRA-controlled property. This financing structure will maintain the BBCRA land as a long-term public asset for the City of Boynton Beach. Related Qualified Opportunity Zone ("QOZ") Investment for Gallery at Dewey Park In addition, Related will be making a $8.54MM Qualified Opportunity Zone Investment for the development of Gallery at Dewey Park demonstrating our long-term commitment to the success of this mixed-use redevelopment for the BBCRA. Generating $112.05 Million+ In Total Financial and Economic Benefits For BBCRA Gallery at Dewy Park will provide over$112.05MM in financial incentives to the BBCRA and City of Boynton Beach including $48.36MM in Total Financial Benefits and $63.7MM in Total Economic Benefits. This consists of a $745,500 Capitalized Lease Payment, payable upfront at financial closing; RELATEDURBAN 123 15% of Net Cash Flow which equals $47.31MM over the 75-year term; $300,000 Stabilization Fee; and $63.69MM in economic development for the BBCRA and City of Boynton Beach. Amount and Terms of Any Proposed Funding Assistance from the BBCRA, If Applicable Related Urban is requesting $5MM from the BBCRA for the development of Gallery at Dewey Park and the associated mixed-use components, including the 150 public parking spaces for the community- Noncompetitive financing aspects of our capital stack include 4% Low-Income Housing Tax Credits ("LIHTC"), tax-exempt bonds issued by Palm Beach County Housing Finance Authority and Related QOZ Funds. Since 2009, Related Urban has spearheaded over $1.5 billion in public-private development utilizing many of these same resources. i;sr, igrnfr r} 'i r4 r�trJ rr.. 2S r ��s�1 #iri'+7s1}}1�4 ��t r•^i£trJi t'}` rt} ,s r r rr t r - .:. _ �� — ,ft l �� 1 S�{{� �•l s�£tirrsral°��11�r�4ttrlti if�S}trsct�roS1 to tr !� -`�- r �} � s tr�., I i _ l,• t , I 1 r } � r £ k 1 t £ tt tt t s r 1 i _• i f� 1 l 1 3 I l r • r t � 1 r r4 a 1 1 ` 1 • r t . i — k S l I r f r � t t�t r stf.. '11t — <t AI �t4t,�15/jt1 i rr}7t t<«t > r 1 r tr t3�ttin ss4 1 tr t'r r s — St r sdh1K r t ,t r SI lr,7, qS{��1t ��. tt t1.1£�,��y55i{{r t�1lt�itSltr ,151�1l1�;t S11ii�'tl��_ - �.. }fs2V1�rr s 1s.tS It r•„{ir t{ �_ a r � rt{tt 1tl}£�rs}tl t 1{{s 3�t�;� t ttrY. 11ttl1��<<ry 'StSS r 15 ��1�11t,t t 4s„d�a�,,Sfil� i; �tht� ��1<< `t:.-.. ��. - ,1...,�r4r� tfty�y ir•\r t ,:; s r,r>, r'1 1£ s 1tl sS�11. t,11 -_n k, � ).t.1t ':r -.�1. "x ,,!\.�� 1f ks,�t��)s} r(rs�,<tr.`t t r„t 1.r�� ,t�t,,;,• ARE��`�'1r �� 11 ;�� 't•� � 4 . � 4�\�'��}�; ��'�j1+��`t 1 ;Nt}�s(:��0} �j'll4rS�r4£it1£it�1Sr�4tfn RELATEDURBAN 124 Gallery at Dewey Park EXECUTIVE SUMMARY Address 115 N. Federal Highway Boynton Beach Total Units 213 Rentable Sqft 185,769 Avg. Size 872 Construction Permanent Source of Source of SOURCES Funds Per Unit Funds Per Unit First Mortgage: 50,150,000 235,446 50,150,000 235,446 Boynton Beach CRA: 5,000,000 23,474 5,000,000 23,474 QOZ Investment: 8,542,751 40,107 8,542,751 40,107 TOTAL 63,692,751 299,027 63,692,751 299,027 USES I I I Total I Per Unit Acquisition Purchase Price- Land 745,500 3,500 Construction Residential Construction 29,820,000 140,000 337 Parking Spaces 7,077,000 33,225 Sitework 750,000 3,521 Retail 1,317,600 6,186 Demolition 250,000 1,174 Linear Park/Preservation of OYER Prop. 1,250,000 5,869 GC Fees 14% 5,665,044 26,596 Hard Cost Contingency: 5% 2,306,482 10,829 Total Construction 48,436,126 227,400 Soft Costs Builder's Risk&General Liability Insurance/P&P Bonds 1,170,933 5,497 Architectural & Engineering 921,850 4,328 Permits & Municipal Fees 1,561,296 7,330 Other Development Soft Costs 1,608,838 7,553 Legal Fees 310,000 1,455 Financing Costs- Issuance &Origination 1,063,000 4,991 Reserves &Escrows 1,699,010 7,977 Construction Interest Reserve 3,009,000 14,127 Soft Cost Contingency 5% 263,146 1,235 Soft Costs 11,607,073 54,493 TOTAL COSTS before Developer Fee 60,788,699 285,393 Developer Fee 5% 2,904,052 13,634 TOTAL COSTS 63,692,751 299,027 Printed on 10/19/2021 10:45 AM • • Per Unit Per SF DEVELOPMENT BUDGET Acquisition Costs Capitalized Lease Payment 3,500 745,500 Subtotal: 745,500 Construction Costs Residential Construction 140,000 161 29,820,000 337 Structured Parking Spaces 21,000 7,077,000 Sitework 750,000 Retail 200 1,317,600 Demolition 250,000 Linear Park/ Preservation of OYER Prop. 1,250,000 Residential Construction Subtotal: 218 40,464,600 General Requirements: 6% 2,427,876 Overhead: 2% 809,292 Profit: 6% 2,427,876 Subtotal 216,571 248 46,129,644 Hard Cost Contingency: 5% 12 2,306,482 Total Construction Costs 227,400 261 48,436,126 Proiect Soft Costs Accountant Cost Cert: 50,000 Appraisal: 7,500 Market Study: 7,500 Phase I ESA 10,000 Plan and Cost Review / Utility Allowance 10,000 Geotechnical Reports 10,000 Architect - Design: 3,500 745,500 Permit Expediter 24,000 Civil Engineering 100,000 Utility Connection Fees 1,250 266,250 Threshold Inspections 50,000 Other Engineering: 76,350 Utility Allowance Study 800 Survey: 40,000 Title Costs: 0.6% 242,788 Green Building Cert/ UFAS Cert 45,000 Lender Inspection Fees: 60,000 Marketing: 250,000 Builders Risk Insurance 426,238 P&P Bonds 283,399 Permits 1.0% 561,296 Impact Fees 1,000,000 Private Provider Inspections 150,000 Utility Relocation 25,000 FF & E 200,000 Site Security 150,000 Liability Insurance 1.00% 461,296 Reproduction & Misc Admin Costs 10,000 printed on 10/19/2021 at 10:45 AM • • Per Unit Per SF DEVELOPMENT BUDGET Subtotal: 24,709 5,262,917 Developer Leaal Costs Borrower Counsel: 85,000 Construction Lender Counsel: 75,000 GSE Counsel: 75,000 Land Use Counsel: 25,000 QOZ Counsel: 50,000 Subtotal: 1,455 310,000 Financina Costs Documentary Stamps/Recording Fees 50,000 Perm Lender Origination Fees: 1.00% 501,500 Construction Lender Origination Fees: 1.00% 501,500 Lender Due Diligence 10,000 Subtotal: 4,991 1,063,000 Reserves and Escrows Replacement Reserve: 300 63,900 Operating Deficit Reserve: 3 1,435,110 Lease-up Reserve 200,000 Construction Interest Reserve 4.00% 3,009,000 Subtotal: 4,708,010 Soft Cost Continaencv 5% 263,146 Developer Fee 5% 2,904,052 Total Development Budget: 299,027 63,692,751 printed on 10/19/2021 at 10:45 AM SCHEDULE OF FORECASTED BASE-YEAR REVENUES AND EXPENSES Project: Gallery at Dewey Park Project County: Palm Beach County RENT CALCULATIONS Unit Income Number Unit Size Number Gross Rent Utility Net Rent HUD FMR Current Pro Forma Rent Monthly Annual Type Level Served of BRs in SF of Units Based on AMI Allow Based on AMI Rent Mkt.Rent Rent PSF Rent Rent WKFC Low-Income 80% 1 709 SF 5 1,285 65 1,220 - 2,250 1,220 1.72 6,100 73,200 WKFC Low-Income 80% 2 1,049 SF 5 1,542 90 1,452 - 2,850 1,452 1.38 7,260 87,120 WKFC Moderate 120% 1 709 SF 17 1,926 65 1,861 1,300 2,250 1,235 1.74 20,995 251,940 WKFC Moderate 120% 2 1,049 SF 15 2,311 90 2,221 1,610 2,850 1,520 1.45 22,800 273,600 WKFC City Moderate 120% 1 709 SF 11 1,926 65 1,861 - 2,250 1,861 2.62 20,471 245,652 WKFC City Middle 120% 2 1,049 SF 10 2,311 90 2,221 2,850 2,221 2.12 22,210 266,520 _______ ____________________ ________ ______________ __________ _________ _ ______ _________ _______ _____________ MKT - 1 709 SF 75 - - - - 2,250 2,250 3.17 168,750 2,025,000 MKT2 1,049 SF 69 2,850 2,850 2.72 ........ LAY 1 891 SF 6 - - - - 2,750 2,750 3.09 16,500 198,000 213 120,993 481,736 5,780,832 ANNUAL OPERATING UNTRENDED Annual Annual Rents/Unit Residential Income-Affordable $ 685,860 $ 3,220 Residential Income-Workforce&Market 4,896,972 22,990 Live-Work Income 198,000 930 Retail Income 230,580 1,083 Other Income 53,250 250 Gross Potential Income 6,064,662 28,473 Affordable Vacancy 5% 34,418 162 Workforce&Market Vacancy 7% 360,201 1,691 Commercial Vacancy 20% 46,116 217 EFFECTIVE GROSS INCOME(EGI) 5,623,927 26,403 General&Administrative 42,600 200 Payroll 255,600 1,200 Utilities 149,100 700 Marketing 63,900 300 Maintenance&repairs 74,550 350 Service contracts 42,600 200 Management Fee 5% 281,196 1,320 Professional Expenses 21,300 100 Subtotal-Controllable 930,846 4,370 Real Estate Taxes 656,531 3,082 Property and Liability his. 159,750 750 Replacement Reserve 63,900 300 Subtotal-Noncontrollable 880,181 4,132 Total Annual Operating Expenses&Reserves 1,811,027 8,502 NET OPERATING INCOME 3,812,901 17,901 �,n d o,10/19/2021 10'.45 AM N H �II R H O L Y m m ^ V N.y.i m N J M T N b p p M N M N HN O b Ry m m ^ m N .+ m � Ip y W N h N p p N_H O N M m in a a M W epi Y � m ^ m N .. m rn N � � ^ N p N eNim rl N M O O Ry m m ^ mN .+ rn N ^ ^ N N H W N N Q M rw oM m vN Ry m m ^ m N .y m L N O W N pMO Q CM � N d y m mN .+ m m N N w Q N N Lr N O MNM N p N W b M wm qyw m m m m N � m N � 9 p N W n p ^nO a b epi N y m m.+ m m N 9Vl 11 MW N N ^ H b p b 9 Nh N b p p N N m m m m ^ epi H T a y .y .i N N p 9 N p Ha p e 9 N N T O ` M Ifl p d y m N.y m m ^.i n p a 9 N a n n ` e aci - r! mM, o mY m cl�� N.. °J N ^.. oo L N O b N p � M a y m N.+ ^ N �o.+ Mm .y h C m n LL T da a ro v o �= v v e - > > v v A c vA,Py e S 0 a KS e W = yg= v V v o E E c ¢ h �a3u � 10 n ,S CS u ola�EEuviE art w i o i ATTACHMENT"F" PROPOSED PROJECT FUNDING USES AND SOURCES INFORMATION Project Uses and Sources $ Land Costs _ 745,500 Soft Costs _ 4,024,767 Construction Costs _ 48,436,126 Carrying Cost/Financing Costs _ 5,771,010 Marketing and Sales Costs _ 250,000 Permit and Impact Fee Costs _ 1,561,296 Developer Overhead and Profit _ 2,904,052 Total Project Cost - 63,692,751 Capital Stack Proposer/Developer Equity $ 8,542,751 - Outside Capital Investor Equity $ - Mortgage or Financed Amount $ 50,150,000 - Amount of BBCRA contribution requested, if any $ 5,000,000 - Other funding as identified $ - Funding Total $ 63,692,751 - Page 24 of 30 • • • • f i t i ON _- S f$ 95 t 4 a. + 411 F f; \AVS to will 1, ' 1 NO k �t 1'�-fie I d� L F d t ) F i ry t , r h 9 141,1,11� t oll u ii - `� t i Y=i r € t " s t;St �, s,y } 4 , ,�ti. ft Js r 1s d�+}' � - i�)1Y}fib pys'i G TEE ROUND TOWERS A,B,CAND BRISAS[' ESTE A}27„x PHASE 2(IN'CONSTRUCTION) �- E �C01 Tolltgw t tv a qt01, �Q W k I moo*'r?`ti,. �tr) GALLERY AT LUMMUS PARC(IN PRE-DEVELOPMENT) RESIDENCES AT SOMI PARC(IN PRE-DEVELOPMENT) JIf the Project is proposed to use funding subsidies from the BBCRA or other qualified entities, proposer must provide a list of those entities and demonstrate experience with obtaining such project-based subsidies for workforce housing by listing projects and the amount and type of subsidy utilized or other information that would support proposer's ability to secure such financing. The capital stack for Gallery at Dewey Park includes noncompetitive funding sources such as 4% Low- Income Housing Tax Credits ("LIHTC"), tax-exempt bonds issued by Palm Beach County Housing Finance Authority and Related QOZ Funds. Our team is requesting $5MM from the BBCRA for the development of Gallery at Dewey Park and the associated mixed-use components, including the 150 public parking spaces for the community. Related Urban specializes in public-private housing development and has $1.5 billion in public-private development experience with local municipalities across South Florida - distinguishing our ability to execute this redevelopment for the BBCRA from other competitors. In Florida, Related Urban has leveraged nearly all available noncompetitive and competitive state, local and federal programs for the development of mixed-income workforce housing including 4% Low- Income Housing Tax Credits ("LIHTC") and 9% LIHTC; Tax-Exempt Bond Financing; Qualified Opportunity Zone ("QOZ") Funds; HUD HOME Investment Partnership ("HOME") Proceeds; HUD Community Development Block Grant("CDBG") Proceeds; HUD's Rental Assistance Demonstration (Section 18) Program; HUD's HOPE VI Program; Florida Housing Finance Corporation ("FHFC") State Housing Incentive Partnership (SHIP) Proceeds; FHFC State Apartment Incentive Loan ("SAIL") Financing; Tax Increment Funding ("TIF"); Tax Increment Reinvestment Zone ("TIRZ") Proceeds; Affordable For-Sale Homeownership Programs; and Project-Based Section 8 Vouchers. Since 1979, Related has raised over $50 billion in capital for the development of over 100,000 workforce, market rate and affordable housing units, including 10,000+ mixed-use residential units. AC ME ll tA�1 ) r , l 1s sla N s RELATEDURBAN 133 I k F �I r � 1 t 2 pp \yllkl .,," •' +�' " f,,;s t . t rAI{ , ( t{�ii�k lit li{V�� j��1�j14 lts}�s sil 1 r. 1v 1 y" I $ i l ) r 1 { l {{ t .T o !. a t , � r 1 5 F, IJ r f 1 t ry Si r s ni} I r,f�tk1�1 �f�}1 .r � IVB, s p sh I 1 KIj Provide a description of how the proposer will make attempts to utilize local qualified contractors, and sub-contractors, and laborers in the proposed Project as well as preapprenticeship or apprenticeship training. Documentation of this effort will be required as part of the project monitoring. Related Urban will utilize Section 3 certified firm(s) as Sub-Contractors /Consultants and assign them to perform meaningful segments of the contractual services detailed in the RFP. Related Urban will commit 20-25% of the value of the construction contracts to local firms in the Boynton Beach area. Related Urban has a proven track record of providing job training and employment to residents in its affordable and workforce housing communities, as well as implementing Section 3 and MBE /WBE hiring programs in our communities. A large part of the workforce that builds our affordable and mixed- income housing developments are Section 3 and MBE /WBE firms that are hired through our affiliated general contractor, Fortune Urban Construction. Local Hiring Commitments: Related Urban set a very high standard for local hiring in Miami-Dade County public housing redevelopments with its Liberty Square development by committing to having a minimum of 20% of the new hires as Section 3 eligible residents. Related Urban actually exceeded its commitment by hiring 24.3%as Section 3 eligible residents, in part due to the success of the Related Urban Construction Apprenticeship Program. Again, there is no other development firm with an approved Apprenticeship program. Please find our certification of the Related Urban Construction Apprenticeship Program behind this section. Related Urban places a high emphasis on providing long-term employment to Section 3 residents. Related Urban has permanently hired Section 3 residents at several of our developments, such as South Miami Plaza, Town Center Apartments, Liberty Square Phase 1, Martin Fine Villas, and many others. Related Urban hired residents to its maintenance staff, trained them and they have been permanently employed by TRG Management Company, our affiliated property management division for several years. At Jack Orr Plaza and Stirrup Plaza, residents were trained, hired and re-employed by our on-site management staff. These are just a few examples of training and long-term employment opportunities Related Urban has provided to its residents. Contracting with Small and Minority Business and Women's Business Enterprise Firms: Related Urban's objective is to have local residents participate in the rebuilding of their community by utilizing Disadvantaged (DBE), Minority (MBE) and Women (WBE) Business Enterprises and Section 3 firms and employees. This promotes local economic development, neighborhood improvement, and individual self-sufficiency. As a strong supporter of the local community, maximum efforts will be made to provide substantial ol2portunities to qualified DBE. MBE. WBE and Section 3 businesses at Gallery at Dewey Park. An addendum specifically addressing the Section 3, DBE, MBE and WBE requirements will be included in the General Contract and each subcontract relating to the development of this project. Minority business participation in the development effort will seek to meet the goals and objectives consistent with the Presidential Executive Order 11625, 12138 and 12432 and Section 3 standards of the Housing and Urban Development Act of 1968 (12 U.S.C. 1701 u) (Section 3). Related Urban set a very high standard for Section 3, DBE. MBE and WBE sub-contracting in Miami-Dade County public housing redevelopments with its Liberty Square development by committing to having a minimum of 50% of the value of the construction contracts to Section 3 and / or minority firms. Related Urban actually exceeded its commitment by contracting 57.6% of the value of the construction contracts to Section 3 and / or minority firms. RELATEDURBAN 135 Related Urban's Labor Compliance Coordination team will administer the Contractors' Section 3 Economic Opportunity Plan and will obtain all pertinent information to ensure contract compliance, including DBE, MBE, WBE and HUD Section 3 requirements. The in-house Labor Compliance Coordination team will manage the implementation of the DBE, MBE, WBE and Section 3 program in coordination with our affiliated general contractor Fortune Urban Construction. Each contract will have specific language outlining the requirement of their obligation to hire Section 3 residents to satisfy our requirements. Job announcements will be posted announcing job availability or contracting opportunities at the job site. Additionally, notices will be sent to notify residents of job openings. As noted, the following steps will be taken to recruit, solicit, encourage, and facilitate the hiring of local resident persons: 1. Meet with resident associations and /or site managers to announce job or procurement opportunities. 2. Schedule a time and place for affordable housing residents to access job applications. 3. Place qualified small and minority businesses and women's business enterprises on a solicitation list. 4. Work with the Palm Beach County to develop a pre - qualified DBE, MBE, WBE business list and Section 3 resident list to fill job vacancies. 5. Send notices to labor institutions to inform them about Section 3 training and employment obligations. 6. Use the services and assistance of the Small and Business Administration, and the Minority Business Development Agency of the Department of Commerce. 7. Send notices to residents about Section 3 work opportunities or training. 8. Establish a Notice and Advertisement process. Procurement Process of Sub-Contractors: It is the policy of Related Urban to promote diversity in the use of sub-contractors, suppliers and consultants on all projects and to allow opportunities for subcontracting to as many qualified subcontractors, suppliers and consultants as possible. When opportunities for subcontracting exist, it is Related Urban's procedure to: (a) Notify the broadest number of local sub-contractors, suppliers and consultants as possible of the opportunity to be awarded a subcontract; (b) Invite local sub-contractors, suppliers and consultants to submit bids in a practical, expedient way, and in a manner consistent with any applicable regulations; (c) Provide local sub-contractors, suppliers and consultants access to information necessary to prepare and formulate a subcontracting bid; (d)Allow local sub-contractors, suppliers and consultants to meet with appropriate personnel of Related Urban to discuss Related Urban's requirements; and (e)Award sub-contracts based on full and complete consideration of all submitted proposals and in accordance with Related Urban's stated objectives and any applicable regulations. The general contractor will include DBE, MBE, WBE and Section 3 considerations in the selection of the sub-contractors for the project. Each of the sub-contractors selected must submit a DBE, MBE, WBE and Section 3 Project Plan to indicate their intended overall project goals and plans to achieve those goals. The Labor Compliance Coordination team will consult with the potential subcontractors to produce reasonable goals. We will contact local workforce organizations, the Small Business Administration and the Minority Business Development Center for the City and County to gain access to a list of firms by trade that may be interested in bidding for work opportunities. The general contractor's DBE, MBE, WBE and Section 3 Project Opportunity Plan will include numerical goals and minimum efforts to recruit DBE, MBE, WBE businesses and Section 3 residents and businesses. Efforts should include outreach such as media advertisements, display of prominent signs at the project site and outreach to community-based organizations and trade groups. Related Urban and its predecessor companies' commitment to promote local economic development is RELATEDURBAN 136 evident in its numerous collaborations and alliances. For over twenty years, Related Urban and our affiliates have created partnerships with Section 3, small and minority firms, and women-owned enterprises to develop over 25,000 affordable and workforce housing units. Related Urban commits to take affirmative steps as indicated in HUD CFR 200.321 to include: 1. Placing qualified small and minority businesses and women's business enterprises on a solicitation list. 2. Assuring that small and minority business and women's business enterprises are solicited whenever there are potential sources. 3. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises. 4. Establishing delivery schedules, where to requirement permits, which encourage participation by small minority businesses, and women's business enterprises. 5. Using the services and assistance of the Small and Business Administration, and the Minority Business Development Agency of the Department of Commerce. 6. Requiring the prime contractor, if subcontract are to be let, to take the affirmative steps listed in paragraphs (e) (2) 1 through 5 above. Previously Related Urban has worked closely with organizations such as The Urban Construction, Crafts Academy, The Vailon Group, and The Development Firm to design outreach programs that attract qualified individuals and businesses and partners them with the multitude of firms and businesses that will be involved in the planning, design, construction and occupancy of the new development. Our approach usually starts by identifying: 1. Low-income residents with specific skills who need a job. 2. Low-income residents who seek on the job training. 3. Minority owned businesses that do business in the area. 4. Women owned businesses that do business in the area. 5. Job training and apprentice programs already in place. We then create a database of these individuals and businesses and analyze them to see where there are untapped job skills and business opportunities. We accordingly develop strategies to address those gaps through a broader outreach, training and economic incentives. Participation in our Section 3 / MBE/WBE program is a mandatory requirement of our consultants, contractors and sub-contractors as well as our firm. We not only require participation, we also develop mechanisms to make that participation easier, more inclusive and beneficial to everyone involved. We utilize techniques such as job fairs, reference exchanges and business introduction meetings to link the job and business opportunities with those seeking those opportunities. We have worked to develop mentorship and apprentice programs to provide on the job training to residents. As an example, the Small Business Workshop that we sponsored at Liberty Square had over 250 small firms who participated. Related Urban does not stop there. We dedicate staff to manage, monitor and modify the plan throughout the entire revitalization process. We are serious about confirming that firms are not only fulfilling their commitments, but that the individuals and businesses who have been hired through the program are succeeding and achieving their goals as a result of their involvement. We believe that a viable Section 3 / MBE/WBE program is more than an immediate job or a one-off business contract. We see the program as a launch pad for individuals and business to grow and prosper. The only way to be sure that is happening is to monitor performance and adjust the plan if the results are not demonstrated. RELATEDURBAN 137 Related Urban's Construction Apprenticeship Program In addition, Related Urban is the only development firm with an approved Apprenticeship Program, known as the Related Urban Construction Apprenticeship Program. In coordination with staff from a local community college and the Florida Department of Education Division of Adult and Career Education, Related Urban will offer its first-of-its-kind Construction Apprenticeship Program to target participants during the construction of the Development Plan. The Related Urban Apprenticeship Program was crafted to provide local unskilled residents, many of which are ex-offenders, with opportunities to become certified carpenters after completing a four-year program inclusive of 8,000 hours of on-the-job training and classroom instruction two nights a week at D.A Dorsey Technical College. A partner agency facilitates the program's classroom component and on-the-job training is overseen by journeymen of subcontracted firms throughout the workday. The first cohort of apprentices recently completed their work at Related Urban's Liberty Square Phase Two. We will commit to documentation of this effort as part of the project monitoring. } y 4 A� t 1 r s v`= 14 �t r Jia f' t 1 )r r r' RELATEDURBAN 138 O M M CL t gagyy' Z� }kap,r T5 R LU tj ujcc v,s f{ ikk�I15 a 1 00 Ir t. ik{}}N,11v LU 44 C6 cc c z Q m C W H a J W C 0 v K r ry{ t'rh 1 "� �t r (0 } ry t Pj WT r r ,, �i cn y - Md #moi Eii Own all f —: Lu ' t ' MMMM t{�t MAW h' " e # cd rt t } vf' ;. r � 0,r�,0 a w *44 , m i f y , }4a Iff �Ak F •' s �� „r, ' } ' z Q m D W H a J W C r • r r r r • ® S {r f t� t j tY ��s�rY tlf - �'.�.�_ Its�r,`1 fi�l� tt fa � ✓114„t Sr(s��1 �\ ��i ; s) � ��F t 1 I. Il l r� I 1,3 f }1 1 t t{�l t ,... --- --_ ,1 ,!( 4. s �,,i. � � � str Yri:1 s t �,,:.}SSq 1 � Sins:. �41 ��y'}+,pl 11�-;, 04s4 Ys,•-: �St t , � art e • • e e • LProvide proof of financial capability to complete the proposed Project. Financial capability will be demonstrated by submitting a current(audited, if available) financial statement of the proposing entity, or underlying entity if proposing entity was recently created, 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 proposer is a subsidiary). In lieu of the above, the proposer shall submit third party evidence of the ability to secure financing in the form of a preliminary financing commitment letter or letter of interest from a lending institution or other primary source of debt or other financing.A firm financing commitment from a lending institution or other source of investment financing will be required prior to the closing of the sale of the Project property, or as otherwise stipulated in negotiated Agreement between the successful proposer and the BBCRA. 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 as part of the submission packet and will not be accepted if it is submitted directly to the BBCRA by an outside entity or institution. In a separate envelope with all financial information marked "Confidential," Related Urban has included proof of financial capability to complete the proposed Project, which is demonstrated through current Audited Financial Statements for PRH Investments, LLC, the corporate guarantor for Gallery at Dewey Park. Please note that the financial statements for RUDG, LLC ("Related Urban") roll up into the Audited Financial Statements for PRH Investments, LLC. The attached documents include 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. We have included RUDG, LLC unaudited financials for Q2 2021. RUDG, LLC has its own unaudited financial statements, but rolls up in the PRH Investments, LLC Audited Financial Statements. PRH Investments, LLC, has approximately $466,000,000 in Net Worth and $246,000,000 in Liquidity. PRHI will provide all financial and completion guarantees for this redevelopment. Related Urban will obtain firm financing commitments from a lending institution prior to the closing of the ground lease of the Project property, or as otherwise stipulated in the negotiated Agreement with the BBCRA. There are no legal or administrative actions, past or pending, that might impact the capacity of the proposer or its principals or affiliates to complete the Project. There are no bankruptcies by any of the above or related entities during the past ten years. RELATEDURBAN 142 ® � • • • 11 ® • �� "' � '� � sS - �� ' �° -- 1�i}} its `s"? �� -tr4t�pir��itti444fzt8 - ¢_y�� `i - � � rt1�3r�q 111(4 4�+r4 �� z �t t»t i�y»� � r rs 4�� - - � ��a��r ti�ai rA ti � z \ 4y r�i �y t yryr �� (, {r��1� , s , �- MA 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 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. Please consider the following as a signed written statement of intent to ground lease the Project property for a 75-year term with the BBCRA. The ground lease will include a Capitalized Lease Payment of$745,500 payable upfront at financial closing. We are willing to execute a Purchase and Development Agreement within 90 days of selection if selected. Any Purchase and Development Agreement ("Agreement") or Ground Lease 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. Date: October 18, 2021 Signed By: - - 1 - kf= ��1k P9h �i" F� 11 � )j x i �S -- i . IM aE u tQ1�� ME ME I) f� `� i��}ff• l I( 4 (t� ill� i ' RELATEDURBAN 144 N PROVIDE AUTHORIZATION TO PERFORM CREDIT CHECK FOR EACH PROPOSER OR BUSINESS ENTITY. THE AUTHORIZATION MUST BE EXECUTED BY THE APPROPRIATE OFFICER OF PROPOSER ENTITY (SEE ATTACHMENT "D.1 & D.2.," DISCLOSURE AND AUTHORIZATION TO PERFORM CREDIT CHECK FORMS). % loll q .� j 5 «� si 77+ _ A 0 Yz „tr k 4p +z. �`4� � d gg lit a,' a ttbs �. t � -47�Ar� S ! r ox- V HOUSE DEVELELATED GRQIJP ,., ATTACHMENT"D.1" DISCLOSURE AND AUTHORIZATION TO PERFORM CREDIT CHECK An authorization to Perform Credit Check will need to be completed by each Principal/Owner. For Principal Owner: (Please use a separate form for each principal/owner) As Principal/Owner of Proposer, I Jorge M. Perez (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 are 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 credit worthiness. 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. RUDG,LLC,on behalf of Gallery at Dewey Park,LLC Proposer Name: Jorge M. Perez Principal/Owner Name: Date of Birth: Current Home Address: ." _ J41fi _ - __f�� l Previous Home Address: Email: chairman@relatedgroup.com Phone#: 305-460-9900 Signature: Date: ION 9 1 1Z Print N orge M. Perez Page 21 of 30 ATTACHMENT"D.1" DISCLOSURE AND AUTHORIZATION TO PERFORM CREDIT CHECK An authorization to Perform Credit Check will need to be completed by each Principal/Owner. For Principals r: JPlease_use a separate form for ea,ch,principal/owner) Alberto Milo, Jr. 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 are 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 CRA's investigation into my credit worthiness. 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. RUDG,LLC,on behalf of Gallery at Dewey Park,LLC Proposer Name: Principal/Owner Name: Alberto Milo,Jr. Date of Birth: 41 42 RIM= Current Home Address:— Previous Home Address:----2,-�0 )---f2e4lk-e- /� i I F-L "11-1-113-3-44 Email: amflo@relatedgroup.com Phone#: 305-460-9900 Signature: Date: AX7,J Print Name7�iertMilo;Jr. Page 21 of 30 ATTACHMENT"D.2." AUTHORIZATION TO PERFORM CREDITC C For Proposer(Business Entity): 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 are 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. Proposer (Business) Name (D/B/A if applicable): RUDG,LLQ on behalf of Gallery at Dewey Park,LLC Current Business Address: 2850 Tigertail Avenue, 7th Fl.,Miami,FL 33131 Federal Tax ID# 26-4746665 —State of Incorporation: Florida Phone#: 305-460-9900 — Fa4& Authorized Signature: t Date: Print Name: Alberto filo,-Jr. Title: President *Gallery at Dewey Park,LLC FEIN-In Processing Page 22 of 30 a, t ` i g `+ _ p. ,i i y i 5 L gry 51\ •� 1I �t,77 0 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. "RUDG, LLC was named as a defendant in one lawsuit within the last four years. The lawsuit is resolved, and the details are below, but the suit has no effect on RUDG's intended performance. There is no pending litigation or history of the specified litigation in connection with RUDG. The lawsuit, Stone Soup Development, Inc. v. RUDG, LLC, Miami-Dade County Court Case No.: 2017- 9509 CC 25, was filed in County Court in October 2017 and sought payment of fees allegedly due under a consulting agreement. This lawsuit was deemed a nuisance by RUDG, and RUDG anticipated no consequence on its financial or business affairs. After filing the lawsuit, Plaintiff took zero action to further the claim. The Court dismissed the lawsuit after Plaintiff failed to appear or pursue the claim in any manner. There may be suits filed, but not yet served, which we are not aware of and have not been disclosed to RUDG. We have to the best of our ability searched all reasonable sources and our own records to make as full and as accurate a disclosure as is possible." 2 �k t p }t'`'Itiytt(t w � t - � U,. -• j i if � � ,t Oj 1�f �l t��} s 3��hlt t�;��-- } �ix, �� itA��it;� ��s � �I t t i zi t — � RELATEDURBAN 149 P PROVIDE A STATEMENT IF THE PROPOSER IS IN ARREARS OF ANY TAXES OR OTHER FINANCIAL OBLIGATIONS TO THE BBCRA, CITY, OR ANY OTHER MUNICIPAL OR STATE ENTITIES. PROPOSER(S) MAY INCLUDE ADDITIONAL RELEVANT INFORMATION IF THERE ARE NO ARREARS OF ANY TAXES OR OTHER FINLIGATIONSOBLIGATIONS TO DISCLOSE, PROVIDE A WRITTEN STATEMENT ATTE$£ ;ING TO THIS FACT. lip£;rh, ; \- <lj1?y,r,rI r ti 4i�� riw 1zn 7 fl!y 1i sf ht sire: v~iv';ri£££li yi}G4iia\rl ill i£\£fiti lff � y ��i+��t�fi �.r,iv61si��1£ir�r�t£�f�i`��1 ft�firifsir�ii4f ir�s�ili/�}lSJi�t£f�ls�r`r"ts`'' ,,95 - �i�fSr i�r i�yiirfi}{ r i�lltrt rt}f1�r?sivi`i fs��lri`t� fJ,�f�i}sfv,;r,;�6111it,��sJ: ,i„ s f`- Sr — , �- f �tv, ls,tl 1�„ttrr,�d ,�, ri`''” ��t ,`•t, t - _ -- - `-.�, - fi -- ti \ \ "' lor � n � � of 1`� �, A iu �t��q�,�i v, ':,�� l• 5 'V ftw �itifir J i X1,11t � r vflk sU t 1 �� oi ( r s [ OFT itlBULKHEAD DEVELOPED BY THE RELATED GROUP iCON PProvide a statement if the proposer is in arrears of any taxes or other financial obligations to the BBCRA, City, or any other municipal or state entities. Proposer(s) may include additional relevant information. If there are no arrears of any taxes or other financial obligations to disclose, provide a written statement attesting to this fact. Please consider the following as a signed written statement attesting to the fact that the proposer is not in arrears of any taxes or other financial obligations to the BBCRA, City of Boynton Beach,,or any other municipal or state entities. Date: October 18, 2021 Signed By: 'Z B�144/W jx �� p t 4.�'�' +{( \�r£ i� �� 7� S�vS1'�> ,. ,,,. £��rSl 11 ��yA1 � �+ttr£'s��l rf�i��t f t£{ .... �£t, .. I I I alliIii r u m t i t • • r ® ® • IM, ® • RELATEDURBAN 150 Q PROVIDE A POWERPOINT PRESENTATION OF THE PROPOSAL, CONSISTING OF NO MORE THAN 15 SLIDES, WITH MAXIMUM OF THREE (3) SLIDES DEDICATED TO RRQ,ROSER'S PAST HISTORY AND EXPERIENCE INFORMATION. ALL fit{ftir\ #, ,,,,r{, \! f$ REM'io► Ii` ItE$3' I .f +JFfUS ON «DESCRIPTION OF,THE.DEVF"LOP,ME"NT OF ,i1 '.i r ED_P OJ.ECT ,� __> h ,r - ORPN �im VY.A.kki0.A lCi�aH`�5\ mao A)pVan 3 ff 5 ll)It yy�u+'iNfhAv 4 iif M` IA54 fon& Nik4u, 4,T + a _h a R r All ARM I 1$$TI1 uC r},"�� t �� ll! T, J7 4t 1j. °�ChM { k. p, j r fl uv ,r WAS MR4#gyp L mr,l : f c 1t sl „ ': r Sfi: - 4 r w� of\'N,, a�z, +\s yy t ti 1+ iW t � w 3 �s3 rrr i; ais r tiv' xl r r� as „y , I/fe” } s II }} All r t Yi r + #1 `' part 1 r} 4 f11 AT 01" ` 110!\, #}r SLS BRICKELL MIXED-USE RESIDENTIAL DEVELOPMENT BY THE RELATED GROUP y t � i ss ti Lie 17- a , { � { 1�by�i1 It i111t;r i � wn � Y1I1 � fi � h� f41tiI1{j1 �111rx�'�ltl�Itil�j\��s ttit zii { { � 1 1 � I '�€tJltyl'��lti`j( 1 4t4........... ,I 11 11 i 1\5 1�ti 3 1 5 z T � 4 �� }SU 1 r��ltlf 1111 ��t�I{}si''1 { f l�}i � I I1 1{ �1 Jji" �{1�A}i 41\ #t. �i " {r 1 i�{ 1 r t: 1•I1?ti 1 � �_ �.n,,.. �' III ,r 1 i I f mk. 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', , ,.. ��:_ 1i#t �};-.+1,{,tii�ti\\��„rt)y\� IIt t„},is ,�•:� ',,.,trt,},< r, glo, ft,"TV �j�`{ttti'I,�it�, 1t• ;r�u #11, I#�{f 2,�s#(tl+t �tr �,ttt�,l 4 ;.'',� }.rs YI ��{QA�;'e,{}r�e3,• tri„)l \,,�vvvtt„ }ls,•a k{ �?, t�,I,�i�Sf�(�s+tf,.l�irt,; t),,,s , .,,, , ,,. , F { 3 V (, }�'••3{?�i ` t� om y0 r V � + c}s �”4>\j�� i}ll ,.,„ ,r. _• .21`1➢}\'nt WI a n tris to i'• tai n4 Ma Y TS N NI')73yi J IN mm pow � � _ � �i\�r._-�� ' 'a�,. � �v ,- - �`�S" ��St4\ ��; �14��(��\��11f,! `i -: �, }i�i�a)Si`•��`£t��- ��;�J',Sl�� '\ h • ® ® • s • ATTACHMENT"E" CITY OF BOYNTON BEACH PLANNING AND DEVELOPMENT DEPARTMENT FORM oser p ( )' has met with Pro s . the City's Planning&Development Department to review the development that will be proposed within the 115 N. Federal Highway Block consisting of the following addresses and Property Control Number(s): Attpehment"A"Property Addresses(check all applicable) Property Control Numbers S/ BBCRA-owned Parcels 508 E. Boynton Beach Boulevard 08434528030010060 NE V Avenue 08434528030010100 NE 41h Street 08434528030010080 115 N. Federal Highway 08434528030060010 ❑ #1 510 E.Boynton Beach Boulevard (Ace) 08434528030010030 ❑ #Z 217 N. Federal Highway(S&F Properties) 08434528030010010 ❑ #3 209 N. Federal Highway(Camalier) 08434528030010121 ❑ /#4 101 N. Federal Highway(Rajas Family Investments, Inc.) 08434528030060130 r� #5 500 Ocean Properties, LLC(Oyer) 511 E.Ocean Avenue 08434528030060100 515 E.Ocean Avenue 08434528030060111 529 E.Ocean Avenue 08434528030060120 Ge ral Summary of Proposed Mixed Use Development(check all applicable): Approximate Gross Area of Non-residential/Commercial Usesg39 s.f. ;Total �roximate Total Number Market Rate Residential Units `2°I L�+�1��& v je-�`da� , #Rental Units ❑ Total#For Sale/Condo Units l�eA k AAppoxlmate Total Number of Workforce Housing Units cA 11).. 2'Total#Rental Units ❑ Total#For Sale/Condo Units Other Uses LK.a 646qe—QeAA U"N.5 -A oa�Amj 8;o/v MJ— _ Approximate Overall Height 13' feet Approximate Number of Stories id� Approximate Total Parking Spaces(including additional Public Parking Spaces) Pre-development/Entitlement Applications(check all applicable): ❑ Future Land Use Amendment ❑ Rezoning ❑ Conditional Use for ❑ Site Plan Approval ❑ Replat Other ter . T City of Boynton Beach sr Znc��C�Ez' acs Planning&Development Dept. J V Staff Name/Signature: Date: Page 23 of 30 RELATEDURBAN 155 --r 11,1.1,,... { , t � r „- ;, ti v v F fffffffffffff �� Wl,,�. 17 41 IN 04 lto,wk eel �Wl rs 77rI. f Yf IIIA � i rz k �y z s itlq�l 7 Op ti t 1 111!tiyl l /..- f ' t t4?tzv91�7`a'Sri s i t, , ,I)I f .tf € - iigltiii 1141 i�ti ii lii ifl 1°1 r, !v �{)tb 1 t l fvsltl tlrt�l��{ �vvfv r . fJf ,r AUBERGE DEVELOPED BY THE RELATED GROUP] ATTACH PVI ENT"C" PROPOSER(S) INFORMATION Name: RL7DG,LLC on behalf of Gallery at Dewey Farb,LLC Street Address: 2850 Tigertail Avenue,7th Fl, Mailing Address(if different). City,State,Zip: Miami,FL 33131 Telephone No. 305-460-9900 : Fax No: Email Address of Contact Person: amilorelatedgroup.com Ownership Status- Is the company currently for safe or involved in any transactions 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: 2009 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: M ,? Federal Identification No.: 6-4746665 State of Incorporation& Registration NoICW14�cl If not a corporation, explain your status: Page 20 of 30 RELATEDURBAN 157 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(BBCRAA)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. Print dame: Alberto Niko,Jr. STATE OF FLORIDA COUNTY OF PALM BEACH THE FOREGOING INSTRUMENT was acknowledged before me this 12 day of w� C l , y � " �vW L who is personally known to me or who has respectively produced as identification and did not take an oath. Notary Public:.... Print Name; 'E3" C V L kc to Ek Commission No: 5 (Seal) My Commission Expires: 1 " DESIREE FAULKNER f 'n. utary [9f3�IC 5tat�0� �+4a+3d Cummi5sion 9 GCB 32923' dtM--" y COMM Expires Apr 13,2023 80nde4 OfOugh National Notary Assn Page 25 of 30 RELATEDURBAN 158 ATTACHMENT"H`A ADDENDA ACKNOWLEDGEMENT Receipt is hereby acknowledged of the following addenda to the The Boynton Beach Community Redevelopment Agency Request for Proposals and Developer Qualifications 115 N. Federal Highway Infill Mixed-Use Redevelopment Project By entering checking YES or NO in the space provided and indicating date received. No. 1 Yes No bate October 1R,2021 October 1 S,2421 No. 2 Yes I�lo Date No. B Yes 0 No Date October 1S,2421 No.4 Yes No Date No. 5 Yes - No Date RFP INFORMATION WAS OBTAINED FROM: BBCRA Website Newspaper Ad City Hall Other,please specify: Thuy Shutt v ' uth ,died Signature Alberto Milo,Jr. Print Name President Title October 18, 2021 Date 'age 26 of 30 RELATEDURBAN 159 ATTACHMENT`AI" 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;ortransact business with any public entity in excess of the threshold amount provided in Section 287.117, 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, l certify that proposer has not been placed on the convicted vender list within the past 36 months and complies fully with the above requirements. RUING,LLC on behalf of Gallery at Dewey Park,LLC Proposer Name Authorized Signature Alberta Milo,Jr. Print Name President Title October 1 ,2021 Date Page 27 of 30 RELATEDURBAN 160 ATTACHMENT"J" CERTIFICATION OF DRUG FREE WORKPLACE PROGRAM RUDC,LLC,on behalf of Gallery at Dewey Park,LLC I certify that _ , the proposer responding to this RFP/RFQ!, maintains a drug-free workplace program, and that the following conditions are abet: (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, (7) 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.. ( ) 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/R Q, 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. (b) 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, October 18,2021 Authorised Signature: Z Date Z_ Name&Title(typed) Alberto Milo,Jr. -President,RUD ,LLC on behalf of Gallery at Dewey Park,1.1,C Page 28 of 30 RELATEDURBAN 161 ATTACHMENT r'K" CERTIFICATION OF NON-SCRUTINIZED COMPANY RUDG,LLC,on behalf of Gallery at Dewey Park,LLC 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 BORA 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. RUD ,LLC,on behalf of Gallery at Dewey Turk,LLC Proposer Name s f By: ° A�Aorized Representati of Proposer October 18,2021 Date: STATE OF COUNTY OF �- - SWORN TO and subscribed before me this day of Dt , ZD ZI ' by Ali O J_'2' Such person (Notary Public must check applicable box): is personally known to me ] produced their current driver license produced as identification.. ., Y DESIREE FAULKNER (NOTARY PUBLIC SEAL) Notary Public Notary Public space of Florida 'e Cornmis6jon#GG 3X}239 # .. MY COMM.Ex tresApr f3,2023 (Printed,Typed or Stamped Name of notary Publics Bonded cnroug��+�ai��d��c��K� , I'LL k— f Page 29 of 30 RELATEDURBAN 162 _ � ��= kE� � � '�1 _~ s s ftl f �z +12 Si s s i 1S i, \. � .r� l t, ��` - a a�'(i j��,� _�� _ {';f i�, ��))tS��l}{;�( ��}�1�i1S){fj t c t-)}} �1�};s ___ J � :.�i r �r�j��1 �, x �) ,;,�(iS � t�'+ti�'j\SS�iiSst}iss 0s(``1�{! r�}';u<, t`at��=„ �-P 1�� - e .,„�`,t�\,'u�t {.ar$ ; S,�sis,��4�)} jt� ,s,.sit�iyGrs ,t r,s,�'If{�;t� � �Js�=� -a : j lnjlUlis � � f � } i t�i it l�� ,� ;] +'` Tl � �� { tn, � i 1�1�, s s iii 1� 5 t(3}� 4��_ 1 F ( S{I 1X ) �1} f ,psi ils i� S��s S � � �ts \f}tt5ls i }i�tji}i �1) -- 3 �\�� 12}��S � �ts)iss)f �f��)��i�z'}t�� - - i { f, ) I � `� � �) { � l�}�l > It, i ��t`. t(��{j} �.,a ��;. �t!1��j�� k�fj?,4;� �jS_ _ __ - �� ')15 ��Stisss rst i�s[��' f4 s f s S. E�1)t l�}� � � — � � -_ n i s S - s s 1 i�i a ��`��y�t '�- ��jj'(�'( t {1111 �� "_ i ��u'i�h��te�� Gj � 11�i� � 4,,; ”, ��,X11�1(i,U i} ��`2 a «�;i f�, i,,X,,,�,f� - � 1,,�� .#�_,�'. . ��} t�ss;�:,��' �t/ i is 111 '`� s �"?{��4\�s?�Jss�i�ibis'?3�) '� ~, �� ( � � � ��=, t�ft� - � Sr = -` - �'x �� _ �_ _ S« ��r�� i r} ��}}s��11 t�ltss J� _ _ - - - _ +� i - .il��l �i f��l tll��l� ��{tt�� $ ,�� _ _ _ _ - q2 ��2%�'1�S�sui�t1 �11'��i�� frSC` fiijfl sr � �' JJ \� r __ 1 4}��_�'{t�� - �i}��(}1�� -- ilii�i� � � ��s�'�i�,.. 1 ��i ��''i �� '�f 2 1,�, t ,, , s �as, � ll� t ' s f � }f r ,� � �, �,,. �, t� "�4 , t �� } }ass 1sl\��4�1�5 ty},i i s s)t{I�� } }(i j �i �, -" � s)iii s{�sri � �� f, ��}i {,, �i�ii{��jli#s�fs4 i f �l;r �- ,4 - 'ts s{�rIr( r i ,. a j t Eil�N i .y� 'S' �.,.�i f,�, �i� i�i i ��r. I �`' �1� t `4�`� � 1 � q f lr � �� a��y��u1�`e°uta � `� �� til}2- � " �, � ){��4 c«� rr`, � �` +J,i` at dt��tS�ll i t tii��{� 4 _ E' {t � � 4�I r �rpt '�� S �. f i ��,t:qhs �y � - 4 },tti{ti � ) V�t��„�l s ) td I 5 �\ , I f(F y){} t �}j f 1� f 111. � i1liJ i i��)S�j ,i ��j } ,i f ill 2 ft },if�}�,j} . l ft s is' s�t�i s3 t s�tfri� �s � } lts �sil�s�hl ti t{7 j} 9 � t s � ��`�f11��2 �i� f 2ftslD. Ijjtt{t. �� t �`� ){ i it}ii' e' � y��il 11t1�{ l �! 1� ) � q 'ti 1s tib,��)t S ”;��>fi � � 2, `` itU�q ;qlr s � � �; � �� P� i s „� Il �)��,��} s � ��jds�j�ir�ls i {i `' �,�� Ss. t iis,,,(,t,,� ,` ,{ S t�} z t r` rt �ii 1 t �}� dl � t ){ - n1��11,1, l; 4�� {(f� lir i t �� 4��; t �� t �'s �m`�� ' �i�ti s l ��}�� }jt�K€'�f�il _ f r. • • s o r. . � • ATTACNMEN "'V 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 July 23, 2021. 115 N. Federal Highway Infill Mixed-Use Redevelopment Project. To Whom It May Concern The undersigned has read the Boynton Beach BBCRA(BBCRA) Request for Proposal/Request for Qualifications (RFP/RFQ) for the 115 N. Federal Highwyl,Infill Mixed-Use Redevelopment PEoject dated July 23,2021. On behalf of Proposer identified below and our proposal team,we agree to and accept the terms, specific limitations, and conditions expresses[therein,►111'e 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 Relief, 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, JRUD ,LLC,on behalf of Gallery at Dewey Park,LLC Name of Proposer .Alberto Milo,Jr.President, RU G,LLC on behalf of Gallery at Dewey Park,LLC Print Name and Title n Authorid Signature October 18,2021 Date Page 30oft} RELATEDURBAN 164 S g 1 G � ��(t r ,s r0 1st t S r t11 ~•. rr. r kr t1 rsJrtr � ! --- -� � � - �`• ri£ 7 rtt ,�.rtr i it l rS ,rii�� f Isr �--_ )�ft st 11' rrr ids l'�c7t lIl`1 l 1 - N_ r+lti t7ly}r s tt ,� `•,Itr�tt?')- iu' t K t i 1 t i � � r4 � r t �j'i)ir 7 g r£!.»}lf ii I vlstr rt r'rjQ rrr t 7s>i.(I 1n Ilii ,,�my { �!i d�l[1,15 i rrSt tl\1i s rs{ ,,1 s Iv e= t s i ,1,., gl iIk ,r it tt ,,`�:ri{>is1 1r4tttti itJt Kit WWI s st t ir rtt r i? r ,;,, - '`•'f - jr r - iri,s t - ,,, {.,,,.iia MINE ,1sr, �. .gt t� S � Ig ilglflst})� �g,1„��)�4ii �� 5)y(�� .,,trig{g �:,.:t `'n £ f I r•, 111 7S, 11s7i1�r�� ,t7 r r r\7 1 r,s�i�� ,� rit 3.1 ��\tiltt f rtis}S� }£tori ,r; 1 r4 riir lrrt g {t£ �:ctJ ?4,{,»,grt,1tI01711t jIIDN'�i r isr 171 r,7 1s tl r i sir, rr r1 7U-(si){rthr�i>r�, i,y»4lr�ttti7?}jjtlt£y rsa „rr}iI r7tigit}�l r�2rrg tsii{1t(S1}�� lkrsrt4il£ii{itt}fkySSSfi � All weas�1S7�,l�, { £fig i) l0�1�7 E tni” I - t rlt 7£ ��, t 1,t \� •itittmito` �� t {tttlrlP, fir1 fti� s il ri tl t v r,, r a , 1 { FR EB A r l 3t i I l S BUILD WITH U . S . CONSTRUCTION INC . Promenade at Boynton Beach 115 N Federal Highway Infill Mixed-Use Redevelopment Project RFP No. 21-05 Proposer: U.S.Construction, Inc. u(,,|��. |�CPr�rn�� tB")yC) Section A: Proposer Qualification US Construction Inc.- Proposer US Construction Inc. (DBA US Construction Development and Design, Inc.) has established a distinct legacy of creating iconic residential and mixed-use developments designed to perfectly integrate and enhance the communities they represent. Every project starts with careful site selection and a cultural understanding of the neighborhoods we build in. Our vision is brought to life through the execution of our experienced and driven staff, coupled with collaborative local partnerships with architects, engineers, and contractors. Our projects are designed using historical inspiration combined with contemporary building techniques,enriching the face of historic neighborhoods with buildings that feel modern but embrace the styles of the surrounding community. Our developments help define the community as much as the people who live within them. At the core ofour architectural principle is a combination of simple, elegant design and livability with a focus on developing infill locations to revitalize great communities. We understand that development projects must be completed in a way that is both sustainable and aesthetically pleasing in relation to their surroundings. Our innovative solutions make that possible without the need for compromise. Our company provides comprehensive development, construction management, operations, and asset management for residential and mixed-use properties with full-scale development operations in three primary markets: South Florida, Philadelphia, and Metro New/ York City. Over the last 15 years, US Construction Inc. has created a portfolio of signature properties with an unparalleled focus on upscale aesthetics, intelligent design, and enduring craftsmanship. The company has over 1,500 units representing $lBi||ion asset value of development activity completed and in-process ranging from award-winning city center infill projects, core multifamily developments, and single-family residential complexes. In the northeast, US Construction Inc. has flourished as an urban-centric residential developer driven by community-sponsored development programs focused on revitalizing mature neighborhoods and delivering top-quality housing stock that addresses workforce needs. In Palm Beach County, the company iswell recognized for its instantly iconic coastal midrise residential developments, Ocean Delray and 1626 Ocean. These premium residential projects have been transformative to the waterfront landscape of Delray Beach. Over the last 4years alone, the company has been responsible for $300 million ofdevelopment activity in South Florida. As a dedicated South Florida development company,with an urban mixed-use DNA and a stellar community- based development team, US Construction is pleased to propose to the Boynton Beach CRA� "Promenade . PoQ � 2 | GA u(,,|��. |�CPr�rn�� tB")yC) Financial Equity Partner: Ira LubertRelated Companies Mr. Lubert co-founded Independence Capital Partners,which today is comprised of eight private equity and real estate fund families across various asset classes and combined have raised over$35billion ofAUM. Amongst these funds are Lubert-Adlera value-add real estate firm focused on multi-family, retail, urban mixed'use, and business hospitality assets that have invested in over$18 billion of real estate assets, and LEM a Multifamily focused real estate firm that has purchased over$3 billion of multifamily assets over the past 19 years.Through his family office, Mr. Lubert backs real estate operators across all assets and geographies, with aparticular focus onOpportunity Zones. Mr. Lubert has been an active investor in Palm Beach County as of late, acting as equity partner in 1625 Ocean Condominiums in Delray Beach, a $57 million project being developed by US Construction, and through Lubert-4d|er, the SundyHouse mixed use project inDelray Beach. PoQ � 3 | GA LAC,, ")'jr�':� C) Section B: Certificates of Good Standing 0 IF SItatr Of Pionaa Department, ofState I certify from the records.of th is office that U.S.CON STRUM ON DEVELOPMENT AND DFSTGN,rNC, is a Nev a&corporation autharized to transact business in the State of Florida,qualified on May 22,2018 The document number ofthis corporation is F I 8ONW241& 1 finther certify that,said corporation has paid all fecsdue this office through December 3l,,2021,that its most recent annual,rcpDrt/u:nifGrM business report was filtd on April 29,2021,and that its status is activre. I further certify that said corporation has not filed a Certificate of Withdrawal.. Gimn under my hand and rke Gr000 Sea)of Me State of FIWAP, at Taliahassee,*e Capital,this Oft TWOCOM day OfOV10kr, 2021 ei Secretary of tate .................. Trark%g Number 38398912c �To sudendesm fbi$wrdfivalpydsk the fallowing oe„pnlvr 6,k nvhmer,m4 Hamm LAC,, ")'jr�':� C) C-j "I"ARY OFS, 1-12 Vt CERTIFICATE OF EXISTENCE WITH STATUS IN GOOD STANDING 1,BaTbaraK.Cegavake,(Iteduly qmlifled and c6cled Nowads Secretary of State,do hereby certify that I am,by thip,laws of said Site,the custodian ofthe records relating to Mints by cor P-Mations,non profit corporations.coqxwadons sole,limited-liability cornpanim flanhed partnerships.limited-Hibill-it r pmMm—hipis=d business tru--=3 pts sift to Ttfic 7 of#w No Rmsed Stmt a bolt see m-ftr prmen tAy in 2 s mus of good mab diftg or were.ih gmti wh for a 11M e mod subs eque fit of 1.97; and am the pmM ofter to oxwuw thlnifficam. I further certify that the mor6 of ffic Nevads Searctmy of Sisic,at the date of this certificate, ettice,U CONSTRUCTION,INC,,as a DOMESTIC CORPOKATION(79)duly oMciZc4 under dig taws ar'Nevada and gx&ing,under and by virtue of dtic laws of One State,of Nwada, since [V2312002,and is in good stalsding in tliz state. IN WITNESS WtMREC)F,Thave hereunto set my hand a-nd a frixed the Gmal Scat of Slaw,al my Q 021 offict,oil, 1,0111 BARBARA K.CEGAVSKE Certifiraic Numbcr-B20211013206&324 gcct-duy of State You nmy wcnfy this certificate I i-y ........... (""I") u(,,|��. |�CPr�rn�� tB")yC) Section C: PFDpDser/sKey Personnel John M. Farina John M. Farina, president of U.S.Construction, is a real estate developer with almost two President/CEO decades of experience in real estate speculation,development,and construction. Farina's US Construction Inc. career includes a diverse portfolio of residential projects, ranging from urban infill luxury townhome developments toexpansive, oceanfront mansions. From 2007 through 2017, he led one of the largest redevelopment efforts Philadelphia has ever seen.An expert in land acquisition,zoning,design-build,and construction implementation,John has brought his posh luxury styling to the forefront of the real estate market. Farina is a graduate of Rutgers University with degrees in environmental business economics and ----------- communications. Dustin Ia|zano Dustin Sa|zan4 CFO, and Principal of US Construction, Dustin joined US Construction in Chief Financial Officer 2008 and is responsible for the day-to-day execution ofstrategy surrounding all aspects US Construction Inc. of US Construction's capital markets management including debt and equity and investor relations. Dustin coordinates project-level capitalization with financial institutions, syndication platforms, institutional investors, family offices, and high net worth individuals. Dustin ensures that the projects maintain the standards and performance targets for USConstruction and its stakeholders. Asaseasoned real estate and financial services professional with practical experience in accounting and finance,Dustin oversees Accounting and Finance groups, maintains project budget oversight, and directs project management for all active developments and portfolio assets. Dustin began his career in 2006 at Swiss Bank, UBS Wealth Management where he gained extensive management, project, operational, tactical implementation, and strategic business development experience. Dustin is a graduate of the University of Arizona,Eller College of Management (BA in Accounting) Abraham Katz Abraham Katz serves as Senior Project Manager for the Florida Division of US Senior Project Construction. He brings over 25 years of construction and development experience to the ro|�managing complex projects from design inception through completion. His expe�ise Managerincludes design coordination,pre-construction planning and estimating,entitlements and US Construction Inc. permits, scheduling, bidding, cost control, contract management, day-to-day management ofconstruction operations, and more. Prior to joining the US Construction team, Abraham served as Senior Project Manager at Ram Realty Advisors, where he ovemawtheconstructionofmixed'usemu|tifami|ydeve|opments,indudingCURVLuxury Apartments in Fort Lauderdale, among others. Previously, he held the title ofSenior Project Manager at Swire Properties, participating in the construction of Bricke|| City Centre, one ofthe largest mixed-use projects inFlorida. Abraham isaCivil Engineer and earned Construction Engineering and Management degrees from Stanford University. Brian Petrun Brian Petrun, Director of Construction,joined US Construction in 2015 with over ten years Director of of engineering and construction experience. Brian oversees all construction operations Construction with afocus on design development, cost control, process efficiency, and systematic problem-solving. Brion's excellent leadership and o wide onoy of expertise and helps to US Construction Inc. provide the direction to specify, quantify, execute and monitor our projects and bring to life designs that achieve profitability without sacrificing the quality that has become the hallmark of US Construction. Before joining US Construction, Brian worked as an Estimator and Project Manager in the commercial and residential construction industries and began his career asa Civil Engineering Designer. PoQ � G | GA u(,,|��. |�CPr�rn�� tB")yC) Section D: Examples 0fSimilar Projects US Construction Inc- Project Ocean Delray ' ucF,Anua_PAY 19V1Ocean Blvd.Delray Beach Florida Developer US Construction Inc. Project 19 Ultra Luxury beachfront residences Description and 5 Estate style homes Completion Date 2020 The oceanfront residence ofOcean Delray, nineteen ultra luxury oceanfront condominiums and five estate style homes.The$1OO,OOO,OOOproject represents the first, new ultra-luxe residences directly onthe Atlantic shoreline since 1974. Designed byaward-winning Randall StofftArchitects. oil The exquisite Ocean Delray development sits onmore than 3OOfeet ofprivate shoreline and was designed for the most exclusive lifestyles. Focused onpersonal privacy,including 9 private and semi-private lobbies and elevators.The one'of-a' kinddeve|opmentthatfeatures 19 units. Each stunning Ocean Delray residence rivals the lifestyle ofa fine estate home.Each residence isdistinctive,with floorp|ansranging from J,1JOto4,9JJsquare feet ofliving area, plus air-conditioned garage space and private elevator access.All residences have secluded private balconies and fabulous entertaining spaces. The project features aprivate beach and lavish pool. Buyers are attracted tothe once inalifetime opportunity to acquire abeachfront ultra-luxury residence that lives like single-family home with all the benefits ofamaintenance- free lifestyle. PoQ � 7 | GA u(,,|��. |�CPr�rn�� 0tB")yC) US Construction Inc- Project 1625 Ocean zszsOcean Blvd.Delray Beach Florida Developer US Construction Inc. Project 14 Ultra Luxury beachfront residences Description Completion Date 2022 14Ultra luxury condominiums situated on13Ofeet ofprime oceanfront.Artistry, inspiration,style,and elegance exude from each residence which were designed byRandall Stofft. The project, an85,OOOsquare foot development has atotal project budget of$58'OOO'OOO. The equity investment partner isthe Ira LubartFamily O1f|xa*. Construction debt financing provided by Madison Realty Capital*. This boutique development that offers 1Oresidences, 4 penthouses and Oprivate andsemi'private elevators. Vast and free-flowing floorp|ansmake for the perfect combination ofliving and entertaining. 441 Each residence iscompleted with anoversized terrace with summer kitchen with glass panel balconies that allow for uninterrupted views ofyour incredible surroundings. � Vmo Lubartrelated companies and 0Nmd|mon Realty Ca are planned equity and debt partners for the proposed '— development. u(,,|��. |�CPr�rn�� tB")yC) US Construction Inc-- Management-related Project Br^ckett City Center 701lMiami avenue,Miami Florida Developer Swire Properties Inc. (Abraham Katz related experience) 500,000 SF Retail,260,000 SF Project Office,800 units Luxury Description condominiums,263 room Lifestyle Hotel and 2,600 space parking deck le io�n Completion 2016 Dat US Construction Senior Project manager for the Palm Beach County Region, Abraham Katz was the Senior Project Manager, overseeing construction of Bhcke|| City[enter,a$1.05 Billion development of4.9 MM SF' I al a true city within a city. The project features two well located residential towers, Reach and Rise' two contemporary office buildings, EAST' Miami Hotel, and prime retail and dining, all of which are connected by the Climate Ribbon' a $JO million dynamic artistic element that harnesses nature to create the perfect environment above its 2'600 structured parking facility. B[[ is an ------- -------- - ------ achievementininnovabonandartistry, Bhcke|| City [entre reinvented the heart of Downtown and solidified Miami's architectural renaissance and demand for cosmopolitan living. u(,,|��. |�CPr�rn�� tB")yC) US Construction Inc-- Management-[elated Project CURV 41VSE16thcourt,Fort Lauderdale Florida Ram Realty Advisors Developer (Abraham Katz related experience) Project 246 Residential units and 50,700 s.f. Description of commercial/retail space Completion 2020 Date US Construction Senior Project manager for the Palm Beach County Region,Abraham Katz,was the Senior Project Manager, overseeing construction of [URV Luxury Apartments in Fort Lauderdale. The mixed use project of 726,000 SF includes 246 , apartments, a Whole Foods market and 24 hour Fitness [enter and Yoga studio.The total project cost was$7O,OOO,OOO. [URV's design is an homage to South Florida's distinct design, the unique took ofthe Fort Lauderdale and Miami architecture ofthe Fifties and Sixties—reinterpreting anera ofarchitectural glamour with a modern ease unlike anything else in the immediate market. Characterized asLight and Bright the property design ismodern ,,�ql WC�,gpIN 041 W? and unique offering a holistic appeal with a twist of tropical flavor. The location is close to the ocean, near cultural attractions,and moments from travel,work,and play. Additional features include a private tropical courtyard with resort-style poo!. P oQ � 10 | GA u(,,|��. |�CPr�rn�� 0tB")yC) US Construction Inc. Project Liberty Park Place soz Poplar Street,Philadelphia P^ Development US Construction Inc. Team Project Mixed Use-38 residential units and Description retail space Completion 2020 Date Aelegant profile characterizes the project consisting of 1Jtovvnhomesand 25multi-family apartments ina five story complex.The apartment building includes first- floor retai|space. One and Two bedroom units with anopen plan living, dining,kitchen,plentiful closet space,and laundry in each unit. The apartments share aspacious roof deck with partial green roof and acabana. Thirteen off-street parking spots are provided for the multi-family building atthe first floor below the building, along with asecure parking for bikes. The mxe ��LUarfers soo;ainnvvot, Philadelphia Pennsylvania Developer US Construction Inc. q Project Description 43 Residential units and retail space Completion 2017 NEAR Date WEEK'? The Quarters have 1' 2' Jand 4bednoom units that all come vAtithgated assigned parking. All of these units feature amazing light, historic architectural details and custom finishing. The property boasts a handsome facade' hardwood floors, stainless steel appliances, high ceilings, and amazing natural light. The spacious units include high ceilings, wide open floor plans, bathrooms with marble staff showers,guest bedrooms,walk-in closets, dens' large master suites with full bath and washer/dryer hnnk'up. Additional storage (oavailable for each unit in lower level. I MEMO IN PoQ � 11 | GA u(�|��. |�CPr�rn�� 0tB")yC) US Construction Inc. Project OrfN'eb Square ose-ossNorth 3rd Street,Philadelphia PA,1e123 Development US Construction Inc. Team Project 39 Unit Mixed Use residential and Description retail Completion 2019 Date The project includes 39 groundbmakin0 luxury residences and retail space in Philadelphia's Northern Liberties. Developed on the historic area that housed the Philadelphia brewery district. The design integrates to the cobblestone streets and local attractions of Northern Liberties and its rich industrial heritage. The project name pays homage to 0rt|ieb Brewery, one of the 150 breweries that stood on and around our location not so long ago. The high ceilings, large w(ndneo' and hardwood floors evoke the industrial (oft- a melding of traditional warmth and contemporary urban living. All units enjoy a breathtaking common space and gourmet kitchen, equipped with high-end stainless steel appliances and granite countertops. Views are maximized with private roof decks. The project includes a private garage and has direct access to bus and train routes' community gardens, and shopping centers. PoQ � 12 | GA u(,,|��. |�CPr�rn�� tB")y�t�n Van ArneD0Properties Projects— Development TeaD0Member Uptown Delray Developer Van Arnem Properties Project Description Residential 112 Units,71,990SF Commercial,390 parking spaces- BEEN Completion Date Under Development Uptown Delray is currently under development. The mixed use project covers an expansive site with three feature buildings providing commercial, retail, residential and community space. The project 119,332 epitomizes community focused development with a workforce housing affordable unit mix integrated in the residential offerings, local contractor and local sub contractor partnerships and community support with a small business incubator and legacy CRA tenancy. Hampton ] ^ / Inn oe|ravBeach Florida Developer Van Arnem Properties Project Description 136 Room Hotel Completion Date Under Development Situated on 3.5 acres in the core of Downton Delray in the Pineapple Grove Arts district, VAP Group is developing a 136 room custom-designed Hampton Inn. The new Hampton Inn will have unique Delray Beach touches such as private terraces on the fourth floor rooms that face 5th Avenue (US 1) and SE Second Street that are untypical of Hampton Inns. The interior will have a beachy feet. The wall colors, textures and prints are being selected tngive the Delray Beach Village ByThe Sea vibe. The exterior will have a small public plaza space. Much of the art in the public spaces will come from local galleries and 9Oya of the parking is underground. Completion is scheduled for March of 3023 P oQ � 13 | GA u(,,|��. |�CPr�rn�� tB")y�t�n SoWthcoast Partners Projects — Development TeaD0Member Palmetto PN ace 99SEKAizoerBlvd,Boca Raton,FL Development Team Southcoast Partners Project Description Residential 244,14,000SF Commercial Completion Date 2003 Palmetto Place real estate development features a classic Mediterranean design, enhanced with a pastel 41 t*pde' geometry of tile roofs' and ornamental balconies. Its structure embraces 244 upscale residential units as well as 14'000 square feet of retail space. The interior features a variety of high-end UN contemporary elements and provides a comfortable yet luxurious setting for residents and their guests. Palmetto Place, resides in beautiful downtown Boca Raton. These luxury condominiums are one ofthe moIry P st deluxe residential buildings in all of South Florida. It is a |uxurymid'rise |ocatedonpresb8iousMiznerBou|evard' providing residents with ready access to restaurants and upscale shopping. Worthington � ��N vv��vn�� ^ vace sz se 2nd Avenue,Delray Beach Florida Developer Southcoast Partners Project Description Residential 217,12,000SF Commercial Completion Date 2010 217unit upscale urban residential project with 12'OOOSF of retail and a 430 car structured parking. The Downtown Delray Beach apartments seamlessly blend the convenience and spontaneity of Atlantic Avenue living with the sophistication and preparedness of finely crafted amenities. 0ne'' tmo-' and three-bedroom Atlantic Avenue apartments. Espresso Italian cabinetry with designer hardware' quartz countertops and VVhidpool stainless- steel appliances. The project is perfectly situated on Atlantic Avenue steps away from dining, shopping, and live entertainment. PoQ � 14 | GA u(,,|��. |�CPr�rn�� 0tB")yC) Project JointVeDtUre Structure The proposed development team includes individuals and corporate resources with outstanding track records for designing, constructing, executing large scale projects that enhance communities and create lasting value for the owners, occupants, and municipalities. Our Development Team, which is comprised of, a national development company, a proven investment partner, a regional local brokerage and development company, and aseasoned residential and commercial development executive, all with practical and successful mixed-use development expertise, will be key success factors toexecute the development plan. The project will be developed under a special purpose entity, 115 Federal QCIZ, LLC. 116 Federal QCIZ, LLC will be owned by joint venture partners, Ira Lubert (investor) and the Proposer controlled Manager, 116Federal QOZManager, LLC/KUenegeM. The Manager entity will include the Managing Member (US Construction Inc.) and a limited Partner (Ven ArnennPno9erties). ------------ . -_ ___ _______ 6.06%Funding 25 28Y.Funding 68.65%Funding The funding for the project will be a combination of equity provided by the owners of Project Co (25.28%), Construction Loan proceeds (68.65%), and BBCRA contributions of 6.06%. Entity Contact Name Company Address US Construction, Inc John Farina 1053 E Atlantic Avenue, Delray Beach, FIL 33483 1 ra Lu be rt—Re I ated Co. Ira Lubert 2400 Market St. Suite 301, Philadelphia, PA 19103 Van Arnem Properties Harold Van Arnem 265 NE 5 h Avenue, Delray Beach FIL 33483 Madison Realty Capital Joshua Zegen 520 Madison Ave, Suite 3501, NY, NY 10022 PoQ � 15 | GA u(,,|��. |�CPr�rn�� tB")yC) Section E: Development Team Profiles Rh~ Architects- Pr_ '��rf Design "� JUAN C. [Ay[EDD, Mr. [oycedo's award-winning portfolio contains educational, commercial, and industrial buildings,single and multi-family residential,and mixed-use projects.Asthe AIA, N[ARB Principal Designer for RLC Architects,Juan directs all of the design work for the firm Design Principal and serves as Principa|'in'[horgefor many ofRUC'sprojects. RLC Architects Juan received a Bachelor of Architecture, Magna Cum Laude, University of Miami, 1987 and a Master of Architecture,University of Miami,2009 Published thesis entitled "The[ityArchitect" Affiliations: American Institute of Architects, American Planning Association, Boca Raton Community Appearance Board, Urban Land Institute, Congress for New Urbanism,Certified CharettePlanner, Major Projects: 0 Office Depot World H{lI Boca Raton, Florida 0 FAUAlumni Center I Boca Raton, Florida 0 US Epperson I Boca Raton, Florida 0 Palmetto Park I Boca Raton, Florida 0 Boca Colonnade || 1 Boca Raton, Florida 0 Liberty Center atMonarch Lakes IMiramar, Florida 0 l8OOMilitary Trail I Boca Raton, Florida 0 Lynn Financial Center I Boca Raton, Florida 0 951Yamato I Boca Raton, Florida 0 Boca Corporate Center I Boca Raton, Florida 0 Reflection Bay I West Palm Beach, Florida 0 The Ellington I Fort Lauderdale, Florida 0 Pointe Lofts I Pompano Beach, Florida 0 Azimuth Lofts I Boca Raton, Florida 0 The Colonnade atBeacon Centre I Miami, Florida 0 Fifth Avenue Place I Boca Raton, Florida 0 BeaconTmdeport I Boca Raton, Florida 0 Boca Village I Boca Raton, Florida 0 Orange Bowl Committee Headquarters I Miami Lakes, Florida 0 NCC| I Boca Raton, Florida 0 Wells Fargo Plaza I Boca Raton, Florida 0 NAB| Corporate Headquarters I Boca Raton, Florida 0 Henry Adams Gold Award 0 Hillard T. Smith Community Service Award,AIA Palm Beach P oQ �," 1G | GA u(,,|��. |�CPr�rn�� tB")yC) Van Arnem Properties — Development Team- Local Coordination Van Arnem Properties is a real estate corporation with more than twenty years of experience in Delray Beach and the surrounding area marketplaces. Van Arnem specializes inthe acquisition, sales, and development of commercial and residential property. Harold and Max Van Arnem, principals of Van Arnem Properties began their careers in residential and commercial brokerage with a history of nearly 700 successful transactions and expanded into full-scale development of residential, mixed'use, hospitality, and condominium developments. (Note:Van Arnem Properties will hold their LP interest in a yet to be formed LLC). VAP Group/Van Arnem Properties- Local Development Coordination Harold Van Arnem Harold Van Arnem a Principal in Van Arnem Properties Inc, started Van Arnem Principal Properties,Inc.in 2003 and began purchasingand developing properties in downtown Delray Beach. Projects include: Royal Atlantic(Condominiums and Retail atl2SE1st VAP Group Avenue),Town Square(Class A office at 55 NE 5th Avenue),Santa Fe Suites(Personal Care Suites at 306 NE 2nd Street), 143 room Hampton Inn Hotel located at 200 NE 5thAvenue,aswell asadozen refurbishment and multi-tenant housing units. Harold moved to Florida in 1989 as the result of corporate relocation of Fina|co which was merged into Gemini inc. Asatechnology executive and entrepreneur, Harold co-founded [ybergate (the first internetservice provider in the southeastern United States)ValueWeb, and TargetNet, one of the first web hosting companies in the world. Maxwell Van Arnem Max Van Arnem became a Principal of Van Arnem Properties and HVA Limited Principal partnership in 2013 working in Real Estate sales and managing major Developments inthe Delray Beach area. Developments include:the l43room Hampton Inn,the 3O7 VAP Group NE 5thtownhomes (Deco Delray) which are currently going through SPRAB with the City of Delray Beach. Max oversees two current VAP Group projects, West Atlantic Avenue Project (Uptown), and is developing The Adam Residence. The Adam residences is a 37,000 SF mixed-use building in Downtown Delray Beach.The building consists of a 25 unit apartment building with 24 health and wellness suites. Max Van Arnem is a licensed Real Estate Agent who helps clients/developers acquire and sell commercial and residential property. US Construction, Inc.and VAP Group maintains strategic partnership relationship with William Morris the owner ofSouthcoast Properties. Southcoast Properties is dedicated to creating long-term value with the development of successful commercial, residential and urban redevelopment real estate projects. The company has been active inSouthern Florida for over thirty years. SoUthcoast Properties- Project Advisor William Morris Southcoost Partner's principal, William Morris hos been active in real estate Principal development asDivisional President ofAmida/]yWBPartners � (now Joe) and as an Executive Vice President and Senior Development Officer for Cadillac Fairview Urban Development(now Prentiss Properties) and Executive Vice President of the Nasher Company both headquartered in Dallas,Texas. Mr. Morris has been directly responsible for the successful development of over 15,000,000 S.F. of office and retail projects and over 3,000 units of high-end residential development. PoQ � 17 | GA Section F: Proposed Property Confines The proposed project is confined to the property offered by BBCRA. The improvements will utilize the entire parcel and improve the interior alley (NE I"street) as well as improve the streetscape of Barista Way. The Proposer will extend its improvement theme to the adjacent public properties for purpose of integrating the landscaping and increasing the functionality ofpublic spaces. These improvements will beacomponent of the Proposer's development plan and all costs related to the enhancements will be borne by the Proposer. Details ofthese enhancements will bedescribed inSection H. P oQ � 1@ | GA LAC,, 0 �':�")Y its Section G: Traffic and Staging Traffic Study Kimleyi))Horn October 1 9, 2021 Mr-William Mornis Chief Executive South,Coast Partners, LLC 777 East Atlantic Avenue,Suite 1 D0 Delray Beach,Florida 33483 RE: Boynton each–Downtownoyr?toa Beach R:FP Pypfiniinary TrafficEvaIuation Dear Mr.Morris: Ki,mley-Hom has reviewed the proposed development plAni for the Boynton Beach CRAparcels to determine potentiall traffic impacts and provide recommendations. The proposed development indluides, approximately 2-28 multi-family residential dwelling units, 13,225 square feet of general retafil,and,6,695 square feet of restaurant space. The proposed development is antidpated to generate 1,957 net new daily tniips, 81 AM net new AM peak hour trips,and 161 net new PM peak hour trips- Due to the downtown location of this development and the proposed site plan,the new trips will]be distributed among many Ibcall and regional streets, including Boynton Beach Boulevard, Federal Highway,Ocean Avenue, and NE 4111 Street. The site is located within the Boynton Beach Transportation Concurrency Exception Area krCEA). Therefore,a detaill traffic study will not be required to meet the standardis of Palm Beach County- Nonetheless,a traffic study anaIlyzing local conditions will]be required)by the City of Boynton Beach. Traffic Circulation A parking garage,willil accommodate the majority of the parking needs of the site. Access to the garage, will]be provided,from NE 111 Avenue and from the alley between NE 111 Avenue and Ocean Avenue.The garage acciess,willl be located to psromote access to NE 4th Street,thus,minimizing vehicular traffic and turning movements on Federal Kghway. Traffic entering the sitie,from the west,either on Ocean Avenue or Boynton Beach Boulevard willl be able to park without haviing to cross or utilize Federal Highway. Traffic from the east on Ocean Avenue sire iladly will not need to utilize Federal Highway. Traffic exiting the site,v.011 be able to travel in all directions utiliizjing NE 4P Street,and there will not be the need for additional)Ll-turns allong Federal Highway.The intersection i of NE 1 11 Avenue and Feclerall Highway will need to remain a right-intrigihft-out. finersoc ticin An atyrr is A prelliminiary analysis was performed to 6--termine the overall level of service change and increase iin delay at the two iintersectibn most impacted by the pro,,posed p(rojiecl: Boynton Beach Boulevard& Federall Highway and Ocean Avenue&Federal Highway. With the addition of this site's traffic,the intersections are both-,anticipated to operate at an acceptable level of seNice. Furthermore.,the uses of the proposed site are complementary to downtown redevelopment, and)it is anticipated that a portion of trips that are traditionally vehiCullar-based Wilt be pedestrian based–either dlue to other residentiall and commercial) To LAC,, Y C) KI"Imley)Morn Page 2 properties within wallkiing distance or due to trip-chaining(Le. parking once and visiting several properhies, in the vicinity of this sfte). Ppdpstrian Cfrcu,"arjan The location of the development and the proposed uses will encourage pedestrian activity in the downtown core.. Waterftnt attractions suich as the marina and the intracoastal restaurants,are an approximately 5 to 7n1inute walk from the center of,the site. Retaill and restaurant tenants in the 50,0 Ocean building the Casa Costa building are-.adjacent to the site- The new City HaIll is a 7 to,11)minute walk along Ocean Avenue_Restaurants at the proposed site could provide opportunifies for City workers within wallking distance. R,ncomm en dations It is recommended to provide access to the garage along NE 11 Avenue closer to NE 41,Street than to Federal Highway if,possibte;this will promote use of NE 41h Street and help to mini'mi2e traffic oni Federal 1-flighway,reducing potential traffic:congestibn and also,rnakirig,the Fedlerall Highway oorridbr more pedestrian frie-ndly by redluding potential)turning movements. INEonetheiess,providing,any access to NE 11'Avenue will accomplish desired circulation pattern i for traffic and pedestrians. It is also recommended to provide ons-street parking along Federall Highway and the local streets where possible to actirvate,the storefronts and pravidea buffer between higher speed vehicles and pedestrians. The alley to the south of the site should also be considered for pedestrian-onlh access at certain i tin,of day or days of the week to encourage pedestrian access between Federal Highway and the restaurant to the west of the site,as well as to Dewey Park. Conchisian The foregoing preliminary analysis,demonstrates that the proposed sitewill not result in unacceptable levels of service at nearly intersections.The pro4pcsed layout of the site encourages vehicular use of NNE 411 Street,therefore minimding vehicular impacts and encouraging,pedestrian ac tiny an Federal Highway. The location of,the site encourages pedestrian a cfivity to several destinations,such as City Hall and the,Marina District,while the retail at the sfte will provide opportunities for pedestnans from nearby residential communities&uch as 5W Ocean and Casa Costa- Please contact rne via telephone at(5,61)840-U874 or AA e-maill at.ad�am.kerrgDkimley-hofl'l.com should youi have any questions regardling this evaluatibni. SiIncerely, K,IMLE'�(-HOR,N.Ahab ASSOCIA,TES, INC. byAday BKerr 5 -'Moy Adam B. Kerr, P.E. Transportation Engiineer Florida Registration Number 64773 u(,,|��. |�CPr�rn�� tB")yC) Construction Staging Contractor will exercise industry best practices and compliance with AHU to implement and facilitate a construction logistics and staging plan for the proposed project. Material staging, loading and offloading of materials will be within the delineated areas contained the project boundaries. Contractor will utilize MOT,and SWPPP best practices to minimize the soil disturbance and sediment transmission. Truck washing stations along with street sweeping will be conducted routinely. Project boundaries will be delineated with fencing, wind screen and construction gates at all entrances/exits. Full-time flagmen will belocated atentrances. PoQ � 21 | GA u(,,|��. |�CPr�rn�� 0tB")yC) Section H: Project Concept: The core concept for Promenade at Boynton Beach isbased onthree fundamental principles ofgreat urban planning: 1. An integrated mix ofuses 2. Pedestrian-friend|yspaces 3. Asense ofplace Integrated uses: The project concept is carefully crafted plan that respects the urban fabric and itssurnoundings while improving the existing conditions ofthe streets, alleys, and Dewey Park.The project is developed around a central spine (NE 1st Avenue) which reinforces the urban character of the development and the very important connection tothe train station site. This avenue bisects the project into two main components, both lined with active uses atthe ground level. Sidewalks, parallel parking spaces, and landscapes highlight the pedestrian quality of the development and its synergy with the mass transit component. J� L Pedestrian Friendly: At the northwest corner (fronting Boynton Beach Boulevard), the required Pedestrian Zone of approximately 18'-6' is coupled with commercial space to create an urban edge onthe street that will promote pedestrian activity. A pedestrian zone is also proposed along the entire length of the east side of NE z�m street connecting Boynton Beach Boulevard to Dewey Park and proposing an articulated fagade to the west facing the train station. The exiting alleyway to the south will be improved and will frame the development while creating a contextually friendly PoQ � 22 | GA u(,,|��. |�CPr�rn�� tB")yC) connection with the properties to the south. These properties to the south which front Ocean Avenue, will benefit from the 150 public spaces provided within the garage structure. Lastly, on the east side of the project, (fronting U3-1) a Pedestrian Zone of 20'-6" is provided, and residential/commercial uses fully line the garage. IPI pr The projects two buildings are connected by the central spine. Each building responds to the program they contain. They are designed in a "Coastal Contemporary" architectural language that meets the criteria of the BBCRA Plan and fully adheres to the Boynton Beach Land Development Regulation. The refined lines ofbuildings' articulation and fagadetreatment strengthen the vision towards the future while relating and respecting its historic urban context. • On the north side of the spine; an 8-storymixed-use building contains 228 residential units combining market-rate units and workforce housing units in a variety of unit types ranging from studio units to 3-bedroom units. Also, included in the north component, commercial spaces line the Avenue and the Boulevard onthe ground floor. • [)nthe south side, a mixed-use building containing the project required 601 parking spaces (including the 150 spaces open to the public), residential and commercial uses on the ground floor, and residential uses which screen the east fagadeofthe garage. Sense of Place: Multimodal accommodations and amenities are provided in the proposed development including electric charging stations, long-term and short-term bicycle parking spaces, shared bicycle parking stations, and "last mile"vehicle stops. PoQ � 23 | GA u(,,|��. |�CPr�rn�� tB")yC) The existing bus stop located on U3-1 by the project's main entrance is connected to the development. Future bus stop(S) located closer to the station site on NE 4 th Street will be integrated lww aspart ofthe overall transportation node. Lighting, and landscape as well as various components of the urban environment /e.g. trash Cans, Benches, public art) will be carefully selected to maintain an inviting pedestrian environment, keeping public safety inmind and emphasizing the Sense ofPlace. RTMA PoQ � 24 | GA u(�|��. |�CPr�rn�� tB")yC) Dewey Park Improvements w Enhanced Pedestrian areas w Benches w Lighting w Landscaping w Shared bicycle, Bike Racks w Artwork Light Rail Enhancements w Raising street table to create Living Street"VVOONERF" w Creating pedestrian plaza with drop off area creating last-mile vehicle stops for uber/lift w Commuter bus stops w Commuter rail stop w Lighting w Dog Park w Bollards/planters w Pavers ZZ PoQ � 25 | GA LAC,, �':�")y Site Plan: BOY TO BEACH BLVD, x, 10, Ne, ,vag 4W h 20t A o J" IN, I U, M NE 15t Street-Centra I Ilk, Spine SOL,` 3 Connects Residential and lad Commercial LLA Parallel ParIcing Oil! Landscaping J Pedestrian Sidewalks sN E 1S A M 0 4 A�, :JRV 11; uj AL 1*40 E, I J, .......... u(,,|��. |�CPr�rn�� tB")yC) Construction Materials and Finishes: The project includes two primary buildings, the residential building and the connmenjaKoarage and loft building. The basic materials and fagadefinishes are planned as follows: * The Residential building construction includes o Concrete structure o Stucco finishes o High efficiency impact resistant glass. o * The Garage building construction includes: o Precast concrete garage o Exterior facades designed to provide an attractive look that relates well to the surrounding community. * Building materials and finishes are carefully selected to expedite the delivery of the project and provide high quality construction. Project allocation of residential and parking square footage: 70 al,NO S'IFI ar, ng in Floor 1 12 10,315 31,960 19 34,220 Floor 2 32 28,050 33,690 62 36,350 Floor 3 32 29,750 36,295 104 36,350 Floor4 28 26,805 36,295 104 36,350 Floor 5 34 32,060 36,295 104 36,350 Floor 6 28 26,805 36,295 104 36,350 Floor 7 34 32,060 36,295 104 36,350 Floor 8 28 26,805 36,295 0 - Tota 1 228 212,650 283,420 601 252,320 PoQ � 27 | GA u(,,|��. |�CPr�rn�� tB")yC) Unit Mix b» Unit Type and square footage: wad'etnate Workforce m Rentable SF Unit Type #�m #BA Total Units Tota|SF Units Rate Units Work-force Unit S1'stuuio 1 1 u s 2 zsm 520 4'160 SZ Studio 1 1 5 4 1 20% 560 2'800 S3 Studio z z z z n nm 705 705 Al IBIBA 1 1 91 73 18 20m 765 se'sus Loft 01 zoao* z z 15 zz s zom 840 12'e00 Loft 02 Isza4 1 1 a z 1 aam 1'055 3'165 B1 ZBZBA 2 2 53 42 11 2196 1'110 58'830 B2-2828A 2 2 7 6 1 14% 1'200 8'400 B3ZBZBA 2 2 14 11 S 21% 1'095 15'330 a4 2e2eA z 2 12 s s zz% z'zsn 13'560 os zBzBA 2 z 12 10 z 17m 1'155 13'860 c1'3B2BA s 2 7 e z 14m 1375 9625 Total Residential zzu 182 46 zom 11'510 212'650 Retail 0 1 2'470 2'470 cmf6 o 1 sss sss Business O 1 2'150 2'150 Business o 1 2'345 2'345 Business n z 3'735 3'735 Business O 1 2.525 2.525 Resta urant n z 5,740 5,740 Total Commercial 7 19,920 1e'920 Total Rentable Square Footage 232570 Pank|ngsp 252'320 Other(Common Area) 50'850 Total GSF Project Meeting the Demand for Work Force Housing: Promenade at Boynton Beach will provide an additional 46 Work Force Housing /VVFH\ apartments to Boynton Beach, which equates to 20Y6 of the total residential apartments available in this remarkable development. Affordable rent prices will be set by Low Income, Moderate Income, and Middle-Income levels that are determined by City of Boynton Beach Area Median Income (AMI) Levels. For purposes of this proposal, we have assumed 25% of the VVFH units meet Low Income housing levels and 75% of the VVFH units meet Moderate Income housing levels, as outlined in the 2021 Income Limits and Rent Limits provided by Florida Housing Finance Corporation. The unit mix allocation by unit type is subject to change with the final plan, as approved by Boynton Beach. Regardless, U3 Construction, Inc. is committed to produce the best-in-class VVFH residences, built with the highest degree of quality and care. PoQ � 2@ | GA u(,,|��. |�CPr�rn�� tB")yC) Section |: Pro Forma Financial Analysis Project Budget- Sources and Uses of Funds: ~ "�� The Proposer has created a development plan the represents a $100MM+ scope of improvements for the site. The capitalization ofthe project vviUindude: • A senior construction loan of $68,681,214, supported by a financing commitment from Madison Realty Capital. Madison Realty Capital and US construction, Inc. have strong history of partnering on development projects. Most recently, Madison Realty provided financing toU3Construction Inc. for its 1625Ocean project inOe|nayBeach. MadisonRea|ty has confirmed the ability to meet the target financing level and timeline of the proposed project. • A Limited Partner Investment of $22L761L456 is supported by Letter of Intent from Ira Lubert. Mr. Lubertisa national figure in Real Estate investment, a local residential property owner, and aninvestor inacurrent U3Construction project inOe|nayBeach. • Sponsor/Proposer commitments of$2,529,051 from US Construction, Inc. • BBCRA requested contributions of$6,066,851 in Land and Impact Fee credits. SOURCES ----------------- Construction Loan $68,681,214 68.65% $128.20 $295.31 Limited Partner $22,761,456 22.75% $42.49 $97.87 BBC RA Credits $6,066,851 6.06% $11.32 $26.09 Total Sources $100,038,572 100.00% $186-73 $430.14 The Summary Use ofFunds for the $1OO,O38,572project costsaresurnrnarizedbe|ovv: USES Acquisition and Entitlements $5,639,424 5.64% $10.53 $24.25 Hard Cost $76,139,213 76.11% $142.12 $327.38 Financing Cost $1,926,921 1.93% $3.60 $8.29 Leasing Cost/Other Cost $301,190 0.30% $0.56 $1.30 Interest Cost $6,434,519 6.43% $12.01 $27.67 Total Development Cost $100,038,572 100.00% $187 $430 PoQ � 2� | GA ;1'j= It1 '{;; �. a' t1 IC) Detailed Development Budget: Total Uses bud et i)etail..__._ .. . To al Amou t .__' _ (�S NS Be �� ,Month.. :... fI B .. B • • Land,Acquisitions&Entitlement Cost Land Purchase Price $ - $ - $ - 0 Land Purchase using CRA Credits $ 3,915,000 $ 7.31 $ 16.83 0 Acquistion Fee $ 500,000 $ 0.93 $ 2.15 0 Permits&Fees $ 887,573 $ 1.66 $ 3.82 1 Architectural&Engineering $ 1,450,000 $ 2.71 $ 6.23 1 General&Administrative $ - $ - $ - 1 Impact Fees $ 2,151,851 $ 4.02 $ 9.25 0 Marketing $ 150,000 $ 0.28 $ 0.64 1 Legal Fees $ 500,000 $ 0.93 $ 2.15 1 iand&A� �5rt�ons Dost Subtotal ..:._ .:_:___9 SS 24 1 .83 Bridge Loan Interest Expense $ ota DeYe o Ment Dost„4,_d e Phase'; '_:._..._._: 54 424'.:._: ' p $ $.... • • LOAN PHASE 11 Hard Cost Residential $ 47,614,560 $ 88.88 $ 204.73 7 Retail $ 1,195,200 $ 2.23 $ 5.14 7 Public Parking $ 18,671,680 $ 34.85 $ 80.28 7 FF&E $ 500,000 $ 0.93 $ 2.15 21 General Conditions $ 1,359,629 $ 2.54 $ 5.85 1 GC Fee $ 3,399,072 $ 6.34 $ 14.62 7 Owner's Hard Cost Contingency $ 3,399,072 $ 6.34 $ 14.62 19 Mam,Gosts uk#iz#a�, ..;.7 921 X42.x2 i 327.58.=:=_ $,,,, $ Soft Costs Major Soft Costs-Construction $ - $ - $ - 0 Major Soft Cost Contingency $ 270,585.91 $ 0.51 $ 1.16 7 Property Taxes $ 50,000 $ 0.09 $ 0.21 0 Insurance $ 1,635,573" $ 3.05 $ 7.03 7 Marketing Cost $ 225,000 $ 0.42 $ 0.97 7 Developer Fees $ 3,251,145 $ 6.07 $ 13.98 1 Operating Deficit $ 250,000 $ 0.47 $ 1.07 23 S` 4 ..: o##Gosts Suktq#al;.. 5 682 304 10.61 24. 3 ... Financing Cost Origination Fee $ 686,812 $ 1.28 $ 2.95 0 Financing Advisory Fees $ 515,109 $ 0.96 $ 2.21 0 Other Cost $ - $ - $ - 0 Other Closing Costs $ 375,000 $ 0.70 $ 1.61 0 Title Insurance $ 350,000 $ 0.65 $ 1.50 0 f J & nanc n 0os#s Sufitotai`.::_. Leasing Costs/Other Cost Tenant Improvement $ - $ - $ 24 Leasing Commissions $ 301,190 $ 0.56 $ 1.30 24 FF&E $ $ - $ - 24 . ., . _._:_4p o.Jec#Gast 6ei0re InterestIx pnse _.___9 ,604,0S5 174.72 02.4 ,:,; $ Interest Expense-Construction Loan $ ._:. .. 6,434,519 $ 12.01 $ 27.67 _ota Rene q Ment Gost,,,,.,,,, ..=..100 038 572 ..X86.73 30.7. LAC,, ")'jr�':� C) Investment Terms: Summaries of the term sheet commitments are as follows: Issuing Partner Summary of Terms Madison Realty Capital 60% Loan to Value Up to$70MM Construction Financing Libor plus 7.75 36 Month construction period with extension options Ira Lubert Up to$23MM 90%of Equity Capital required Equity position in project Sponsor/Proposer 10%of Equity Capital Required Completion Guarantee Proposed funding assistance from BBCRA The Proposer is requesting BBCRA support in the form of land and impact fee contributions. The requested funds are as follows: Support Request Summary of Terms Land Purchase Contributed by BBCRA to Development Company Subject to Award and Execution of Development Agreement between Proposer, BBCRA and City of Boynton Beach Estimated value of contribution $3,915,000 Impact Fee Credit Credit for any impact fees associated with the development that would be an obligation of the Proposer. Estimated value of the contribution is $2,151,851. Property Tax Abatement 90%of incremental tax basis resulting from the improvement rebated to Development Company/Proposer Limited to initial 10 years of operations. 0tB")yC) Rent Comparables: Residential Market Analysis: The summary report on the sub market residential average rents is supportive of the proposed rental rates. The recently completed projects are renting at a rent per square foot range of$2.28- $2.80. (Source: Costar) The Promenade at Boynton Beach istargeting a Market rate of$2.67 and a blended rate of$2.41 with the affordable units included. Based on the expected delivery of units in 24 months and the attraction of the mixed-use amenities, the target rent iswell within the current range. Rent Comparables Summary Property Size Asiang Rent Per Month Per Unit Property N��Address Rating Yf Built Units Avg Unit SF studio I Bed 2 Bed 3 ELd Rerit)SF 500 OCEAN 11 p 501D E Ocean Ave 2011a 341 934 $2,280 $2.933 $2,665 $280 Pacifica 1100 Aud ace Ave 20119 324 973 $2,097 $2.294 $2,995 $239 1700 Renaissance Comm— SeaLofts at Boynton Village *Ar 2020 433 1,007 $1,923 $2,671 $3.622 $2.29 6013 SeaLofts Or The District Boynton ** 2017 350 1,023 $2,048 $2.378 $2,970 $228 1000 Aud ace Ave 1601 N Congress Ave 1632 N Federal Hwy 1351 S Federal Hwy Compson Place Apartments ** 20114 338 933 $1,653 S 1.872 - $186 1831 Renaissance Comm— 1013 Newlake Dr Verwa at Boynton Beach * 2002 216 1,097 $1,651 $1.935 $2,291 51-73 1575 SW 8th St 1625 Renaissance Comm— * 2006 189 1,163 $1,745 S1.949 $2,347 $1_71 Quantum Lake Villas 2700 Quantum Lakes Dr 2002 759 1,272 $1,798 $2.170 $2,627 $162 ,,kl, Bermuda Cay 661 E WoolbrigM Rd 1975 121 988 $1,396 S 1.8 19 S 16 Clipper Cove Apartments 1987 384 9611 $1,223 $11.4113 SIA4 1500 Southern Cross Ln Ocean Breeze East 700 IN Seacrest Blvd 2020 123 904 $896 $1,043 $1.161 $115 The Preserve at Boyntow- 1865 NE 5th St 2012 122 1,809 $1.134 $1,422 50-76 J IS IN Federal Hwy 2024 P oQ � 32 | GA 0tB�y�t�n B��C� ��FP �ubrn|��|�nt� BB<�� Retail Market Analysis: The summary report on the local retail rental provides support for the projected rents for retail and flex commercial space intended for the development. The current market rental rate is $29+/- for all retail including segments similar to the Promenade at Boynton Beach. Rental growth at 5.7Y6and relatively low vacancies at4.6Y6add additional support. (Source: Costar) The proposed retail rental rate inthe cash flow projections assunnes $24.00persquarefootasthe average rental rate. Overview 12 Mo Deliveries in SIF 12 Mo Net Absorption in SIF Vacancy Rate 12 Mo Rent Growth Retail vacancies in Boynton/Lantana were roughly in line characte6zed by heavy tradirig,and the market proved to with the five-year average during the fourth quarter,and be liquid yet again this past year.At$271)SF, market they were essentially unchanged from this time last year. pricing is considerably lower than the region's average The rate falls right in line with the region's average- pricing. Meanwhile,rents have surged in the past 12 months, growing by 5_7%year over year- The coronavirus'impact on the market may lead to lasting structural changes within the retail sector- E- As for the pipeline,development has been relatively commerce has flourished,and spending and shopping steady over the past few years in Boynton)Lantana,and habits may be permanently altered,particularly as brick- it remains up and running today. and-mortar retailers may be unable to adapt to the changing environment- Boynton/Lantana is a very Hquid investment market, KEY INDICATORS CtmTentQuarter RUA Vacancy Rate Market,Rent Availability Rate Wt Absor0on Deliveries SF Under SF Construction Neighborhood Center 4,281,075 7.3% $28.39 9.1% 21:770 0 78,250 AnnuBi Trends 12 Month Historical forecast Peak When Trough When Average Average Net Absorption SF 32.6K 121,516 92,041 532:771 204)701 (195,304 2D20,Q4 Deliveries SF 59.5K 131,462 1 D6,612 809,84)6 20-0704 f) 201201 salesvolume 3106M $66M WA $110.3M 20,0703 S3.61M 2DO9 Q4 PoQ � 33 | GA US al, Beac,;h RRr" SL,bn,,,,i,, ito BBC,R11,1, ............... ............... ............... ............... ...............111,11,11"I'll............... Cash Flow Assumptions and Operating Projections: The project cash flow is based on a 24-month construction period and ten years of operation. Details of the projection are shown below: Assumptions: RESIDENTIAL RENTS Unit Type No.of:Units .............SIF............. Rent/SF Rent/Month Market Rate Rent Average 182 934 $2.67 $2,497 Affordable Rate Rent Average 46 929 $1.37 $1,275 Residential Average 1 228 933 $2.41 $2,251 Unit Type No.of Units SFJAnnu aIRent/SFJ Rent/Month _l Retail 7 19,920 1 $24 RESIDENTIAL OPERATING ASSUMPTIONS RETAIL OPERATING ASSUMPTIONS Operation Start Month(Project Month) -75 month Lease-Up Pace(units/mo) 1 Annual Income Growth Rate 2.50% Average Untrencled Rent/unit/Mo $5,691 1st Stabilized Month(Project Month) 41 Retail Lease-Up(Project Start Month) 31 month Fully Stabilized Operating Year 3 Property Tax Assumption: Year of Stabilizaton(Project Year) 4 The Proposer will request a reduced Tax Rate on the completed project Average Untrencled Rent* $2,251 improvement basis. The assumption is 90%of the incremental tax basis will Pre-Leased Units-Month 1 18 be rebated to owners for the initial 10 years of operations. Net tax payments Pre-Leased Units-Month 2 16 are assumed in the 10-year operating projection. Lease-Up Pace(Units/Mo) 13 Operating Expense Growth 2.0% Debt Service Calculation: Assumed Vacancy 5.50% Debt Service is shown based on a conversion to an amortizing loan structure Note: *The rents are not trended until stabilization. during year 4 based on a 30-year amortization schedule. Operating Op.Year I Op.Year 2 Op.Year 3 Op.Year 4 Op.Year 5 Op.Year 6 Op.Year 7 Op.Year 8 Op.Year 9 Op.Year 10 ... ......................... .............................................11.......................I............................................. ........................ ............... Rjistclekfil Revenue Residential Rental Revenue $2,491,688 6,021,580 $ 6,470,084 $ 6,631,836 6,797,632 $ 6,967,573 $ 7,141,762 $ 7,320,306 7,503,314 $ 7,690,896 Gross Residential Revenue $2,491,688 6,021,580 $ 6,470,084 $ 6,631,836 6,797,632 $ 6,967,573 7,141,762 $ 7,320,306 7,503,314 $ 7,690,896 Less:Residential Vacancy/Credit Loss $ - (257,678) $ (355,855) $ (364,751) (373,870) $ (383,216) (392,797) $ (402,617) (412,682) $ (422,999) A"I..... getailRevenue Retail NNN Revenue(Base Rent) $ 119,520478,080 478,080 478,080 $ 478,080 478,080 478,080 478,080 478,080 $ 478,080 ............ Net Retail ReVen4e $ 119,520 $.. 47'8,080 �V 478;088.1 41080: 4101ill 41,A00 4*6 4* Total Revenue $2,611,2086,592,309 6,745,165 $ 6,901,842 $ 7,062,436 $7,227,045 $ 7,395,769 $ 7,S68,711 7,745,977 Controllable Expenses General&Administrative $ (167,932) $ (398,470) $ (410,071) $ (418,272) $ (426,637) $ (435,170) $ (443,874) $ (452,751) $ (461,806) $ (471,042) Marketing $ (26,602) $ (61,537) $ (64,958) $ (66,258) $ (67,583) $ (68,934) $ (70,313) $ (71,719) $ (73,154) $ (74,617) Payroll $ (191,091) $ (442,041) $ (466,620) $ (475,953) $ (485,472) $ (495,181) $ (505,085) $ (515,187) $ (525,490) $ (536,000) Repairs&Maintenance $ (71,844) $ (166,194) $ (175,435) $ (178,944) $ (182,523) $ (186,173) $ (189,897) $ (193,695) $ (197,568) $ (201,520) Travel&Auto Expenses $ (4,401) $ (10,181) $ (10,747) $ (10,962) $ (11,182) $ (11,405) $ (11,633) $ (11,866) $ (12,103) $ (12,345) Utilities $ (77,670) $ (179,669) $ (189,660) $ (193,453) $ (197,322) $ (201,268) $ (205,294) $ (209,400) $ (213,588) $ (217,859) Taxes $ (205,378) $ (475,090) $ (501,508) $ (511,538) $ (521,768) $ (532,204) $ (542,848) $ (553,705) $ (564,779) $ (576,075) Leasing Commissions $ (87,209) (201,737) $ (212,954) $ (217,213) $ (221,557) $ (225,989) $ (230,508) $ (235,119) $ (239,821) $ (244,617)1. Professional services $ (2,589) (5,989) $ (6,322) $ (6,448) $ (6,577) $ (6,709) (6,843) $ (6,980) $ (7,120) $ (7,262) Make Ready Cost $ (37,375) (86,459) $ (91,266) $ (93,091) $ (94,953) $ (96,852) (98,789) $ (100,765) $ (102,780) $ (104,836) Total Operating Expenses $ (872,091) (2,017,366) $(2,129,541) $(2,172,132) $(2,215,575) $(2,259,886) $(2,305,084) $(2,351,186) $(2,398,209) $(2,446,174) I # Estimated Debt Service $ 3,474,753 $ 3,474,753 $ 3,474,753 $ 3,474,753 $ 3,474,753 $3,474,753 $ 3,474,753 $ 3,474,753 $ 3,474,753 Debt Servcie Coverage 1.22 1.28 1.32 135 1.38 1.42 1.45 1.49 1.53 a g 4 214, 169 u(,,|��. |�CPr�rn�� tB")yC) Summary 0fFinancial Projections The vision of creating a downtown City of Boynton Beach hub of residential and commercial activity and redefining the immediate market area and community infrastructure represents significant commitment of time, talent, and capital resources. Based on the characteristics of Boynton Beach and current trends in urban revitalization, the mission of creating an affordable residential option within an iconic mixed-use development has never been more achievable than atthis time. The Proposer,Investor and Lender are fully engaged and prepared to embrace the vision of the BBCRA and support the $IOOMM investment in Promenade at BoVnton Beach. The preceding projection includes a commitment from the BBCRA for land contribution, impact fee waiver and aninitial and ten-year tax abatement onthe improvements. All are critical components ofthe proposed development and necessities to create and operate the proposed plan. PoQ � 35 | GA ")y C) Proposed Project Funding Uses and Sources information: ATTACHMENT"P PROPOSED PROJECT FUNDING USES AND SOURCES ENFORMATION ProjectUses and Sources Land Costs $3,915,000 S,oft Costs $4,457,350 Construction Costs $76,139,213 Carrying Cost/Financring Costs $8,361,440 Marketing and Sales Costs $375,0,00 Permit and Impact Fee Casts $3,039,424 Developer 0vt,rhead,and Profit 53,751,145 Total Project Cipsi $100,038,57Z Capital Stack Proposer/Developer Equity $2,529,051 Outside Capital Investor Equity $22,761,456 Mortgage or Financed Amount $68,681,214 Amount of BBCRA contTibution requesti,,d,if any $6,066,851 Other f und in g as identified $0 Funding Total 5100,038,572 B")y�t�n Section |: The project does not propose to use funding subsidies other than those from BB[RA, as noted in Section | above. PoQ � 37 | GA u(,,|��. |�CPr�rn�� tB")yC) Section K: Prioritizing Local Contractors and Subcontractors: The Proposer and its related development team are committed to maximizing the use of local resources for the development and management of the proposed project. In addition, the development team will utilize its proven diversity standards to ensure the project allocates appropriate diversity spending in its primary and subcontractor award process. The principals of VAP Group will utilize their local knowledge of the contractor community to ensure the nnaxinnunn retention of investment dollars are retained in the Boynton Beach and Palm Beach County communities. VAP Group principals have a distinguished record of creating and executing projects with the local contractor base. An example is US Construction and VAP Group's recent discussions with D Stephenson Construction Inc. The company has a proven history across a number of Palm Beach County markets for providing superior sub-contracting services to many of the recent developments in the market area. Local firms like D Stephenson provide diverse resources and capabilities to insure the maximum award of sub-contracting to local companies. Outreach programs created by U3 Construction and managed by VAP Group will communicate the contracting needs of the development and coordinate nnaxinnunn bid activity from the local providers. Apprenticeship and Training Program: The Proposer plans to utilize the TED [enter, a regional economic development agency with community outreach education and training expertise. The proposer is in discussions toallocate commercial and meeting space to the TED Center to offer training on site at the Promenade at Boynton Beach. The Center for Technology, Enterprise & Development, Inc. /The TED Center) is an economic development agency that transforms communities through collaborative partnerships and educational programs. The Center delivers its services within three distinct programs: Technology, Women's Business Center, and Business Incubation. Incorporated in October 1992 as a not-for-profit organization, the Center strives to improve communities by applying innovative economic development strategies. TED Center provides practical "what, why and how/-to" training workshops, usually computer-assisted, on basic businesses matters, along with issue-specific, one-on-one snna|| business counseling. Some typical programming includes: • QuickBooks training for small business accounting and reporting. • Digital engagement email for sales promotions • CAO applications for architect interns to increase productivity TED Center's well-established programs is the Florida Women's Business Center, the TED Center business incubator is especially welcoming to women entrepreneurs, the fastest growing sector in small business expansion. PoQ � 3� | GA u(,,|��. |�CPr�rn�� tB")yC) TED Center- Local Training and Development Partner Se2brOnA. Smith Seabnon A. Smith is charged with the TED Center's mission to provide Executive Director entrepreneur training and counseling opportunities' small business The Center for assistance, and techno|o0y're|ated sen/ices to residents of PalmBeach County and the South Florida region. Technology, Heisanative ofFlorida and agraduate ofAlbany State University,Albany, Enterprise, and Ga, with a Bachelor of Business Administration with an emphasis in Development, Inc_ Business Management. Seabron previously worked with the Palm Beach County Private Industry Council as District Manager of Southern Palm Beach County (now known as Workforce Alliance), specializing in job training and employment services. Seabron is a professional with a history of creating and maintaining successful linkage between the private and public sectors. He is an experienced fundraiser and has demonstrated strengths in program development and project management using a comprehensive approach to community development which involves the development ofseveral programs and services to hundreds ofprofessionals and non-professionals resulting in the creation of many small businesses. He has developed and applied complex start-up procedures to promote business development, resulting in job creation, economic growth, and community revitalization. Seabron'sgoal istocreate and develop aconcept that will bepromoted as the "Center for Entrepreneurial Innovations".This new concept will adopt acomprehensive approach to promoting and assisting small businesses. P oQ � 3� | GA u(,,|��. |�CPr�rn�� 0tB")yC) Section | : Financial Capability The project has received preliminary term sheets from the Equity Investment Partner and Construction Lender, as well as the Pnopoaer'aequity commitment. The signed term sheets are included in the attachment package as a component of this RFP submission. The financial entities supporting the transaction are significant individually and combined represent a solid financial base tosupport the project. 00141 , �� -- "��[G��8wo R�8]tY �8}�t«l n-. U.S. cowsrnucr/owINC.wc ' LuGcnr'AoLcn REAL ESTATE FUNDS Madison Realty Capital Ira Lubert Family Office US Construction, Inc. Madison Realty Capital isavertically wr.muertir^co-founder o,five private equity usConstruction boasts adiverse portfolio of integrated real estate private equity fi'm and real estate fund families across various residential projects ranging from luxury that manages approximately$6.*billion m asset classes.Amongst these funds are mbert' condominium and tnwnhomedevelopments total assets oubehalf ufa^institutional global Adler,avalue-add real estate firm focused on u`ultra-luxury oceanfront mansions,Its investor base.Since zoo4,Madison Realty muxi'fami|»retail,urban mixeu'u,e,and portfolio spans the eastern seaboard,from Capital has completed more than$zsbillion in business hospitality assets that has invested m Brooklyn,New York,u`Philadelphia, transactions inthe us.providing reputable over$1ubillion ofreal estate assets,and Low'a Pennsylvania,toPalm Beach County,Florida. borrowers with flexible and highly customized Multifamily focused real estate firm that has The company has designed,constructed and is financing solutions,strong underwriting purchased over$abillion ofmultifamily assets inprocess ofover$zai||ionofreal estate capabilities,and certainty"+execution, over the past 19 years.Through his family office projects, Headquartered i^New York City,with offices Belgravia Management,L.p,Mr.Luuerthas The principals ufuSConstruction,Inc John i^Los Angeles and Miami,the firm has over*o invested innumerous real estate projects,with a Farina and Dustin saua^o,have acombined employees across all real estate investment, particular focus onOpportunity Zones. nemost net worth ofover$46mm. development,and property management recently funded the sunuyHouse mixed use disciplines, project inDelray Beach. PoQ � 40 | GA C, C) Section M: Intent to Purchase 115 N Federal Highw"Infill Miced-Use Redevc4opme,nt Piroje" M'Sertion IOM Stait'ament of lend r US Con'struCtiorl Inc- (`"Th p Proposer-)affers to pumhasm Jie prpject MAP,("the properly")through itis affillialed companV, 115 Federal Q LLC in accordancR w[thy Ifie,t7 and conditions stated in the request fir pmpasa Is and deve1op ment qua 11ficat Ions for I'l 5 V Fede rail High ra I nfiff M Ixed-Use Red evel-o pme nt P rofect for$3,,91.5, 8.71he Pro poser,is requesti ng support;from BBCRA in the form of credit to purcha,v--thei land totalling 53,9115,0K !he pro poser 1 s.wi Hirg to exec Lite a Pu rc haw,.arid Deve lopment Apeeme nt.wilbin.9(J days of se,lenion if' sele,cled. Agreed to and accepted on behalf of th-2 Propo�,ger-,,US Cbmuuctibn,Inc. le Fa N sident/CEO Date, ")'jr C) Section N: Disclosure and Authorization to Perform Credit Check forms ATTACHMEW"D-V DISL DSURE AND AUTHORIZATION TO PERFORM CREDIT CHECK An autharieation,to Perform Credit Check will need to be completed by each PrinwipallOwner, F,or Princi2al ner; ;Please use a set2rate,form for each principal-ovvner' .As Principal/Owner of Prolposer, 1 JOHN IM- 1:`ARINA (naffle)hereby affirm I have read the above disclosure,and consent to and authorize the Iloyniton geach Corrilmunily liteclevellopment Agency s('08C "y Investigation into my crecIlt worthiness.,Such cDwent and authorization are given With respect to any and all persons who may conduct an Investigation of my credit vrqrthir1,,e$-s Qn behalf of the RHCRA, including ndependent contractors and crediiiagencies retained by the 88CRA for such purpc&r. Any Information pre vided to the 58CRA is a pVbfi�rKptd!Fubjpct to the p�foyisjons of Ch. 11.9 F,S,.,and I may request a copy of any information provided to the 1313CRA as part of the B-DCRN,,s investigation into nnV creditworthiness, I grant such consent and,authorization to the DBCRA for the period commencing as of the date =of this autheri2ation and terminating at the time a Proposal is,selected by We BECRA Board. i hereby waive any and all claims,oast present or feature,which I may have against the BECRA by reason of any credit linve&tigatlor made pursvan,t W my con5entand authorization herein given W the BECRA, Proposer Name, U 5. GQN.9TRU(,T1QN DEVELOR11AENTANQ DESIGN. N(Q, Principal/Owrter Nam8: JOHN Vd. r,ARINA Date of Birth= 1 OX)1 lei 9810 Curient",omeAddrew —L%-W wnV Plrevi oUS Home Addrew- '1 500 VVAI,, STRE'ET, APT 8L HOROKEN NJ 07t)30 -——--------- ..........................."--"...... ErnAl: Phone#: 215 291 9543 Signature: ........... Print Narne:__ LAC,, ")'jr�':� C) ATTACHMIENTTZ" AUTHORIZATION TO,PERF QRM CREDIT CHIM For Proposer jlffusinessj2!! & The Proposer here by conse nt s to and authorizes the Lynton Beach(.Drn mu nily Redevelop men t Agency's inves:Ugation[into the credit warthliness of the Proipas,,ar. Suchcansent and authorisation are given with respect to drivand all persons who mayconduct an investigation of the proposer's credit WDrthlinesscn behalf of the B9CRA,includlinjil independent COntFaCtOrs and credit agencies retained by the DUCRAfor such purpose. Any Information provided to the IIIRCRMa public word stibiect tothe provisions of Ch,119 11`3, PfDposergrants such consent and authorization to the [38CRA for the period commencing as of the date of thisauthorization and termnaling at the Fir a proposal is selected by the RBCRA Board. This proposer hereby waives any and all claims,past present or future,which the proposer may, have, against the 1411CM by rt!a:5,�m•n qf'any credit investigation made pursuant tc proposers consent and authorization herein given to the ROCRA- An autborization to Perform Credit Check will need to becompleted byeach PrmcipaljOwner and bythe Business_ Pru poser(1)u si n-es,$)Ha rne(D/G/A if applicable): U.S. C0Ns'rRLGI'I0N DEVELOPMENT AND DESIGN. INC, Current Business Address: TO H U rj',S'0 N "TREE-T, 3 U I'T E 5 A HOBOKEN NII 07,030 Federal T_ax ID# 26-0220409 State of 11mcorporation. NEVADA Phoma#.-215 291 9543 -675692111 Authorized Sign atur e- Date: 10, fa c-" Print Name: JOHN 1011, FARINX- Title, LAC,, �':�")y C) Section 0: No Civil or Criminal Actions 1,15 N Federal Highway Infill Mixed-use Redeve'lopnment Project rkFP SBEtIckil i0o Statunwnt(A No Civil or Criminal Legal Actllbaw I,John M-FArin;,Pm�Ident/'CEO of US,Canstrucflorb, Inc..he=reby declare that there are no civil or, criminal actions past,present,or pending regard Ing,the proposer,US Construcwn,Inc. John M Fa rlina,PreAiden Date. LAC,, ")'jr�':� C) Section P: No Tax Arrears 125 N Federal Highway Infill Mixed-Use Redevelopment Project RFP Section 10P Statement of Current'Taxes 1,John M. Farina,President/CEO of US Construction, Inc. hereby declare the proposer, US Construction, Inc.is not in arrears of any taxes or other financial obligations to the BBCRA.,city or any other, municipalities or state entities, _,firin iden, Date, ..... gL11 ....................................... 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O` � N= Z OOJ 41, — Ln W �'•� - ,' 11 -Fa v ° a'''r n*'i v 'a '- o v f9 v 'Y x v ° ° o ;� v W it • z = G J ' Z • O' V U rL =w r r J (L H W LL Z Ln r r 4- 0 U � O C {— Q O_ 4' OC 4' N U U) m w E 00 Q O 0 O N 0 N O O D O t U 4� *' (a c � a) aEi 70 to O Q C: Q > ri E 7 w 00 a) E ca ECL o 4' � E 4- U O O O � > gyri ?� N N '� cn b.0 Q O �l i E crj +�+ O -L4 co 0 U N N > O O 0 0 c 0) a-•+ a-.+ y i N C U N c O o O XN O v LU c « y c O ++ ® U C U U ++ i O 00 4- Q 0 N U CU 0 00 C — U) f0 t Q ■ < Q > > 0 U . p U) E0 a` +� Q LO— 07U cn w U COd w 0) U -j N O o `— z CL co LL N ~ L w Ln U) a) o -0a , a.., O Q CU N �' O -0U _ t N i N U OCLQ O o f— N E a LULL z LO r �A 4 s � r r risssislVsfsl' �i { l s�*sS�'v lsts- st£ r I's�S�l{�s� sus_ flitrj Ij"}�}7)�� sst tl1 �(s t 5 11 r --lllr sit vi t s t r i�lils6! �� roo 1��{d�(t��5�9s sly ss f'��rlys�s+ +'r�S� ■i � � � ;; o s> }nn} 2 1 k 3'f H • � it�l� � stltis``t` tt r � { 1r s rril��}i {'�4t'oi 1 • � � � 6 �i'g r�1 1 MP !lII1r ")y C) Section R: Verification of Registration ATTACHMWT'qr CM,OF WYNWN 8001 PLAME4 AND MVUOPMNT MMMEINTFORPA Proposwill. b n hm mel With ill beproposed vftan the M, N- Fad Htilhwy,Blod cmkr6rc-of the kftwft. addresses and Prop,-fty Control NurrIberls), Attachment"A"Prop"Addresm Bch ed all appNeabjq] fteper"Cantirm mosbe" 8SM-cumod Partalt 5M E,Boymon Beach Boulevard 0843452$bmiono NE,V AWAut 0AA3,4152A0100i0wo NE 0 Street 6,804528010010080 115 N. FedwalH*hway 0184345290OK00110 #L 510 E.Sayntw Boa- Boo (Ace) 15 41 217 N.Federal Hktvway(S&F Propertleil, 0$A1145240300,10010 43 209 N.Fedleral HW"(C�maljff) 06434528030010121 #A 201 N.Federal'HWway(",as Farrel ty 1c 0943 45 ZAD Iw6i.'O P L3 0 NS 1500 Ocean Properties,LLC(0yeo-) 511 E.,Ocean Avenue 004 3452441a*4501,0 515,E.,Ocean Avenue H4 3462$Wbota7 v i 529 F.D,cea.n Avemw 08434,520030060120 Gavand Sumimary of Pimposed MbW t)w Davelopmem(dwck a#appikable): 0 Apprakimate Gross Am O'Non-resddentiallcom inqTcial Use& &f. 0 Appr"mateTatal Number Mario"Rarme ReAdeintlal UnIts 0 -total#Rental is 0 Total N rot Sala rid Units AppraAlmate Total Number of WoMorim,Housirg Units —:"m C1 Total Of,P*ntW Units _AL_ D Total#For Sale/ccn& Units leer U AppmAmate Overall Heiabt,_tLCj_feet ApprDIAnAte Number of Stoile's ApprmdnnatR Total Parldni Spaces(,-DnckWhV,atitlMotial Nbwc Park iing Spates) (6,01 l;. albappllcable),,, CI Future Land Use Ammdment R02ftAft Candkional Use for .9 Sift PiAn Apogmval I Reptat U other Chy,of Boyntor Beach Planning&Developerent Depl, $off NarneNanatullre, Date LAC,, ")'jr�':� C) Section S: Other Requirements All other requirements contained in this RFP/RFQ, including all attachments that request a proposal or information from the proposer. ATTACHM ENT OC' PROPOSER(S)INFORMATION Narae: U,S,Construction Inc, Street Address, 1053 E ABanti c Ave, Mailing Address,I if different): Same as above City„state,Zip: DeIray Beach FL. 33483 Telephone No. 2150291-9543 Fax No267-569-211 Emait Address of Contact Person: :: , W . c Ownership'status-is the company currently for sale or involved in any transacbon to expand or to be acquired by another business entity if yes,please explain the impact to the organization and management efforts. Age of Organizatlon,—In continuous business since: 2,007 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: John M Farina-PresidenV CEO, 12 Roffin_gHdi Dhve,Chatham-NJ 07928 1 1 lin —---- lc�— ZZ Hudson 5tLect.U60,lcme- City NJ 07302 Federal Identification No.° 226-0220409 state Df lncorr ation&Registration No.: Nevada-NV20021506692 If not a corporation,explain your status: NYA LAC,, ")'jr�':� C) ATTA04MENT"03" AUTHORtZATION FOR RELEASE OF INFORMATION To whorn It may Wncem The undersigned hereby authorizes you to release to the Boynton Reach Community Redeveluornent Agency(ITBCRA�or the, qty of Boynton Beach any Information in your possession regarding the undersigned either of a professionai credit or personal nature Including the statement of your opinions with regard to the undersigned's professional credit and personai character,or of the proposer identified below, 'The undersigned also authorizes you to release to the Boynton Beach Community Redevelopment Age Rcy(8 OC R A)or ti w CO of Boyn t on Beach any information in your po ssession regarding the business identifted as'Proposer'below, By: Print Nome: STATE Of KOORW% COUNTY THE FOREGOING INSTRUMENT was acknowiedged before ore this day of 20, - jk& who Is porcurraily known to me did not take an oath. Notary Pubkc,, Print Nina Commission Ntr: %4,k gL,9 L (seal) My Commfsston Expire _16,,l OARY OAAWLT COUNS Aftey R-Abc P*4*4%*41 C"v my t ww"W t tvam'm ft 4,tal-,k Come kvwkw ff,*"f lom I LAC,, �':�")y its ATTACHMENT"H" ADDENDA ACJ(NOWtCDGEMENT Receipt Is hereby acknowledged of the following addenda to the The Boynton Beach Community,Rede,%telopment Age" Request for Proposals and Developer Quald'kallons; 115 N.F*dmll Highway Infill Mlx"-Use Redevelopment Project By entering checking YIE5 or NO In the space provided and indrcating date reserved, ND,I yes No Dale No,2E] Yes [::i No Date No3[] yes [ No Date No.4 L] Yes C1 No Date No.50 Yes [7 j, No Date RFP/IIT Q INFORMATION WAS OBTAINED FROM- RBCRA Website Newspaper Ad CIty HANE) Otjher®Please specify: Avtho,iv "Slgn6ure JOHN M Print Name EC Tftle Date LAC,, ")'jr�':� C) ATTACHMENT`10 PUBLIC E"TY CRIMES STATEMIENT A person or affiliate who has been placed on the Convicted veqdur lin follomfing,a corrviction fbr Public entity crime may nm,Su brnit a bid,propo5al,or reply on a:contract,to provide anygoods or services to a public,enfily,,submit a bid proposal,or reply on a corityact with a public entitV for the construction or repair of a public building or public work,submit bids,propmals,or replies on, leases -of real property to a public entity; be aw4rdW ot perform work as a contractvr, supplier,w laic tractor or co-n5ultant under a contract YV'jth any pkjbllic entity,or,transactbusliness vAth any publir.entity in exze5s ofthe threshold arnourrt provided in Section 7AV, Florida Statut , for CATEGORYIWO for a period of thirty-six(10 rnontb5 following the date of,being placed on the convicted vendor Eist.. As the perstm authorited to sign the Statement,I certify that proposer has not been placed on the corivVctod vendor list wlt1hin the past, 36 months and' complies fully with the above requirements, U'S' C 0 P41 S'77R J C,TI 0 N DE v F"T 01,,IVIE N T'A N D 77)E, S.,A G N, N C Proposer Narne Au t h o r i z dd"Sigma' re AX-fN N4. FARMA Print Name CEO T11le 1c) V-LH Dat.L LAC,, ")'jr�':� C) ATTACHMENT aRTIFICATION OF DRUG FREE WORKPLAaPROGRAM I Certify that iaE vi PfINK.,', ......................... the proposer responding to this RFP/RM maintains it drug-free workplace program,and that the followmg conditions are rrWU (1) Proposer publishes a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the "rkplace-,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-tree workplate, any available drug counseling., rehabifiLaillon,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 commosiffies or contractual sepAces inchicied in this RFP a copy of the statement specified in Subsection(1). (4) in the statement specified in Subsection (ii, proposer riciffles the employee that, as a condition of working in the commodities or contractual services covered under this RFP/RFO, he/she will abide by the terrors Df the statement,and will notify the employer)proposer)of any conviction of, cw plea of guilty or noon comendere to any violation of Chapter 893 or any controlled substance law of the United States or any state, for a violation occurring Iv 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 ut the employee's Community by, any employee who is convicted. (6) Proposer makes a good faith effort to continue to maintain a druill-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 Signatire,_ Date 10IN Name&Title f typed)...... i. LAC,, y 0 ATT ACHMENTOK! CERTIFICATION OF NON-SCRUTINIZED COMPANY sedllT[)11'_' 01GN d`J1__ ,as proposier,heireby rerfifies that it is not on the Scrutinized Comparid es that Boycott Israel List created pursuant to Section 215,4725,Florida Statutes,and is not engaged In a boycott of lstaei. If the fiRCRA determines that this certification is Wsifled or contains false statements,or that proposer Is placed Scrutinized Companies that Boycott Israel list or engages in a boycott tut'Israel after the sobvnittall of the, proposal of the execution of any Agreement aflsing ow of 0vs RFP/RFO,the BBC R_A may&squaiffy the Proposal and/or tefrninate the Agreement, It �-k '%fl J. Proposer Name BYa winlative of Proposer Authoh- rd�R7 e�-nlative, Date-. �o/ lqfzcal STATE OF _0 04 COUNTY OF SWORN TO and subscribed befoTe me tNs day of -la-_ Lk m) 2 0 2 by \ Qmk_�A�VAg�w� Suo (Notary Pubfic must ,tinpe rs n check applu:able box): D4 Is personatty known to me, produced their current driver I icense produced as idenChtation. ......................... .............. 'Akll _4&-1tt_-_, 004TWEM04-Itm* NAW �NMVY PUBLJC�EAL) Notary Pubhe MAP ? T�-=,WOV*a cwmtq � ft ftk.mjj 001,Ein A&I 14,,10 (Printed,Typed or Stamped Name of Notary Pubiic) LAC,, ")'jr�':� C) Section T: Acknowledgement An acknowledgment letter attesting that the proposer has read and understands all procedures and requirements of this RFP/RFQ(see Attachment "L,"Acknowledgement Letter). ATTACHMENT"V ACKNOWLEDGMENT LETTER PROIPO SER(SI SHALL IINCORPORATE THIS ACKNOWLEDGEMENT LETTER IN THEIR SUBMITTAL PACKAGE +*.W*,*�V�0* Re BoVnton Beach Community Redevelopment Agency Request for Proposal/Request:fort ualllleat Ions fRFP,/AF,qj dazed July 'S,.2021 215 N.Federal Hoghway I fffill rXed-USe Redevelopment Proiject Ja wharn It May Concern: The under�igned has read the Boynton Beach BBCIRA(BBCRA)Requeg,for Praposal/Re'qumt for Quallil'Icatians (RFP/RFQ) for the 115 W Federal Hiloway WON Kmedl-U:5 e Rede Er `edated Jul"y,23,2021,On behalf of,Proposer iderftified below and our propOsaY tParn,we agree,to and accept the terms,specific limitatiors,and rundiffons expremed thepein.We 11,ave read,rely upon,acknowiedge and accept the RBCRA'5 disclosure and disclaimer,which is fully incorporated by reference into this letter,arid certNy t hat all!of the requirements as de54 ribedi in the ftrR/RT-Q are met.a nd al I required d umeqts are enclosed Ifie further certify that all information presented i,n this proposal, and all of the information furnished In support of the Ixoposal, is True and complete to the best of our knowledge and bdief, and we an- aware of the fact that makAng false statements or presenting false information that results in,an Agreement may be penalized'to the maximurn extent 911"ied by law- sinc'P.Foly' u S.CO�A, TRJCT,DN DEVELOPPOE,YJAND DE&,GN INC No me of Proposer !2Ei� Print Name and Title Authorized SignaWrey __LO/t ABRAMSON & ASSOCIATES,Inc. Real Estate and Public-Private DevelopmentAdvisory Services MEMORANDUM TO: Thuy Shutt, Executive Director Boynton Beach Community Redevelopment Agency FROM: Barry Abramson SUBJECT: Evaluation of Proposals for 115 N. Federal Site Project DATE: November 22, 2021 This memorandum summarizes our evaluation of the proposals submitted in response to the CRA's RFP for the above-referenced site. The evaluation focuses on the financial effect to the CRA of the proposals. The analysis does not consider the conformance of the proposed projects with planning and zoning requirements such as density and parking sufficiency which are being evaluated by the CRA and City. The evaluation is based on the original proposals submitted October 19, 2021 and subsequent clarifications provided by the proposers considered to be consistent with original proposals. The evaluation only considers proposed alternatives that could be developed on property being offered by the CRA and private property on the RFP block for which the proposer has site control. The key findings of the evaluation are presented in matrix form to facilitate comparison. A brief summary of the financial effect of the alternative proposals is presented in the exhibit on the following page. This is followed by a two-page matrix presenting for each proposal a summary of the use program, the CRA property proposed to be used for the project, the key financial terms and their direct financial effect on the CRA, as well as other non-financial benefits and concerns. Financial effect compares proposed one-time revenues and costs' with annual revenueS2 to the CRA which are presented in $20223 for an initial year of stabilized operation', likely to be approximately 2025 or 2026 and for a year ten years after that (i.e. approximately 2035 or 2036). Further changes in financial elements (as well as length of income restrictions on workforce/affordable housing) play out in different ways in later years beyond the TIF 1 One-time revenues and costs are revenues and costs generally occurring at sale or during or shortly following the development period I Annual revenues are anticipated to be repeated annually,generally increasing over time with market inflation/escalation 3$2022 are constant dollars not considering inflation/escalation beyond 2022. (Note that, in the interest of simplicity,the analysis includes in the$2022 estimates some relatively small revenue components which are expressed in future inflated dollars) 4 Stabilized operation is property operation following initial lease-up in which property is operating at full occupancy less reasonable anticipated vacancy and credit loss 113 Chestnut Street/Newton,MA 02465 l tel:(617)965-4545 l fax:(617)965-5431/www.abramsonassoc.com district sunset but the annual snapshots of 2025/2026 and 2035/2036 are considered to capture the essential effect to the CRA of the alternative proposals in a readily comprehensible form. A second two-page matrix presents the tax increment analysis, the results of which are incorporated in the first two matrices, also expressed in annual revenues for an initial stabilized year and ten years later, in $2022 unless otherwise noted. Following the matrices are additional comments on the evaluation and proposals supplementing those contained above and in the matrices and the dollar amounts in the matrices should be understood in light of the various assumptions and comments presented in the text and footnotes to exhibits in this transmittal. Proposers One Time Net Annual Net Annual Affordability Net Initial Revenue to CRA Revenue to CRA # units, Cost (2025/2026) (2035/2036) #years $2022 $2022 Affiliated Development- -$13,314,000 $22,000 $22,000 118 units @ The Pierce 60-120%AMI (50%of total) for 15 years from closing E2L Real Estate Solutions - -$5,405,000 $0 $0 26 units @ Banyan Hub 80-140%AMI (10% of total) for 20 years Hyperion Group - -$12,415,000 -$296,000 -$296,000 13 units @ One Ocean Way (West 100%AMI Block Only) (5% of total) for 20 years Related Urban Development Group - 63 units @ Gallery 80-100%AMI Option 1 (Market -$8,470,000 $576,000 $576,000 (30% of total) Rate/WFH Alternative) for perpetuity Option 2 (Affordable -$6,315,000 $366,000 $531,000 97 units @ Alternative) 40-100%AMI (46%of total) for perpetuity US Construction, Inc. — -$6,667,000 -$282,000 $481,000 (post 46 units @ Promenade at Boynton tax abatement) 60-120%AMI Beach (20% of total) for perpetuity 2 0 O N O O a O 46 �i LL 0 O c o X F: O a 0 m N O 6 a U N U O O .> r Q w O- m N m U m O O O O Q m E S N Q O m O >, a a o 0 CL ON d o8 Q N w N 0 >• 0 0 0 0 o co 0o co w o `-' �n e» rn cc rn x `m .� A m� N � W � N 2 Q Q C Lo Q O US Q N m c Q N p N CL o a� c N mco �2 c000 00 0 o o o U C D N V N O O O O O o Q N O E � O � O N O vO O N V V M N o ' m O N O. c fA = Q N -O - n O O 2 U CO W O. co O co N m N nn� M c N y m E3 O Q Y O m o m 2 [�6 C m O. 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C O E O O 0 w O O N E 6 m E �� C C xx w !6 m e F F H 9 z �p N O N OOO O0OO O0 OOO I ON W OD .N o N M M N O N N V O W O N O O NO O V V (O OD O = V (O VEA -(h _' EA fA N EA EA MV EA E O n A A w c `w a w a A a `O a U J J Y - t0 0 a w w D a7 N f� N r mN O mN ON F OAO0O0O 01 O 0 O A0 mN M O OOOA (O N O O O N O -01-0,1 O NO V O N N 0 00 N O W (C v MMM w N N N A 4 N �(o o m 0 � w N EA EA EA EA m U) w > E w fl a o >LL N > O U N N O Y w E X O Q Q U m J w J U Y - � U E aE K O wm N 0000 00010 V (O O o 000 y0 O O EA O O O O EA O M V OD O EA OD -0 N m O 00 00 N ClO (O (C (C (O � 7 N O N O N V m r O M M M m 1 V O �O N w N r (O M M M 'O N N O I� W f� N N V V V w N fA fA fA T C7 K U) N w O N 10N 000 00 V O N N D w N N O O O 0 O 0M N V N Ol O O N N 0 s= 0 m O F O O O N N EA '2 - = d LL A 0 0 F T N O aA� ON TU ' ENOA 00 E Ow a + o 0 O O N V > w V U o mC >` K v o o v o x M of a ¢ Q m r a 0 fC N d o �_ w O � ° > K o N ro C LL T o wa U ,Q . R Q Y z 00 o o0 ro `w a E � v �° r >. N m LL o = oC w v w Q a.__ O W fC o a- LL v ° Q c c O .4 w > v °� s cU) L > U Ti w o E s Ti w a w ¢ c¢ (�._ w z N W LL a0 m m w o x o w E m ° u s s U o Agwaa ° o v w .. ., �U p m.=�o o 0 E r w � 0ro = o� o a UjLL N 0 w w Ii z C w O IL o F- ' wow K z o] °o o .L - rn m U) E x O w 0 O w Q UN NU w > LL0- Q W QC CL H a Cl The tax increment analysis applies consistent assessed value per unit (for residential), per room (for hotel), and per square foot (for commercial) to each proposal. These assumptions were based on conversations with representatives of the PBC property appraisers' office who are actively engaged in valuing multi-family and commercial properties in Palm Beach County and the consultant's analysis based on that input. A major take away from these conversations is that assessments, especially of multi-family properties, are due for a significant increase in 2022 reflecting the dramatic increase in rent and sales prices in the local market over the past year. Notably, while the assumption for assessed value per unit of market rate residential used in the evaluation is substantially higher than what would be indicated by current year assessments, it is more conservative than that indicated by the Palm Beach County appraiser. Where proposals call for the CRA to be directly impacted by parking revenues and operating expenses (the entire garage in the Affiliated and E2L proposals and the 150 public spaces in the Hyperion proposal), the evaluation assumes operation on a break-even basis (i.e. revenues only sufficient to cover operating expenses). This assumption, which is more conservative than that made by those proposers who provided estimates, is based on concern about the unproven demand for paid parking in the local market and the consultant's knowledge of operating expense estimates prepared by parking experts for comparably sized mixed public and private use garages in southeast Florida. This may be a conservative element in the analysis but seems reasonable in advance of a study by a parking consultant engaged by the CRA. The uncertainty of the parking economics is a particular concern with the E2L proposal and also an issue, to a lesser extent, with the Affiliated and Hyperion proposals (as Affiliated at least presents a parking lease for the residential spaces though revenues for other spaces are yet to be de6termined and Hyperion exposes the CRA only to the cost and operating economics of the 159 public spaces). Furthermore, input by the City's financial advisor indicated a higher estimate of bond debt service (cushioning for a potential increase in interest rates) than that assumed in E2L's proposal and that such a financing would very likely require a guaranty by the CRA and City, impacting debt capacity. This would likely be the case if the capital cost of parking proposed by Affiliated (or other capital costs of alternative proposals) were to be bond financed by the CRA. With regard to the net cash flow participation proposed by Related, while this potentially is a lucrative revenue stream, it is highly variable, subject to market fluctuations and project- specific issues. If the CRA were to accept this proposal, it would want to carefully negotiate issues such as limiting non-third party expenses to protect its participation. Proposer qualifications were evaluated by City staff. All of the proposers include entities with experience in developing the primary use components. We note that E2L's proposes a master development structure with a sub-developer(Eastwinds) with the expertise and financing capability for the primary private project (residential) and no developer on board for the later phase hotel. Such an arrangement can work but is less than optimal in comparison with the CRA negotiating a deal directly with a developer capable of developing and securing financing for all project components. 7 ASSUMPTIONS AND LIMITING CONDITIONS • Information provided by others for use in this analysis is believed to be reliable, but in no sense is guaranteed. All information concerning physical, market or cost data is from sources deemed reliable. No warranty or representation is made regarding the accuracy thereof, and is subject to errors, omissions, changes in price, rental, or other conditions. • The Consultant assumes no responsibility for legal matters nor for any hidden or unapparent conditions of the property, subsoils, structure or other matters which would materially affect the marketability, developability or value property. • The analysis assumes a continuation of current economic and real estate market conditions, without any substantial improvement or degradation of such economic or market conditions except as otherwise noted in the report. • Any forecasts of the effective demand for space are based upon the best available data concerning the market, but are projected under conditions of uncertainty. • Since any projected mathematical models are based on estimates and assumptions, which are inherently subject to uncertainty and variation depending upon evolving events, The Consultant does not represent them as results that will actually be achieved. • The report and analyses contained therein should not be regarded as constituting an appraisal or estimate of market value. • The analysis was undertaken to assist the client in evaluating and strategizing the potential transaction discussed in the report. It is not based on any other use, nor should it be applied for any other purpose. • Possession of this report or any copy or portion thereof does not carry with it the right of publication nor may the same be used for any other purpose by anyone without the previous written consent of the Consultant and, in any event, only in its entirety. • The Consultant shall not be responsible for any unauthorized excerpting or reference to this report. • The Consultant shall not be required to give testimony or to attend any governmental hearing regarding the subject matter of this report without agreement as to additional compensation and without sufficient notice to allow adequate preparation. 8 • BOYNTON =BEACH ‘...ivA BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING 115 N Federal Hwy Infill Mixed Use Redevelopment RFP/RFQ November 30, 2021, 5:30 p.m. 100 E. Boynton Beach Boulevard, Commission Chambers, Boynton Beach FL RFP/RFQ SUBMISSION EVALUATION The CRA Board will review each Proposal based on the following criteria as indicated on pages 9-12 of the RFP/RFQ. a. Capability of the Proposer and Development Team; b. Likelihood of Feasibility; c. Financial Return/Effect to BBCRA; d. Fulfilment of the CRA's requirements and objectives for the project as stated in Paragraph 1 of the RPF/RFQ; and, e. Proposed plan or program to use local contractors, sub-contractors, and laborers in the Project. The plan or program shall include pre-apprenticeship or apprenticeship training and monitoring mechanisms. RECOMMENDED MEETING PROCEDURES: 1. The CRA Board Meeting will be held on November 30, 2021, at 5:30 p.m. in the City Commission Chambers located at 100 E. Boynton Beach Boulevard, Boynton Beach, FL 33435. All Proposers are requested to arrive promptly no later than 5:30 p.m. 2. Members of the public or other team members who not presenting may participate online via GoToWebinar. 3. Request that the CRA legal counsel may outline the general procedures for the meeting. 4. Each proposer will be given twenty minutes for their presentation and twenty minutes to address questions from the CRA Board for a total of 40 minutes. 5. The proposers will appear in the following order: a. U.S. Construction, Inc. b. Related Urban Development Group, LLC c. Hyperion Group, LLC 01578354-1 d. E2L Real Estate Solutions, LLC e. Affiliated Development, LLC The Board has discretion to change the order of the presentations. 6. After the presentations, the CRA Financial Consultant, Mr. Barry Abramson, will give a brief presentation. The CRA Board may seek input from CRA staff and Mr. Abramson. 7. The CRA Board may consider the evaluation criteria above, CRA staff review, the Financial Consultant's report, the CRA Advisory Board's recommendation, and/or any other relevant data in the selection of the successful proposer, and select a Proposer based on the RFP/RFQ Evaluation & Selection Criteria (see above)and a determination as to which proposal is in the best interests of the CRA. 8. The CRA Board will take public comments after all of the presentations are completed with a maximum of three minutes per person. It is recommended that the public input or questions be limited to comments about the proposals or questions to the Board. 9. The CRA Board may use any selection process it desires. Staff suggests the following selection process: Each CRA Board member ranks the Proposers from 1-5 (1- most preferred to 5- least preferred) on the Evaluation and Ranking Form provided by staff. The Board members then sign and date their forms and submit their results to the CRA staff or attorney for tallying at the meeting. The successful Proposer will be the one with the lowest total score. 10. If it does not select a Proposer at the November 30, 2021 meeting and still desires to select one of the Proposers, the CRA Board may choose to select a Proposer at the December 14, 2021 CRA Board. The CRA Board retains all rights and abilities provided in the RFP/RFQ, including the right to reject all proposals. 01578354-1 J 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 for the 115 N. Federal Highway Infill Mixed-Use Redevelopment Project Boynton Beach Community Redevelopment Agency City of Boynton Beach, Florida Issue Date:July 23, 2021 Submittal Deadline: October 19, 2021, no later than 2:00 p.m. (EST) 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. 12. RFP/RFQ Documents Provided The following planning and site documents are considered part of this RFP/RFQ and may be obtained from the BBCRA office or https://www.boyntonbeachcra.com/business- development/rfps-rfqs-itbs. • Survey of BBCRA Owned Properties and Dewey Park (provided as Attachment"B") • Phase I and/or Phase II Environmental Report • Property Appraisals • 2016 Boynton Beach Community Redevelopment Plan In addition, all proposers are encouraged to walk the area surrounding the Project location and it will be assumed that each proposer has performed all necessary visual inspections on the property. 13. RFP/RFQ Proposal Evaluation and Selection Process The BBCRA staff shall review each proposal and provide a determination to the BBCRA Board as to whether or not each proposal meets the minimum submission requirements for review, Page 9 of 30 • t 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 Board or staff 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. In addition to meeting the minimum requirements of this RFP/RFQ as described in Paragraphs 9 and 10, each proposal will be evaluated on the following criteria. As noted below, adequate capability to successfully undertake the proposed project is a minimum standard which shall be met before any other criterion is considered: a. Vapability of the Proposer and Development Team, Primary focus shall be on the experience, qualifications, and financial capacity of the proposer(and financial partner, if any is identified and to the extent firmly committed)considering:Track record of securing financing for (or self-financing) and developing projects of comparable nature and comparable or greater scale and of high quality in terms of their use and architecture; evidence of financing relationships and interest in the proposed project; other information indicating the proposer's financial capacity which it chooses to provide at this stage; reputation in the industry for competence and integrity; and successful completion of public-private development experience, if any. The capability and track record for high quality design of the architect/design team will also be considered. Note that if a proposer whose qualifications and financial capacity are not considered adequate to successfully undertake the project, the proposer will not be considered no matter what the proposal's merits on other criteria. Assuming adequacy of qualifications, relative qualifications,and capacity will be considered comparative criteria weighed along with the other criteria. b. Likelihood of Feasibility. The likelihood of the proposed project being feasible in a reasonable timeframe, considering: (1) The thoroughness and convincing nature of the market, development/construction, financing,operating,and other elements of the proposer's analyses,assumptions,and strategies; (2) Financing commitments, if any; (3) Extent of control of any additional properties proposed to be included in the project; (4) Implementation schedule; and, (5) Conditions and contingencies for realizing the project such as financing, market/pre- leasing, and regulatory/approvals, and how likely these are to be achieved. c. Financial Return/Effect to BBCRA4 This would include the value of the proposed sale terms, any subsidy requested from the BBCRA and the value of the additional public parking to be provided by the proposer, as well as real estate taxes and any other direct or other clearly identifiable revenues to the BBCRA that would be generated by the project, and consideration of the timing and likelihood of receiving these revenues and any such other direct values or costs that the BBCRA in its discretion considers relevant Page 10 of 30 and can reasonably be evaluated. (It should be noted that, although revenue generated by the project is an important evaluation criterion, the BBCRA is not obligated to select or negotiate with the proposer who proposes the highest financial return to the BBCRA.) d. Fulfilment of the CRA's requirements and objectives for the project as stated in. Paragraph 1. This would include the number of public parking spaces, operational efficiency, aesthetic quality, and amenity of the proposed public parking component, the extent and nature of workforce housing, the proposed project's ability to contribute to the vitality, amenity, and economic activity of and in the Downtown District, have a high quality architecture and aesthetic appeal, and the inclusion of meaningful open spaces, providing green and sustainable components and initiatives beyond what is required and/or that are unique solutions, and the inclusion of adjacent properties to the extent that it will improve the overall quality of the proposed development; and, e. Proposed plan or program to use local contractors,osub-contractors, and laborers in the Project. The plan or program shall include pre-apprenticeship or apprenticeship training and monitoring mechanisms. 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 Advisory Board and BBCRA Board at a public meeting. The Proposers will present their proposals and their PowerPoint slide presentations before the BBCRA Advisory Board and the same presentation to BBCRA Board at their regular scheduled meetings in the City Commission Chambers at City Hall located at 100 E. Ocean Avenue. The BBCRA Advisory Board acts as a recommendation body to the BBCRA Board. The BBCRA Board will then consider all proposals that meet the minimum submission requirements for review, BBCRA staff review, the BBCRA Advisory Board recommendation, and/or any other relevant data in the selection of the successful proposer. 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. 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. • Any Purchase and Development Agreement must be in a form approved by the BBCRA Board and BBCRA legal counsel. • 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 Page 11 of 30 • � selection of the successful proposer, proposer shall have the right to terminate the negotiations. The BBCRA may terminate negotiations at any time for any reason. • If the BBCRA 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. • The BBCRA may withdraw its offer of Agreement, including a final offer, at any time prior to acceptance of such Agreement. Upon termination of negotiations or withdrawal of offer of an Agreement,the BBCRA may move forward as it deems appropriate, which may include 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. Any transfer of the property from the BBCRA to a proposer for less than market value will be subject to approval of the City of Boynton Beach City Commission. 14.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 www.boyntonbeachcra.com. Issue Date of RFP/RFQ: July 23, 2021 Voluntary Pre-Submission Meeting August 19, 2021 Question/Request for Clarification Deadline: September 30, 2021 Submittal Deadline: October 19, 2021 Presentation to Advisory Board: November 4, 2021 Presentation to BBCRA Board: November 30, 2021 Proposer Selection by BBCRA Board: December 14, 2021 Purchase and Development Agreement: February 8, 2022 (Note: The dates offered above are subject to change — registered interested parties will be notified by email of changes, if any.) 15. 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: Page 12 of 30 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY 115 N. FEDERAL HIGHWAY INFILL MIXED USE REDEVELOPMENT PROJECT RFP/RFQ November 30, 2021 CRA Board Results PROPOSER/DEVELOPER Board Chair Vice Chair Board Member Board Member Board Member Total Steven Grant Woodrow Hay Justin Katz Ty Penserga Christina Romelus U.S. Construction, Inc. 0 Related Urban Development Group, LLC 0 Hyperion Group, LLC 0 E2L Real Estate Solutions, LLC 0 Affiliated Development, LLC 0