R22-078 1 RESOLUTION NO. R22-078
2 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, APPROVING
3 AND AUTHORIZING THE MAYOR TO SIGN THE FIRST AMENDMENT TO THE
4 INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND
5 THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY TO
6 PROVIDE FOR THE FORGIVENESS OF THE LOCAL GOVERNMENT
7 CONTRIBUTION UNDER THE FLORIDA HOUSING FINANCE CORPORATION
8 LOAN PROGRAM FOR THE OCEAN BREEZE EAST PROJECT AS PART OF THE
9 PROMISSORY NOTE AND LOAN AGREEMENT; AND PROVIDING AN
10 EFFECTIVE DATE.
11 WHEREAS, on February 6, 2018 the City Commission approved, via Resolution No. R18-
12 026, an Interlocal Agreement between the City of Boynton Beach and the Boynton Beach
13 Community Redevelopment Agency for the payment of the local government contribution under
14 the Florida Housing Finance Corporation loan program for the Ocean Breeze East project; and
15 WHEREAS, on November 5, 2019 the City Commission approved, via Resolution No. R19-
16 132, the mayor to sign a promissory note and loan agreement, first amendment to purchase and
17 development agreement, subordination agreement, and any other agreements or related
18 documents associated with the loan to Ocean Breeze East Apartments, LLC securing the local
19 government contribution of $567,500; and
20 WHEREAS, on November 7, 2019 the City of Boynton Beach and Ocean Breeze East
21 Apartments, LLC entered into a promissory note and loan agreement to securitize the local
22 government contribution under the Florida Housing Finance Corporation loan program for the
23 Ocean Breeze East project; and
24 WHEREAS, the project has been completed and it is necessary to amend the Interlocal
25 Agreement between the City of Boynton Beach and the Boynton Beach Community
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26 Redevelopment Agency to provide a mechanism after receiving reimbursement from the CRA for
27 final payment of the Grant in the amount of five hundred sixty seven thousand and five hundred
28 dollars ($567,500.00) and allow the City to forgive the Grant and release Ocean Breeze East
29 Apartments, LLC of any further obligations thereunder; and
30 WHEREAS, the City Commission of the City of Boynton Beach, Florida, upon the
31 recommendation of staff, deems it to be in the best interests of the City residents to approve and
32 authorize the Mayor to sign the First Amendment to the Interlocal Agreement between the City
33 of Boynton Beach and the Boynton Beach Community Redevelopment Agency to provide for the
34 forgiveness of the local government contribution under the Florida Housing Finance Corporation
35 loan program for the Ocean Breeze East project as part of the promissory note and loan
36 agreement.
37 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF
38 BOYNTON BEACH, FLORIDA, THAT:
39 Section 1. Each Whereas clause set forth above is true and correct and incorporated
40 herein by this reference.
41 Section 2. The City Commission of the City of Boynton Beach, Florida does hereby
42 approve and authorize the Mayor to sign the First Amendment to the Interlocal Agreement
43 between the City of Boynton Beach and the Boynton Beach Community Redevelopment Agency
44 to provide for the forgiveness of the local government contribution under the Florida Housing
45 Finance Corporation loan program for the Ocean Breeze East project as part of the promissory
46 note and loan agreement. A copy of the First Amendment is attached hereto as Exhibit "A".
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47 Section 3. That this Resolution shall become effective immediately upon passage.
48 PASSED AND ADOPTED this 7th day of June, 2022.
49 CITY OF BOYNTON BEACH, FLORIDA
50 YES NO
51
52 Mayor—Ty Penserga I
53
54 Vice Mayor—Angela Cruz ✓
55
56 Commissioner—Woodrow L. Hay
57
58 Commissioner—Thomas Turkin
59
60 Commissioner—Aimee Kelley
61
62 VOTE 5 -0
63 ATTEST:
64
65
66Cl
I
68 Maylee teJ •us, MMC
69 City Clerk
70
71
72 (Corporate Seal)
S:1CA\RESO\Agreements\First Amendment To ILA With CRA(Ocean Breeze)-Reso.Docx
FIRST AMENDMENT TO THE INTERLOCAL
AGREEMENT BETWEEN THE CITY OF BOYNTON
BEACH AND THE BOYNTON BEACH COMMUNITY
REDEVELOPMENT AGENCY TO PROVIDE FOR THE
PAYMENT OF THE LOCAL GOVERNMENT
CONTRIBUTION UNDER THE FLORIDA HOUSING
FINANCE CORPORATION STATE APARTMENT LOAN
PROGRAM FOR THE PROJECT KNOWN AS THE
OCEAN BREEZE EAST PROJECT SITE TO BE
DEVELOPED BY OCEAN BREEZE EAST APARTMENTS
LLC,PURSUANT TO CHAPTER 420, PART V, SECTIONS
420.5093 — 420.5099, FLORIDA STATUTES, PROVIDING
AN EFFECTIVE DATE
This FIRST AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY
OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY
REDEVELOPMENT AGENCY TO PROVIDE FOR THE PAYMENT OF THE LOCAL
GOVERNMENT CONTRIBUTION UNDER THE FLORIDA HOUSING FINANCE
CORPORATION STATE APARTMENT LOAN PROGRAM FOR THE PROJECT KNOWN
AS THE OCEAN BREEZE EAST PROJECT SITE TO BE DEVELOPED BY OCEAN
BREEZE EAST APARTMENTS LLC, PURSUANT TO CHAPTER 420, PART V,
SECTIONS 420.5093 — 420.5099, FLORIDA STATUTES, ("First Amendment") is entered
into by and between the City of Boynton Beach ("City") and the Boynton Beach Community
Redevelopment Agency ("CRA") (collectively referred to as the "Parties").
WHEREAS, the Parties entered into the INTERLOCAL AGREEMENT BETWEEN
THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY
REDEVELOPMENT AGENCY TO PROVIDE FOR THE PAYMENT OF THE LOCAL
GOVERNMENT CONTRIBUTION UNDER THE FLORIDA HOUSING FINANCE
CORPORATION STATE APARTMENT LOAN PROGRAM FOR THE PROJECT KNOWN
AS THE OCEAN BREEZE EAST PROJECT SITE TO BE DEVELOPED BY OCEAN
BREEZE EAST APARTMENTS LLC, PURSUANT TO CHAPTER 420, PART V,
SECTIONS 420.5093 — 420.5099, FLORIDA STATUTES ("Agreement") on February 12,
2018; and
WHEREAS, the Parties wish to make certain additions to the Agreement;
NOW THEREFORE, in consideration of the promises contained herein and in the
Agreement,the sufficiency of which both Parties hereby acknowledge,the Parties hereby agree
as follows:
1) Incorporation. The recitals and other information above are hereby incorporated
01633208-I
herein as if fully set forth.
2) Amendment Style. Amendments to the Agreement are shown as follows: additions are
shown in underlined format; deletions are shown in strikethrough format.
3) Amendments.
A. The third recital is hereby amended as follows:
WHEREAS,the CRA has approved a financial contribution of five hundred sixty- seven
thousand and five hundred dollars($ 567,500.00)in the form of a-gr n the
Promissory Note and Loan Agreement between the City and Ocean Breeze East Apartments
LLC and the associated Mortgage, attached hereto as Composite Exhibit B (collectively, the
"Grant")to assist the developer, Ocean Breeze East Apartments LLC ("Grantee"), in the
development of certain properties located 700 N. Seacrest Boulevard in Boynton Beach,
Florida, as described in Exhibit"A"attached hereto, and
B. Section 2.01 of the Agreement is hereby amended as follows:
2.01 This Agreement shall be effective upon the approval of both parties and upon filing
with the Clerk of the Court in the Fifteenth Judicial Circuit and shall terminate upon
the City forgiving the Grant and releasing Borrower of any further obligations
thereunder,after receiving reimbursement from the CRA for
final payment of the Grant of five hundred sixty-seven thousand and five hundred
dollars($567,500.00)to Grantee consistent with the terms of this Agreement;or 2)
. •-: _ . . - .. - .. •• . .. _ . ... . •. • . - !,
C. Section 3.01 of the Agreement is hereby amended as follows:
3.01 The Parties agree that per Resolution No._the Grant shall be paid by the CITY to
Grantee on behalf of the CRA. The Parties agree further that the CRA will
reimburse the CITY for the payment of said Grant,within 30 days of CITY's notice
of making payment. Payment shall be made to Grantee upon: 1)Grantee providing
evidence that they have been awarded a nine percent (9 %) low income tax credit
from the Florida Housing Finance Corporation; and 2) a real estate closing for the
sale of the project properties located at 700 N. Seacrest Boulevard in Boynton
Beach, Florida, as described in Exhibit "A." After receipt of reimbursement from
the CRA and prior to the natural termination or expiration of the Grant, the City
will forgive and release the Grant and release the Borrower of any further
obligations thereunder.After receipt of reimbursement from the CRA,the City shall
take no action to seek repayment from Borrower under the terms of the Grant, nor
to declare Borrower in default under the Grant.
4) General. Except as expressly set forth in this First Amendment, the Agreement is
unmodified and remains in full force and effect, and is hereby ratified and confirmed
by the CRA and the City. This First Amendment may be executed in any number of
counterparts, any one and all of which shall constitute the agreement of the Parties and
each of which shall be deemed an original. To the extent of any conflict between the
01633208-I
Agreement and this First Amendment, this First Amendment shall control.
IN WITNESS WHEREOF, the parties have set their hands and seals the day and year
written below.
CITY OF BOYNTON BEACH a municipal corporation organized
and existing under the laws of the State of Florida
By: /i
.:AOirzl ga,Mayor
A /
_-- T041`‘,sOY N
City Clerkrbl' •Fylo
4
SEAL :'•_
I.INOORPORATED: 5
?
' . 1920 : ;
•
Appr s o ooop k% ••• ;'
`‘‘ FLORIOP` --
City Attorney
BOYNTON BEACH COMMUNITY REDEVELOPMENT
AGENCY, a public agency organized and existing under the laws
of the State of Florida —
By: /
T;- 1:.a,
Approved as to form:
CRA Attorney
01633208.1
EXHIBIT A
(Insert Legal Description)
01633208-1
EXHIBIT B
(Insert Loan Agreement and Promissory Note)
01633206-1
EXHIBIT"A"
LEGAL DESCRIPTION
Lots 3 through 12 Inclusive, in Block 1, Lots 1 and 2, in Block 1, LESS all that portion of lots 1 and
2 lying West of the East right-of-way Ilne for "Seacrest Boulevard" as shown on Road Plat Book
5, at Page 182 and less a 20 foot return curve area for road right-of-way, PALM BEACH COUNTRY
CLUB ESTATES,according to the Plat thereof,as recorded In Plat Book 11,at Page 43,of the Public
Records of Palm Beach County, Florida, and the South Half(S1/2) of the East Half(E1/2)of Lot 2
of Subdivision of the West Half(W1/2) of the Southeast Quarter(SE1/4) of Section 21,Township
45 South, Range 43 East, LESS the South 125 feet thereof; Less parcels conveyed to the City of
Boynton Beach by Official Records Book 852, Page 642 and LESS the right-of-way for "Seacrest
Boulevard"as shown on Road Plat Book 5,at Page 182,according to the Plat thereof, as recorded
in Plat Book 1,at Page 4, Public Records of Palm Beach County, Florida.
EXHIBIT B
(Insert Loan Agreement and Promissory Note)
is
0163320$-1
PROMISSORY NOTE AND LOAN AGREEMENT
Folio Number and Property Address:See Exhibit"A":
Date: November 7,2019
Amount:$567,500.00
FOR VALDE RECEIVED,the undersigned,hereinafter referred to as"Borrower,"promises to pay to
the order of THE CITY OF BOYNTON BEACH, a political subdivision of the State of Florida, hereinafter
referred to as "Lender", or its successors, the sum Five Hundred Sixty-Seven Thousand Five Hundred and
NO/100 Dollars($567,500.00)(the"Loan Sum")to the extent such amount has been disbursed by Lender to
Borrower.
LOAN AGREEMENT: Lender shall loan to Borrower on or after the date hereof,the Loan Sum in
one or more draws upon written request of Borrower for the purpose of developing and constructing a 123 unit
multifamily apartment complex to be owned,used and operated as low income housing under IRC Section 42
(the "Project"), Such request shall be accompanied by a draw request approved by the first mortgage
construction lender showing the specific uses of the requested draw from the Lender for hard and soft costs of
the Project and also showing disbursement of first mortgage loan proceeds to the Borrower. Borrower shall
not use the Loan Sum proceeds for any purpose other than the hard and soft costs associated with the Project.
Subject to the foregoing,the funding will occur upon commencement or during construction,but no later than
twelve(12)months after the date of closing.
LOAN PAYMENT: Borrower shall promptly pay the principal of the indebtedness evidenced by this
Note,and all other charges and Indebtedness provided herein and in that certain Mortgage to be entered into on
date even herewith and recorded in the Public Records of Palm Beach County,Florida(the"Mortgage"),at the
times and in the manner provided in this Note and in the Mortgage.The interest rate on the loan shall be zero
percent(0%)interest.
Payment of any principal shall be due in full on the twentieth annual anniversary of the date hereof
(hereinafter referred to as the"Loan Term"). This Note may be forgiven any time after the end of the Compliance
Period (as defined in the Borrower's Amended and Restated Operating Agreement) in the sole and absolute
discretion of the Lender.
Loan payment hereunder is secured by the terms of that certain Mortgage by and between Borrower and
Lender dated of even date herewith(the"Mortgage").
DEFAULT& ACCELERATION: Lender shall have the optional right to declare the amount of the
total unpaid balance hereof to be due and forthwith payable in advance of the maturity date of any sum due or
installment, as fixed herein, after notice has been given in accordance with the terms and conditions in the
Mortgage securing this Note,upon the occurrence of any event or failure to perform in accordance with any of
the terms and conditions in the Mortgage or this Note. Notwithstanding anything herein to the contrary,
Borrower's investor member shall have the right, but not the obligation, to cure a default hereunder within the
same cure period as Borrower.
ESTOPPELAVAIVER: Failure of Lender to declare a default shall not constitute a waiver of such
default.Upon default,this Note will accrue interest at the highest rate permissible under applicable law,or,if this
Note be reduced to judgment,such judgment should bear interest at the highest rate permissible under applicable
law.
Promissory Note and Loan Agreement(City of Boynton Beach)-Ocean Breeze 1
4824.5364-0361 v,8
PREPAYMENT: Borrower reserves the right to prepay at any time all or part of the principal amount
of this Note without the payment of penalties or premiums. All payments of this Note,prior to default, shall be
first applied to reduce the principal amount of'this Note and second to the payment of interest, if any.
COLLECTION COSTS: If suit is instituted by Lender to recover this Note,Borrower agree(s)to pay
all reasonable out of pocket costs of such collection including reasonable attorney's fees and court costs.
PARTIES:The words"Borrower"and"Lender"in this Note shall be construed to include the respective
heirs,personal representatives,successors,and assigns of the Borrower and the Lender.
CONSTRUCTION AND VENUE: Each party covenants and agrees that any and all legal actions
arising out of or connected with this Note shall he instituted in the state courts located in and for Palm Beach
County,Florida, as the exclusive forums and venues for any such action,subject to any right of either party to
removal from state court to federal court,which is hereby reserved,and each party further covenants and agrees
that it will not institute any action in any other forum or venue and hereby consents to immediate dismissal or
transfer of any such action instituted in any other forum or venue. This Note is entered into within, and with
reference to the internal laws of, the State of Florida, and shall be governed, construed and applied in
accordance with the internal laws(excluding conflicts of law)of the State of Florida.
NONRECOURSE: The nonrecourse terms of the Mortgage are incorporated herein by reference and
shall survive regardless of whether the mortgage is satisfied or amended.
THIS NOTE ARISES OUT OF OR IS GIVEN TO SECURE I'HE REPAYMENT OF A LOAN ISSUED
IN CONNECTION WITH THE FINANCING OF AFFORDABLE HOUSING AND IS EXEMPT FROM
DOCUMENTARY AND INTANGIBLE TAXES PURSUANT TO SECTION 420.513(1), FLORIDA
STATUTES.
THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK
Promissory Note and Loan Agreement(City of Boynton Beach) - Ocean Breeze 2
4824.5364-0361 v.8
IN WITNESS WHEREOF, this Note has been duly executed by Borrower as of the day and year
first written above.
OCEAN BREEZE EAST APARTMENTS LLC,a I
11� d .1 Florida limited liability company
itness Sigtfaturc
it C2 i? /T 2_-. By: Ocean Breez + a LLG;a Mt1a
Name print:i or typed limit d..lia o tally, It. ager
— � y
Wf t : Si lure / . vis i.Swezy fa ,er
Nance pr nted or typed
STATE OF FLORIDA Aviv(COUNTY OF 6..tlt-W Sid
The foregoing instrument was acknowledged before me this 4 day of AN Mi.5434-- , 2019,by
Lewis V.Swezy,as manager of Ocean Breeze Manager LLC,a Florida limited liabilit coin ran ,the manager
of Ocean Breeze Rust Apartments LIE,a Florida limited liability cornea , to is personally known t•,ne or
who has produced as identification,
Witness my hand and official seal the date aforesttic, r
4�dr' Notary Public state a Ftortcta Notary Public,State of Flo (' at Large
, Richard P Grernmtp
6
My Commlulon io 321400
a Exp,o607!16/2023 VL(tAt+t.w 614*4 '&
• Notary:Print or Type Name
My Commission Expires 1— } i"-7-3
Promissory Note and Loan Agreement(City of Boynton Beach)-•Ocean Breeze .•3
4824-5364.4361 v.8
IN WITNESS WHEREOF,this Note has been duly executed by Lender as of the day and year first
written above.
r ` THE CITY OF BOYNTON BEACH, a political
C� subdi .i the Sts vizi . rrtla
Wn[less Signature
i
l ,fe,�-l�SI-e1I I.)' <.04`3 By.tj f e It
Name printed or typed Nam . c*A I--
,
t Title: G : i d - 'tea =-
W 1ls''� ��t-�. '
gess Sig�ttatu ,
/lie,/f4 e-/ ;_.li/97ah
Name printed or typed
n_
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4.t.,o� ,io�4y.
,, aoYCO"•
STATE OF FLORIDA
COUNTY OFkik-IAA '
The foregoing instrument was acknowledged before me this pay of NlOV61.M%3019, by
as M f1012- of IA hi vi, Otvl-UtJ $ �1he
, who is pe onas� lly known to me or %,ho has produced
as identification.
Witness my hand and official seal the date aforesaid, l
r
No u) ic,gtatof Florida at Large
130t'r.itfl(C 'Vt Ef\j
Notary:Print or Type Name
My Commission Expires
Bon nle Nlddten
! RY PUBLIC
...:4,114._
-STATENOTAOP FLORIDA
.11.111a, tt..o'_Comm*GG108394
'' Expires 6/25/2021
Promissory Note and Loan Agreement(City of Boynton Beach)-Ocean Breeze 4
4824-5364-0361 v.8
PROMISSORY NOTE ANI)LOAN AGREEMENT
Ocean Breeze East Apartments
Exhibit"A"
Le2a1 Description
The land referred to herein below Is situated in the County of Palm Beach,State of Florida,and described
as follows:
Lots 3 through 12 Inclusive, In Block 1,AND Lots 1 and 2, In Block 1, LESS all that portion of Lots 1 and
2 lying West of the East right-of-way Ilne for Seacrest Boulevard as shown on Road Plat Book 5, at Page
182 AND LESS a 20 foot return curve area for road right-of-way, PALM BEACH COUNTRY CLUB
ESTATES, according to the plat thereof,as recorded In Plat Book 11, at Page 43, of the Public Records
of Palm Beach County, Florida.
AND
The South 1/2 of the East 1/2 of Lot 2 of Subdivision of the West 1/2 of the Southeast 1/4 of Section 21,
Township 45 South, Range 43 East,LESS the South 125 feet thereof; LESS the parcels conveyed to the
City of Boynton Beach by Official Records Book 852, Page 642, and LESS the right-of-way for Seacrest
Boulevard,as shown on Road Plat Book 5,at Page 182,according to the plat thereof,as recorded In Plat
Book 1, at Page 4, Public Records of Palm Beach County, Florida,
End of Exhibit"A"
Promissory Note and Loan Agreement(City of Boynton Beach)—Ocean Breeze 5
4824.5364-0361 v.8