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Agenda 07-12-22
d BEACK�,,,,,,CRA OWN= COMMU N FTY REDEVELOPMENT AGENCY Community Redevelopment Agency Board Meeting Tuesday, July 12, 2022 -6:00 PM GoToWebinar Online Meeting and City Hall Chambers, 100 E. Ocean Avenue 561-737-3256 REVISED 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 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. Announcements and Awards A. Boynton Beach Night Market Announcement 9. Information Only 10. Public Comments A. The public comment section of the meeting is for public comment on items that are not on the agenda. For items on the agenda, the public will be given an opportunity to comment at the time each item is considered. Each speaker will be given a total of three (3) minutes to comment; however the Board retains the right to reduce the number of minutes prior to the start of public comment. Persons making public comment may not assign or donate their public comment time to another individual to allow that other individual additional time to comment; however, any persons requiring assistance will be accommodated as required by the Americans with Disabilities Act. Prior to addressing the Board, please go to the podium or unmute your device when prompted, and state your name and address for the record. 11. Consent Agenda A. CRA Financial Report Period Ending June 30, 2022 B. Approval of CRA Board Meeting Minutes- May 10, 2022 C. Approval of Commercial Property Improvement Grant Program in the Amount of$25,000 for Sole-Perna, Inc. d/b/a Salon South Flow located in Patterson Plaza at 1815 S. Federal Highway Units 3 &4 D. Approval of Commercial Rent Reimbursement Grant Program in the Amount of$15,000 to Sole-Perna, Inc. d/b/a Salon Resta located in Patterson Plaza at 1815 S. Federal Highway, Units 3 &4 E. Approval of Commercial Property Improvement Grant Program in the Amount of$50,000 to JWS Investments Restaurant d/b/a Tropical Island Restaurant located at 126 W. Boynton Beach Boulevard F. Approval of Commercial Rent Reimbursement Grant Program in the Amount of$21,000 to Tropical Island Restaurant, LLC located at 126 W. Boynton Beach Boulevard G. Approval of Commercial Property Improvement Grant Program in the Amount of$25,000 to Beauty&The Beat, LLC, d/b/a Beauty&The Brow Boutique located in Sunshine Square at 240 E. Woolbright Road H. Approval of Commercial Rent Reimbursement Grant Program in the Amount of$14,391 to Beauty&The Beat, LLC, d/b/a Beauty&The Brow Boutique located in Sunshine Square at 240 E. Woolbright Road I. Ratification of the Insurance Broker of Record for Property and Casualty Insurance Program Contract 12. Pulled Consent Agenda Items 13. Old Business A. Project Update on the Bride of Christ Daycare Center at NE 10th Avenue B. Discussion and Consideration of Amendment to Exhibit A, Marina Rules and Regulations, of the Dockage Lease Agreement for the Boynton Harbor Marina C. Discussion and Consideration of Letters of Intent for the Cottage District Infill Housing Redevelopment Project D. Discussion and Consideration of Purchase and Development Agreement with the Boynton Beach Faith Based CDC for the Boynton Beach CRA- owned Properties located at 402 and 404 NW 12th Avenue E. Consideration of Approval of System Audit Reports and Payments Release to Seabourn Cove Holdings LLC for the Properties known as Seabourn Cove - Phase I & Phase II 14. New Business A. Consideration and Discussion of Fiscal Year 2022-2023 Project Fund (REVISED) Budget B. Discussion and Consideration of Lease Amendment between Boynton Beach CRA and Cafe Barista, Inc. d/b/a Hurricane Alley C. Discussion and Consideration of Purchase of Vacant Lot Located at NW 2nd Street from Boca Regional Hospital 15. CRA Projects in Progress A. CRA Economic& Business Development Grant Program Update B. Rock the Marina & Lionfish Derby Recap C. Social Media & Print Marketing Update D. Social Media Outreach Program 3rd Quarterly Report (April-June 2022) E. MILK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments) Update 16. Future Agenda Items A. Semi-Annual Progress Report- MILK Jr. Boulevard Corridor Mixed Use Project (dba Heart of Boynton Village Apartments LLC) B. Semi-Annual Progress Report- MILK Jr. Boulevard Corridor Mixed Use Project (aka Heart of Boynton Village Shops) C. Discussion and Consideration of a Draft RFP/RFQ for the CRA-owned Property located at 401-411 E. Boynton Beach Boulevard D. Consideration of an Amended Interlocal Agreement between the Boynton Beach CRA and the City of Boynton Beach to Fund the Boynton Beach Boulevard Complete Street Project E. Discussion and Consideration of Purchase and Sale Agreement for 1213 NW 4th Street, the Cherry Hill Mart F. CRA Board Discussion and Consideration of Executive Director's Annual Performance Review for FY 2022-2023 G. Consideration and Discussion of Fiscal Year 2022-2023 Project Fund Budget H. Discussion and Consideration of Revisions to the Economic Development Grant Program Guidelines and Applications for FY 2021-2022 I. Discussion and Consideration of the Commercial Rent Grant Program Reimbursement Extension Guidelines and Applications for FY 2021-2022 17. Adjournment NOTICE IF A PERSON DECIDES TO APPEAL ANY DECISION MADE BY THE CRA BOARD WITH RESPECT TO ANY MATTER CONSIDERED AT THIS MEETING, HE/SHE WILL NEED A RECORD OF THE PROCEEDINGS AND, FOR SUCH PURPOSE, HE/SHE MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDING IS MADE,WHICH RECORD INCLUDES THE TESTIMONYAND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. (F.S.286.0105) THE CRA SHALL FURNISH APPROPRIATE AUXILIARY AIDS AND SERVICES WHERE NECESSARY TO AFFORD AN INDIVIDUAL WITHA DISABILITYAN EQUAL OPPORTUNITY TO PARTICIPATE IN AND ENJOY THE BENEFITS OF A SERVICE, PROGRAM, OR ACTIVITY CONDUCTED BY THE CRA. PLEASE CONTACT THE CRA, (561) 737-3256,AT LEAST 48 HOURS PRIOR TO THE PROGRAM OR ACTIVITY IN ORDER FOR THE CRA TO REASONABLY ACCOMMODATE YOUR REQUEST. ADDITIONAL AGENDA ITEMS MAY BE ADDED SUBSEQUENT TO THE PUBLICATION OF THE AGENDA ON THE CRNS WEB SITE. INFORMATION REGARDING ITEMS ADDED TO THE AGENDA AFTER IT IS PUBLISHED ON THE CRNS WEB SITE CAN BE OBTAINED FROM THE CRA OFFICE. �' i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: July 12, 2022 ANNOUNCEMENTS AND AWARDS AGENDAITEM: 8.A. SUBJECT: Boynton Beach Night Market Announcement SUMMARY: On Saturday, July 30, 2022, the CRA will host the Boynton Beach Night Market at the Centennial Park&Amphitheater, located at 100 E. Ocean Avenue. The free event, which will take place from 6:00 p.m. to 10:00 p.m., will feature a variety of Boynton Beach restaurants, retailers, and professional service providers that will be exhibiting their goods and services to event attendees. This family-friendly event will also feature fun games and live music from the band Solid Brass. Free parking will be available along East Ocean Avenue and in the City Hall parking lots. Vendor applications will be accepted through July 25, 2022. Interested individuals can email MeyerAE@bbfl.us for additional information. Please see Attachment I for the branded promotional poster that will be distributed to businesses throughout the BBCRA area, Boynton Beach breweries, and at City of Boynton Beach municipal buildings. FISCAL IMPACT: FY 2021-2022 Budget, Project Fund, Line Item 02-58500-480 $35,000 for the event and $3,000 for marketing. CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required from the CRA Board at this time. ATTACHMENTS: Description D Attachment I - Promotional Poster ;':�aacxxxxxxxxx'xxxxxxxxxxxxx,mtixxxxxxxxxxxx,mw`,xxxxxxxxxxxxM;�,xxxxxxxxxxxxMx�xxxxxxxxxxxxxh�xxxxxxxxxxxMxixxxxxxxxxxxxMx,�,rt,, tlt�1[!f{z•,t�{ii�,t+r�i r#��} /,+� �.,_ m � �}�,slrr�nX�fi �''�A} ce���x et4» � - � yy��F:_:�;n�„ng �}.� ` � t (r �• � :xe4.r � � M� � � � � 4 oC B,r � 'v5.,��t �y N1 , v ,T 'If « � 1 {{ Sr �'_ �1twx.xuuuuHx�.0 uxxuuuuwk uuuxxuuuut,,xuuuuxxwHuuxxuuuuxxnar4uuxxuuuuHx�wuuuxxuuum�i uuuuxxuxr.`��; r R "w -w "' TNT 3 OTH SATURDAY,, JULY G - 10 P M OCEAN AVENUE E . , } N4,11 I 1y Mv,, t';f 3 0 1, 17 A 11 Wr PRESENTED BY BOYNTONCRA o MBEACH COMMUNITY REDEVELOPMENT AGENCY Learn More Interpreter available upon request. Contact CoppinM@bbfl.us or(561) 600-9097. y a..s;�s, i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: July 12, 2022 CONSENT AGENDA AGENDAITEM: 11.A. SUBJECT: CRA Financial Report Period Ending June 30, 2022 SUMMARY: CRA Financial Services staff is providing the CRA Board with the monthly financial and budget reports for the period ending June 30, 2022 (Attachment 1): • Statement of Revenues • Expenditures and Changes in Fund Balance Report • Budget Comparison Schedule - General Fund FISCAL IMPACT: FY 2021-2022 Annual Budget CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan and FY2021-2022 CRA Budget CRA BOARD OPTIONS: Approve the CRA's monthly financial and budget reports for the period ending June 30, 2022. ATTACHMENTS: Description D Attachment I - Monthly Financial Report for Period Ending June 2022 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach,Florida) Statement of Revenues,Expenditures and Changes in Fund Balances Through Year to Date-June 30,2022 Total Debt Service Governmental General Fund Projects Fund Fund Funds REVENUES Tax increment revenue 15,918,708 15,918,708 Marina Rent&Fuel Sales 1,552,534 1,552,534 Contributions and donations - - - - Interestandotherincome 140,058 440,585 1,527 582,171 Total revenues 17,611,300 440,585 1,527 18,053,412 EXPENDITURES General government 2,902,958 - - 2,902,958 Redevelopment projects - 9,664,987 9,664,987 Debt service: - Principal - - - Interest and other charges - - 138,575 138,575 Total expenditures 2,902,958 9,664,987 138,575 12,706,521 Excess(deficiency)of revenues over expenditures 14,708,342 (9,224,402) (137,049) 5,346,892 OTHER FINANCING SOURCES(USES) Funds Transfers in - 13,513,787 2,140,528 15,654,315 Funds Transfers out (14,239,631) - - (14,239,631) Total other financing sources(uses) (14,239,631) 13,513,787 2,140,528 1,414,684 Net change in fund balances 468,711 4,289,385 2,003,479 6,761,576 Fund balances-beginning of year 3,860,106 11,852,619 120,621 15,833,346 Fundbalances-endofyear 4,328,817 16,142,004 2,124,100 22,594,922 Footnote: Transfers between funds include monies received from TIF and carryover from general fund balance. The notes to the basic financial statements are an integral part of this statement. 1 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach, Florida) Budgetary Comparison Schedule General Fund Through Year to Date - June 30, 2022 Original Budget Final Budget Actual REVENUES Tax increment revenue $ 15,801,715 $ 15,801,715 15,918,708 Marina Rent& Fuel Sales 1,000,000 1,000,000 1,552,534 Interest and other income - - 140,058 Other financing sources(uses) 100,000 1,235,316 - Total revenues 16,901,715 18,037,031 17,611,300 EXPENDITURES General government 3,797,400 3,797,400 2,902,958 Total expenditures 3,797,400 3,797,400 2,902,958 Excess of revenues over expenditures 13,104,315 14,239,631 14,708,342 OTHER FINANCING SOURCES (USES) Carryover fund balance - Transfers out (13,104,315) (14,239,631) (14,239,631) Total other financing sources(uses) (13,104,315) (14,239,631) (14,239,631) Net change in fund balances $ - $ - 468,711 Fund balances-beginning of year 3,860,106 Fund balances-end of year 4,328,817 The notes to the basic financial statements are an integral part of this statement. 1 .F+ > N 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° o° o° o° o° o° uq L L N �t 00 O O O O O O O UD M Ln m c-I c-I l0 N m O Ln M O r, m O Ln Ln O O m O r, O OO .� r` c-I O c-I O O O O O cn f` N W m to In r` W 7c N O r` to Mc r` to O O co c-I Mc co O 7 O 14 O O O O O N M N l0 l0 u) Oi M OW O r` to N O 7 O to In O O o0 r` to O 0 In O In l0 In m r` M M r` M O m r` l0 In M O r` N M O r` In r` O Q7 /H M V/ Eo� O en o ti a m w r` m O O v In a w N m m m 0 In O O a In r` m O N 0 0 0 r` O r` O NC O r` W r` l0 M r` M O l0 r` N r` 7 O W r` N N O O l0 O 7 M O In l0 O O N O 7 O O 'E m N r, N Ln M O N (YI N �Ln Ln N l0 O N r, r, O O c Ln ON Ln c-I l0 O l0 �t r, O N r, O O C \ E 01 c-I c-I a N M c-I l0 M n a O a r" Ln l0 O a 't It Lr Lr N O r, M O Il Ln M O m 7 M w w In Ln l0 7 n N N O 7r, N N N O l0 In 00 7 O N N N N co N N Ln O o 0 t c U o -o N Q 0) � 4) O c-I M W r` M O O w m to N W c-I r` r` O In O O l0 In M r` O W O O O M O M O c O r` W r` l0 M r` M O ci M r` N In o1 N N 00 r` O O M o1 In l0 O O O r` O In O N W m l0 Ln N N r\ W O O l0 �tN N N N �t N l0 O Ln m Ln l0 N O N M Ln O O m �t O O r` r` N In Mc O In 7 N W r` r` N In m r` 7 W N M 7r` M N al r` N N m N M N l0 cn M 7c N m m In N r` m M N m N In •� f6 a o O W In Z M 0 N -Z a N l0 W M r-:, In c-I }� C m N M N 1p N N A\ O Lf1 cil Q W • O O c-I m W M N m O W m O M O m 7 W O O O O m m N O O m O O O 7 O O O O In r` om o0 om a o O m M O O D om o o O O O O o m oo O O In M O O O O O O Z O a; to to 7to c-I Mc O l0 In r, O N Mr, W In O O O m n O O m In O O N O O O u N In N m W l0 m -tr M m N N f` In In r` O Mm N M Q f` N W In M 00 N N l0 In l0 N l0 N N N O �--� N N �t m N Ol l0 l0 r, N N N a N 0 N N N F- 4) O c-I M 7 to 7 c-I c-I O O O l0 m W O M m O In O O r` to c r` O m O O O m O M O O N -! r` In 7 M to O O O r` -! 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CRA BOARD OPTIONS: Approve the May 10, 2022 CRA Board Meeting Minutes ATTACHMENTS: Description D Attachment I - May 10, 2022 CRA Meeting Minutes Minutes of the Community Redevelopment Agency Board Meeting Held on Tuesday, May 10, 2022, at 5:30 PM via GoToWebinar Online Meeting and Commission Chambers, City Hall, 100 E. Ocean Avenue, Florida Present: Ty Penserga, Chair Thuy Shutt, Executive Director Angela Cruz, Vice Chair Tim Tack, Assistant Director Thomas Turkin, Board Member Kathryn Rossmell, Board Counsel Woodrow Hay, Board Member Aimee Kelley, Board Member 1. Call to Order Chair Penserga called the meeting to order at 5:30 p.m. 2. Invocation The invocation was given by Reverend Hay. 3. Pledge of Allegiance Vice Chair Cruz led the Pledge of Allegiance to the Flag. 4. Roll Call A quorum was present. 5. Agenda Approval A. Additions, Deletions, Corrections to the Agenda B. Adoption of Agenda Motion Board Member Hay moved to approve the agenda as presented. Board Member Kelley seconded the motion. The motion passed unanimously. 6. Legal Kathryn Rossmell, Board Counsel, shared a brief point of interest, not directly relevant to the CRA. In the last legislative session, Senate Bill 962 was passed which allows commercially zoned property to have residential or residential mixed use in areas where Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 it was previously not allowed as long as it contains 10% affordable housing and it does not apply to the SAIL program. It may be of interest for projects that end up in the District. It was intended to encourage affordable housing outside of the SAIL program at the developers expense. The municipality cannot prohibit that from occurring. 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 Board Member Kelley disclosed she met with Affiliated Development regarding the upcoming agenda item. She thanked staff for the Rock the Plaza event on April 23rd noting it was a great success. Board Member Turkin met with Nick Rojo of Affiliated Development about the pending agenda item and also attended the Rock the Plaza event and the opening of Mancave. He advised he got his second haircut there. Additionally, someone from Habitat emailed him earlier today, but the agenda item was not discussed. Chair Penserga disclosed he met with Jeff Burns, Nick Rojo regarding Item 13C, Attorney Michael Weiner on Items 13C and 14C and Jennifer Thomason CEO of Habitat for Humanity regarding Item 13A. He also attended the same two events as above and praised staff. He spoke with Elizabeth Roque and Lewis Swezy of Centennial Management regarding Item 13B. Vice Chair Cruz spoke with Affiliated Development on item 13C, Habitat for Humanity and spoke with Centennial Management. Board Member Hay spoke with Elizabeth Roque of Centennial Management and attended Rock the Plaza which he praised. 8. Announcements and Awards A. Rock the Block on May 21, 2022, at Downtown Boynton Beach Mercedes Coppin, Business Promotions and Events Manager, reviewed the above event as contained in the agenda item, which will take place from 5 p.m. to 9 p.m. on E Ocean Avenue between Federal Highway and NE 3rd Street and portions of NE 4th Street by Dewey Park. There is live music and staff will promote the Boynton Beach Bucks program to promote downtown businesses. B. Rock the Marina & Lionfish Derby on June 11, 2022, at the Boynton Harbor Marina Ms. Coppin presented the above event taking place from noon to 4 p.m. on the 11th of June. This is the third annual event being hosted by the CRA highlighting the Marina. 2 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 The event will feature live music. Staff will activate the open space in front of the Marina and Intracoastal Waterway by the dockmaster building. Staff is accepting applications for the Lionfish Derby portion of the event. Interested certified divers can contact her or the CRA directly or visit the website to learn more. Chair Penserga commented at the last event, the fish were cooked by local chefs. He learned staff is currently working with local chefs to have a celebrity chef from a local restaurant They will be offering Lionfish and other seafood components showing how to properly cook and prepare the fish. Board member Hay announced the Boynton Beach Mental Health Committee presents Remember and Healing Together this Sunday, May 15th from 1 p.m. to 5 p.m. at Centennial Park and Amphitheater. There will be music, food trucks and children's activities. He invited all to gather and remember all who lost the battle with Covid, noting formal closure did not occur for those families. 9. Public Comments Chair Penserga read a statement about the Public Comment process. Mark Karageorge, 2615 NE 13th Court, Unit 114, spoke as a resident and former CRA Board Member. He conveyed to all to appreciate staff as they know more than the Board. He knows Ms. Shutt from Westgate. She made things happen and the Board can learn from her. He noted the Florida Redevelopment Association (FRA) is coming in October and he encouraged the Board to attend and learn from top notch teachers. The Boynton CRA had been in the worst of the worst category and transitioned into the best of the best category. He implored the Board to maintain that reputation. New board members from all over the state will be learning and listening at the FRA Conference. He announced the Board is blessed to have Reverend Hay as he has more experience in the City and CRA than anyone else. He is a proven leader with a track record of getting results. As someone who has been there, he encouraged the members to listen. He thought the Board should invite Miles Blackman to attend a meeting and give the opening prayer at a City Commission meeting. He is bright and represents the future. He puts God first, family second, and learning third. Susan Oyer, 140 SE 27th Way, announced the CRA conducted a survey years ago asking what the community wanted and the number one item was beautification and she is still waiting. She declared they need more trees or lighting and they need to do more. She requested Ms. Shutt be asked to review the survey. She brings up holiday lights each year and noted the City used to have lighting across the City and on Martin Luther King (MLK) Jr. Boulevard. She thought it should be part of the beautification efforts, which she has been advocating for, for years. She requested taking some money and making the lights distinctive on MLK, Seacrest, maybe Boynton Beach Boulevard, Gateway and other access points to the City to make the City more welcoming. They did this years ago and there is no reason not to return to their history. 3 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 Beautification is what the community wants. She commented the City has six months to address it before the holidays arrive. Tom Warnke, 2780 Wooster Road, is on the City's Sustainability Action Team. For three years he was a volunteer, and they have touched on so many parts of the City. There is a plan to incorporate sustainability with each city department. Boca Raton is instituting a complete electric vehicle fleet and he would like to see that in Boynton. He commented Park Ranger vehicles do not need to remain running and the City can gradually convert the fleet to electric vehicles. The tree canopy program is off to a great start. He noted Leisureville can be seen from space because of the white roofs. He thought having trees in the swale will have all kinds of benefits and help cool the City and increase home values. He commented the Eco Park at Quantum will continue along the road and be a gem of a passive park. It was set aside for green space in the 1980s. He appreciated the City enacting its Ordinance to eliminate Styrofoam, plastic and balloons launches as they were all a problem. He noted they are done with the warning period for these items being on City property. He also requested, in the upcoming budget, funding the City Forester position. The City had a Forester in the past and the position is needed. Ernest George Mignol, 710 NE 7th Street, Unit 407, stated a lot of elected officials do not use their real name, but he gave his. He stated he is a resident of Board Member Hay's District, who he contended has been a disgrace for 40 years. He (Board Member Hay) will not come over, the legal team and Commission will not do anything for them as they asked for some type of post Surfside building legislation after Surfside collapsed. He commented there is all kinds of stuff going on in his building. He requested the City do the right thing, which is what Boca Raton did in August by passing the legislation, but this Commission did nothing. He stated the Board is friends with Representatives Berman, Casello and the state attorney. He gets all kinds of calls from the public how can they help. He told the Board they are a disgrace, as they have phony names and lies and phony reports and failure to help people, and then they have meetings with the rotten police department. He commented the public cannot talk at police meetings. He waited an hour and forty-five minutes to talk, and when he went to do so, the police threw him out. The police say he is criminally trespassing, but asserted the signs apply more to the Board than the public. He asked with what is going on with Board Member Hay's Church and District II, he questioned where all the money went. The Preacher was fired. He thought Board Member Hay should resign and thought the CRA Board was crooked and they all should investigated. Kristie Ward, 1518 N Seacrest Boulevard, representing Faith in Florida and the Boynton Beach Coalition of Clergy advised she comes each Tuesday to stay before the Board to let them know the community is opposed to the Palm Beach County Sheriff Officer merger. The residents are still looking for justice, accountability and transparency. She commented the Board should not do things for self-gain, rather they should do things for their constituents. They can come together as one and make Boynton what it used to be. She has lived in Boynton all her life and she and her kids 4 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 want the best life possible. She requested the Board listen with their heart and consult with God before making any decisions for personal gain. She requested the members try to build Boynton Beach back to what it can be and live in harmony. There was no one online. No one else coming forward, Public Comment was closed. 10. CRA Advisory Board 11. Consent Agenda A. CRA Financial Report Period Ending April 30, 2022 B. Approval of CRA Board Meeting Minutes - April 12, 2022 C. Approval of 90-day Extension for the Commercial Property Improvement Grant for The Coffee and Ale Exchange, LLC d/b/a Bond Street Ale and Coffee Located at 400 N. Federal Highway, Unit 12 12. Pulled Consent Agenda Items None Motion Board Member Turkin moved to approve the Consent Agenda. The motion was duly seconded and unanimously passed. 13. Old Business A. Discussion and Consideration of Letters of Intent for the Boynton Beach CRA-owned Properties located at 402 and 404 NW 12th Avenue Thuy Shutt, Executive Director, presented the item and explained the property was purchased by the CRA prior to the Palm Beach County Housing Authority auction for about $72K and the other property was purchased for $170K. The CRA received a Letter of Interest from Habitat for Humanity in January requesting a transfer of both properties for Habitat to construct an affordable three-bedroom, two bath, one car garage single-family home. The CRA needed to post a 30-day notice regarding the transfer and on April 18th, the Boynton Beach Faith Based CDC submitted a letter to purchase both properties for $30K each. The decision is up to the Board and she reviewed the options as contained in the agenda item. Staff worked with both organizations regarding affordable housing in the past. Jennifer Thomason, CEO Habitat for Humanity, explained they have an interest in the property. Their program is based on homeownership, financial sustainability, financial 5 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 education, and sweat equity. The individuals who would live in the home go through 100 hours of financial literacy education and contribute 300 hours of sweat equity helping to build homes for other recipients as well as their own. Recipients are a different type of citizen. The recipients would have a much higher chance to pay the mortgage, remain financially sustainable and be a contributing individual to the community. Habitat for Humanity also performs neighborhood revitalization, which allows residents to stay in their home. If they cannot afford a new roof or impact windows, they come in and help them with that. Habitat has had a lot of support from the City and hopes the Board will consider them for this project. Keturah Joseph, Boynton Beach Faith Based CDC, stated the CDC was created by local residents in 1999. Local residents came together to address affordable housing and slum and blight. They do a lot of the same thing Habitat does, financial and credit counselling. They have worked closely with the City and CRA, and Habitat and the CDC just finished 10 homes, constructing five homes on NW 11th Avenue. They both do a great job. Habitat caters to a slightly lower income applicant than the CDC, but while they work in all income categories, they will go up to 125% of the Area Median Income (AMI.) The CDC does this to ensure recipients they sell too remain in their home and most of them live in the homes forever. Some people they initially sold homes too call for everything they have a question or problem with. The only difference is Habitat is a national organization and the CDC is local organization. Lengthy discussed followed about who owns the land after the mortgage is paid. It was explained Habitat uses a Land Trust where as the CDC homeowners own the land. Habitat for Humanity recipients receive equity the day they move into their home, and uses a zero-interest mortgage. The home has nothing to do with the land. The CDC homeowners qualify for a mortgage through a lender. The price range for the Habitat homes, since they receive money from the City, the land is donated and sweat equity is used, is based on what the recipients can afford. If a home is appraised at $230K, and they can only afford $100K, Habitat holds a soft second mortgage. The CDC homes are sold at appraised value. Normally the buyer receives a discount for the value of the lot if the City or CRA donates it to the CDC and then the CDC will hold a soft second. As to residency, Habitat for Humanity operates on a first-come, first-served basis, with qualified recipients from the City and the local surrounding area. Most of the lots are from Boynton. Ms. Thomason reported most recipients are Boynton residents, but of the qualified buyers, they cannot choose Boynton residents. The CDC gives Boynton residents priority. The only time they will sell a home to a non-Boynton resident is if there are no Boynton residents in the pipeline. Ms. Thomason explained they currently have eight to 10 residents waiting. Vice Chair Cruz stated she has seen Habitat in the community, doing phenomenal work. Chair Penserga thought both organizations were great and they should look for differentiating factors. Regardless of their decision, they are partners. He asked what 6 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 they would build, how affordable are they making the homes and the duration of affordability. Ms. Joseph explained the time frame depends on if they get down payment assistance from the City and if so, they follow the City's time line which is usually 15 or 30 years of affordability. She noted most prospective buyers needs assistance from the City. The down payment amount depends on how much the City gives them. They use the City's guidelines. Habitat builds three or four-bedroom units, with one or two car garages. The buildings are CVS construction and are sold based on the appraised value. Again, the recipient would get a discount if the land was donated and if they qualify for down payment assistance from the City. Habitat has the edge because they have corporate donors and people volunteer. Ms. Thomason explained the affordability period is maintained by the ground lease of 99 years and then another 99 years. They have a specific model for three-bedrooms, two baths with a garage based on the lot size. Regarding the affordability, they are 60% to 80% of the County's AMI. Ms. Joseph explained the CDC uses a slightly higher AMI, going up to 120% of the County's AMI. If the lot is donated, the CDC gives a discounts on the price of the home commensurately with the price of the lot. The Habitat homes are slightly larger than the CDC homes. Board Member Hay thought both organizations are worthy. Board Member Turkin asked if either organization focused on assisting disabled veterans. Ms. Thomason responded Habitat helps anyone who comes to them and qualifies. They do have some programs focusing on keeping veterans in their homes. The CDC also assists anyone who qualifies. They also have supportive housing while transitioning veterans to permanent housing. All CRA projects are advertised. The number of lots given to each entity varies and depends on the program. The Model Block lots were given equally to the two organizations. They try to do so equitably and they have also helped with utilities equally. Habitat for Humanity completed their five homes. The last CDC home will be completed in three weeks. The delay was caused due to materials delay. Both organizations construct CVS homes. After 99 years, if someone wants to sell their home, Habitat has first right of refusal, and they sell it to someone meeting the AMI. If Habitat has a home that is in foreclosure, they still have first right of refusal. Owners can leave their home to their children. Resale of the homes is at 80% to 100% AMI to allow for generational wealth building. Motion Board Member Hay thought both organizations did a great job and moved the lots be given to the CDC. Board Member Turkin seconded the motion. Bill Becker, resident of 500 Ocean, thought this was intriguing, and questioned why the one non-profit does not get the breaks, and asked what they are to doing for lower income people. He did not understand why that occurs when the Board can offer the same options. He pointed out the Board does not represent other nearby city residents. He thought perhaps there should be a Habitat just for Boynton Beach. 7 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 Kristie Ward commented she kept hearing about more corporate funding. She explained this is a locally based company. She thought Habitat did great work, but if they want the CDC to get to Habitat's capacity, to get to the corporate level, the Board has to give to what is local. The CDC will not reach capacity if they are not putting anything in. She liked Boynton Beach residents having first priority and favored keeping the developer home based. Ernest Mignoli, 710 NE 7t" Street, Unit 407, agreed with the prior speaker. He thought the Board was responding with long drawn out answers, without answering the question. He liked the emphasis being on Boynton Beach. He thought the Board was going to vote before hearing public comments and thought the CRA should be reviewed by the County. He thought they do things with favoritism and the public cannot hear what is being said half the time. No one else coming forward, public comment was closed. Vote The motion passed 4-1 (Vice Chair Cruz dissenting.) Vice Chair Cruz liked Habitat and did not want them to feel attacked. She has seen their work and she had volunteered with them. They help the community and veterans. B. Discussion and Consideration of Letters of Intent for the Cottage District Infill Housing Redevelopment Project (TABLED 4/12/22) and (REVISED) Motion Board Member Hay moved to remove the item from the table. Board Member Kelley seconded the motion. The motion passed unanimously. Ms. Shutt presented the item as contained in the meeting materials. The CRA plan calls for a For Sale project meaning townhomes or for-sale, single-family or attached townhomes. The project went to RFP many times with several options. The last option was Azur Equities, but negotiations were ended with them in January and the CRA received four letters of interest. East to West Development Corporation submitted their letter which was received April 5t". They are looking to have the land donated. The total cost of the project is $10.5M consisting of 36 single-family units priced at $292K The Palm Beach County AMI is about $80K per household meaning the household can make no more than $80K to be in that income bracket. She reviewed the other income brackets. Typically, the CRA has requested this site accommodate 80% to 140% AMI. East to West Development proposed three models from 1,200 square feet to 1,500 with a mix of three and four-bedroom units. A smaller lot will accommodate a smaller home and the project can be completed in two years. Corey O'Gorman was present and Chuck Halberg was present online with Daniel Rosemond. Mr. O'Gorman is a Planner 8 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 and Project Manager, having extensive experience in affordable housing and being a prior CRA Director as is Daniel Roseman and prior City Manager, Chuck Halberg, from Stuart & Shelby Development, Inc., a long-time homebuilder. They have all worked together on various projects. They were recently awarded a 15-lot subdivision from the Ft. Pierce CRA and are excited about the project and working in Boynton Beach. Centennial Management submitted a Letter of Interest. Their proposal is a combination of rental and townhomes or single-family, detached homes. Centennial proposed to purchase the land for $1.9M. The units adjacent to the right-of-way will be townhomes or single-family homes. The prices were not indicated, but the floor plans were submitted. The two-story attached townhomes have three-bedrooms, two and a half baths with two car garages, consisting of about 2K square feet. The 34 detached single-family homes have three bedroom, three baths with rear loaded parking. There will be no garages or carports, but they can be added. The three-story buildings will have 102 one and two-bedroom units, and be multi-family single housing units with a community center. They are proposing a $50K deposit within five business days of contract execution. The funding of the project, at least for the rental component, will be through SAIL or through the 9% Low-Income Tax Credits from the 2022 Florida Housing Finance Corporation (FHFC) application cycle. Closing is subject to the award of underwriting by FHFC. The single-family homes are about 2K square feet and two stories. Elizabeth Roque, Centennial Management, thanked the Board for the opportunity to present their concept. Currently, she met with Zoning staff and they can put approximately 115 units composed of cottages and townhomes and have a senior affordable housing component on the property. She bought a list of over 2K Boynton residents wanting to get into communities. She advised the need for senior housing is strong and currently, one and two bedrooms for them are not available in the City. They would have 32 60% AMI units. The rent for a one bedroom 30% AMI unit would be $384 a month. A 60% AMI unit would be $902 a month. The two bedrooms at 30% are $441 a month. The two-bedroom units at 60% AMI would be $1,062 a month Rents are affordable and needed. The concept was reviewed. The streets will be lined with the cottages or townhomes. The project accomplishes two goals in one project. Centennial also revised their Letter of Intent and will pay $2,472,000 for the lot, which is the appraised value. Ms. Shutt reviewed a letter of Interest was received from Pulte Group on April 26th. The purchase price was $400K and a success fee of$288K for a total of$688K, financed entirely by Pulte. There are no third-party lending approvals or state application grants used resulting in a quick turn around with a Purchase and Development agreement, and no CRA subsidies needed. There will be a $70K total deposit, but there are some caveats to refundability. The project consists of 40 units total with the option to complete two more units on the holdout parcels. With those additions, the total units will be 42. Eleven of the units are single-family detached homes and the remainder will be townhomes. There are three single-family models ranging from 2K to 2,300 square feet 9 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 with two car garages with three to four bedrooms and two baths. The two townhomes range from 1,800 square feet for interior units with one-car garages and the end units will be about 2K square feet both with two-car garages. The sale price comports with the Palm Beach County Workforce Housing Program, which she reviewed as contained in the meeting materials. It was proposed there would be a 10-month entitlement for site plan approval, rezoning and anything needed from the City. Closing is 30 days after all permits are received. There will be 15 years of affordability through a deed restriction and the LOI offer is valid for 30 days. They referenced there was other information provided from their prior submission. Andrew Maxey, Pulte Homes, 1475 Center Park Boulevard., West Palm Beach, stated they were an original bidder, ranked first by the CRA Advisory Board and second by the Board. They have maintained their interest in the property and when they learned the other group terminated negotiations, they submitted their LOI, which is very much the same proposal as last time. He noted the purchase price increased slightly. They will not look at the middle-income category. It will only apply to the 60% to 120% AMI. The proposal is the only one that pays for the properties with no financing contingencies and they are restricting the units to the lower three income categories. They are for-profit builders, but are a leader for workforce housing They will bring 60 affordable housing units to the county. He reviewed prior projects they completed. Ms. Shutt stated a LOI was received from Neighborhood Renaissance. They are offering $200K for the land with the total project cost being $11,600,000. There will be 36 detached fee-simple, single-family units. The average price will be $220K There will be four models having one and two stories that are three-bedroom, two bath and a garage with 1,400 to 1,600 square feet of living area and porches. Homes will be sold to First Time home buyers earning 60% to 140% AMI equating to $48K and $96K. There will be 15 years of affordability through a deed restriction and HOA Declaration restrictions. There will be a .2-acre park, benches, open space, a bus shelter, landscaping and lighting. The completion date is two years from signature of the Purchase and Development agreement, and it includes priority local hiring, employment training and contracting opportunities. Terry Murray, Executive Director, stated Neighborhood Renaissance is community based, non-profit serving Palm Beach County since 1992. To-date, they have built over 250 affordable homes, helped over 200 first-time homebuyers purchase a home. In 2019, they submitted a formal proposal on the Cottage District and had been negotiating with the Board. What they are proposing is very similar to what they had been negotiating with staff about back then. The design concept comes from the CRA Master Plan from the HOB and they are committed to the vision. They propose 26 single-family, fee-simple homes. They have worked in Boynton Beach. They received a national grant for $250K and on MLK, the street improvements were made in collaboration with local non-profits, the CRA and them. They want to help the Board address a serious affordable housing problem. Their philosophy is to work with local communities, local residents and municipalities. They will give priority to help Boynton 10 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 residents. They have a track record of how they handle homeownership. Locally, they partnered with Palm Beach County, they rehabbed over 100 units, and they still own and maintain those rental homes on scattered sites. Out of those, they created 20 homeowner opportunities after spending about $80K to rehab each unit. They constructed 36 two-bedroom, two bath units in 2020, through a public housing partnership with the County. They worked with West Palm Beach and built, under the model they plan to use with this project, 12 homes in the last three years. They want to make homes affordable, they are committed to the CRA Master Plan and they have a track record of partners. Affordable housing is their business and they have the financial ability to complete the project. Attorney Rossmell explained the LOI was not published. Regardless of making any decisions tonight, unless the Board rejects them all, the CRA will need to publish either an RFP or in newspaper that they intend to dispose of the property. If disposing for less than market value, it would require City approval. Attorney Rossmell reviewed the LOI Policy. The CRA can select an applicant and publish a notice, or table the item and decide at the next meeting, charge staff and her to issue an RFP, or reject all offers and close the items. Attachment 8 is the policy. Ms. Shutt explained the Board can select an applicant, but they cannot finalize any decision until 30 days as it will give other members of the public an opportunity to submit a letter of interest. It was noted the Pulte offer expires in 30 days. The policy recommends going to RFP as there is more than one letter of Intent. Board Member Kelley thought all of the proposals were good, but she did not want to consider one over the other. She leaned towards waiting until after the 30 days-notice and wait on a decision. Board Member Turkin agreed as did Vice Chair Cruz. Board Member Hay has been through this several times and he was ready to make a decision in favor of Centennial with 30 days-notice. Vice Chair Cruz seconded the motion. Chair Penserga went through the RFP process, In the past he supported Pulte because they offered to pay them and they also had experience. When he looked at the four LOls, the two strongest were Centennial and Pulte, but Centennial offered $2.4M and offered a senior affordable housing component, which he thought was a major advantage. Board Member Kelley commented one condition with Centennial was contingent on them obtaining SAIL funding and she inquired about the timing. Ms. Roque responded they go for the 9% tax credits and if not successful go for the 4%. They are getting ready for the cycle to submit in October. They finished the 123 units in Ocean Breeze East, and they are going vertical with another 124 units. They got about $60M in federal funds and perhaps another $20M with this project, if approved. Vice Chair Cruz thanked Ms. Roque for their work in Boynton Beach and they have a need for senior affordable housing. She liked the idea they are providing for sale cottages. A question was posed if they would consider providing a preference for 11 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 disabled veterans for senior affordable housing. Ms. Roque explained whenever they can lend a hand to the community, they are willing to do so. Board Member Kelley did not want to delay the applications for tax credit, but it was noted the SAIL program usually requires some type of a local match. Mark Karageorge stated the Cottage District has been in the works since four CRA Directors. They invest millions in the District. They have four applicants and the one with the most experience is Neighborhood Renaissance and Terry Murray. The Cottage District was originally conceived for single-family homes in that area to fit in with the neighborhood. He thought having senior housing there and the amount of housing does not really fit with the neighborhood. It is a good proposal, but the original intent was for single-family homes. Ernest Mignoli, 710 NE 7th Street, Unit 407, commented when he moved to Boynton in 2020, he was attending the CRA meetings and Board, and he was particularly interested in the City Manager, City Attorney and the CRA and how the Board does not involve the public. If anyone has the ability to understand the connection of politics in Boynton Beach, the funds are given to certain people. He opined a thing being studied is political corruption, CRA's and how funds are secretly moved around so no one really knows and municipalities keep doing this because there is no oversight. He commented there is oversight only when the Department of Justice is involved. He inquired how do they allow developers to come in without physical models. He asserted the public cannot get any figures or any numbers of what the Board does and usually favors whoever contributed the most money to run for office. Susan Oyer, 140 SE 27th Way, viewed an image of the Cottage District. She noted the project would build around her family's property. She likes Centennial, but there were things she did not like about this project. She noted they were putting a parking area next to a beautiful historic home and putting a prime property on Seacrest was wrong. She asked what the mitigation plan was to manage water run-off. She likes Centennial but thought they were becoming a monopoly. No part of it looked good and they are building project after project in the City. She asked where the green space was and how it fit in with the neighborhood. She questioned where the For-Sale properties were as the project is supposed to be single-family homes and thought the City has too many rentals. She thought the Board should give 30 days. She had no problem with Centennial, but did not think they were the right developer for this project. She noted they threw away the Mecca project, which would put extra houses on the tax rolls. No one else coming forward, Public Comments was closed. Chair Penserga stated if they accept the LOI, it is only the beginning of the process and it is not a done deal. It opens the door for more applicants to apply, there will also be the opportunity for the public to provide input. 12 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 Motion Board Member Hay moved to select Centennial and give 30 days. Vice Chair Cruz seconded the motion. The motion passed 4-1, (Board Member Turkin dissenting.) The CRA will issue the 30-day public notice. C. Update of Negotiations between the CRA and Affiliated Development, LLC for the 115 N. Federal Hwy Infill Mixed Use Redevelopment Project (TABLED 4/12122) Motion Board Member Hay moved to remove from the table. Board Member Kelley seconded the motion. The motion passed unanimously. . Ms. Shutt explained the CRA issued an RFP in the fall of 2021. Affiliated Development and four others responded and Affiliated was the first ranked respondent and staff was authorized to begin negotiating. (Board Member Turkin left the dais at 7:24 p.m.) Originally the project was for 236 units with half of the units income restricted, affordable units for 15 years. There would be a public parking component. After extensive public input, with 150 spaces included in the project above and beyond what is required for the mixed-use project for a total of 573 spaces, 16,800 square feet of commercial uses, with two restaurant spaces with one of them being Hurricane Alley. (Board Member Turkin returned to the dais at 7:26 p.m.) The first submission for Affiliated was to build the garage and for the CRA or the City to purchase it; however, this component changed. There will be operations and maintenance of the garage, and the affordability gap funding for the affordable units. If these were to be rented, they would be rented at market rate. There will be a funding gap that the developer is requesting assistance with from the CRA. The overall project was for $73M. Affiliated has revised their proposal. The difference is the number of public parking they are allocating for the public above the mixed-use requirement will now be built and operated by Affiliated and the City and CRA will lease the parking spaces at no cost. At the March meeting, 11 units were proposed to be maintained at an affordable rate for another 25 years. There was also discussion that Affiliated will pay $5.5M to the CRA for the land costs, which will be used to fund the leasing costs for the 150 parking spaces. There was also a revision for the funding gap of$6.1 M of TIF for 15 years. Io- date, they received, and staff has not had a chance to review it thoroughly, Affiliated will be proposing 50% of the units will be affordable for 15 years, 70 units will be affordable 13 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 for 30 years and 11 units will be maintained as affordable in perpetuity. There is an offer of TIF funding of the $7M cap, and the offer for parking spaces is the same. There are three major items to be considered with the first being the reverter. If the project is not completed, the land will revert back to the CRA, but staff wants the reverter to remain through project completion. This has not been finalized yet. The business terms and terms of the gap funding is how much of the TIF does the development team need, Originally, they proposed 100% of the TIF to be refunded. Since then it was revised to ask for 95% of the TIF to be refunded with a cap of $7M. If they get refunded up to $7M, the CRA will receive 100% of the TIF back. The third item is the assignment once the project is completed. If the property and the improvements are assigned to a 3rd party not controlled by Affiliated, does the CRA want any requirement that it be either be not unreasonably withheld or if there is anything else the CRA wants to see. She noted this is later on when the project is built. The valuation of the land will increase, but as the improvements come in, there is an increase in the valuation. If assigned to a third party, would the CRA like to see if the TIF incentive will continue to be rebated to Affiliated based on the 95% offer they are proposing. She questioned if there is any middle ground. Attorney Rossmell explained in March there was a lengthy discussion with the developer and a number of terms were negotiated and put into the draft, which was circulated. The current proposal included 50% of the units remaining affordable for 15 years and after that, 30% of the units would remain affordable for an additional 15 years. This results in 30% of the units would be affordable for 30 years and 10% affordable in perpetuity. There are some fair housing laws that may interfere with that structure, and they proposed to say the units would be rented in accordance with Fair Housing Laws. The developer would not segregate the units based on income, which was the CRA's concern that not all the one-bedroom units be assigned to affordable housing. The developer added they would submit construction documents and permits within 120 days of obtaining formal site plan approval and they would provide updates on the project financing process with reasonable documentation at the CRA's request. There were formally other finance requirements, but the Board decided it did not need to be so onerous and added these requirements in its stead. They added the ground breaking and ribbon cutting ceremony. There is an ongoing discussion about the reverter, which Attorney Rossmell reviewed. The CRA historically requires a reverter and often takes the reverter and agrees to be in the second position behind other lenders. She received notice from the developer, they will consider it through to completion of construction. They discussed assigning surplus funds in the event of a foreclosure to the CRA. The Board's direction to staff was to find what assurances can be given to protect the CRA because they are providing land and funding to determine what assurances can be provided to get the land and funding back. She advised neither is a perfect vehicle. If they have a reverter and they are secondary in the reverter as they historically have been, it means there is a chance they do not get the project back if not completed. If they agree to assign surplus funds, there is no guarantee it will sell at foreclosure for an amount that would allow for the existence of surplus funds to be repaid to the CRA. In the past, they used a subordination 14 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 agreement. Affiliated also looked at the subordination agreement they used with other projects like MLK and they were fine in using that substantial form, excluding the TERFA, but not subordination and focusing on the Purchase and Development agreement, which is where the reverter clause is. As for assignment, the question is how can the contract be transferred and under what circumstances can that be done. There are three contracts related to this project,t which was a parking lease, a Purchase and Development Agreement and the TIF Agreement a/k/a TERFA. It is at the Board's discretion, pending successful negotiation, as to how these can be assigned. In the past, the CRA allowed assignment, only on CRA approval, allowed assignment on CRA Approval not to be unreasonably withheld, and the current proposal is to allow assignment to any entity owned by the two people present without CRA approval, and after that to either require CRA approval or require CRA approval not to be unreasonably withheld. Attorney Rossmell emphasized the importance of this because there are requirements in the agreements that are lengthy, including the affordability requirements. It is their recommendation the CRA, in allowing assignment, require the entire agreement be assigned and not a portion of it. The CRA's strong position is the 150 public parking spaces be above and beyond Code and the developer wants the 150 to be counted towards meeting the Code requirement. There is an outstanding question about the subordination clause, which was not discussed at a prior meeting, so there were no changes to the agreement, besides what was presented before. It was only because it was not discussed. There is a request to allow the CRA staff to amend the agreement administratively for non-material terms in the event a lender requires administrative approval of a non-material term in order to finance the project. Attorney Rossmell could not say with certainty that the CRA has done that in the past as historically, any amendment came before the CRA, but it is something they are proposing. Ms. Shutt noted, in order to be transparent, there are some timelines as part of the development agreement that should be discussed, which included when they submit for site plan approval, building permit and overall project completion timelines. They are open to administrative exceptions for due cause. (Vice Chair Cruz left 7:40 p.m.) Jeff Burns, and Nick Rojo, Affiliated Development, stated since selected in November 2021, they spent tremendous resources to have all agreements protect the taxpayer and be economically feasible for all parties. They agreed to nearly every term in just about all of the agreements and stayed firm on items they know are key to helping them successfully get the project off the ground. When they first learned the CRA was considering developing the property, they conducted public input to gather the community's priorities. Two items set their proposal apart from the others, which was they cut a deal with Hurricane Alley. If the project goes forward, they can provide visibility. They also accomplished a contract on the Ocean Food Mart on Ocean Avenue and Federal Highway which is a key corner, from a walkability and visibility stance. (Vice Chair returned at 7:44 p.m.) 15 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 Mr. Burns explained they wanted to create a thoughtful development and a destination. They will have a marine themed attraction, and they will help anchor what would become a destination for residents, businesses and those looking for leisure and fun about town. They wanted to help address housing. They split the units to between 80% and 100% of the AMI. The difference between affordable tax credit housing and workforce housing is workforce is entirely comprised of those with disposable income, especially if they can alleviate their housing burden. The majority of people spend 60% of their income on housing. If would be better if they can reduce it to 30%. Affiliated only builds public private partnerships. This will be their fourth partnership in the area and they want to be long-term stakeholders. The site is in a qualified Opportunity Zone. In order to qualify, they must remain with the project for 10 years and they intend to remain long term. They support local charities. Moss Construction is very involved in charities that improve the lives of veterans and improve the lives of youth. Those activities will continue as long-term stake holders. Affiliated is eager to commence. Since selected, interest rates increased, construction costs increased by 25% and affordable housing has gotten to a place it has never been. They will move forward under the subordination agreement that was used with Centennial. Mr. Burns advised they were comfortable with having a reverter in place, but it was up to the Board which option worked better. They reviewed the subordination agreement and consent agreement from Wells Landing and they can move forward with that agreement or if there are any excess proceeds from a foreclosure sale He could not understand why the CRA would unreasonably withhold an approval for Affiliated to assign a document that continues to move forward a public purpose to provide housing There would be an assignment approved by the CRA Board as long as it is not unreasonably withheld. As for parking, there is a difference between Code requirement and what they need for their project. Code may require them to have 100 parking spaces for the commercial uses, but they would not fill all those spaces as they would not lease that much. They want to be able to include the 150 spaces in terms of the parking calculations per Code and let the businesses decide if they would allocate 150 spaces for commercial uses or 50 spaces. It is a business decision, and it does not change the fact the public would get 150 spaces controlled 100% by the CRA. Deadlines were in the agreement and they were asked to added three additional points last Thursday and they sent them over. The amended item referenced by Attorney Rossmell was discussed. There is a separate provision in the agreement titled subordination, but there is a non-material term in the agreement and Affiliated wanted the Executive Director to make a change without coming back to the Board. She recommended that anything that relates to the timeline, funding or risk allocation like the reverter and foreclosure are all considered material terms as well as any specific conditions the CRA is requiring like the EVC stations or the project elements. They should be defined as material. The closing is to transfer the property to them, not the closing for the financial part. The appraisal at $5M is the appraised value and the CRA spent approximately $8M. The request is to give approval to the Executive Director or the City Attorney to allow them to amend a technicality at the closing table if their lender 16 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 requested this. If it is a material term, it has to come back to the Board. Staff should be able to have staff approve this. Chair Penserga opened Public Comment. Harvey Oyer, resident of West Palm Beach, but born and raised in Boynton Beach, spoke in favor of the developer. Five months ago, the family sold part of their property at a discount as part of the RFP process to help this project go forward. He wanted the item to move forward tonight. A number developers expressed an interest, and this was the only one to find what tenants needed, or to ensure Hurricane Alley remains in business and worked out a deal with the Ocean Mart. They are a best in class developer and they will put half the units into workforce housing. They have the skill set and finances to do this. He is a land use and zoning attorney, and knows who performs and Affiliated Development does what they say they will every time. If one checks their references, they deliver ahead of schedule, on budget every time. He supported moving forward. Kim Kelly, Owner of Hurricane Alley, 529 E. Ocean Avenue, suggested the Board get off the hamster wheel and say yes to progress. She wants to inform her employees they have jobs. Jeff Moreno, 3250 Hollywood Blvd, thanked the Board for their time in public service. He is a retired police officer in Hollywood and then in a police union. They look for a mechanism to invest pension dollars into real estate in the community. He noted 11 different pension plans invested in Affiliated. He hoped the Board would support the development. Joe Hurtuk, an owner of the Boardwalk Ice Cream, wants to stay in Boynton Beach. He thanked Affiliated for speaking with his family and Ms. Kelly. He hoped they would vote tonight so they can go to their employees and say they will continue in their jobs. He thanked the CRA for all the assistance. John Georges, PhD in electrical engineering, explained he is working with Affiliated. They improve cellular coverage and wireless signal coverage inside of buildings. He works for a number of developers in South Florida. He commented they always deliver and are great, hardworking, honest people with integrity. Susan Oyer, 140 SE 27th Way supported this project as they addressed her issues. She had met with Mr. Rojo and was impressed that they will address sewage. She noted sewage is bubbling up from 500 Ocean. She mentioned the project will need Electric Vehicle Chargers because 25% of cars will be electric within the next two years. They will add the electric so stations can be added as needed. Her biggest issue is not enough green space. She thought the development was beautiful and it maintained the character of Ocean Avenue. She loved the great art features, and that they embrace kinetic art and will add some pieces to the project. She likes that they are local, from 17 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 this area and they are using a local developer. She thought the project modernized and maintains the City's history with the name and name sign of her family's insurance agency. She noted it is the oldest commercial sign in the City and the Affiliated plan updates the City's history and culture. Tom Warnke commented some people come to the podium and scream at the Board and accuse the Board of lying. He thought the job Mr. Rojo and Mr. Burns was undertaking was exemplary and they and the Board works really hard. The community comes out to the meetings and they speak. He works for the Historical Society scanning photos and he came across a 1956 photo of the Ocean Food Mart which was a Standard Oil Station. He thought the corner would be beautiful. Ernest Mignoli, 710 Ne 7th Street, Unit 407, stated he lives in the neighborhood of this project and wanted the public to understand the close connection between the City's law firm in Ft. Lauderdale and the political connections and contributions that occur. He commented when someone comes to meetings and talks about lawsuits, settlements and deals between developers and city politicians, they are silenced and thrown out of the meetings. He complained now they have a Mayor who will not give his real name on an application who makes political deals with developers and Hurricane Alley, for reasons they interviewed with him and talked about the personal development and gain of their personal interest and pockets and then say they cannot say it as, it is a lie. He asked how someone can park 1.2 cars and commented the subject corner is a wreck. They are adding more cars and stores. He commented the corner has 2417 drugs, alcohol, abuse, speeding, child abuse and all kinds of crime. Now there is another lawsuit on the SJ case. He never heard where a new commission comes in and keeps the law firm that has been pernicious when it should be terminated and investigated for the developments in this town. He asserted the development is not for the town, it is for their pockets. John Hurst recently retired former Chief Executive of the Ft Lauderdale CRA, spoke virtually. He stated the 613 project was the catalyst that jumpstarted redevelopment. He spoke about Affiliated. He noted Affiliated got the project online during Covid. They had a great relationship and they delivered on everything. Jeremey Banning, spoke virtually, and spoke well of Affiliated. He hoped the Board would support the project. No one else coming forward, Public Comments was closed. Further discussion followed about parking. Attorney Rossmell listed the items there was agreement on as follows: The assignment can occur before project completion, it can occur to a company controlled by these two gentleman without further approval of the Board. After project completion, it can occur in whole to another entity and it can be approved by the CRA 18 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 Board not to be unreasonably withheld as long as the entity receiving the assignment shows that there is still a need for the gap financing for affordability for the remaining amount. Attorney Rossmell suggested the Board approve the terms and authorize staff to bring back an agreement subject to legal approval for the Board's approval. Fifty percent of the units will be affordable for 15 years, 30% will be affordable for an additional 15 and 10% will be affordable in perpetuity. The units will be rented in compliance with Fair Housing Laws and they will not segregate the units based on income levels. Developer will submit construction documents and all building permits for the project within 120 days of obtaining formal site plan approval from the City. Developer will provide the CRA with updates on the process of obtaining financing for the project together with reasonable documentation upon the CRA's request. There will be a ground breaking and ribbon cutting ceremony. There will be a reverter clause in effect through completion of construction. The CRA will agree to subordinate that as required by the lender. They will also agree to assign any surplus funds from a foreclosure sale to the CRA to make the CRA whole both for the actual funds expended and for the value of the land which will be valued at the greater of either the fair market price at that time, or the price it was valued at a that time of the agreement. Developer will use commercially reasonable efforts to host job fairs and approve apprenticeship requirements. The assignment can occur for completion of construction to a company that is controlled by Jeff Burns and Nick Rojo without further action by the Board, which will not be unreasonably withheld; however, any assignment is contingent on a showing there is still a need for gap financing to maintain the affordability of the units for the remaining amount of TIF which has not yet been spent. The CRA staff is empowered to make minor administrative changes to the documents for the purposes of effectuating a financial closing, as long as such revisions are non-material terms. She will work with their legal counsel, but substantially agree they agree that all conditions and project elements are deemed substantive, the timeline is deemed substantive, the reverter and foreclosure and repayment and any financial terms throughout the document are all to be material. The cap will be a $71VI cap for the TERFA and TERFA will be at 95%, there will be a quarterly reporting requirement up through completion of construction and an annual reporting requirement thereafter during the life of the TERFA. The income categories of the units will be as originally proposed. There will be two EVC stations. After the TERFA cap is reached, the TERFA terminates. Affiliated advised they were comfortable with the terms described by Attorney Rossmell. Ms. Shutt commented all the other terms regarding the tenancy will be applicable as well as any requirements for the Oyer building to notify the Oyer family, if they cannot preserve their sign, there was some public comment regarding Affiliated preserving the sign, she explained there was some agreement regarding the Purchase and Sale Agreement with Mr. Oyer that they will strive to save it. It is a painted sign, so preserving the sign means basically preserving the whole wall. Mr. Burn explained they have the agreement. Attorney Rossmell added another condition was the Board 19 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 direction regarding parking as long as it is 150 spaces assigned to public uses and other specific commercial uses. There was consensus on this point. The documents can be updated in about two weeks and they Board can either approve it at a special CRA meeting or not. Chair Penserga thought they could have a special CRA meeting just before the June 7th meeting it to address this item. Motion Vice Chair Cruz moved to have a special meeting on June 7th at 5 p.m. Board Member Kelley seconded the motion. The motion passed unanimously. Motion Board Member Hay moved to approve the terms they discussed. Board Member Kelley seconded the motion. Vice Chair Cruz gave her reasons for supporting the motion. The motion passed unanimously. Motion Board Member Hay moved to approve a 10-minute recess. Board Member Kelley seconded the motion. The motion passed unanimously. The meeting recessed for a short break at 9:22 p.m. The meeting was reconvened at 9:37 p.m. the meeting. D. Discussion and Consideration of the CRA-owned Property located at 401- 407 E. Boynton Beach Boulevard Tim Tack, Assistant Director, presented the item as contained in the meeting materials. The property was purchased for future development. The 411 building was demolished. On March 21St, the CRA began negotiations with Tim Collins. On October 13th, the CRA obtained a $75K grant from the Solid Waste Authority to construct a parking lot on the premises. After a year of lease negotiations, the negotiations were terminated because it would cost up to $100K to bring the building at 401 E. Boynton Beach Boulevard to Code. Staff requested direction on the 401 property. Chair Penserga asked if there were any applicants for the site. Ms. Shutt explained the structure is non-conforming. There has not been anyone else asking for the location, and if there were, they have not vetted out the cost to convert the building to a viable use that meets Code. The preliminary cost analysis showed $85K for the parking improvements and about $80K for the interior. Mr. Collins, who was previously interested in the site estimated $100K to $125K for the improvements. Chair Penserga favored demolishing the building so it would be prime for redevelopment. Ms. Shutt noted the lease would say it would be a temporary use, should the site be developed. If 20 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 the $75K from the SWA is more than needed for demolition, any remaining balance could be used for sod or other improvements for a pop up, but the lot has to be stabilized. Board Member Hay noted the post office will look for a swap, and he asked it they were to look at this, can the building be used. Ms. Shutt explained the USPS submitted a site layout but there was no time to come back. The preliminary layout shows a new building. Building Code wise it is a totally different use versus an existing shell. Mr. Hancock, from the USPS, would like to pay for the improvement of the tenant space. Ms. Kelley thought it was more of a liability to the Board. She supported demolition. The fence can be removed. Vice Chair Cruz agreed as did Board Member Turkin. He liked the idea of using the property for pop ups. Chair Penserga opened Public Comments. Ernest Mignoli, 710 NE 7th Street, Unit 407, commented everything the Board talks about is really in his neighborhood and is being destroyed. He listens to the deals with someone living in the Hurricane Alley building and a lawyer says they will draft something up. He commented they let someone in at 401 E. Ocean and at a Magistrate meeting, the City says the building is empty when it is not. He thought the Board allows this all the time. There are fences illegally erected, and corner homes are not allowed to have a solid fence, but they are everywhere and the drug dealers live there and the Police are not doing their jobs. He opined the police are not reporting all the crime and crime is not going down. He did not understand how they get away with anything. He explained the building was condemned. It was noted the CRA's legal counsel is not the same Counsel the City uses. No one else coming forward, Public Comment was closed. Chair Penserga requested a motion to authorize staff to seek approval from the SWA to reallocate the $75K grant to the demolition of 401 E Boynton Beach Boulevard and other eligible demolition activities in the CRA area and authorize the Chair to execute the amendment to the ILA subject to final approval by legal counsel. Motion Vice Chair Cruz so moved. Board Member Hay seconded the motion. The motion passed unanimously. Ms. Shutt asked for clarification on Item 13 A. The Board accepted the Letter of Intent from the Boynton Beach CDC to pay the CRA $60K for the lot and authorize staff and Legal Counsel to bring back a Purchase and Development Agreement with the CDC. There was Board consensus on the item. 21 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 14. New Business A. Discussion and Consideration of the Terms of the Homebuyer Assistance Program (TABLED 4/12/22) Motion Board Member Hay moved to remove from the table. Vice Chair Cruz seconded the motion. The motion unanimously passed. Mr. Tack presented the item as contained in the meeting materials. The program was established in 2005/2006 through to 2009/2010. In 2006, the CRA drafted the Homebuyer Assistance Program (HAP) to work with the City's State Housing Initiative Program (SHIP) program. The Board also approved the shared equity return policy on the CRA's investment. The CRA's share of the equity is proportionate to the amount of CRA funds invested in the home, which would then be reinvested in additional affordable housing units as units are resold. The CRA's policy was adopted based on the City's shared equity policy. All CRA funds are recaptured at the time of resale. Mr. Tack read the Board's approval and general terms. The HAP would work with the City's SHIP program. The CRA funds would provide gap funding between the mortgage amount and SHIP funds and was designed to assist low and moderate-income peoples, short of funds by providing from $5K to $50K of assistance to those buying in the CRA area. The Board could continue with the status quo. The fund is to ensure buyers receive funds to purchase a home they normally could not afford and as the monies are paid back they go back to the Project Fund and can then be used for any CRA related activity. The HAP program stopped in 2010. Since inception, 35 grants were awarded, 12 homes were foreclosed, there were six short sales, one was forgiven and one is being repaid. There was $920K lost due to foreclosures, short sales and forgiveness. All but one foreclosure and short sale was located in the Preserve. The Preserve was originally for townhome ownership, but then converted to rentals.. The Preserve also had issues with Chinese Drywall, so owners walked away from the units. The Program awarded $1.7M. There are 15 grants active for slightly under $800K. There were two instances where recipients had their agreements significantly modified which he reviewed. Staff was looking for direction regarding maintaining and enforcing the agreement in the various forms. If the Board waives more, cumulatively it could be about $700K. It would have a big effect. The agreement and terms remain as is. He noted homeowners received a benefit for almost 12 years, but there are a total of 30 years the owners need to remain there. The agreement does not require them to stay forever. If they refinance or move, they have to pay that amount back to be used for other useful items. Board Member Hay thought they should stay with the agreement as is. The money has to be paid back to the CRA. Due to recent increases in interest, they have a lot of calls about the ability to refinance or waive the requirements. Ms. Shutt favored keeping the agreement as is. Board Member Hay thought the $920K lost was a lot of money. Other than that, there have not been many foreclosures. Chair Penserga favored enforcement. All agreed. 22 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 Motion Vice Chair Cruz moved to enforce the program. Board Member Turkin seconded the motion. The motion passed unanimously. B. Discussion and Consideration of the Purchase of 1213 NW 4th Street, the Cherry Hill Mart Ms. Shutt presented the item. The property was up for sale and the prior Board assigned the CRA Advisory Board to review acquisition of the property. The Advisory Board's recommendation was to pursue its purchase. The asking price is $400K. It is a non-conforming building that is zoned R-2 for a residential use but has a commercial use. If the building is damaged, it cannot be rebuilt. In March, the Board ordered an appraisal which came in at $310K. There is also a long-term lease of 20 years on the property with 18 years remaining. Octavia Bell, daughter of the property owner, Alberta Bell, was online and stated her family wants to sell. There is a tenant and they are trying to have discussions regarding relocating him, which he may be open to. She met with the CRA and explained the tenant is not from the area. He is currently on vacation and Ms. Bell has not had the opportunity to speak with him. She also announced the Bell's were unwilling to accept the appraised value. Board Member Hay did not like the idea of the CRA being a landlord. The property was appraised at $310K and the asking price is $400K. He would support it, but without a tenant. That CRA has been trying to acquire the property for quite a while. Sometimes the Board has to go above appraised value. Chair Penserga supported acquiring the property and let them come to an arrangement. He wanted to direct staff to begin negotiations. Ms. Shutt reviewed the history of the property. She spoke to City staff and the property is a chronic nusiance. Staff would like to have the opportunity to speak with the City, but Ms. Bell may have more information. A public nuisance is a pattern of nuisance that involves Code Enforcement and Police due to activities that are crime related or potentially harmful as unsafe. Vice Chair Cruz agreed with staff starting negotiations. Board Member Turkin also agreed with Chair Penserga. They need to get this done. The acquisition would create opportunities for housing. Ms. Kelley commented there may be some financial penalties in the lease agreement if the lease is broken with the tenant. She would want staff to negotiate and she would pay the asking price if it meant the Bells, had to break the lease with the tenant and pay the penalty. Ms. Bell advised this property was in the family since the 60's and right now, they want to sell it. Two years ago, they were not interest in selling, hence, they entered into a 20-year lease. The lease is iron clad almost 30 pages and they have items in there to protect them as the tenant has to try to eliminate some activities. Ms. Bell met with the CRA and spoke to them about the lease holder. She thought he may 23 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 be open to negotiating and/or relocating. He has someone there managing the place, but Ms. Bell was not open to negotiating on the appraised value. Public Comment Ernest Mignoli, 710 NE 7th Street, Boynton Beach, clarified when he says lawyers for the CRA that it is all the same as the City attorney is because what the CRA does goes to the Commission and votes on things the CRA does. In his opinion, even though there are other law firms for the Boards, ultimately all goes back to the City Attorney's firm. He asked how many times and how many people bring up all the crime in the City at the meetings and then at the meetings, he starts to hear about public nuisances and 132 NE 12th Avenue keeps coming up at the Magistrate's hearing with crime there so bad with weapons, child abuse, etc, etc. He sits in the magistrate's hearings and he advised the Board denies everything, the police deny everything and they all think all is a joke. No one else coming forward, public comment was closed. Attorney Rossmell explained the Board can receive public comment, but confine it to the item being heard on the agenda. Attorney Rossmell explained the Chair can direct the CRA Executive Director to begin negotiations with the owner. There was consensus to do so. C. Discussion and Consideration of Request from the USPS to Remain at the CRA- owned Property Located at 217 N. Seacrest Boulevard Post-Closing Ms. Shutt explained the CRA is under contract with the property owner, Mr. Weiner, to purchase and close on February 28, 2023. Currently, the lease ends January 31, 2023. Mr. Rick Hancock from the United States Postal Service (USPS) requested the Post Office stay at the site while looking at a new location. They need 11 K square feet. One site would be for retail activity such as sales of stamps and post office boxes, and another for distribution and carrier activities. They want a location in E. Boynton Beach for the retail component which would require 3K square feet. The request is to allow them to remain once they close on the property. Currently the CRA does not own the property and staff has included Mr. Weiner in all the discussions with the Post Office. She noted Paragraph 8.5.requires Mr. Weiner to deliver the facility vacant. If the Board relieves him of that, it would be a simple amendment, but the CRA would request that any changes to the current lease require Mr. Weiner to notify the CRA, which would be done unilaterally. The Postal Service can remain as a hold-over tenant. Mr. Hancock, (USPS) Acquisition Project Manager, stated he has been working with staff, contacting individuals in the community and has a real estate firm looking for a new location. They want a one-year lease extension from the CRA and the CRA would have termination rights. They would have an income stream coming in that allows them to find a new location. It is a difficult as there is a tight market to find a new postal 24 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 facility. As to what they are looking for, they know they will not be able to keep all their operations under one roof. They would be interested in the prior property, but to accomplish this, they would need more time. Mr. Hancock advised they would be interested in long-term plans for the properties and would pay fair market rate. The CRA would close on the current post office location in February 2023. The USPS has plans to accomplish their goals within that time line. The history of the property was given. Mr. Weiner, the property owner was available online, but unable to join the meeting. Chair Penserga was uncomfortable moving forward without hearing from him. Board Member Hay appreciated Mr. Hancock's comments. He asked if the 401 building does not work out, if they are looking to stay east of 1-95 and learned they were. Motion Board Member Turkin moved to table to the next meeting. Vice Chair Cruz seconded the motion. The motion passed unanimously. D. Presentation by Palm Beach County Housing Authority on the Properties within the CRA District Ms. Shutt explained the Executive Director was no longer online. She had just had surgery and could not hold on. Motion Vice Chair Cruz moved to table. Board Member Hay seconded the motion. The motion unanimously passed. E. Consideration and Discussion of the Boynton Beach CRA Policy for Processing CRA Board Agenda Items Ms. Shutt explained the Board wanted the agenda to be made available two weeks before the meeting, but there was a conflict with the Letter of Intent Policy (LOI) as the LOI can be submitted within five days of the Board meeting The item was to have the Board adopt the current policy for agenda processing, but come back in June with amendments to the LOI policy to be consistent with one another, Motion Board Member Hay moved to adopt the current processing CRA Board agenda item policy. Board Member Kelley seconded the motion. The motion passed unanimously. Thee was consensus to revise and bring back the LOI policy for adoption. 25 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 15. CRA Projects in Progress A. CRA Economic & Business Development Grant Program Update Vicki Curfman, Administrative Assistant, gave the update. Since October 1, 2021, the CRA gave $219,023. The remaining fund balance is $312,577. There were a few businesses looking for extensions that were granted. She noted they did not have the new business application in time for the new policy of 14 days agenda publication, so the report next month will be a month behind. B. Rock the Plaza at One Boynton Recap Mercedes Coppin, Business Promotions and Event Manager, reviewed the event that featured live music and family-friendly activities to spotlight businesses at the plaza. Staff had a five-hour Boynton Beach Bucks promotion, and a $15 Boynton Beach Bucks promotion for the newly opened Mancave for Men in conjunction with the Ribbon- Cutting Event. They received 95 survey responses and positive feedback from the business owners and property management. The survey showed 76% respondents are residents of Boynton Beach and 44% heard about the event on social media. C. Social Media & Print Marketing Update Amanda Meyer, Business Promotions and Marketing Coordinator, explained in March, they had social media posts to promote local projects and businesses. They helped promote two businesses within the CRA. They also have posts about commercial leasing for the HOB Villages Apartment Complex and Rock the Plaza. Examples of current marketing efforts were viewed including a Marina ad in the Coastal Star and others. The blog was published. Board Member Kelley commented on the Rock the Plaza post. The amount of people it reached and people engaged seemed a bit unreal. That were 18K touches. She encouraged staff to continue the good work. D. MLK Jr. Boulevard Corridor Mixed Use Project (dba Heart of Boynton Village Apartments) Update Mr. Tack gave the update stating there is movement on site. The project will provide 120 units as well as over 8K square feet of leasable commercial space. Images were viewed of the east building on the residential component shows the property was cleared and graded. Images of utility trenchs, plumbing, rough-ins and electrical images were viewed. Seven bays can be leased out to local businesses. 16. Future Agenda Items A. Discussion and Consideration of Direction and Assignments for CRA Advisory Board 26 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 B. Tree Canopy Coverage Project Update C. Project Update on the Bride of Christ Daycare Center at NE 10th Avenue D. Semi-Annual Progress Report - MLK Jr. Boulevard Corridor Mixed-Use Project (dba Heart of Boynton Village Apartments LLC) E. Semi-Annual Progress Report - MILK Jr. Boulevard Corridor Mixed-Use Project (aka Heart of Boynton Village Shops) 17. Adjournment Motion There being no further business, Board Member Hay moved to adjourn. Board Member Kelley seconded the motion. The motion passed unanimously. The meeting was adjourned 10:52 p.m. datAv� Catherine Cherry Minutes Specialist 27 a..s;�s, i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: July 12, 2022 CONSENT AGENDA AGENDAITEM: 11.C. SUBJECT: Approval of Commercial Property Improvement Grant Program in the Amount of $25,000 for Sole-Perna, Inc. d/b/a Salon South Flow located in Patterson Plaza at 1815 S. Federal Highway Units 3 &4 SUMMARY: The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial costs associated with the construction, repair, and/or rehabilitation of commercial building improvements. The Commercial Property Improvement Grant Program provides a 50% reimbursement of the applicant's expenditure for the eligible improvements up to a maximum grant total of $50,000. Under the program guidelines eligible improvements must be permanent items that stay with the building. CRA staff has received a complete grant application from Sole-Perna Inc. d/b/a Salon South Flow located in Patterson Plaza at 1815 S. Federal Highway, Units 3 & 4, Boynton Beach, FL 33435 (see Attachments I - 11). Salon South Flow is a hair salon space aligned with inspiring art, music and style. They offer designed luxury, modern hair with love for details which are always supported by high quality hair products. They believe hair service can also be a space of resting and fun for their clients. As the tenant of a commercial property, the applicant falls under the terms of a Tier I I business, as outlined in the grant application. The applicant is seeking reimbursement for interior improvements including: New plumbing, electric, flooring, HVAC and signage. The total cost of eligible property improvements is approximately$50,863.29 (see Attachment 111). If approved, the applicant is eligible to receive a maximum grant of $25,000 under the terms of the grant. The grant is reimbursed to the applicant once the City of Boynton Beach Building Department approves all permit requirements and the proper reimbursement documentation is submitted to C RA staff for approval. FISCAL IMPACT: FY 2021-2022 Budget Project Fund, Line Item 02-58400-444, $25,000. CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Property Improvement Grant not to exceed the maximum grant award of $25,000 to Sole-Perna Inc. d/b/a Salon South Flow located in Patterson Plaza at 1815 S. Federal Highway, Units 3 &4, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I -Commercial Property Improvement Grant Application D Attachment II - Location Map D Attachment III - Project Quotes of t BOYNT01 -4"' =BEAC COMMUMY REDEVELOPMENT AGENCY October 1, 2021 — September 30, 2022 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERICAL PROPERTY IMPROVEMENT RulesGRANTPROGRAM Program i The Commercial Property Improvement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the " ") Area. The program is designed to provide financial assistance to new and existing businesses in the form of a reimbursable grant intended to reduce the initial costs associated with the repair and rehabilitation of buildings or other improvements in accordance with the BBCRA Community Redevelopment Plan. Improvements paid for by the BBCRA must be permanent and stay with the building. The BBCRA reserves the right to approve or deny any Commercial Property Improvement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the BBCRA Area. For purposes of this application, the term "new business" means a company in operation for less than one year or relocating to Boynton Beach. The term "existing business"means a company that has been in operation within the BBCRA Area for a minimum of two years at the time of application and has at least two years remaining on its existing lease. The term "project" means the eligible exterior or interior improvement project for which the applicant seeks reimbursement. Initials Page 1 of 17 Property Improvement 100 East Ocean Avenue,-4 th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com The Boynton Beach BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Incentive Funding The Commercial Property Improvement Grant Program offers financial assistance to the landlord or business owner in the form of a reimbursable, matching grant for 50% of eligible expenses, up to $50,000, associated with the construction or renovation of the exterior and interior elements of the commercial operating space. Applicants are encouraged to take advantage of the City of Boynton Beach's PACE Program to help defer the cost of installing energy efficient items. Information regarding the PACE Program is available online at http://www.boynton-beach.org/go- green/pace_program.php or by contacting the City of Boynton Beach at (561) 742-6067. Attached is the ReNew PACE Eligible Product List. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com or view the attached brochure. Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the BBCRA Area (see attached map). • Must provide proof that the commercial business is properly licensed by all necessary levels of government and professional associations or agencies (copies of City and County licenses or receipts that the licenses have been applied for). Initials Page 2 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com d • Improvements to non-profit and residentially zoned properties are NOT eligible expenses. • Applicant must have an executed multi-year lease with at least two years remaining on the lease at the time of BBCRA Board approval • Proposed leases must be executed within 30 days of BBCRA Board approval or the grant award is terminated. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the BBCRA. A copy of the consumer report will be provided to the applicant upon request. Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • All work must be done in compliance with applicable City of Boynton Beach Building Codes and Land Development Regulations. All contractors must be licensed as required to work in Boynton Beach and/or Palm Beach County. For any projects valued more than $250,000 (based on the project's construction value as it appears on the Palm Beach County-Wide/Municipal Building Permit Application Form submitted to the City of Boynton Beach), preference will be given to projects that will use contractors with an office in Palm Beach County. Please contact the City of Boynton Beach Development Department regarding the proposed work to be performed prior to submitting a grant application. • Grant funding amounts will be based on the applicant's project budget, specified at the time of the BBCRA Board approval, plus an added 20% contingency funding amount. • Grant funds will be reimbursed exclusively for approved work and approved change orders. • The Commercial Property Improvement Grant Program may only be used one time in any five year period for any one property. Entities hoping to improve properties that were previously improved using a BBCRA improvement grant may apply for additional grants any time after five years from previous grant approval. • In order to qualify for the grant, the subject property may not have any outstanding City of Boynton Beach liens at the time the applicant seeks reimbursement. To ensure that the property does not have any outstanding liens, violations or monies owed for utilities, the BBCRA will perform a lien search on the property at a cost of $140.00, which will be deducted from any grant funding awarded to the recipient. Initial &.0f �.� ry, `" w Page 3 of 17 Property Improvement 100 East Ocean Avenue,4t" Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com In the event that there is an outstanding lien against the property, the grant will not be awarded until the complete satisfaction of the lien. • In order to receive the full amount of any awarded grant, the property owner or tenant must complete the project, obtain a Certificate of Occupancy/Completion from the City of Boynton Beach, and submit for reimbursement within 180 days of the issuance date of the permit for the project. (As further described below, applicants may request reimbursement for up to 50% of their grant award prior to completion of the project.) If BBCRA Board approves grant funding and the work being performed does not require a permit, the Certificate of Completion (or equivalent) and application for reimbursement must be within 180 days of the grant award. Failure to complete the improvements within the specified time frame will result in termination of the grant award, at which point the BBCRA will no longer make payments for any reimbursement requests, regardless of whether the request was submitted prior to the termination of the grant. Only one 60 day administrative extension will be permitted, and the BBCRA has the sole and absolute discretion to grant or deny such extension. • Project items completed and paid for by the applicant more than 60 days prior to grant approval by the BBCRA Board are not eligible for reimbursement under the grant program. A complete application must be received within 60 days of payment in order for an expense to be eligible for reimbursement. Once a complete application is received, the application will be placed on the next available agenda for review and potential approval. • BBCRA Board approval of this grant results only in funding. Approval of BBCRA grant funding is NOT approval of any type of City processes including, but not limited to, permits and site plan modification. Applicants must apply for permits and site plan modification through the appropriate departments at the City. All commercial projects require permitting and site plan modification reviews. It is the responsibility of the applicant to obtain all necessary City approvals. • Grantees shall allow the BBCRA the rights and use of photos and project application materials. • The BBCRA Board may give preference to local businesses. For purposes of this grant, local business means a duly licensed business entity with an office location in Palm Beach County. Initial Page 4 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com Projects and items eligible for funding under this grant program are limited to: • Structural walls • Plumbing . Flooring • Grease trap installation • HVAC system . ADA Improvements • Electrical systems, • Hood &fire • Signage including exterior and suppression . Doors/windows interior lighting • Landscaping and . Parking lot re-paving, . Patio decks irrigation within the re-sealing, and/or connected to the project site restriping building Painting • Fencing (excluding . Demolition of structure • Roofing (Not to chain link, barbed wire, and re-sodding of exceed 50% of and wood panels) vacant property total grant award) • Electric vehicle charging • Solar electricity and • Security stations — See attached water heating — See cameras/system" ReNew PACE Eligible attached ReNew PACE (not including Product List Eligible Product List security personnel) ** Notwithstanding the limitation that grants may only be used once every five years for any one property, previous grant recipients that received less than the maximum amount of grant funding from Commercial Property Improvement Grants or Economic Development Grants are eligible to reapply to receive 50% matching reimbursable funding in an amount not to exceed $3,000 for the installation of new security cameras/systems. Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Property Improvement Grant Program: • Massage/Personal Services • Medical Research Centers/Housing • Firearm Sales/Shooting Ranges • Massage/Personal Services • Religion- Affiliated Retail Stores • Churches/places of worships • Non-profit Organizations • Alcohol and/or Drug Rehabilitation • Adult Gambling Arcades Centers/Housing • Check Cashing Stores . Any other use that the BBCRA staff • Adult Entertainment or BBCRA Board determine will not • Vapor/E-Cigarette Stores support the redevelopment of the BBCRA Area Initial &� Page 5 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com • CBD Retail Stores Grant Terms and Conditions This grant is divided into three tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. All reimbursement checks from the BBCRA to the successful applicant will be made out to the applicant (the business entity). Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval, plus an added 20% for contingency funding. Tier One Business Tier One Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $50,000 in grant funding. Tier One Businesses must be one of the following types of business: • Restaurant • Hotels/Motels/Bed and Breakfast • Gourmet Food Market (the Board will grant no more than • Bakery four approvals in this category per fiscal year) Tier Two Business Tier Two Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $25,000 in grant funding. Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Home Decor/Design — home • Boutiques — clothing, shoes & furnishings, art galleries, kitchen accessories wares • Law Offices • Accounting Offices • Hair/Nail Salons (no more than two • Real Estate Offices approvals per fiscal year) Init.ia Page 6 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com • Marketing Offices • Medical Offices • Fitness Facilities —yoga, dance • Insurance Offices exercise, martial arts, etc. • Take Out Restaurants • Auto Services Facilities — repair, • Tattoo Parlor/Body Piercing/Body storage, sales, etc Art Shop (no more than two • Specialty Retail Businesses — approvals per fiscal year) stationary, gifts, sporting goods . Florists (no more than two • Other commercial fagade only approvals per fiscal year) improvements Tier Three Business (no more than two approvals per fiscal year) Tier Three Businesses are subject to BBCRA Board for review and approval. Tier Three Businesses eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $15,000 in grant funding. Tier Three Businesses must be one of the following types of businesses: • Kava Tea Bar • Pawn Shops • Convenience Stores: (Fagade • Liquor Store and Security Improvement • Laundry/Dry Cleaner facility only) Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on lease at the time of Board approval. The commercial lease must define the landlord-tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; Initials !&' Page 7 of 17 Property Improvement 100 East Ocean Avenue,4t" Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com • Ability to terminate; and • Consequences of default on the lease. Application Process Applications can be obtained from the BBCRA office located at 100 East Ocean Avenue, Boynton Beach, FL 33435 or downloaded from www.boytonbeachcra.com. All applicants are required to meet with BBCRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the BBCRA office. Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the BBCRA Board. Applicants may submit complete applications via email or mail hard copies of the application with all materials to the BBCRA for review and approval by the BBCRA Board. Applicants will be considered on a first-come, first-serve basis. Application packets must include the following documentation: 1. A non-refundable fee of$100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 2. Provide 2-3 sentence mission statement for the applying business entity. If the applicant is a commercial property owner, provide a brief history of the property and the current tenants of the space. This will be used as a way to introduce your business to the BBCRA Board. 3. Written detailed project budget describing the improvements to be done to the property. 4. Cost estimate(s) from a licensed contractor(s) as specified in the applicant's project budget. It must list all project costs for which the applicant is requesting reimbursement. The project budget must provide a total cost of the project. 5. Signage design, project color chips, material samples and material specifications, if applicable. 6. Copy of building permit receipt/application. If the permit has not been applied for prior to submission of the grant application, a copy of the building permit receipt is due within 90 days of grant approval, or the grant award may be terminated. 7. Resume for each principal/owner of the business. 8. Copy of the corporate documents for the applying business entity. - . m Initials Page 8 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com 9. Copy of executed multi-year commercial lease agreement. X.Copy of Warranty Deed. 11.Two years of corporate tax returns (for existing businesses only). A.Two years of personal tax returns for the principal/owners of a new business. 13.Copy of design and construction plans associated with the proposed improvements. 14.List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 15.A minimum of four color digital "before" photos of the exterior and interior portions of the project. 16.Completed and signed application (attached). 17.Authorization to perform credit check for the business and each principal/owner of the business (attached). 18.W9 Form and Vendor Application (attached). City Planning and Development Department Acknowledgement Form (attached). City Permit Department Acknowledgement Form (attached). The above referenced City Forms (line 18 and 19) must be completed and submitted to the appropriate departments, which are located at City Hall 100 East Ocean Avenue, Building Department, Boynton Beach, FL 33435. Phone (561) 742-6000. Approval of Funding Request All required documentation must be submitted no later than noon two weeks prior to the second Tuesdaofthe month. BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month at the Commission Chambers located in City Hall at 100 East Ocean Avenue, Boynton Beach, FL 33435. The schedule for BBCRA Board meetings can be obtained at www.boyntonbeachcra.com. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board. The BBCRA recommends that applicants attend the BBCRA Board meeting during which the Board will consider their applications in order to answer any questions the BBCRA d Initial Page 9 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com Board may have regarding their applications. BBCRA staff will notify the applicant of the BBCRA Board's approval or denial in writing. Site Visits BBCRA may conduct a site visit prior to transmitting the application to the BBCRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during, and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Reimbursement This program is designed as a matching 50% reimbursable grant. All work for which reimbursement is sought must be completed and paid for by the applicant prior to the release of BBCRA funds. The applicant may request reimbursement for partial payments throughout the project for up to 50% of grant award. The remaining 50% of grant funding will be held until the project is completed according to the City of Boynton Beach Building Department, and if applicable, a certificate of occupancy has been issued, at which point the applicant may submit a final reimbursement request. The BBCRA will provide reimbursement to the applicant upon submittal of a complete reimbursement request package. All reimbursement requests and supporting documents must be submitted to the BBCRA (3) days prior to the grant expiration date. The BBCRA may refuse to issue grant funding if the submission is not received by the specified time. Once the work is completed the reimbursement request shall be summarized in a report and accompanied by the following documentation: 1. Invoices, receipts or other acceptable evidence of payment from suppliers and licensed contractor(s) that have been marked "paid in full." Proposals for "work to be completed" or "bids" are not considered proper documentation. a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. Initials. P Page 10 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com 2. Copy of City of Boynton Beach and Palm Beach County licenses (Business Tax Receipt). 3. For partial reimbursement requests, a Partial Release of Lien from licensed contractors must be submitted. 4. For the final reimbursement request, the following must also be submitted: a. A "final release of lien" signed by each licensed contractor(s). See attached Sample of a Final Release of Lien form. 5. A minimum of 4 color "after" photos of the project. 6. A copy of the Certificate of Occupancy/Completion. 7. All in project costs to open or renovate the business for reporting of public to private dollar match By submitting the final reimbursement request, the applicant warrants that all bills for which applicant is directly responsible related to the project are paid in full including, but not limited to, all contractors, labor, materials, related fees and permits. Grantees may not submit work improvements for reimbursement that have been used as part of a reimbursement request for any other grant program offered by the BBCRA, City of Boynton Beach, Palm Beach County or the State of Florida. The Commercial Property Improvement Grant Program will only reimburse applicants for new expenditures that have not been submitted to other grant programs for reimbursement. SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING It the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Prog'ram's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the project. Nor shall issuance of a grant result in any obligation on the part of the BBCRA to any third party. The BBCRA is not required to verify that entities that have contracted with the applicant have been paid in full, or that such entities have paid any subcontractors in full. Applicant's warranty that all bills related to the Project for which the applicant is directly responsible have been paid is sufficient assurance for the BBCRA to award grant funding Initial z&-- Page 11 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com i {4� BOYNTO " =BEAC RA COMMUNffY REDEVELOPMENT APPLICANT INFORMATION BUSINESS INFORMATION: Busine�js Name (d/b/a if applicable)- I�OY% C�o u+t�' Current Business Address: Fed ID#:___ Business Phone Number: �et XGc, L; C Cell: Website: UJ W UJ S6.` V e-c3c Existing Business: Yes r No Number of years in existence: Time at Current Location: New Business to Boynton Beach: YesK No Do you have an executed lease agreement: Yes V No® If so, monthly base rent: c New Business Address (if applicable): Square footage of current location: 0100 Square footage of new location: (6010 Type of Business: t `t Tier 1 Business: ❑ Tier 2 Business: Tier 3 Business: ❑ (Tier Classification subject to BBCRA Board Approval) Number of Employees: _ Hours of Operation: List of improvements seeking reimbursement for: i l Recil6ested grant am t: .. Page 12 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435-Phone: (561) 600-9090 www.boyntonbeachcra.com BOYNTO BEACH i`,I, RA COMMUNffY REDEVELOPMENT AGENCY APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner m : D:�Ls Date of Birth: 10 [Ot4 Email: Residential Address: '4(QLf gt Cell Phone Number: f Lf G1/ 2. Principal/Owner am ` Date of Birth: ;T,a Email: .. C Pe VLnk. 0—r Residential Address: a - Cell Phone Number: r lZ [ 3. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 4, Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: Are you applying for grant assistance under any other program offered by the BBCRA? Yes X No )� If yes, what additional programs are you applying for:. Page 13 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com u BOYNTON", , RA I 1- COMMUNffY T AGENCY APPLICANT INFORMATION Are you receiving grant assistance under any other governmental agencies: Yes® No If yes, list any additional grant sources and amounts: LANDLORD INFORMATION: Landlord Name: Landlord's Mailing Ad , Lan Pho Nur CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. I Initials ��Yll Page 14 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com 4° rh) x t BOYNTO " NBEAC RA 'MGM COMMUNrrY REDEVELOPMENT APPLICANT INFORMATION understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer in furtherance of the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in this application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the BBCRA to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the BBCRA or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. Initials Page 15 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435—Phone: (561) 600 -9090 www.boyntonbeachcra.com r BOYNTON"' RA APPLICANT INFORMATION APPLICANT SIGNATURES: Sign re Date Pri cipal/Owner's r Printed Name Title 2. (j --- C I r n ipal/Owner' S nature at Printed Wme Title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF f COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared_ 4 who is/are ersonally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of 20 ryRY P BLBONNIE NICKLIEN ommission Expires: Notary Public State of Florida *= Commission # HH 87189 Q� My Commission Expire May 25,2025 s '- 16 of 17 Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com BoYNTON" BEACH %.. RA acm= s ;. LANDLORD INFORMATION LAN QUO RDZ NATURES: ' C, .;� Llord4,' lgnatu Date r Printed Name s Title 2. Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures-Multiple notary pages may be used if signing individually STATE OF 1X 'l * COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared (Fs� 14 � � who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this py day of , 20 NST RY UBLIC My Commission Expires: BONNIE NICKLIEN Notary Public-state of Florida Pec Commission # HH 87189 ''OFF��;�' My Commission Expires ".. May 25,2025 Page 17 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com 6/20/22,2:16 PM PAPA Maps Jim, DOROTHYJACKS a CFA AAS }J a5}yest��tzJt rtes } ,y Palm Beach Co ty P perry Appr ser JS I`} Search b Owner,Address or Parcel Y s� s9 0 � View Property Record Owners � £tt it It r� 111�3i( }l� �i,�a{7t �i s�}t rs s�£�is i '�t f y PATTERSON PLAZA LLC 1 idiu,( i§) 77, Property Detail c 1 81 5 S FEDERAL HWY J .. BOYNTON BEACH t rel l +l,' ;'7 '� J s .Parcei No. 08434533000001340 u,& r ': It it�}il41St,�t� � ` ft�l .. ,c 32031 �„e'1470Sa.le.Da, e=. DEC-2020 1241 SW 27TH PL £ il�'1}Vie t ,- '"� - l I� f s ,tl 2 t lt(rte �}4 _t 5 P✓t 711 ,lr�' +�1 l it S t1 { t1 it is - .d ,frl4l Ij11� . :.. BOYNTON BEACH FL 33426 7833 i i. e. e. 1 100-STORES i£�i1 l � 4 1 } ee - } YeV t ) $t 2 l ( r 5240 - } ( tQ t t l la tst t It it , t s t s Sales Information �� � � 1 � et l#- t Sales Date Price �{ t' to e t e DEC-2020 10 e y £ s r t t u s x NOV-2010 10 u ni tt z t JUL-2009 10 JAN 19700 1 �e} m21 JAN 19755 1 100 Appraisals Tax Year 2021 u :m,^. e._e...V .ue=. $492,151 .i-arl.d Value $414,203 t; tt (),:aMarket Va..ue=. $906,354 All values are as of January 1 st each year t �t Assessed/Taxable values , .. Tax Year 2021 1• A^sesse t.lue=. $906,354' � r axabie Value $906,354 - ,s,,,ure ... 4 , Taxes Tax Year 2021 Ad t . .e.m $19,231 Non fl...,tc_,,:e.r^ $2,437 tli 1, $21,668 A l ill 't %t b q c u a t i 7, i t, + � la£ _� ,£•�, '<rCd t` �`` ., _ https://maps.co.palm-beach.fl.us/cwgis/papa.html?qvalue=08434533000001340 1/1 Project Item Quote Master Contractors, Inc. $ 38,350.00 Signage $ 3,513.29 Painting $ 9,000.00 Project Total $ 50,863.29 50% Reimbursement $ 25,431.65 Max Grant Award $25,000 Final Grant Request $ 25,000.00 6476 Kirsten Way Lake Worth, FL 33467 Office: 561-712-8898 Fax: 561-712-8895 CGC058054 CCC057753 Estimate Submitted To: Job Information: Carolina and Erik's Salon 1815 S Federal Hwy # 5 Carolinaanasole@gmail.com Boynton Beach FI SCOPE OF WORK — Proposal We herby agree to perform the following work as Per design plans as detailed below: **all work includes labor and material unless specific noted Framing / Construction/ Drywall 1. Install metal framing per plans. Labor and material 2. Install New drywall. Labor and material 3. Tape and Finish. $ 6,800.00 Interior Doors 4. Install interior door. 5. Install framing and trim. $ 2,800.00 Electric 6. Electrical per plans included. Labor and Materials. 7. Lights, outlets, switches, water heater and replace electrical panel. $ 8,200.00 Plumbing 8. Plumbing per plan. 9. Fixtures to be provided by owner. $ 9,700.00 HVAC 10. HVAC per plans. 11. Bathroom, exhaust fan, exhaust for fryer, adjustments to ducts per code. $ 3,150.00 Flooring 12. Saw cut floors and repair concrete. 13. Soil Poisoning. $ 3,100.00 Baseboards 14. Install baseboards. $ 1,600.00 Permit and Supervision 15. Apply and provide permit. 16. Construction supervision and management for General Contractor. 17. Coordination of subs and meeting with inspectors as necessary. 18. Certificate of Completion $ 3,000.00 Price: Thirty-Eight Thousand and Three Hundred and Fifty Dollars.................. $ 38,350.00 Not included: DEMO, Flooring, paint, ceiling, garbage removal or general cleaning, Appliances, alarm system, furniture, plumbing fixtures / light fixtures and any items not specifically itemized above in this proposal. Sprinkler system/heads or relocation work not included. Page 2 TERMS AND CONDITIONS Contractor warrants labor for a period of one year from date of installation providing that no sums are due under this agreement. Warranty becomes void due to hurricane or acts of God. No statement,representation or agreement,written or verbal,not appearing upon the face of this agreement shall be binding upon the parties hereto. The client agrees to pay for reasonable attorneys fees in the event the contractor has to retain an attorney to collect any sums due under this contract whether or not a lawsuit is filed. All balances due under this agreement shall bear interest rate at 18%per annum and unless otherwise stated.All balances become due and payable immediately upon completion of work. The client is responsible for any loss of materials once they have been installed.The owner is responsible for carrying proper insurance. The client will not hold the contractor responsible for any items that are damaged on site which occurred prior to construction or that are pointed out to owner as a potential problem. Contractor reserves the right to lien property if not paid the agreed to price. Contractor is not responsible for existing code violations or hidden defects that are not covered under this agreement. Modifications must be made using a change order only and must be signed by both parties. Note:this proposal may be withdrawn if not accepted within 30 days. Contractor warrants that upon completion of the Work,it shall comply with any and all applicable national,state,county and municipal codes, ordinances and regulations and the Florida Building Code 2020 edition and all amendments. Authorized Signature: Sandra Puerta Term and conditions: Payment schedule: Deposit/mobilization 20,000.00 and draw based on percentage of completion. Windows and door to be paid as per window manufacturer payment schedule. The above prices,specifications,and conditions are satisfactory and are hereby accepted. You are authorized to do the work as specified. Payment will be made as outlined above. Signature: Date: Page 3 ' araM Signarama Boynton Beach Th...y to 3487 High Ridge Road ESTI MATE Boynton Beach,FL 33426 (561)742-2823 EST-3641 www.signarama-boyntonbeach.com Payment Terms:Cash Customer DESCRIPTION:Exterior Sign and Window/Door Graphics Bill To: Salon South Flow Installed: Salon South Flow 1815 S Federal Hwy 1815 S Federal Hwy Units 3&4 Units 3&4 Boynton Beach, FL 33435 Boynton Beach, FL 33435 US US Requested By: Carolina Sole Perna Salesperson: Paul Metzler Email: carolinaanasole@gmail.com Email: Paul@signarama-boynton.com Work Phone: (561)706-4491 Work Phone: (561)742-2823 PRODUCTS QTY UNIT PRICE TOTALS' 1 36"x 36" Light Box 1 $2,408.80 $2,408.80 (1)36" high by 36"wide circular extrusion cabinet with 3/16" polycarbonate lense illuminated with LED. Salon South Flow graphic made of premium digital print translucent vinyl with UV protective laminate. Before finalizing design and pricing Signarama will need customer to review sign criteria with the property owner. Signarama will also confirm with the City of Boynton Beach prior to finalizing. Price includes installation by licensed electrician. 2 Permitting 1 $645.00 $645.00 Signarama will coordinate and submit design,certified engineering plans, permit application and permit administration required to install exterior sign. This does not include separate fee required by municipality to cover actual permit cost. In the event Signarama advances payment for municipal permit fees,Signarama will invoice customer separately for reimbursement. 3 Door Graphics 1 $204.11 $204.11 Currently assumes white cut vinyl on doors including: • Circular logos on both doors measuring 14" by 14" • Hours of Operations on one door measuring 20"wide by 10" high • Phone number on one door measuring 18"wide by 2" high Includes installation 4 Window Graphics 1 $146.72 $146.72 Currently assumes larger 20"x 20"circular logo in both windows. Opportunity to add additional graphics Generated On:6/20/2022 4:07 PM Page 1 of 2 including services. Includes installation Subtotal: $3,404.63 This quote is valid for 30 days from the date created and is based on information Taxes: $108.66 provided by the prospective customer regarding the project requirements. Grand Total: $3,513.29 To the extent product(s)presented in the quote require Signarama to create a custom design/graphics without the aid of a high resolution logo/graphic provided by the Customer,Signarama owns such logo/graphics until purchased by Customer. Changes by the Customer after the proof and quote have been approved may result in a change to the price of the product and service. All changes will require approval and sign-off by the Customer prior to production. Pricing associated with this estimate is void after 30 days. PROJECTS WHOSE TOTAL QUOTED FEES ARE$350 OR LESS WILL REQUIRE PAYMENT IN FULL PRIOR TO PRODUCTION AND SERVICE. PROJECTS WITH TOTAL QUOTED FEES IN EXCESS OF$350 WILL REQUIRE A 50% DEPOSIT TO INITIATE THE PROJECT/SERVICE. THE REMAINING 50% BALANCE DUE FOR PROJECTS/SERVICES IN EXCESS OF$350 WILL BE DUE PRIOR TO OR AT THE TIME OF PICK UP, DELIVERY, INSTALLATION AND/OR COMPLETION OF THE PROJECT/SERVICE. DUE TO DELAYS IN CUSTOMER PAYMENTS,SIGNARAMA WILL NO LONGER PROVIDE THE PRODUCT/SERVICE UNTIL FULL PAYMENT HAS BEEN MADE. THIS MAY REQUIRE OUR CUSTOMERS TO HAVE CHECK OR CREDIT CARD PAYMENTS READY AT THE TIME OF PICKUP, DELIVERY OR INSTALLATION. NO EXCEPTIONS. If you anticipate requiring time to process an invoice for purchases in excess of$350, please factor this into our timing to begin and complete your project in order to satisfy these payment terms. Depending on the extent of the project and associated materials, most approved projects are completed between 2 days and 2 weeks upon meeting our payment requirements. Projects involving permitting may take between 4 weeks and 3 months to complete depending on the municipality processing permits. Please note that we also offer Signancing,our exclusive Signarama Financing program,to help you with your purchase. Visit: https://signarama.com/locations/fl-boynton-beach/signancing/to learn more. Signature: Date: Generated On:6/20/2022 4:07 PM Page 2 of 2 Estimate #EST-000115 RobertGeneral,Services 0""0" Custom Builders Bill To Salon Resta Estimate Date 22jun 2022 INTERIOR PAINT 1.00 4,500.00 4,500.00 Paint walls ceilings,trim and interior doors Price is for labor and materials FLOORING 1.00 4,500.00 4,500.00 Grind existing concrete floor,patch where needed and apply finish coat Price is for labor and materials Sub Total 9,000.00 Total $9,000.00 Notes Looking forward for your business. Terms&Conditions Payment Terms: Down payment of 30%of total amount at start of contracted work Remaining balance to be paid once contracted work is completed Conditions: •All work will be carried out in a professional All materials purchased by Robert General Services that are not included on the proposal will be due upon delivery with proof of receipt All changes to original contracted work will be added to contract as change orders a..s;�s' i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: July 12, 2022 CONSENT AGENDA AGENDAITEM: 11.D. SUBJECT: Approval of Commercial Rent Reimbursement Grant Program in the Amount of $15,000 to Sole- Perna, Inc. d/b/a Salon Resta located in Patterson Plaza at 1815 S. Federal Highway, Units 3 & 4 SUMMARY: The CRA's Commercial Rent Reimbursement Grant Program provides qualified new or expanding businesses located within the CRA District boundaries with rent payment assistance for a maximum period of 12 months. CRA staff has received a complete grant application from Sole-Perna Inc. d/b/a Salon South Flow located in Patterson Plaza at 1815 S. Federal Highway, Units 3 & 4, Boynton Beach, FL 33435 (see Attachments I - 11). Salon South Flow is a hair salon space aligned with inspiring art, music and style. They offer designed luxury, modern hair with love for details which are always supported by high quality hair products. They believe hair service can also be a space of resting and fun for their clients. As a hair salon, Salon South Flow plans to employ various team members ranging from salon assistants, stylists and colorists. Under the terms of their Landlord-Tenant Lease Agreement, the base rent required to be paid by the applicant is $2,866.67 per month (see Attachment 111). Salon South Flow qualifies as a Tier I I business (as specified in the grant application) and would receive reimbursement for one-half of their monthly rent amount or maximum grant amount of $1,250 per month for a 12 month period, whichever is less. If approved, Salon South Flow would be reimbursed in the amount of $1,250/month for a period of 12 months or a total grant amount of $15,000 during its first year of business. Grant reimbursements to the approved applicant occur on a monthly basis with proof of rent payments. FISCAL IMPACT: FY2021-2022 Budget, Project Fund, Line Item 02-58400-444, $15,000 CRA P LAN/P ROJ ECT/P ROG RAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Rent Reimbursement Grant in the amount not to exceed $15,000 to Sole-Perna Inc. d/b/a Salon South Flow located in Patterson Plaza at 1815 S. Federal Highway, Units 3 &4, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I -Commercial Rent Reimbursement Application D Attachment II - Location Map D Attachment III - Lease -Jv 3, JL9 j OY N TO 2BEACH = R,n AGENCY October 1, 2021 — September 30, 2022 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL RENT REIMBURSEMENT GRANT PROGRAM Program Rules and Regulations The Commercial Rent Reimbursement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the "BBCRA") Area. The program is designed to provide financial assistance to new and existing businesses in the form of rent reimbursement intended to help businesses during the critical first year of operation or expansion. The BBCRA reserves the right to approve or deny any Commercial Rent Reimbursement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the BBCRA Area. The receipt of past payments is not a guarantee of future payments. For purposes of this application, the term "new business" means a company in operation for less than one year or relocating to Boynton Beach. The term "existing business" means a company that has been in operation within the BBCRA Area for a minimum of two years at the time of application and has at least two years remaining on its existing lease. The Boynton Beach BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced by the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Initials Page 1 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com Incentive Funding The Commercial Rent Reimbursement Grant Program offers financial assistance through a reimbursable grant in the form of a monthly rent reimbursement for the first 12 months of business with the option to request an additional 6 months of reimbursement, which may be granted at the discretion of the Board. New businesses are eligible to apply for assistance for up to one year from the issuance of the City of Boynton Beach Business Tax Receipt. Rent Reimbursements will not be paid until all construction has ended, permits are closed out, City and County licenses are obtained, and the business is open for operation under a Temporary Certificate of Occupancy (TCO) or a Certificate of Occupancy (CO). For businesses that do not require any construction work, rent reimbursements will not be paid until City and County licenses are obtained and the business is open for operation. On a monthly basis, the BBCRA will issue reimbursement directly to the applicant. Reimbursement is for the monthly rent payment made to the landlord, and is dependent upon receipt of verification that the payment has been cleared by the bank. The responsibility for all rental payments is between the parties to the lease, (the tenant and the landlord). As grantor, the BBCRA does not bear or accept any responsibility for payment of rent at any time, or for penalties incurred for the late arrival of payments by any party. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com. Initials Page 2 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be a new business, or an existing business that is expanding in size. • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the BBCRA Area (see attached map). • Must provide proof that the business is properly licensed by all necessary levels of government and professional associations or agencies (copies of city and county licenses or receipts that the licenses have been applied for). • Non-profit and residentially zoned properties are NOT eligible. • An existing business must expand to occupy more than 50% of its current square footage size or open a second location within the BBCRA Area. Verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the BBCRA Board if the tenant is losing their current space due to redevelopment of the site. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the BBCRA Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • Applicant must have an executed multi-year lease with at least two years remaining on the lease. • Proposed leases must be executed within 30 days of BBCRA Board approval or the grant award is terminated. • The Commercial Rent Reimbursement Grant Program may only be used one time by any one specific business entity or business owner. • Grantees shall allow the BBCRA the rights and use of photos and project application materials. Initis Page 3 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com • The BBCRA Board may give preference to local businesses. For purposes of this grant, local business means a duly licensed business entity with an office location in Palm Beach County. Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Rent Reimbursement Grant Program: • Firearm Sales/Shooting Range • Convenience Store • Religion-Affiliated Retail Stores • Churches/places of worship • Non-profit organizations • Medical Research Centers/Housing • Check Cashing Stores • Tattoo Shops / Body Piercing / • Kava Tea Bars Body Art Shops • Adult Entertainment • Liquor Stores • Adult Arcades • Vapor Cigarette, E Cigarette Stores • Alcohol and/or Drug Rehabilitation • Pawn Shops Centers/Housing • Any other use that the BBCRA staff • Massage/Personal Services or BBCRA Board determine will not • Auto Services Facilities — repair, support the redevelopment of the storage, sales, etc BBCRA Area • CBD Retail Stores, etc. Grant Terms and Conditions This grant is divided into two tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval. Tier One Business Tier One Businesses are eligible for reimbursement for up to half(50%) of the business's base monthly rent or$1,750 per month, whichever is less (maximum amount of the grant is $21,000, distributed in 12 monthly payments). Initials_.- '`_ Page 4 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com Tier One Businesses must be one of the following types of businesses: • Restaurant • Bakery • Gourmet Food Market Tier Two Business Tier Two Businesses are eligible for reimbursement for up to half(50%) of the business's base monthly rent or $1,250 per month, whichever is less (maximum amount of the grant is $15,000, distributed in 12 monthly payments). Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Home Decor/Design — home • Clothing Boutique — clothing, furnishings, art galleries, kitchen shoes & accessories wares • Law Offices • Accounting Offices • Hair/Nail Salons (no more than 2 • Real Estate Offices approvals per fiscal year) • Marketing Offices • Medical Offices • Fitness Centers • Insurance Offices • Laundry/Dry Cleaner facility • Specialty Businesses — stationary, • Florists (no more than 2 approvals gifts, sporting goods per fiscal year) • Take-out Foods Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on the lease at the time of Board approval. The commercial lease must define the landlord-tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; Initi Page 5 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. For purposes of this paragraph, the term "subject property" means the leased premises of the grant recipient, for which the applicant or grant recipient is seeking rental reimbursement, or any part thereof. Grant recipients are prohibited from subletting the subject property. If a grant recipient sublets the property, the grant recipient will be required to repay the BBCRA for all grant money received up to that point and will not be eligible to receive any further grant funding. For purposes of this grant, the BBCRA considers the following to be subletting: A) executing a sublease, assignment, or similar agreement with an entity that is not the grant recipient; B) allowing the subject property to be occupied by any business entity in which the grant recipient is not listed as the registered agent, owner, officer or director of said business, or assisting such a business in so doing; C) allowing or assisting a business entity other than the grant recipient to list its place of business as the subject property; or D) allowing or assisting a business entity other than the grant recipient to obtain a business tax license from the City of Boynton Beach for the subject property. The fact that a business entity other than the grant recipient occupies the subject property, lists its place of business as the subject property, obtains a business tax license for the subject property, or similarly appears to use the subject property is sufficient evidence that the grant recipient has allowed or assisted such other business entity to do so and is grounds for termination of any further grant payments and seeking reimbursement for previously paid grant payments. However, it shall not be considered a prohibited subleasing when the business purpose of the applicant is to provide a space for aspiring businesses, such as when the applicant is a business incubator, commissary kitchen, or business that provides co-op workspace. The BBCRA will determine whether a certain applicant fits into the exception described in this paragraph on a case-by-case basis. Application Process Applications can be obtained from the BBCRA office located at 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 or downloaded from www.boyntonbeachcra.com. All Initials tp ` Page 6 of 15 Rent Reimbursement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com applicants are required to meet with BBCRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the BBCRA office. Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the BBCRA Board. Applicants may submit complete applications via email or mail hard copies of the application with all materials to the BBCRA for review and approval by the BBCRA Board. Applicants will be considered on a first-come, first-served basis. Application packets must include the following documentation: 1. A non-refundable fee of$100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 2. Provide a 2-3 sentence mission statement for the applying business entity. This will be used as a way to introduce your business to the BBCRA Board. 3. Resume for each principal/owner of the business. 4. Copy of the corporate documents for the applying business entity. 5. Copy of City and County Business Licenses (Business Tax Receipt). 6. Copy of executed multi-year commercial lease agreement. 7. Two years of corporate tax returns (for existing businesses only). 8. Two years of personal tax returns for the principal/owners of a new business. 9. List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 10.If applicant is an existing business expanding to occupy more than 50% of its current square footage size, verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the BBCRA Board if the tenant is losing their current space due to redevelopment of the site. 11.Completed and signed application (attached). 12.Authorization to perform credit check for the business and each principal/owner of the business (attached). 13.W9 Form and Vendor Application (attached). r Initial . Page 7 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com Approval of Funding Request All reui,red application documentation must be submitted no later than noon two weeks prior to the second Tuesda of the month. BBCRA staff will review the application to evaluate whether the applicant is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month. The schedule for BBCRA Board meetings can be obtained at www.boyntonbeachcra.com. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board. The BBCRA recommends that applicants attend the BBCRA Board meeting during which the Board will consider their applications in order to answer any questions the BBCRA Board may have regarding their applications. BBCRA staff will notify the applicant of the BBCRA Board's approval or denial in writing. Site Visits BBCRA may conduct a site visit prior to transmitting the application to the BBCRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Reimbursement Monthly rent reimbursement payments will be provided to the grant recipient beginning the first month the business is open for operation subsequent to BBCRA Board approval. A maximum of 12 consecutive monthly rent payments are eligible to be reimbursed to the approved applicant, with the option to request an additional 6 months. Reimbursement will occur on a monthly basis. Following the initial Reimbursement Request, each reimbursement request shall be made within 30 days of the start of the next month. Initial Page 8 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com In order to receive monthly rent reimbursement the grant applicant must submit the following: 1. Written request for reimbursement. 2. Proof of rent payments (i.e., copies of the front and back of cancelled checks for that month's reimbursement or proof of direct deposit). If applicant does not submit its month l reimbursement request within 30 days following the end of the next month in which ,Applicant is re uestin reimbursement applicant forfeits that month's reimbursement. Discontinuation of Payment The receipt of past payments does not guarantee future payments. The BBCRA retains the right to discontinue rent reimbursement payments at any time at its sole and absolute discretion. SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING It is the"responsibility of the applicant to READ AND;UNDERSTAND all aspects of the Grant Program's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the property. Nor shall issuance of a grant result in any obligation on the part of the BBCRA to any third party. The BBCRA is not required to verify that entities that have contracted with the applicant or applicant's landlord have been paid in full, or that such entities have paid any subcontractors in full. Applicant's submittal of verification that monthly rental payments have been cleared by the bank warranty is sufficient assurance for the BBCRA to award grant funding. Initia _ Page 9 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com s S4 q fir,.. BoYNTO ' RA C- 1- CO&4AAUNM'r REDEVELOPMENT AGENCY APPLICANT INFORMATION BUSINESS INFORMATION: Business Name (and d/b/a if applicable): j o r c---o o iv�- to Current Business Address: :8 Sr.- Fed I D : - . Business Phone Number: � , ��{Ci 6LZ 0 t1 Fax: Website: VJ UJ VJ tM VC, .- Existing Business: Yes No Number of years in existence: I�, Time at Current Location: New Business to Boynton Beach: Yes No Do you have an executed lease agreement: Yes No If so, monthly base rent: New Business Address: _P Square footage of current location: "" pp Square footage of new location: Type of Business: " �W ern Number of Employees: oZ0 Hours of Operation: Mew-, / j iwa �k�r„ - , vV j J g/ "r Page 10 of 15 .-- Rent Reimbursement 1 - 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600 -9090 www.boyntonbeachcra.com SBOYNTONS 0 BEACH 17"q (S a't 1i (t INIM 1 i RA COIVMUNMr REDEVELOPMENT AGENCY APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: ® � h0- T Date of Birth: 03(©( I lei S Email: CLlk p_ C cc I I v Residential Address: m ' q I4 `So K.h,i cj-- l Cell Phone Number: 2. Principal/Owner Name: lzc 190-le-N Date of Birth:L2 106-11 w'Ys'_ Email: P r C- Q V1Q-0LV -(D I ,_c C Residential Address: 4 q Wu�'�it,rE d Cell Phone Num er: (c-:�(ot) +tfo -q qs�Lf 3. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 4. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: Page 11 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com a g� BoYNToN BEAC C11RA COMMUNrTY APPLICANT INFORMATION Are you applying for grant assistance under any other program offered by the BBCRA? Yes No If yes, what additional programs are you applying for: Are you receiving grant assistance under any other governmental agencies: Yes No If yes, list any additional grant sources and amounts: � — LANDLORD INFORMATION: Landlord Name: "t4 Landlo Mailing Address- 2 - . 5vx) ..,Ge, o Landlord's Phone Number: CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Rent Reimbursement Grant Program, and it is true and complete to the best of my knowledge and belief. further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Page 12 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com t BOYNTON 'l B E AC H C R A CO.,MMUNrrY APPLICANT INFORMATION Community Redevelopment Agency Commercial Rent Reimbursement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. I understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer furthering the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in my application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the Boynton Beach Community Redevelopment Agency to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the Boynton Beach Community Redevelopment Agency or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. Page 13 of 15 Rent Reimbursement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com REDEVELOPMENTYNTONOWNNBEACH �1,CRA COMMUNffY APPLICANT INFORMATION APPLICANT SIGNATU ES: 1. �,,- Principal/Owner's Si atu ate Printed Name Title 2. s - inclp al/Owner's Si nature Date i - C) t Vice .-. Printed Name Title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF ° COUNTY OF t BEFORE ME, an officer duly authorized by law to admi 'ster oths and take acknowledgements, personally appeared ,D( -c who is/are rsonall known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hanj and official seal in the State and County aforesaid on this day of ® , 20 VANE,SSA TRAVI TA - C Notary Public My Commission Expires: s State of Florida .= Comm#iH1HL399085 Page bfT`15�2025 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600 -9090 www.boyntonbeachcra.com V, BOYNTO COhWUNffY s e, 1 - REDEVELOPMENT LANLORD INFORMATION LANOL Q, lGNATURES: I ,f Signature Date Printed Name ° Title 2. Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures-Multiple notary pages may be used if signing individually STATE OF : t t, COUNTY OF fp) ..,. BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared .," .-1 �1. 11 �r fir" . who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County , r aforesaid on this day of 20, BONNIE NICKLIEN NOTAL ` � BLIC �— Notary Public-state of Florida My Commission Expires: Commission # HH 87189 My Commission Expires "�oFn„ May 25,2025 Page 15 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com 6/20/22,2:16 PM PAPA Maps Jim, DOROTHYJACKS a CFA AAS }J a5}yest��tzJt rtes } ,y Palm Beach Co ty P perry Appr ser JS I`} Search b Owner,Address or Parcel Y s� s9 0 � View Property Record Owners � £tt it It r� 111�3i( }l� �i,�a{7t �i s�}t rs s�£�is i '�t f y PATTERSON PLAZA LLC 1 idiu,( i§) 77, Property Detail c 1 81 5 S FEDERAL HWY J .. BOYNTON BEACH t rel l +l,' ;'7 '� J s .Parcei No. 08434533000001340 u,& r ': It it�}il41St,�t� � ` ft�l .. ,c 32031 �„e'1470Sa.le.Da, e=. DEC-2020 1241 SW 27TH PL £ il�'1}Vie t ,- '"� - l I� f s ,tl 2 t lt(rte �}4 _t 5 P✓t 711 ,lr�' +�1 l it S t1 { t1 it is - .d ,frl4l Ij11� . :.. BOYNTON BEACH FL 33426 7833 i i. e. e. 1 100-STORES i£�i1 l � 4 1 } ee - } YeV t ) $t 2 l ( r 5240 - } ( tQ t t l la tst t It it , t s t s Sales Information �� � � 1 � et l#- t Sales Date Price �{ t' to e t e DEC-2020 10 e y £ s r t t u s x NOV-2010 10 u ni tt z t JUL-2009 10 JAN 19700 1 �e} m21 JAN 19755 1 100 Appraisals Tax Year 2021 u :m,^. e._e...V .ue=. $492,151 .i-arl.d Value $414,203 t; tt (),:aMarket Va..ue=. $906,354 All values are as of January 1 st each year t �t Assessed/Taxable values , .. Tax Year 2021 1• A^sesse t.lue=. $906,354' � r axabie Value $906,354 - ,s,,,ure ... 4 , Taxes Tax Year 2021 Ad t . .e.m $19,231 Non fl...,tc_,,:e.r^ $2,437 tli 1, $21,668 A l ill 't %t b q c u a t i 7, i t, + � la£ _� ,£•�, '<rCd t` �`` ., _ https://maps.co.palm-beach.fl.us/cwgis/papa.html?qvalue=08434533000001340 1/1 LEASE Patterson Plaza Bays 3 and 4 THIS LEASE is made and entered into as of the Date of this Lease,by and between Landlord and Tenant. "Date of this Lease" shall mean the date when the last one of the Landlord and Tenant has signed this Lease. WITNESSETH: Subject to and on the terms and conditions of this Lease, including the terms of the Basic Lease Information and Defined Terms section of this Lease, Landlord leases to Tenant and Tenant hires from Landlord the Premises. Landlord and Tenant covenant and agree: 1. BASIC LEASE INFORMATION AND DEFINED TERMS.The key business terms of this Lease and the defined terms used in this Lease are as follows: 1.1 Landlord: PATTERSON PLAZA LLC, a Florida limited liability company. 1.2 Tenant: SOLE PERNA INC., a Florida corporation, (d/b/a Salon Resta) 1.3 Building Project:The Building and the parcel of land on which it is located as legally described in EXHIBIT"A",with an address of 1815 S. Federal Hwy, Boynton Beach, FL 33435 1.4 Lease Premises (or"Premises): 1815 S. Federal Hwy,Bay 3,Boynton Beach,FL 33435 1815 S. Federal Hwy,Bay 4,Boynton Beach,FL 33435 1.5 Rentable Area of the Premises. approximately at total of 1,600 square feet+/-. Rent not based on square footage. 1.6 Lease Commencement Date ("Commencement Date")- The Lease Commencement Date is May 1, 2022, 1.7 Base Rent Commencement Date: The Rent Commencement Date is May 1, 2022. 1.8. Utilities. The utilities (water, trash collection, and exterior electricity) are included as Operating Costs, The'monthly utilities shall be"Additional Rent." 1.9 Lease Term: A term commencing on the Commencement Date(May 1,2022) and continuing for one hundred twenty (120) full calendar months (plus any partial calendar month in which the Lease Commencement Date falls in which Base Rent shall be prorated),as extended or sooner terminated under the terms of this Lease. (The initial term of this Lease is May 1, 2022 to April 30,2032.) 1.10 Base Rent: The following amounts(which do not include sales tax): 1 Bay 3 and Bay 4 Year 1: $34,400.00 annually; $2,866.67 monthly* Rent Abatement: There shall be no Base Rent Due for the months of June 2022, July 2022,August 2022, September 2022, and October of 2022. Operating Costs (and Property Taxes) shall still be due plus sales tax on the Operating Costs for these months Year 2: $34,400.00 annually; $2,866.67 monthly* Year 3: $34,400.00 annually; $2,866.67 monthly* Year 4: $34,400.00 annually; $2,866.67 monthly* Year 5 $34,400.00 annually; $2,866.67 monthly* Year 6: $36,000.00 annually; $3,000.00 monthly* Year 7: $36,000.00 annually; $3,000.00 monthly* Year 8: $36,000.00 annually; $3,000.00 monthly* Year 9: $36,000.00 annually, $3,000.00 monthly* Year 10$36,000.00 annually, $3,000.00 monthly* Operating Costs for Bal 3 and Bav4 Utilities: $163.00 (which consists of which consists of water,trash collection, and exterior electricity), per month for year 1 of the Lease, plus applicate sales tax. Please see additional payment schedule and formula in lease for real estate taxes. These charges are subject to change without cap the term of the Lease. Sales tax on Base Rent and Operating Costs is currently 6.5% and is subject to change from year to year. *All other charges or amounts payable by Tenant to Landlord hereunder shall be deemed "Additional Rent" and shall be payable beginning on the Commencement Date. The Additional Rent is defined ander Section 4.2 of this Lease. The Base Rent has not been calculated on a price per square foot of space in the Premises and is not subject to any adjustment whatsoever based on square footage or a change in square footage. Applicable Sales Tax or.any other adjustments required by law shall be the responsibility of the Tenant to remit to Landlord. 1.11 Security Deposit: Security Deposit for this Lease is: $3,000.00 1.12 Prepaid Rent: $3,358.00 plus $1.63.00 Operating Costs (if CAM or sales tax change throughout the term,Tenant will be responsible for paying Lessor the difference towards 120th month's base rent).Month 120 rent, sales tax,and CAVI will be held in escrow and applied in month 120 unless the Lease is renewed. If the Lease is renewed the Prepaid Rent will be held on account of Tenant and applied to the new last month of the renewal term. 1.12 Tenant's Notice Address: 1815 S. Federal Hwy,Bays 3 and 4,Boynton Beach,FL 33435 With copy to: 258 S.E. 6th Ave. Ste. 2 Delray Beach, FL 33483 2 1.13 Landlord's Notice Address: 1241 S.W. 27th Place Boynton Beach, FL 33426 1.14 Tenant's Broker: N/A 1.15 Landlord's Broker: The Keys Company, 700 East Atlantic Avenue, Delray Beach,Fl, 33483 1.16 AS IS: Tenant accepts the Premises in"As Is,Where Is" condition. 1.17, Renewal Term. One (1)Renewal Term of 5 years 1.18 Other Defined Terms:An index of the other defined terms used in this Lease is set forth below with a cross-reference to the section of the Lease in which the definition of such term can be found: DEFINITION SECTION OF LEASE "ADA" Governmental Regulations article "Alterations" Construction section of Insurance article "Building Standard" Repair and Maintenance Article "Common Areas" Building Project and Common Areas "Emergency" Grace Periods for Nonmonetary Defaults section of the Default article "Environmental Laws" Governmental Regulations article "Indemnified Parties" Indemnification article "Landlord's Property" End of Term article "Moneiary Default" Default article "Nonmonetary Default" Default article "Operating Costs" Operating Costs article "Parking Areas" Parking article "Real Estate Taxes" Operating Costs article "Rent" Rent article "Tenant's Property" End of Term article "Transfer" Assignment or Subletting article "Unavoidable Delay" Impossibility of Performance article 1.18 Lease Contingencies. The Lease shall be contingent on the following: 1)Tenant's use being approved by the City of Boynton Beach with a Zoning Certificate of Use and a Business Tax License from the City of Boynton Beach; In the event that the parties fail to satisfy above conditions stated hereinabove within 21 days of the Lease Execution Date,then this Lease shall be null and void and any monies advanced to Landlord or its agents shall be promptly returned to Tenant. 1.19 Specifically Omitted. 1.20 Exhibits. Exhibits A through G are each attached to this Lease and incorporated herein by reference, 2. TERM. 3 2.1 General. Tenant shall have and hold the Premises for the Lease Term. The Lease Term shall commence on the Commencement Date. 2.2. Option to Renew. Tenant has the option to extend the Lease Term for an additional period of 60 months on the same terms and conditions as provided in this Lease, except that for the extended term: 2.2.1 On exercise of this option to extend the Lease Term,this Lease, as extended,will not contain any further option to extend as provided in this article; 2.2.2 The Base Rent will be a sum equal to the fair and reasonable market rental value of the Premises for the extended term, taking into account the rentals at which extensions or renewals of leases are being concluded for comparable space in the Building, or if there are no comparable transactions in the Building, the rentals at which extensions or renewals of leases are being concluded in comparable buildings in the (east/federal highway corridor) Boynton Beach,Florida area at that time and for such a term and taking into account the terms and conditions of this Lease (the "Fair Market Rental Value"or the"Value"). If Landlord and Tenant cannot agree on the Value within 45 days after receipt of the Extension Notice, the Landlord shall obtain a MAI estimate of market base rent for the Property. If Tenant feels Landlord's appraisal is not reflective of the current market rate for the Property, Tenant may obtain its own MAI appraisal and the two appraisals will be averaged. The Base Rent for the renewal term shall be the greater of the current Base Rent for last year of the preceding term(including a 3%increase) or the MAI appraisal. On a determination of the Value under the preceding procedure, Landlord and Tenant will,enter into an amendment to this Lease extending the Lease Term in accordance with the terms and conditions of this article. Additional Rent is due as well. This schedule is for Base Rent.The Base Rent described herein if for both Bay 3 and Bay 4. 2.2.3 Landlord will have no obligation to perform any alterations or tenant improvements or other work in the Premises and Tenant will continue possession of the Premises in its"as is,""where is,"and"with all faults"condition. 2.2.4 The exercise of the option set forth in this article will only be effective on, and in strict compliance with,the following terms and conditions: a. . Notice of Tenant's exercise of the option (the "Extension Notice") must be given by Tenant to Landlord no earlier than one year and no later than 6 months before the expiration date of the initial Lease Term. Time will be of the essence as to the exercise of any election by Tenant under this clause. b. At the time of Tenant giving Landlord notice of its election to extend the Lease Term and on the expiration of the initial term, this Lease will be in fall force and effect and Tenant will not be in default under any of the terms, covenants, and conditions of this Lease beyond any applicable grace period. C. No portion of the Premises is sublet to anyone at the expiration date of the Lease Term. d. This Lease has not been assigned by Tenant at the expiration date of the Lease Term. e. All options to extend the Lease Term as set forth in this article will be null and void if Landlord and Tenant enter into any agreement extending the Lease Tenn on terms different than those set forth in this article 3. USE. Tenant shall continuously use and occupy the Premises only for provide hair salon services and to related products to the hair salon service. Tenant shall not use,permit,or suffer the use of the Premises for any other business or purpose. Tenant must obtain the necessary Business 4 Tax Permit from the City of Boynton Beach pursuant to local ordinances. In the event the Tenant is denied issuance of the Business Tax Permit, then this Lease shall be null and void and any monies advanced to Landlord or its agents shall be promptly returned to Tenant. 4. RENT. 4.1 Base Rent. Tenant shall pay to Landlord in lawful United States currency the Base Rent. All Base Rent shall be payable in monthly installments, in advance, and continuing on the -first day of each and every calendar month thereafter during the Lease Term. 4.2 Additional Rent. Unless otherwise expressly provided, all monetary obligations of Tenant to Landlord under this Lease, of any type or nature, other than Base Rent, shall be denominated as additional rent. Except as otherwise provided, all additional rent payments are due 10 days after delivery of an invoice. 4.3 Taxes On Rent. Tenant shall pay any sales,use, or other tax now or hereafter imposed by the United States of America, the State of Florida,or any political subdivision of them, including the city or municipality in which the Premises is located, on any form of rent due under this Lease, or in substitution for any rent. 4.4 General. The term "rent'' when used in this Lease shall include Base Rent and all forms of additional rent. All rent shall be paid to Landlord without demand, setoff, or deduction whatsoever, except as specifically provided in this Lease, at Landlord's Notice Address, or at such other place as Landlord shall designate in writing to Tenant. Tenant's obligations to pay rent are covenants independent of the Landlord's obligations under this Lease. 5. OPERATING COSTS. 5.1 General. Landlord shall be responsible only for the repair, replacement and maintenance of the roof. Tenant is responsible for all repairs and the fall replacement of the HVAC system ALid�all repairs, The Tenant accepts the HVAC system in "As Is, Where Is"Condition and is responsible for the HVAC maintenance contract for the unit. 5.2 Real Estate Taxes. The term "Real Estate Taxes" shall mean the total of all of the taxes, assessments, and other charges by any public authority, which shall be assessed, levied, or imposed on the Leased Premises. However, the Landlord charges the real estate taxes as follows: Landlord pays $6,185-96 toward annual property taxes each year. The remaining balance is divided amongst the six (6) bays in the Plaza. Tenant pays the portion of the remaining balance of the property taxes for two(2) of the six(6)units,for Bays 3 and 4. (The estimated portion of the taxes for Bays 3 and 4 in 2021 was$4,871.80). Landlord offers two (2)payment options for Property Taxes: 1. Prepayment of Monthly or Quarterly Estimated Property Taxes(based on prior year's amount) to be held by Landlord in non-interest bearing escrow account with fun remaining balance due to Landlord by November 30th. 2. Pay in full by November 30th. 5.3 Operating Costs. The term "Operating Costs" shall mean the total of all of the costs and expenses incurred or borne by Landlord relating to the ownership,operation,and maintenance of the entire Building Project(located at 1815 S. Federal Hwy, Boynton Beach, FL 33435). Tenant agrees to pay to the Landlord as Additional Rent(s) Tenant's Pro-Tata Share of the 5 Operating Costs. The Tenant's Pro-rata Share of the Operating Expenses is defined as 33.32% of the Operating Costs the Landlord incurs for the Building Project—primary address of 1815 S. Federal Hwy,Boynton Beach,FL 33435(which is the entire building consisting of approximately 4,800 sq./ft.) Operating Costs include,but are not limited to the following: a. Real Estate Taxes. Tenant agrees to pay, as part of the Operating Costs to the Landlord,the real estate taxes per the formula stated hereinabove in Article 5.2,Rlus sales tax. The term"Tax(es)"shall be defined as all taxes(both ad valorem and non-ad valorem), fees, betterments, assessments and any interest imposed thereon, utility access fees, and any and all other impositions of every kind and nature whatsoever; including but not limited to special and general assessments, however same may be designated, levied, assessed or imposed at any time by any governmental authority upon the Premises, land, building,rent or interest of the Landlord. b, Utilities. Water, electricity, and trash collection as allocated to the unit by dividing the three charges by the number of units in the complex. C. Insurance. Landlord shall not charge Tenant for its cost of insurance. d. INSURANCE NOTICE. Landlord in its sole discretion shall deem necessary or advisable to carry with respect to Building Project—primary address of 1815 S. Federal Hwy, Boynton Beach, FL 33435; including property, flood,windstorm, and commercial general liability insurance. Landlord shall have the right,but not the obligation to: i) Change, cancel, decrease or increase any insurance coverages with respect to the Building Project—primary address of 1815 S. Federal Hwy, Boynton Beach, FL 33435; ii) Obtain umbrella or other policies covering Building Project—primary address of 1815 S.Federal Hwy,Boynton Beach,FL 33435 and other real estate owned by or associated with Landlord, in which event the cost thereof shall be equitably allocated; and iii) Landlord shall obtain windstorm insurance on Building Project — primary address of 1815 S. Federal Hwy, Boynton Beach, FL 33435 at its option. Tenant hereby acknowledges and agrees that Landlord may obtain windstorm insurance at its option and Tenant hereby expressly, knowingly and voluntarily waives any right, claim or remedy otherwise available to Tenant for money damages and all recourse under this Lease Agreement (against the Landlord) or otherwise (if Landlord does not obtain windstorm insurance). 5.4 Tenant Operating Costs and Responsibilities. Tenant shall be responsible for the costs of the following: ordinm repairs, maintenance and rgplacements for the HVAC unit or unit s) (incl uding all air handlers) servicing the leased premises including the cost of the HVAC service contract,interior and exterior doors(and door systems),interior cleaning and janitorial services, by contract or otherwise-, interior electrical and interior light fixture repair; repair/replacement of plate glass; light bulb replacements; window washing (interior and exterior)- cleaning and painting front foyer, interior pest control; interior maintenance of 6 premises,including painting,plumbing,toilet repair,kitchen repair,floor covering repair,wall damage repair; interior trash and garbage removal; interior protection and security(including installation of a security system); tenant's insurance policies including plate glass insurance-, all utilities, including, but not limited to power service,'phone service, data/intemet service. These costs and charges shall be responsibility of the Tenant upon taking possession of the Premises. 5.5 Sewer Drain Line Clean Out. Specifically Omitted, 5.6 Operating Costs Procedures, Landlord shall,prior to the first monthly installment becoming due, and prior to December 31 st of the year preceding such calendar year in the case of subsequent calendar years,provide Tenant with an estimate of Tenant's monthly installments of Estimated Operating Costs("Estimated Operating Costs")for such calendar year or partial calendar year. If Landlord fails to notify Tenant of the amount of any monthly installments for the succeeding calendar year prior to December 31 st,Tenant shall continue to pay monthly installments on account of Estimated Operating Costs at the rate last estimated by the Landlord until service of Landlord's notice(s). The amount of any such installments of Estimated Operating Costs may be increased at any time by the Landlord during any calendar year upon notice to the Tenant. Before the first day of the calendar month after Landlord's notice(s) of any increase, Tenant shall pay to Landlord(in addition to the revised monthly installment) a lump sum payment in an amount sufficient to bring total payments to date on account of Estimated Operating Costs current, so that such total payments for the calendar year will equal Landlord's revised estimate of Tenant's Estimated Operating Costs. Such payment(s) shall be due on or before 4:30 PM,in Boynton Beach,Florida,the last banking day of the calendar month in which such Landlord's notice is given, After the end of each calendar year and before April 15th of the ensuing calendar year, Landlord shall endeavor to furnish to the Tenant a statement notifying Tenant of Tenant's total actual Operating Costs for the prior calendar year. If Tenant's Pro-rata Share of Operating Costs is more or less than the amount paid for such period, Tenant shall pay to the Landlord the deficiency within fifteen (15) calendar days after submission of such statement; in the event of any overpayment by Tenant, such overpayment shall be credited toward future payments of Tenant's(Proratashare)of the(Landlord's)Operating Costs,at the option of the Landlord, any other unpaid Rent(s)- , Notwithstanding Landlord's Estimated Operating Costs at any given time,Landlord makes no representations or warranties as to actual amounts of the actual Operating Costs, which may be higher or lower than the estimated Operating Costs. Any said statement concerning Operating Costs or Estimated Operating Costs shall be conclusive and binding on the Tenant thirty(30) days after Tenant's receipt of the statement. Only after payment in full of the foregoing charges and pursuant to the Landlord's notice, and only if Tenant is not in default any term or condition of this Lease, Tenant shall have the right to audit Landlord's books of accounts and records pertaining only to the Operating Costs in question. In the event Tenant elects to audit Landlord's books of accounts and records as set forth herein,such inspection and examination must be conducted by a certified public account licensed with the State of Florida who shall not be compensated on a contingency fee basis. Such audit shall be: a) at Tenant's cost and expense; b) during normal office working hours; 7 c) at Landlord's office or at some other place designated by the Landlord; and d) conducted within thirty days of Landlord's notice. Pending the determination of any dispute, Tenant shall make all payments when due, including but not limited to monthly installments and all increases from readjustments pursuant to Landlord's notice without prejudice to Tenant's position. 6. ASSIGNMENT OR SUBLETTING. 6.1 General, Definition of Transfer. Neither Tenant nor Tenant's legal representatives or successors in interest by operation of law or otherwise may transfer this Lease without Landlord's consent, which may be withheld for any reason or no reason in Landlord's absolute and sole discretion. For purposes of this article,a"transfer"shall mean any of the following: (a)an assignment of this Lease, (b) a collateral assignment,mortgage, or other encumbrance involving this Lease, (c) a sublease, license agreement, or other agreement permitting all or any portion of the Premises to be used by others, (d) any transfer of control of Tenant,which shall be defined as any issuance or transfer of stock in any corporate tenant or subtenant or any interest in any noncorporation entity tenant or subtenant,by sale,exchange,merger,consolidation,operation of law, or otherwise, or creation of new stock or interests, by which an aggregate of 50% or more of Tenant's stock or equity interests shall be vested in one or more parties who are not stockholders or interest holders as of the Date of this Lease, or any transfer of the power to direct the operations of any entity(by equity ownership,contract,or otherwise),to one or more parties who are not stockholders or interest holders as of the Date of this Lease, however accomplished, and whether in a single transaction or in a series of related or unrelated transactions. This section shall not apply to sales of stock by persons other than those deemed "insiders"within the meaning of the Securities Exchange Act of 1934 as amended,which sales are effected through any recognized securities exchange. Any modification or amendment to any sublease of any portion of the Premises shall be deemed a further sublease of this Lease. 6.2 No Waiver. Consent by Landlord to a transfer shall not relieve Tenant from the obligation to obtain Landlord's consent to any further transfer. 6.3 Continuing Liability. Tenant shall remain liable to Landlord for the prompt and continuing payment of all rent payable under this Lease following the transfer. The joint and several liability of Tenant and any immediate and remote successor in interest of Tenant (by assignment or otherwise),and the due performance of the obligations of this Lease on Tenant's part to be performed or observed, shall not in any way be discharged,released, or impaired by any(a)agreement that modifies any of the rights or obligations of the parties under this Lease, (b) waiver of the performance of an obligation required under this Lease, or (c) failure to enforce any of the obligations set forth in this Lease_ 6.4 Administrative Fee. If Landlord consents to any transfer, Tenant shall pay to Landlord, on demand, an administrative fee (which may also include the legal fees of the Landlord) of $1,750.00. 6.5 Improper Transfer. Any transfer by Tenant in violation of this article shall, at Landlord's option,be void. 8 6.6. Notwithstanding anything to the contrary in this Article 6 or elsewhere is the Lease, any "Transfer"of the Lease pursuant to the terms herein shall require as condition precedent to the transfer a new Personal Guaranty executed by a qualified guarantor, to be approved in Landlord's sole discretion, who is also a principal or affiliate of the assignee. At Landlord's sole discretion, the new Personal Guaranty may be in addition to and not replace the prior existing Personal Guaranty of the Lease. 7_ INSURANCE. 7.1 Tenant's Insurance. Tenant shall, on or before the earlier of the Commencement Date or the date on which Tenant first enters the Premises for any purpose, obtain and keep in full force and effect at all times thereafter the following insurance coverages relating to the Premises: 7.1.1 Commercial General Liability. Commercial general liability insurance, on an occurrence basis, on the then most current Insurance Services Office (ISO) commercial general liability insurance form which provides the broadest coverage, with combined single limits of$1 million per occurrence for death,bodily injury,and property damage,which coverage limits may be effected with umbrella coverage. 7.1.2 Property. All risk property insurance, including fire and lightning, extended coverage such as windstorm,theft,vandalism and malicious mischief,or the ISO causes of loss— special form, in an amount adequate to cover 100% of the replacement costs,without co-insurance, of Tenant's Property. Plate glass coverage is optional and may be obtained by Tenant and Tenant's option. Tenant is responsible for repair and replacement of plate glass regardless if such loss is insured or not insured, 7.1..3 Other Insurance. Such other insurance as may be carried on the Premises and Tenant's operation of the Premises, as may be reasonably required by Landlord. Tenant is responsible for obtaining the necessary Flood and Windstorm coverages for its property. 7.2 Construction. "Alterations" shall mean any alteration, addition, or improvement in, on, or to the Premises of any kind or nature, including the Tenant Improvements. Except for work to be performed by Landlord, before any Alterations are undertaken by or on behalf of Tenant, Tenant shall obtain and maintain, at its expense, or Tenant shall require any contractor performing work on the Premises to obtain and maintain,at no expense to Landlord,the proper insurance coverages as stipulated by the Landlord, including, but not limited to commercial general liability insurance (including contractor's liability coverage, worker's compensation, contractual liability coverage, completed operations coverage, broad form property damage coverage,and contractor's protective liability). 7.3 Insurance Requirements. All insurance policies shall be written with insurance companies having a policyholder rating of at least "A-" and a financial size category of at least "Class XII"as rated in the most recent edition of`Best's Key Rating Guide"for insurance companies. The commercial general liability insurance policy shall name Landlord and Landlord's directors,officers,partners,agents,employees,and managing agent as additional insureds and shall provide that they may not be terminated or modified in any way that would materially decrease the protection afforded Landlord under this Lease without 30 days' advance notice to Landlord. Tenant shall furnish evidence of insurance (on ACORD 27 or other form 9 acceptable to Landlord). Any minimum amount of coverage specified in this article shall be subject to increase at any time, and from time to time, after commencement of the third full year of the Lease Term, if Landlord shall reasonably determine that an increase is necessary for adequate protection. Notwithstanding the foregoing, any minimum amount of coverage specified in this article may be increased immediately after Landlord has notice of a significant insurance claim. 7.4 Waiver of Subrogation. Except as set forth below, Landlord and Tenant each expressly, knowingly, and voluntarily waive and release any claims that they may have against the other or the other's employees,agents,or contractors,and against every other tenant in the Building Project who shall have executed a waiver similar to this one, for damage to its properties and loss of business (specifically including loss of rent by Landlord and business interruption by Tenant) as a result of the acts or omissions of the other party or the other party's employees, agents, or contractors (specifically including the negligence of either party or its employees, agents, or contractors and the intentional misconduct of the employees,agents, or contractors of either party), to the extent any such claims are covered by the workers' compensation, employer's liability, property, rental income, business income, or extra expense insurance described in this Lease, or other property insurance that either party may carry at the time of an occurrence.Landlord and Tenant shall each,on or before the earlier of the Commencement Date or the date on which Tenant first enters the Premises for any purpose, obtain and keep in full force and effect at all times thereafter a waiver of subrogation from its insurer concerning the workers' compensation, employer's liability, property, rental income, and business interruption insurance maintained by it for the Premises, 8. DEFAULT. 8.1 Events of Default. Each of the following shall be an event of default under this Lease: (a) Tenant fails to make any payment of rent ( and additional rent) when due (a "Monetary Default"), (b) Tenant fails to perform any other obligation under this Lease or the Rules and Regulations of the Landlord (a "Nonnionetary Default"), (c) Tenant becomes bankrupt or insolvent, makes a general assignment for the benefit of creditors, or takes the benefit of any insolvency act,.or if any debtor proceedings be taken by or against Tenant, (d) a receiver or trustee in bankruptcy is appointed for the Tenant's property and the appointment is not vacated and set aside within 60 days from the date of the appointment,(e)Tenant rejects this Lease in any bankruptcy, insolvency, reorganization, or arrangement proceedings under the Bankruptcy Code or any State insolvency laws, (f) Tenant,before the expiration of the Lease Term, and without the written consent of Landlord, vacates the Premises or abandons possession of the Premises, (g) the leasehold estate granted to Tenant by this Lease is taken on execution or other legal process, (h) Tenant transfers this Lease in violation of the Assignment or Subletting article, (i) Tenant fails to deliver an estoppel certificate within the time period required by the Estoppel Certificates article in this Lease. 8.2 Grace Periods. 8.2.1 Nonmonctary Defaults.Provided the default does not involve an Emergency that must be addressed in a shorter time frame,Tenant shall have a period of 10 days after notice from Landlord of a Nonmonetary Default in which to cure the default. In addition, provided that the default does not involve an Emergency that must be addressed in a shorter time frame,this grace period shall be extended if the default is of a nature that it cannot be completely cured within such grace period solely as a result of 10 nonfinancial circumstances outside of Tenant's control, provided that Tenant has Promptly commenced all appropriate actions to cure the default within such cure period and those actions are thereafter diligently and continuously pursued by Tenant in good faith. In no event,however, shall the grace period exceed a total of 60 days. If the Nom-nonetary Default is not cured before the expiration of the grace period, as extended,then Landlord may pursue any or all of its remedies. 8.2.2 Statutory Notices. The notices of defaults to be given under this section may be the same as the notice required under section 83.20, Florida Statutes or any successor statute and this Lease shall not be construed to require Landlord to give two separate notices to Tenant before proceeding with any remedies. 8.3 Landlord's remedies. Landlord shall not be required to give Tenant any notice of a default, other than the notices described above, before Landlord's exercise of its remedies under this Lease. In the event of default by Tenant, Landlord will have the following cumulative rights, privileges, and options in addition to all other remedies now or hereafter provided by law: 8.3.1 To perform any act or do anything required under this Lease to be performed by Tenant, and to recover the cost thereof from Tenant. 8.3.2 To accelerate the maturity of all rent due in an amount equal to all rent due for the balance of the Lease Term. 8.3.3 To terminate the Lease, re-enter, and relet the premises for the account of Landlord. Landlord will be entitled to recover from Tenant all damages that result from Tenant's default. 8.3.4 To keep the Lease in force, re-enter, and relet the Premises for the account of Tenant for a period equal to, or greater or less than, the remainder of the term, at such rental and on such terms and concessions as Landlord deems reasonable. Landlord will not be liable for failure to relet the Premises or, in the event of reletting, for failure to collect the rent therefor. 8.3.5 To keep the Lease in force, and to recover from Tenant the rent and any other sum due from Tenant each month or less frequently at the election of Landlord, or to recover the entire sum due at the expiration of the term. 8.3.6 To recover from Tenant all expenses including reasonable costs and charges for repairs to the Premises, which amounts will become due when incurred and will become payable to Landlord on demand. 83.7 To recover reasonable attorneys' fees and costs in connection with any action or proceeding to enforce this Lease, whether or not the Lease has been terminated, or to secure any rights due Landlord under this Lease, whether or not any action was instituted. 1T 8.4 Landlord's Right to Perform. If Tenant defaults, Landlord may, but shall have no obligation to,perform the obligations of Tenant, and if Landlord,in doing so,makes any expenditures or incurs any obligation for the payment of money,including reasonable attorneys'fees,the sums so paid or obligations incurred shall be paid by Tenant to Landlord within five days of rendition of a bill or statement to Tenant therefor. 8.5 Jurisdiction and Venue.Any legal action or proceeding arising out of or in any way connected with this Lease shall be instituted in a court (federal or state) located in Palm Beach County, Florida, which shall be the exclusive jurisdiction and venue for litigation concerning this Lease. Landlord and Tenant shall be subject to the jurisdiction of those courts in any legal action or proceeding. The execution of this Lease and performance of its obligations by Tenant, for purposes of personal or long-arm jurisdiction, constitutes doing business in the State of Florida pursuant to section 48.193,Florida Statutes. In addition,Landlord and Tenant waive any objection that they may now or hereafter have to the laying of venue of any action or proceeding in those courts, and farther waive the right to plead or claim that any action or proceeding brought in any of those courts has been brought in an inconvenient forum. 8.6 Late Charges. If any payment due Landlord under this Lease shall not be paid within five days of the date when due,Tenant shall pay,in addition to the payment then due,an administrative charge equal to $250. 8.7 Interest.All payments due Landlord under this Lease shall bear interest at 7%. 8.8 Limitation of Remedies;Exculpation.Tenant will look solely to Landlord's estate and interest in the Premises for the satisfaction of any right or remedy of Tenant under this Lease, or for the collection of any judgment(or other judicial process) requiring the payment of money by Landlord. No other property or assets of Landlord or its principals shall be subject to levy, execution, or other enforcement procedure for the satisfaction of Tenant's rights or remedies under this Lease, the relationship of Landlord and Tenant under this Lease,Tenant's use and occupancy of the Premises, or any other liability of Landlord to Tenant of whatever kind or nature. No act or omission of Landlord or its agents shall constitute an actual or constructive eviction of Tenant unless Landlord shall have first received notice of Tenant's claim and shall have failed to cure it after having been afforded a reasonable time to do so,which in no event shall be less than 30 days. Notwithstanding anything to contrary is this Lease, the remedies of Tenant for defaults by Landlord and all claims under any indemnities granted by Landlord under this Lease based on consequential damages (including loss of business profits) shall be limited to $7,500.00. Tenant waives any and all claims against Landlord for punitive damages. 8.9 Presumption of Abandonment. It shall be conclusively presumed that Tenant has abandoned the Premises if Tenant fails to keep the Premises open for business during regular business hours for 14 consecutive days while in Monetary Default. The grace periods set forth in this article shall not apply to the application of this presumption. In the event of an abandonment, Landlord shall have the right to immediately retake possession of the Premises without legal process, 9. ALTERATIONS. Tenant shall make no Alterations without the prior written consent of Landlord, which consent may be arbitrarily withheld. However, Landlord will not unreasonably withhold or delay consent to nonstructural interior Alterations, provided that they do not affect utility services or plumbing and electrical lines or other systems of the Building Project, the Premises are not visible 12 from outside the Premises,and do not require other alterations,additions,or improvements to portions of the Building Project outside the Premises. 10. LIENS.The interest of Landlord in the Premises shall not be subject in any way to any liens,including construction liens, for improvements to or other work performed in the Premises by or on behalf of Tenant. This exculpation is made with express reference to section 713.10,Florida Statutes. Landlord and Tenant acknowledge and agree that there is no requirement under this Lease that Tenant make any Alterations or improvements to the Premises and no improvements to be made by Tenant to the Premises constitute "the pith of the lease" as provided in applicable Florida law. if any lien is filed against the Premises for work or materials claimed to have been furnished to Tenant, Tenant shall cause it to be discharged of record or properly transferred to a bond under section 713.24, Florida Statutes,within 10 days after notice to Tenant.Furthen-nore,Tenant shall indemnify,defend,and save Landlord harmless from and against any damage or loss,including reasonable attorneys'fees,incurred by Landlord as a result of any liens or other claims arising out of or related to work performed in the Premises by or on behalf of Tenant. Tenant shall notify every contractor making improvements to the Premises that the interest of the Landlord in the Premises shall not be subject to liens for improvements to or other work performed in the Premises by or on behalf of Tenant. Furthermore, a section 713.10 Notice shall be recorded on the property in the Public Records of Palm Beach County prior to the Commencement Date. A Copy of the 713.10 Notice is attached hereto as Exhibit"C". 11. ACCESS TO PREMISES. Landlord and persons authorized by Landlord may enter the Premises at any time in the event of an Emergency. Landlord shall be provided keys to the Premises and all alarm and security codes. Landlord and persons authorized by Landlord shall also have the right to enter the Premises at all reasonable times to make repairs, replacements, and improvements that may be Landlord's obligation under this Lease or that Landlord deems necessary for the safety,protection, or preservation of the premises or when entry will facilitate repairs, alterations, or additions to the premises. Landlord may exhibit the Premises to prospective purchasers or mortgagees of Landlord's interest in the Premises during normal business hours.During the last three months of the Lease Tenn, Landlord or its agents may exhibit the Premises to prospective tenant's during normal business hours (provided that Landlord does not disrupt the business of Tenant.) 12. BUILDING PROJECT AND COMMON AREAS. Tenant shall conform to the Rules and Regulations of the Landlord which may be promulgated from time to time by the Landlord during the term of the Lease (with reasonable notice to the Tenant). Failure of Tenant to comply with the Rules and Regulations of Landlord shall be a default under the terms of this Lease. Such Rules and Regulations are incorporated by reference into the Lease. 13. CASUALTY DAMAGE. In the event that the Building Project or the Premises, including, without limitation, the portions of the Building Project outside the Premises that are reasonably necessary to provide Tenant with access to and from the Premises and the machinery, equipment and systems used in the operation of the Building Project or to provide services to the Premises, are damaged by fire or other casualty (to the "Damaged Improvements"), Landlord shall cause the same to be repaired, restored and replaced(as the damage pertains to the structure, fixtures and equipment that are not the responsibility of the Tenant), as expeditiously as possible using reasonable diligence to a condition as nearly as practicable to that which existed immediately prior to occurrence of the fire or other casualty. Notwithstanding the foregoing, if the Landlord cannot make such repairs for the Building Project within 90 days(to render the Premises serviceable for operation),then the Tenant shall have the option to terminate this lease. HOWEVER, TENANT IS REQUIRED TO HAVE ALL NECESSARY INSURANCE COVERAGES AS STIPULATED IN SECTION 7 OF THIS LEASE FOR REPAIR AND REPLACEMENT OF TENANT'S PROPERTY IN THE EVENT OF CASUALTY DAMAGE. 13 14. CONDEMNATION. If the whole or any substantial part of the Premises shall be condemned by eminent domain or acquired by private purchase in lieu of condemnation, this Lease shall terminate on the date on which possession of the Premises is delivered to the condemning authority and rent shall be apportioned and paid to that date. Tenant shall have no-claim against Landlord for the value of any unexpired portion of the Lease Tenn, nor shall Tenant be entitled to any part of the condemnation award or private purchase price (including any monies Landlord may receive as compensation for loss of future rental income (or the termination and loss of Landlord's property management and commercial property rental operations) based upon the value of this Lease Agreement or comparable Lease Agreements in the area).If less than a substantial part of the Premises is condemned, this Lease shall not terminate, but rent shall abate in proportion to the portion of the Premises condemned unless such partial condemnation makes the Premises unfit for Tenant's business purposes. 15. REPAIR AND MAINTENANCE. 15.1 Exterior Structure/Common Elements. The repair and maintenance of the Building Project (the exterior structure of the Building Project)is the responsibility of the Landlord,subject to the terms and conditions stated elsewhere in this Lease. 15.2 Tenant's Obligations. See Section 5 herein and the other Articles of the Lease. 15.3 The Tenant agrees to keep all exterior and interior storefront surfaces clean and will maintain the rest of the Premises and all corridors,waste collection areas and loading areas immediately adjoining the Premises in a grease-free, clean, orderly and sanitary condition and free of insects, termites, rodents, vermin and other pests. Tenant antes to use, at its sole cost and ex ease a licensed pest extermination Contractor at such intervals as Landlord ma re uire and rovide written evidence of same in form satisfactory to Landlord at such intervals as Landlord requires. 15.4 Waste. Tenant shall not commit or allow to be committed any waste on any portion of the Premises. 15.5 Waste Bins.- Specifically Omitted. 16. WINDSTORM PREPARATION. It is the responsibility of the Tenant to secure its property and the interior of the Premises for a windstorm and any potential water damage that may be caused by wind driven rain or flooding, which may include sandbags, removal of computer equipment, picking up personal items off of the floor. 17. ESTOPPEL CERTIFICATES.From time to time,Tenant,on not less than five days'prior notice,shall exec-ate and deliver to Landlord an estoppel certificate in a form generally consistent with the requirements of institutional -lenders and certified to Landlord and any mortgagee or prospective mortgagee or purchaser of the leased premises. IS. SUBORDINATION. This Lease is and shall be subject and subordinate to any ground, overriding, or underlying leases and the rights of the landlords under those leases, to all mortgages or deeds of trust that may now or hereafter affect the leases or the Building/Building Project, and to all renewals, modifications, consolidations, replacements, and extensions of the leases and mortgages or deeds of trust. However, Tenant agrees that any such landlord or mortgagee shall have the right at any time to subordinate its interest in any ground, overriding, or underlying lease, or mortgage, as the case may be,without Tenant's consent,by notice in writing to Tenant,and thereupon this Lease shall be deemed 14 prior to such interest without regard to their respective dates of execution, delivery, or recording and in that event such landlord or mortgagee shall have the same rights with respect to this Lease as though this Lease had been executed prior to the execution, delivery, and recording of such interest and had been assigned to such landlord or mortgagee. This article shall be self-operative and no further instrument of subordination shall be necessary.However,in confirmation of this subordination,Tenant shall execute promptly any certificate that Landlord may request. If any ground or underlying lease is terminated, if the interest of Landlord under this Lease is transferred by reason of or assigned in lieu of foreclosure or other proceedings for enforcement of any mortgage or deed of trust, if the holder of any mortgage or deed of trust acquires a lease in substitution for the mortgage or deed of trust, or if this Lease is terminated by termination of any lease or by foreclosure of any mortgage or deed of trust to which this Lease is or may be subordinate,then Tenant will, at the option to be exercised in writing by the landlord under any ground or underlying lease or the purchaser, assignee, or tenant, as the case may be, (a) attorn to it and will perform for its benefit all the terms, covenants, and conditions of this Lease on Tenant's part to be performed with ihe same force and effect as if the landlord or the purchaser,assignee,or Tenant were the landlord originally named in this Lease,or(b)enter into anew lease with the landlord or the purchaser, assignee, or Tenant for the remainder of the Lease Tenn and otherwise on the same terms, conditions, and rents as provided in this Lease. 19. INDEMNIFICATION,Landlord and Tenant shall each indemnify,defend,and save harmless the other party and the other party's employees, agents, and contractors (the "Indemnified Parties") from and against any and all loss, damage,claim,demand, liability,or expense(including reasonable attorneys' fees)resulting from claims by third parties and based on any acts or omissions(specifically including negligence and the failure to comply with this Lease) of the indemnitor, its employees, agents, and contractors in connection with the Building Project or Premises and only to the extent caused in whole or in part by acts or omissions of the indemnitor,its employees, agents, and contractors,regardless of whether the claim is caused in part by any of the Indemnified Parties. When any claim is caused by the joint acts or omissions of the indemnitor and the Indemnified Parties,the indemnitor's duties under this article shall be in proportion to the indemnitor's allocable share of the joint liability. 20. ANTIWAIVER. The failure of a party to insist on the strict performance of any provision of this Lease or to exercise any remedy for any default shall not be construed as a waiver. The waiver of any noncompliance with this Lease shall not prevent subsequent similar noncompliance from being a default.No notice to or-demand on a party shall of itself entitle the party to any other or further notice or demand in similar or other circumstances.No waiver shall be effective unless expressed in writing and signed by the waiving party. The receipt by Landlord of any rent after default on the part of Tenant (whether the rent is due before or after the default) shall not be deemed to operate as a waiver of any then existing default by Tenant or of the right of Landlord to enforce the payment of any other rent reserved in this Lease that may be due and owing at that time, or otherwise, or to pursue eviction or any other remedies available to Landlord. No payment by Tenant, or receipt by Landlord, of a lesser amount than the rent actually owed under the terms of this Lease shall be deemed to be other than on account of the earliest stipulated rent,nor shall any endorsement of, or statement on, any check or any letter accompanying any check or payment of rent be deemed an accord and satisfaction. Landlord may accept the check or payment without prejudice to Landlord's right to recover the balance of the rent or to pursue any other remedy.No act of Landlord shall be deemed an acceptance of a surrender of the Premises and no agreement to accept a surrender shall be valid unless in writing and signed by Landlord. The acceptance of the keys to the Premises by Landlord from Tenant before the termination of this Lease will not operate as a termination of this Lease or a surrender of the Premises unless done under a written agreement duly executed on behalf of Landlord and specifically evidencing an express intention by Landlord so to effect a termination or accept a surrender. It is the intention of the parties that this article modify the common law rules of waiver and estoppel and the provisions of any statute that might dictate a contrary result. 15 21. SERVICES AND UTILITIES. The Tenant shall be responsible for payment and procurement of all utilities, including,but not limited to: solid waste disposal/waste bins;phone service; internet service; satellite television and/or cable service; dumpsters needed during alterations and repairs; electric service(F.P.L.). Note: The utility charge from Landlord (which is also referred to as Operating Costs) includes the Tenant's portion of common area expenses, including utilities (water, sewage, exterior electricity, trash collection). The charges are based on estimate and may change from year to year. Tenant shall be responsible for all janitorial and cleaning services;pest control(and the costs thereof). 22. GOVERNMENTAL REGULATIONS. "ADA" shall mean the Americans with Disabilities Act of 1990 and all similar present or future laws,together with all regulations promulgated under any of the laws. "Environmental Laws" shall mean all applicable environmental ordinances, rules, regulations, statutes, orders, and laws of all local, state, or federal agencies or bodies with jurisdiction over the Premises or the activities conducted on the Premises. Tenant shall promptly comply with all laws, orders, and regulations of all county, municipal, state, federal, and other applicable governmental authorities, including the ADA and all Environmental Laws, that may now or hereafter be in force, pertaining to Tenant or its use of the Premises, and all laws that shall impose any duty on Tenant concerning the Premises or the use or occupancy of the Premises, including all laws relating to fire and safety, hazardous materials, indoor air quality, and to persons with disabilities (whether the requirements be structural or nonstructural),and specifically,but without limitation,fire alarms,smoke detectors and other sensors, and alterations and other measures necessary to comply with the ADA. Tenant shall comply with all requirements of the Board of Fire Underwriters of the State of Florida or any other similar body affecting the Premises and shall not use the Premises in a manner that shall increase the rate of fire insurance or other insurance of Landlord over that in effect during the year before the Commencement Date. If the use of the Premises by Tenant increases any insurance rate concerning the Building Project, Tenant shall reimburse Landlord for the additional costs. In the event of an ADA Compliance lawsuit is filed against either the Landlord or the Tenant, (or another Tenant in the Landlord's building), Tenant shall promptly comply with all necessary changes at Tenant's sale cost and expense as to the(interior) of the Leased Premises to comply with the ADA as may be stipulated by the following:the ADA act as amended;the Landlord;the Plaintiff in an ADA lawsuit filed against either the Landlord or the Tenant(or another tenant or tenants in the Landlord's building); final judgment or court order; consent decree entered into by plaintiff and Landlord and Tenant (or tenants in the Landlord's building); settlement agreement entered into by plaintiff and Landlord and Tenant(or tenants in the Landlord's building). Tenant is on notice that the Building Project does not have fire sprinklers. 23. SECURITY DEPOSIT. 23.1 General. The Security Deposit shall be held by Landlord as security for'T'enant's full and faithful performance of this Lease, including the payment of Rent. Tenant grants to Landlord a security interest in the Security Deposit. The Security Deposit shall not be considered an advance payment of Rent and is not intended to serve as liquidated damages nor to be a measure of Landlord's damages for any default by Tenant. The Security Deposit may be commingled with other funds of Landlord and. Landlord shall have no liability for the accrual or payment of any interest on the Security Deposit. 16 23.2 Application of Security Deposit. Landlord may use, apply, or retain the whole or any part of the Security Deposit to the extent required for the payment of any Rent or for any sum that Landlord may be required to expend by reason of Tenant's default under any of the provisions of this Lease. Tenant expressly acknowledges that Tenant shall not have the right to apply the Security Deposit to Rent. Application of the Security Deposit to Rents owed shall be at the sole option of Landlord, and the right to possession of the Premises by Landlord for nonpayment of Rent or for any other reason shall not in any event be affected by the existence of the Security Deposit. 23.3 Replenishment of Security Deposit. If Landlord uses, applies, or retains the whole or any part of the Security Deposit, Tenant shall deliver to Landlord the amount necessary to replenish the Security Deposit to its original sum within 5 days after notification from Landlord of the amount due.Failure to pay the amount due within the required time period shall constitute a material default under this Lease 24. SIGNS. Tenant will not place or permit to be placed or maintained on any portion of the Building, including on any exterior door, wall, or window of the Premises, or within the interior of the Premises, if visible from the exterior of the Premises, any signage or advertising matter of any kind, without first obtaining Landlord's written approval and consent, which may not be arbitrarily withheld.Notwithstanding the foregoing, any and all signage on the Building Project and Premises must be properly permitted and in accordan ce with the Sign Code of the City of Boynton Beach and the Master Sign Program for the Building Project. Tenant shall bear all costs and expense for its signage with the Building Project's Master Sign Program. Further, Tenant is responsible for all maintenance of its signage, including letter repair,LED repair, electrical, and raceway repair as to its sign. If the Landlord is required topay such expenses on behalf of Tenant to maintain the Grade A professional look of the Building Project, such costs shall be billed to Tenant as "Additional Rent." 25. BROKER. Other than the Broker named hereinabove,Landlord and Tenant represent and warrant that they neither consulted nor negotiated with any broker or finder regarding the Premises. Landlord and Tenant agree to indemnify, defend, and save the other harmless from and against any claims for fees or commissions from anyone or Broker with whom they have dealt in connection with the Premises or this Lease,including attorneys' fees incurred in defending any claim, 26. QUIET ENJOYMENT. Landlord covenants and agrees that, On Tenant's paying rent and performing all of the other provisions of this Lease on its part to be performed, Tenant may peaceably and quietly hold and enjoy the Premises for the Lease Tenn without material hindrance or interruption by Landlord or any other person claiming by, through, or under Landlord, subject, nevertheless, to the terms, covenants, and conditions of this Lease and all mortgages, or deeds of trust encumbering the premises. 27. END OF TERM. 27.1 Surrender Obligations. Tenant shall surrender the Premises to Landlord at the expiration or sooner termination of this Lease in good order and condition, broom clean, except for reasonable wear and tear and damage by fire or other casualty covered by the property insurance carried or required to be carried by Landlord under this Lease and Tenant shall surrender all keys for the Premises to Landlord. Unless Landlord shall have consented in writing to Tenant's holding over,Tenant shall be liable to Landlord for all damages,including any consequential damages,that Landlord may suffer by reason of any holding over by Tenant, 17 and Tenant shall indemnify,defend,and save Landlord harmless against all costs,claims,loss, or liability resulting from delay by Tenant in so surrendering the Premises, including any claims made by any succeeding tenant founded on any_delay. No holding over by Tenant or payments of money by Tenant to Landlord after the expiration of the Lease Term shall be construed to extend the Lease Term or prevent Landlord from immediate recovery of possession of the Premises. Notwithstanding the foregoing, Landlord shall be afforded all of the rights for hold over tenants under Florida law. 27.2 Landlord's Property. The term "Landlord's Property" shall mean all fixtures, equipment, improvements, appurtenances, and carpeting attached to or built into the Premises at the Commencement Date or during the Lease Term,whether or not by or at the expense of Tenant, and any personal property in the Premises on the Commencement Date, unless the personal property was paid for by Tenant. All Alterations, whether temporary or permanent in character, including HVAC equipment, wall coverings, carpeting and other floor coverings, ceiling tiles, blinds and other window treatments, lighting fixtures and bulbs, built in or attached shelving, built in furniture, millwork, counter tops, cabinetry, doors (both exterior and interior),bathroom fixtures,sinks,kitchen area improvements,and wall mirrors,made by Landlord or Tenant in or on the Premises shall be deemed Landlord's Property. All of Landlord's Property shall be and remain a part of the Premises at the expiration or sooner termination of the Lease Term(without compensation to Tenant) and shall not be removed or replaced by Tenant without the prior written consent of Landlord. 27.3 Tenant's Property. The term "Tenant's Property" shall mean all movable machinery and equipment, including moveable communications equipment and moveable office equipment, that are installed in the Premises by or for the account of Tenant without expense to Landlord and that can be removed without damage to the Premises, and all moveable furniture, furnishings, and other articles of moveable personal property owned by Tenant and located in the Premises. 27.4 Removal and Restoration Obligations. On the expiration or sooner termination of the Lease Term, Tenant, at its expense, shall remove from the Premises all of Tenant's Property and all Alterations that Landlord designates by notice to Tenant. Tenant shall also repair any damage to the Premises and the Building Project caused by the removal. Any items of Tenant's Property that shall remain in the Premises after the expiration or sooner termination of the Lease Term, may, at the option of Landlord, be deemed to have been abandoned, and in that case,those items may be retained by Landlord as its property to be disposed of by Landlord, without accountability to Tenant or any other party, in the manner Landlord shall determine, at Tenant's expense. Landlord is under no duty to store Tenant's personal property off-site in the event of abandonment,eviction,and/or lease termination. After 30 days of such event,Landlord may dispose of Tenant's personal property off site in any manner without recourse. 28. ATTORNEYS' FEES, The prevailing party in any litigation arising out of or in any manner relating to this Lease shall be entitled to recover from the losing party reasonable attorneys' fees and costs. 29. NOTICES. Any notice required or permitted to be given under this Lease shall be in writing and delivered by hand,by nationally recognized overnight air courier service(such as Federal Express),or by United States Postal Service, registered or certified mail, return receipt requested, in each case addressed to the respective party at the party's Notice Address.A notice shall be deemed to have been delivered and received on the earlier of the date actually received(by whatever means sent, including 18 means not authorized by this article) or on the date of transmittal by telecopier, or the first business day after having been delivered to a nationally recognized overnight air courier service for "next business day"delivery,or on the third business day after having been deposited with the United States Postal service registered or certified mail, return receipt requested. If any communication is returned to the addressor because it is refused, unclaimed, or the addressee has moved, or is otherwise not delivered or deliverable through no fault of the addressor, effective notice shall still be deemed to have been given. 30, RADON GAS, The following notification is provided under section 404.056(5), Florida Statutes: "Radon is a naturally occurring radioactive gas that,when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county health department." 31, SUCCESSORS AND ASSIGNS; PERSONS BOUND, This Lease shall bind and inure to the benefit of the heirs,personal representatives,administrators,and,except as otherwise provided,the successors or assigns of the parties to this Lease. 32. IMPOSSIBILITY OF PERFORMANCE. For purposes of this Lease, the term "Unavoidable Delay" shall mean any delays due to strikes, lockouts, civil commotion,war or warlike operations,terrorism, bioterrorism, invasion, rebellion, hostilities, military or usurped power, sabotage, government regulations or controls, inability to obtain any material, utility, or service because of governmental restrictions, hurricanes, floods, or other natural disasters, acts of God, or any other cause beyond the direct control of the party delayed(not including the insolvency or financial condition of that party or the increased cost of obtaining labor and materials). Notwithstanding anything in this Lease to the contrary, if Landlord or Tenant shall be delayed in the performance of any act required under this Lease by reason of any Unavoidable Delay, then, provided notice of the Unavoidable Delay is given to the other party within 10 days after its occurrence, performance of the act shall be excused for the period of the delay and the period for the performance of the act shall be extended for a reasonable period,in no event to exceed a period equivalent to the period of the delay. Nothing in this paragraph contained shall operate or be construed to relieve Tenant of any obligation for the payment of Base Rent and Additional Rent(s)or any sum which may be due and payable under the terms and conditions of this Lease. 33. PARKING. There is on-site parking for the Lease Premises. There are no assigned parking spaces at the complex. Parking spaces are available on a first come first served basis. Overnight parking or storage of any additional vehicle beyond, one (1) commercial vehicle is not permitted- Any commercial vehicle left onsite must be in good repair and working order at all times and must have a professional appearance. 34. GENERAL PROVISIONS. 34.1 Construction of Language.The words"including"and"include"when used in this Lease shall be deemed to mean "including, but not limited to," or "including without limitation." This Lease has been negotiated "at am-i's length" by Landlord and Tenant, each having the opportunity to be represented by legal counsel of its choice and to negotiate the form and substance of this Lease.Therefore,this Lease shall not be more strictly construed against either party by reason of the fact that one party may have drafted this Lease. 34.2 Severability. If any provision of this Lease or the application of a provision to any person or circumstance shall,to any extent,be invalid or unenforceable,the remainder of this Lease and 19 the application of the invalid or unenforceable provision to persons or circumstances other than those as to which it is invalid or unenforceable shall not be affected, and the remainder of this Lease shall otherwise remain in full force and effect. Moreover, the invalid or unenforceable provision shall be reformed, if possible,-so as to accomplish most closely the intent of the parties consistent with applicable law. 34.3 Integration. This Lease shall constitute the entire agreement of the parties concerning the matters covered by this Lease. All prior understandings and agreements had between the parties concerning those matters, including all preliminary negotiations, lease proposals, letters of intent, and similar documents, are merged into this Lease, which alone fully and completely expresses their understanding. No person, firm, or entity has at any time had any authority from Landlord to make any representations or promises on behalf of Landlord, and Tenant expressly agrees that if any such representations or promises have been made by Landlord or others, Tenant waives all rights to rely on them. 34.4 Amendment. This Lease may not be amended, modified, altered, or changed in any respect, except by further agreement in writing duly executed on behalf of Landlord and Tenant. 35,5 Exhibits and Riders. All exhibits and riders attached to this Lease shall, by this reference, be incorporated into this Lease. 34.6 Electronic Transmissions. This Lease may be transmitted between the parties by facsimile transmission or by e-mail delivery of a ".pdf' format data file, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or".pdf' signature page were an original thereof. 34.7 Counterparts. This Lease may be executed by the parties signing different counterparts of this Lease,which counterparts together shall constitute the agreement of the parties. 34.8 Survival.Any liability or obligation of Landlord or Tenant arising during the Lease Term shall survive the expiration or earlier termination of this Lease. 34.9 No Recording. This Lease shall not be recorded or otherwise filed or made a matter of public record, and any attempt to record or file same by Tenant shall be deemed a default by it hereunder. Notwithstanding the foregoing, Landlord shall be permitted to record a Florida Statute 713.10 Notice pursuant to this Lease. 35. Waiver of Trial by Jury. IT IS MUTUALLY AGREED BY AND BETWEEN LANDLORD AND TENANT THAT THE RESPECTIVE PARTIES HERETO SHALL, AND THEY HEREBY DO, WAIVE TRIAL BY JURY IN ANY ACTION,PROCEEDING OR COUNTERCLAIM BROUGHT BY EITHER OF THE PARTIES AGAINST THE OTHER ON ANY MATTER ARISING OUT OF OR IN ANY WAYCONNECTED WITH THIS LEASE, THE RELATIONSHIP OF LANDLORD AND TENANT OR TENANT'S USE OR OCCUPANCY OF THE PREMISES, OR BY ANY COURSE OF CONDUCT OR COURSE OF DEALING. TENANT FURTHER AGREES THAT IT SHALL NOT INTERPOSE ANY COUNTERCLAIM (OR COUNTERCLAIMS IN ANY SUMMARY PROCEEDING) IN ANY ACTION INITIATED BY LANDLORD OR BASED UPON NONPAYMENT OF RENT OR OTHER PAYMENTS REQUIRED HEREUNDER. 36. Personal Guarantee. The parties agree that there is s Personal Guaranty for this Lease. The Personal Guaranty is attached hereto as Exhibit"F11 and incorporated by reference herein. 20 37. Company Resolution. Company Resolution for Tenant is attached as Exhibit"D" and incorporated by reference into the Lease. This Lease has been executed on behalf of Landlord and Tenant as of the Date of this Lease. LANDLORD: PATTERSON PLAZA LLC, or bility company Br y tte n, its er As ley atterson e b, its Manager STATE OF FLORIDA COUNTY OF PALM BEACH I HEREBY CERTIFY that on this day before me, an officer duly qualified to tape acknowledgments, personally appeared by means of physical presence, Brittany Patterson and Ashley Patterson Webb, Managers of PATTERSON PLAZA LLC, a Florida limited liability company, [ ] who is personally known to me or[ ]who has produced as identification and who did not take an oath. WITNESS my hand and official seal in the County and State last aforesaid this day of 2022. a [Nc ANNAANQRUOLIVIERI i tary Public,State of Flarida Print NameCommission#HH 21416$y comm.expires Jan.6,2026 Notary Public My Commission Expires: I G� _ 21 TENANT: Sole Perna Inc., a Florida corporation, (d/b/a Salon Resta) By: Caro in�a An Sole Perna, a/k/a Carolina A. Sole Its: President STATE OF FLORIDA COUNTY OF PALM BEACH I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments,personally appeared by means of physical presence, Carolina Ana Sole Perna,President of Sole Perna Inc.,aFlorida corp ation, (d/b/a Salon Resta),with authority to bind said company, [ ] who is personally known to me or f7who has producedQ f��Et IN-4-S-6410 as identification and who did not take an oath. WITNESS my hand and official seal in the County and State last aforesaid this day of 2022. Print Name Notary Public My Commission Expires: 100 VAWSM TRAVIS Notary Public State of Florida Comm#HH299085 ve fsw Expires 21/15/2025 22 EXHIBIT "A" Description of Building Project That certain building located on the following described property located in Baynton Beach, Palm Beach County, Florida,to wit: All that part of the North 125 feet of the South 1910 feet of the East one-half of the northeast quarter of Section 33, Township 45 South of Range 43 East,which lies West of the Federal Highway,less the West 650 feet thereof; being a tract of land fronting on the Federal Highway(U.S. Highway No. 1). Property Address: 1815 S.Federal Hwy,Boynton Beach,FL 33435 23 EXHIBIT `B" Specifically Omitted. 24 EXHIBIT "C" Prepared by/Return to: Thomas M_ Stanley, Esq. MacMillan& Stanley, PLLC 33 NE 4th Avenue Delray Beach, FL 33483 FLORIDA STATUTE 713.10 NOTICE (1) The Lease is made as of the I st day of May,2022. (2) The name of the landlord in the Lease(the"Landlord")is PATTERSON PLAZA LLC,a Florida limited liability company. (3) The address of the Landlord is: 1815 S. Federal Hwy. Boynton Beach, FL 33435 Landlord is the owner of that certain real property, and the improvements on it, described as: All that part of the North 125 feet of the South 1910 feet of the East one-half of the northeast quarter of Section 33, Township 45 South of Range 43 East, which lies West of the Federal Highway,less the West 650 feet thereof;being a tract of land fronting on the Federal Highway (U.S.Highway No. 1). (4) The name and address of the Tenant causing the work and/or improvements to be performed is: Sole Perna Inc., a Florida corporation, (d/b/a Salon Resta). (5) The Lease contains the following provision: LIENS. The interest of Landlord in the Premises shall not be subject in any way to any liens, including construction liens, for improvements to or other work performed in the Premises by or on behalf of Tenant. This exculpation is made with express reference to section 713.10, Florida Statutes.Landlord and Tenant acknowledge and agree that there is no requirement under this Lease that Tenant make any Alterations or improvements to the Premises and no improvements to be made by Tenant to the Premises constitute,"the pith of the lease"as provided in applicable Florida law. If any lien is filed against the Premises for work or materials claimed to have been flumished to Tenant, Tenant shall cause it to be discharged of record or properly transferred to a bond under section 713.24, Florida Statutes, within 30 days after notice to Tenant. Furthermore, Tenant shall indemnify, defend, and save Landlord harmless from and against any damage or loss, including reasonable attorneys' fees,-incurred by Landlord as a result of any liens or other claims arising out of or related to work performed in the Premises by or on behalf of Tenant.Tenant shall notify every contractor making improvements to the Premises that the interest of the Landlord in the Premises shall not be subject to liens for improvements to or other work performed in the Premises by or on behalf of Tenant, This Florida Statute 713.10 Notice is executed and delivered by Landlord solely for the purpose of recording, in the Public Records of Palm Beach County, Florida, notice of the existence of the 25 Lease,and, consequently,nothing contained in this Notice shall be construed to change or alter the terms, conditions, or provisions of the Lease and reference shall be made to the Lease itself for its terms, conditions, and provisions and the intent of Landlord and Tenant regarding the leasing of the Premises demised by the Lease. In the event of any inconsistency between the terms of this Notice and the terms of the Lease,the terms of the Lease shall control. {6} This is not a Memorandum of Lease, but a Notice of Non Responsibility under F.S. 713.10, The Landlord has the unilateral right to terminate this F.S. 713.10 Notice in the public records at its sole discretion with a written termination document signed by only the Landlord and recorded in the Public Records of Palm Beach County,Florida. LANDLORD: PATTERSON PLAZA LLC, rida limited liability company Pa er it ag .Ashley Pa erson ebb, its Manager STATE OF FLORIDA COUNTY OF PALM BEACH I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared by means of physical presence, Brittany Patterson and Ashley Patterson Webb, Managers of PATTERSON PLAZA LLC, a Florida limited liability company, [ ] who is personally known to me or[ ]who has produced t- as identification and who did not take an oath. WITNESS my hand and official seal in the County and State last aforesaid this `� day of 2022. C(' �-- IVANNA RMEA OUV10 Print.Name .T�r -- 8, �+ °& Mtary Public,State of FkNWA Notary Public Comm wt Hl 294168 y aresion 62 My Commission Expires: `l y1 DOJ 26 EXHIBIT "D" COMPANY RESOLUTION This resolution shall be incorporated by reference into the Lease Agreement. The undersigned,Eric A Perna and Carolina Ana Sole Perna of Sole Perna Inc.,a Florida corporation,(d/b/a Salon Resta)(the"Company" , does hereby certify that a meeting of the shareholders of the Company took place on the day of _I -;�o 2022, in the offices of the Company at which time the 7i �A requisite number of board members or members) were present to unanimously adopt, ratify and approve the following Resolution and said Resolution is in full force and effect: RESOLVED, that the action of Eric A Perna and Carolina Ana Sole Perna, as owners and shareholders of the Company, in negotiating the terms and conditions of the lease of a certain commercial lease space between the Company, as Tenant, and PATTERSON PLAZA LLC, a Florida limited liability company ("Landlord"), for and on behalf of the Company, for the establishment by the Company of a hair salon at the Premises be and the same hereby ratified,approved and confirmed. FURTHER RESOLVED, the shareholders of the Company are: Eric A Perna—Owner/Shareholder 49%; Carolina Ana Sole Perna—Owner/Shareholder 51%. IN WITNESS WHEREOF, executed by the lvla� Qf_ the Company on theOVday of 2022. Sole Perna Inc., a Florida corporation, (d/b/a Salon Resta) By: I C a Sole cTa, President Eric A Perna, i resident STATE OF FLORIDA COUNTY OF PALM BEACH I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments,personally appeared by means of physical presence,Carolina Ana Sole Perna,President and Eric A Perna, Vice President of ole Perna Inc., a Florida corporation, (d/b/a Salon Resta), with authority to bind said company, [��] who is personally known to me or who has produced L SWE 1b I 45LK 0 as identification and who did not take an oath. WITNESS my hand and official seal in the Comity and State last aforesaid this t day of 2022. Notary Public tt ti' VANEWA TPAVIS 27 Notary Public a State of Florida Comm#HH199085 E I Expires 11/15/2025 My Commission Expires: EXHIBIT"E" Tenant's Work Tenant must select insured and properly licensed Contractors to effectuate the construction of the Premises subject to Landlord's approval. Tenant shall furnish to Landlord, in writing, the name of each Contractor selected to perform work on the Premises, along with a copy of a valid license issued by the City of Boynton Beach which authorizes each such Contractor to engage in the type of work for which the Contractor has been selected. Worker's Compensation,public liability and other forms of insurance required in the discretion of the Landlord, all in amounts and with companies and on forms satisfactory to Landlord, shall be provided and at all times maintained by Tenant's Contractors engaged in the performance of Tenant's work. Prior to commencing any construction of the Premises, the Tenant shall furnish to Landlord all such certificates of insurance. Tenant shall famish to Landlord a copy of each contract executed between the Tenant and all Contractors in connection with work to be performed on the Premises. Prior to the commencement of any work relating to the(leased)Premises, Tenant shall provide to Landlord reasonable proof of funds topay for the Tenant's Work, including a reasonable contingency for construction cost overages. Further,Tenant shall furnish to Landlord any and all written and unconditional waivers of mechanics' liens relating to the improvements to the Premises. Tenant shall not install any plumbing, mechanical work, electrical wiring or fixtures, or modify, alter or install any apparatus which could affect Premises or Building Project systems without the prior written approval of Landlord in each instance. These improvements are not the pith of the lease and are subject to the protections afforded Landlord under F.S. 713.10 and the No Lien provisions of this Lease Agreement. 28 EXHIBIT"F" PERSONAL GUARANTY_ This LIMITED GUARANTY ("Guaran ") made this '3 day of IV" 2022, by CAROLINA ANA SOLE PERNA and ERIC A. PERNA (collectively herei a4r referred to as the "Guarantor") and PATTERSON PLAZA LLC, a Florida limited liability company (hereinafter collectively referred to as the "Landlord,"). RECITALS A. Sole Perna Inc., a Florida corporation, (d/b/a Salon Resta) ("Tenant") simultaneously herewith is entering into a lease ("Lease") for real property (hereinafter referred to as "Leased Premises") which is owned by Landlord as more particularly described in Exhibit A and B of the Lease_ B. One or more of the Guarantors is a principal owner of Tenant. C. As a condition precedent to Landlord entering into the Lease,Landlord has required that the obligations of the Tenant under the Lease be guaranteed by the Guarantor. D- Guarantor acknowledges that he/she will derive direct benefit from the Tenant and Landlord entering into the Lease and as such Guarantor is willing and has agreed to guarantee the aforesaid obligations of the Tenant upon the terms set forth herein. E. This Limited Personal Guaranty is incorporated into the Lease by reference. NOW THEREFORE, in order to induce Landlord to enter into the Lease with Tenant and in consideration of Ten ($10.00) Dollars and other good and valuable consideration, the receipt of which is hereby acknowledged, Guarantor hereby agrees as follows: 1. GUARANTY. Guarantor absolutely, unconditionally and irrevocable guarantees to Landlord and to any mortgagee holding a mortgage upon the interest of Landlord in the Leased Premises the due and punctual payment of each installment of Minimum Base Rent and all Additional Rent(s) payable under the Lease limited to $36,000.00. (Such amount(s) shall not be adjusted down or reduced by any Base Rent and Additional Rent(s) abatements (or security deposits) that may be applied or applicable at the time of default.) This Guarantor absolutely, unconditionally and irrevocable guarantees to Landlord and to any mortgagee holding a mortgage upon the interest of the Landlord'all debts,obligations,and liabilities due under the Lease including all Minimum Base Rent and Additional Rent due to Landlord, including through the Landlord's exercise of rent acceleration in the event of Tenant Default.Additionally,the Guarantor absolutely, unconditionally and irrevocable guarantees to Landlord and to any mortgagee holding a mortgage upon the interest of Landlord in the Leased Premises the due and proper payment of any and all valid construction liens on the subject property. The estimated cost of construction and Tenant improvements (Tenant's Work) is estimated at $30,000.00. This Guaranty shall be irrevocable, unconditional and continuing, except to the extent set forth in this Guaranty. Guarantor shall, on demand,pay all amounts at any time in arrears and will make good any and all defaults by Tenant 29 under the Lease including,but not limited to attorneys' fees and costs incurred by Landlord before, during or after trial (including appeals) in connection with the enforcement of this Guaranty, whether or not suit is brought. Certain representations in this Guaranty survive the termination of this Article. 2. GUARANTOR'S WAIVERS. This Guaranty is an absolute and unconditional Guaranty of payment and of performance. The liability of Guarantor is coextensive with that of Tenant and joint and several- Guarantor hereby expressly waives: a) diligence, presentment and demand for payment and protest of nonpayment;b)notice of acceptance of this Guaranty; c)notice of any default hereunder or under the Lease and of all indulgences; d) demand for observance or performance of, or enforcement of, any terms or provisions of this Guaranty or the Lease; e) all other notices or demands otherwise required by law which the Guarantor may lawfully waive; f) the right to assert in any action or proceeding hereupon by Landlord, any set-off, counterclaim or other claim which it may have against Landlord or Tenant; g) all rights of indemnity, reimbursement, contribution or subrogation from the Tenant- and h) the benefit of all other principles or provisions of law, statutory or otherwise, which are or might be in conflict with the terms hereof. 3. UNCONDITIONAL LIABILITY. The liability of the Guarantor under this Guaranty shall be primary, direct, immediate, and irrevocable and not conditional or contingent upon pursuit by Landlord of any remedies it may have against the Tenant or any other party with respect to the Lease, whether pursuant to the terms thereof or otherwise. No exercise or non- exercise by the Landlord of any right given to it here-under or in the Lease and no change, impairment or suspension of any right or remedy of the Landlord shall in any way affect the obligations of Guarantor hereunder or give Guarantor any recourse against the Landlord. 4. LANDLORD'S RIGHT TO MODIFY LEASE. The Guarantor's obligations under this Guaranty shall remain in full force and effect without regard to and shall not be impaired or affected or released by: a) any amendment, or modification of or addition or supplement to any of the terms of the Lease or any assignment thereof or any subletting or other occupancy of all or any part of any of the Leased Premises; or b) any compromise, release, consent, extension, indulgence or other action or inaction in respect to any of the terms of the Lease- or c) any substitution or release, in whole or in part, of any security for the Lease or this Guaranty which may be held at any time by Landlord or its successors or assigns; or d)any exercise or non-exercise by Landlord or its successors or assigns of any right, power or remedy under or in respect of the Lease or any security held by Landlord with respect thereto,or any waiver of any such right,power or remedy; or e) any bankruptcy, insolvency, reorganization, liquidation, or the like of Tenant in any such bankruptcy proceeding; or f) any litigation of Tenant's liability under the Lease or any limitation of Tenant's liability which may now or hereafter be imposed by any statute, regulation or rule of law; or g) any sale, lease or transfer of any or all of the assets of Tenant to any other person, firm or entity; or h) any occupancy of any of the Leased Premises by Tenant or any party holding by, through or under Tenant, with or without the consent of Landlord; or i) any extension or renewal of the Lease, whether pursuant to an option contained in the Lease, an amendment of the Lease or otherwise. 30 S. SUBORDINATION. If the Guarantor shall advance any sums to the Tenant or its successors or assigns, or if Tenant or its successors or assigns shall be or shall hereafter become indebted to Guarantor, such sums and indebtedness shall be subordinate in all respects to the amounts then or thereafter due and owing to the Landlord under the Lease. The provisions of this paragraph shall survive the termination of this Guaranty. 6. EFFECT OF BANKRUPTCY• PREFERENCES AND FRAUDULENT TRANSFERS. The obligations of the Guarantor to make payment in accordance with the terms of this Guaranty shall not be impaired, modified, changed, released or limited in any manner whatsoever by any impairment, modification, change, release or limitation of the liability of Tenant or its estate in bankruptcy or reorganization resulting from the operation of the Federal Bankruptcy Act or other statute or from the decision of any court. Guarantor agrees that in the event any amounts referred to herein are paid in whole or in part by the Tenant or by the Guarantor, Guarantor's liability hereunder shall continue and remain in full force and effect in the event that all or any part of any such payment is recovered from Landlord as a preference, fraudulent transfer or similar payment under any bankruptcy, insolvency, fraudulent transfer or similar law. Guarantor further agrees that this Guaranty applies to costs incurred by Landlord in defending any claim or suit seeking such recovery. 7. NO SUBROGATION. Nothing herein contained is intended or shall be construed to give any right of subrogation under the Lease or any right to participate in any way therein or in Landlord's right, title or interest in the Lease. Notwithstanding any payments made under this Guaranty, all right of subrogation and participation are expressly waived and released. The provisions of this Article shall survive the termination of this Guaranty. S. NOTICES. Any notice, demand,request or other communication given hereunder or in connection herewith (hereinafter referred to as "Notices") shall be deemed sufficient if in writing and sent by registered or certified mail,postage prepaid, or by a reputable overnight courier (such as Federal Express or Airborne Express), addressed to the party to receive such Notice at its address first set forth below or at such other address as such party may designate by Notice given in like fashion. Notice shall be deemed given when mailed. 19. PAYMENTS. Any payments made by Guarantor under the provisions of this Guaranty shall, if made to Landlord, be made at its principal office at its address first set forth above,unless some other address is hereafter designated by Landlord as the case may be by Notice to the Guarantor. 10. GOVERNIUNG LAW. This Guaranty shall be construed in accordance with the laws of the State of Florida,without giving effect to the choice of law rules thereof. 11. SUCCESSORS AND ASSIGNS. The Guarantor's obligations shall be binding upon its heirs, legal representatives, successors and assigns and shall inure to Landlord's benefit and to the benefit of any successor in interest. 12. JOINT AND SEVERAL LIABILITY. If Guarantor is more than one person or entity, then: a) all persons Or entities comprising Guarantor are jointly and severally liable for all 31 of the obligations provided for herein, b) all representations, warranties, and covenants made by Guarantor shall be deemed representations, warranties, and covenants of each of the persons or entities comprising Guarantor; and c) any event creating personal liability of any of the persons or entities comprising Guarantor shall create personal liability for all,such persons or entities. 13. ENTIRE AGREEMENT. This Guaranty contains the sole and entire understanding and agreement with respect to its entire subject matter, and all prior negotiations, discussions, commitments, representations, agreements and understandings heretofore had with respect thereto are merged herein. This Guaranty cannot be changed or terminated orally. 14, PARTIAL INVALIDITY. In case any one or more of the provisions contained herein shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof, but this Guaranty shall be construed as if such invalid, illegal or unenforceable provision had never been included. IN WITNESS WHEREOF, Guarantor has executed this Guaranty as of the day and date first above written. Ac INA AWA .LE PERNA ERIC tA. PERVN STATE OF FLORIDA ss.: COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me this rt4 day of M am 2022,by means of physical presence,by CAROLINA ANA SOLE PERNA and ERIC—A. PERNA, [ ] who are personally known to me or [ V"'] who have produced as identification. -D L -S t4t t I D 14-157-51410 ?Le'57D 2 01 —+,5 4LIS-C> Notary Public of Florida y VAMM TRAVIS Notary Public State of Florida 32 Comm#HH199085 49),V P. 91 tm,-vt75 EA Expires 21/1512025 Exhibit "GII Exclusive Use Lessee shall have exclusive rights to provide hair salon services and hair products in the Plaza. 33 a..s;�s, i �Y V ` B E AC H !a sii C�d R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: July 12, 2022 CONSENT AGENDA AGENDAITEM: 11.E. SUBJECT: Approval of Commercial Property Improvement Grant Program in the Amount of $50,000 to JWS Investments Restaurant d/b/a Tropical Island Restaurant located at 126 W. Boynton Beach Boulevard SUMMARY: The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial costs associated with the construction, repair, and/or rehabilitation of commercial building improvements. The Commercial Property Improvement Grant Program provides a 50% reimbursement of the applicant's expenditure for the eligible improvements up to a maximum grant total of $50,000. Under the program guidelines eligible improvements must be permanent items that stay with the building. CRA staff has received a complete grant application from JWS Investments Restaurant LLC d/b/a Tropical Island Restaurant located at 126 W. Boynton Beach Boulevard, Boynton Beach, FL 33435 (see Attachments I - 11). Tropical Island Restaurant is committed to providing their personal rendition of the best Caribbean Island cuisine with an innovative take on traditional cooking methods. It is their personal challenge to help bring a taste of Island cuisine and let its distinctive flavors and spice to South Florida. With the blend of African, French, and Spanish flavors, Tropical Island Restaurant offers mouth watering authentic dishes that will have you feeling like you're in the islands. Tropical Island Restaurant has been in operation at its current location at 400 E. Boynton Beach Boulevard since 2015. They will be expanding from a 960 square foot restaurant and relocating to a 864 square foot structure located at 126 W. Boynton Beach Boulevard which is currently under construction. When the project is complete, the new restaurant space will be approximately 2,790 square feet. As the property owner and tenant of a commercial property for a restaurant use, the applicant falls under the terms of a Tier I business, as outlined in the grant application. The applicant is seeking reimbursement a complete renovation of the building to include: An expanded footprint by adding an additional building to the south side, new roofing, new parking lot, patio area, and other eligible build-out items. The total cost of eligible property improvements is approximately $1,150,000 (see Attachment 111). If approved, the applicant is eligible to receive a maximum grant of $50,000 under the terms of the grant. The grant is reimbursed to the applicant once the City of Boynton Beach Building Department approves all permit requirements and the proper reimbursement documentation is submitted to CRA staff for approval. FISCAL IMPACT: FY2021-2022 Budget Project Fund, Line Item 02-58400-444, $50,000. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Property Improvement Grant not to exceed the maximum grant award of $50,000 to J WS Investments Restaurant LLC d/b/a Tropical Island Restaurant located at 126 W. Boynton Beach Boulevard, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I -Commercial Property Improvement Grant Application D Attachment II - Location Map D Attachment III - Project Quote BOYNTO � B EAC RA COMMUNrff REDEVELOPMENT October 1, 2021 — September 30, 2022 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERICAL PROPERTY IMPROVEMENT GRANTPROGRAM Program Rules and Regulations The Commercial Property Improvement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the "BBCRA") Area. The program is designed to provide financial assistance to new and existing businesses in the form of a reimbursable grant intended to reduce the initial costs associated with the repair and rehabilitation of buildings or other improvements in accordance with the BBCRA Community Redevelopment Plan. Improvements paid for by the BBCRA must be permanent and stay with the building. The BBCRA reserves the right to approve or deny any Commercial Property Improvement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the BBCRA Area. For purposes of this application, the term "new business" means a company in operation for less than one year or relocating to Boynton Beach.The term"existing business"means a company that has been in operation within the BBCRA Area for a minimum of two years at the time of application and has at least two years remaining on its existing lease. The term "project" means the eligible exterior or interior improvement project for which the applicant seeks reimbursement. Initials AA Page 1 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com The Boynton Beach BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Incentive Funding The Commercial Property Improvement Grant Program offers financial assistance to the landlord or business owner in the form of a reimbursable, matching grant for 50% of eligible expenses, up to $50,000, associated with the construction or renovation of the exterior and interior elements of the commercial operating space. Applicants are encouraged to take advantage of the City of Boynton Beach's PACE Program to help defer the cost of installing energy efficient items. Information regarding the PACE Program is available online at http://www.boynton-beach.org/go- green/pace_prog ram.php or by contacting the City of Boynton Beach at (561) 742-6067. Attached is the ReNew PACE Eligible Product List. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com or view the attached brochure. Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the BBCRA Area (see attached map). • Must provide proof that the commercial business is properly licensed by all necessary levels of government and professional associations or agencies (copies of City and County licenses or receipts that the licenses have been applied for). InitialsOrAn Page 2 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com • Improvements to non-profit and residentially zoned properties are NOT eligible expenses. • Applicant must have an executed multi-year lease with at least two years remaining on the lease at the time of BBCRA Board approval • Proposed leases must be executed within 30 days of BBCRA Board approval or the grant award is terminated. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the BBCRA. A copy of the consumer report will be provided to the applicant upon request. Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • All work must be done in compliance with applicable City of Boynton Beach Building Codes and Land Development Regulations. All contractors must be licensed as required to work in Boynton Beach and/or Palm Beach County. For any projects valued more than $250,000 (based on the project's construction value as it appears on the Palm Beach County-Wide/Municipal Building Permit Application Form submitted to the City of Boynton Beach), preference will be given to projects that will use contractors with an office in Palm Beach County. Please contact the City of Boynton Beach Development Department regarding the proposed work to be performed prior to submitting a grant application. • Grant funding amounts will be based on the applicant's project budget, specified at the time of the BBCRA Board approval, plus an added 20% contingency funding amount. • Grant funds will be reimbursed exclusively for approved work and approved change orders. • The Commercial Property Improvement Grant Program may only be used one time in any five year period for any one property. Entities hoping to improve properties that were previously improved using a BBCRA improvement grant may apply for additional grants any time after five years from previous grant approval. • In order to qualify for the grant, the subject property may not have any outstanding City of Boynton Beach liens at the time the applicant seeks reimbursement. To ensure that the property does not have any outstanding liens, violations or monies owed for utilities, the BBCRA will perform a lien search on the property at a cost of $140.00, which will be deducted from any grant funding awarded to the recipient. Initials Page 3of17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com In the event that there is an outstanding lien against the property, the grant will not be awarded until the complete satisfaction of the lien. • In order to receive the full amount of any awarded grant, the property owner or tenant must complete the project, obtain a Certificate of Occupancy/Completion from the City of Boynton Beach, and submit for reimbursement within 180 days of the issuance date of the permit for the project. (As further described below, applicants may request reimbursement for up to 50% of their grant award prior to completion of the project.) If BBCRA Board approves grant funding and the work being performed does not require a permit, the Certificate of Completion (or equivalent) and application for reimbursement must be within 180 days of the grant award. Failure to complete the improvements within the specified time frame will result in termination of the grant award, at which point the BBCRA will no longer make payments for any reimbursement requests, regardless of whether the request was submitted prior to the termination of the grant. Only one 60 day administrative extension will be permitted, and the BBCRA has the sole and absolute discretion to grant or deny such extension. • Project items completed and paid for by the applicant more than 60 days prior to grant approval by the BBCRA Board are not eligible for reimbursement under the grant program. A complete application must be received within 60 days of payment in order for an expense to be eligible for reimbursement. Once a complete application is received, the application will be placed on the next available agenda for review and potential approval. • BBCRA Board approval of this grant results only in funding. Approval of BBCRA grant funding is NOT approval of any type of City processes including, but not limited to, permits and site plan modification.Applicants must apply for permits and site plan modification through the appropriate departments at the City. All commercial projects require permitting and site plan modification reviews. It is the responsibility of the applicant to obtain all necessary City approvals. • Grantees shall allow the BBCRA the rights and use of photos and project application materials. • The BBCRA Board may give preference to local businesses. For purposes of this grant, local business means a duly licensed business entity with an office location in Palm Beach County. Initial - Page 4 of 17 Property Improvement 100 East Ocean Avenue,4' Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com Projects and items eligible for funding under this grant program are limited to: • Structural walls • Plumbing • Flooring • Grease trap installation • HVAC system • ADA Improvements • Electrical systems, • Hood &fire • Signage including exterior and suppression . Doors/windows interior lighting • Landscaping and • Parking lot re-paving, • Patio decks irrigation within the re-sealing, and/or connected to the project site restriping building • Painting • Fencing (excluding • Demolition of structure • Roofing (Not to chain link, barbed wire, and re-sodding of exceed 50% of and wood panels) vacant property total grant award) • Electric vehicle charging • Solar electricity and • Security stations — See attached water heating — See cameras/system" ReNew PACE Eligible attached ReNew PACE (not including Product List Eligible Product List security personnel) ** Notwithstanding the limitation that grants may only be used once every five years for any one property, previous grant recipients that received less than the maximum amount of grant funding from Commercial Property Improvement Grants or Economic Development Grants are eligible to reapply to receive 50% matching reimbursable funding in an amount not to exceed $3,000 for the installation of new security cameras/systems. Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Property Improvement Grant Program: • Massage/Personal Services • Medical Research Centers/Housing • Firearm Sales/Shooting Ranges • Massage/Personal Services • Religion-Affiliated Retail Stores • Churches/places of worships • Non-profit Organizations • Alcohol and/or Drug Rehabilitation • Adult Gambling Arcades Centers/Housing • Check Cashing Stores • Any other use that the BBCRA staff • Adult Entertainment or BBCRA Board determine will not • Vapor/E-Cigarette Stores support the redevelopment of the BBCRA Area Initials Page 5 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com • CBD Retail Stores Grant Terms and Conditions This grant is divided into three tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. All reimbursement checks from the BBCRA to the successful applicant will be made out to the applicant (the business entity). Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval, plus an added 20% for contingency funding. Tier One Business Tier One Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $50,000 in grant funding. Tier One Businesses must be one of the following types of business: • Restaurant • Hotels/Motels/Bed and Breakfast • Gourmet Food Market (the Board will grant no more than • Bakery four approvals in this category per fiscal year) Tier Two Business Tier Two Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $25,000 in grant funding. Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Home Decor/Design — home • Boutiques— clothing, shoes & furnishings, art galleries, kitchen accessories wares • Law Offices • Accounting Offices • Hair/Nail Salons (no more than two • Real Estate Offices approvals per fiscal year) Initials Page 6 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com • Marketing Offices • Medical Offices • Fitness Facilities —yoga, dance • Insurance Offices exercise, martial arts, etc. • Take Out Restaurants • Auto Services Facilities — repair, . Tattoo Parlor/Body Piercing/Body storage, sales, etc Art Shop (no more than two • Specialty Retail Businesses — approvals per fiscal year) stationary, gifts, sporting goods . Florists (no more than two • Other commercial fagade only approvals per fiscal year) improvements Tier Three Business (no more than two approvals per fiscal year) Tier Three Businesses are subject to BBCRA Board for review and approval. Tier Three Businesses eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $15,000 in grant funding. Tier Three Businesses must be one of the following types of businesses: • Kava Tea Bar • Pawn Shops • Convenience Stores: (Fagade • Liquor Store and Security Improvement • Laundry/Dry Cleaner facility only) Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on lease at the time of Board approval. The commercial lease must define the landlord-tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; Initials Page 7 of 17 Property Improvement 100 East Ocean Avenue,4t"Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com • Ability to terminate; and • Consequences of default on the lease. Application Process Applications can be obtained from the BBCRA office located at 100 East Ocean Avenue, Boynton Beach, FL 33435 or downloaded from www.boytonbeachcra.com. All applicants are required to meet with BBCRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the BBCRA office. Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the BBCRA Board. Applicants may submit complete applications via email or mail hard copies of the application with all materials to the BBCRA for review and approval by the BBCRA Board. Applicants will be considered on a first-come, first-serve basis. Application packets must include the following documentation: 1. A non-refundable fee of$100,which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 2. Provide 2-3 sentence mission statement for the applying business entity. If the applicant is a commercial property owner, provide a brief history of the property and the current tenants of the space. This will be used as a way to introduce your business to the BBCRA Board. 3. Written detailed project budget describing the improvements to be done to the property. 4. Cost estimate(s) from a licensed contractor(s) as specified in the applicant's project budget. It must list all project costs for which the applicant is requesting reimbursement. The project budget must provide a total cost of the project. 5. Signage design, project color chips, material samples and material specifications, if applicable. 6. Copy of building permit receiptlapplication. If the permit has not been applied for prior to submission of the grant application, a copy of the building permit receipt is due within 90 days of grant approval, or the grant award may be terminated. 7. Resume for each principal/owner of the business. 8. Copy of the corporate documents for the applying business entity. Initial' Page 8 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com 9. Copy of executed multi-year commercial lease agreement. 10.Copy of Warranty Deed. 11.Two years of corporate tax returns (for existing businesses only). 12.Two years of personal tax returns for the principal/owners of a new business. 13.Copy of design and construction plans associated with the proposed improvements. 14.List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 15.A minimum of four color digital "before" photos of the exterior and interior portions of the project. 16.Completed and signed application (attached). 17.Authorization to perform credit check for the business and each principal/owner of the business (attached). 18.W9 Form and Vendor Application (attached). 19.City Planning and Development Department Acknowledgement Form (attached). 20.City Permit Department Acknowledgement Form (attached). The above referenced City Forms (line 18 and 19) must be completed and submitted to the appropriate departments, which are located at City Hall 100 East Ocean Avenue, Building Department, Boynton Beach, FL 33435. Phone (561) 742-6000. Approval of Funding Request All required documentation must be submitted no later than noon two weeks_prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month at the Commission Chambers located in City Hall at 100 East Ocean Avenue, Boynton Beach, FL 33435. The schedule for BBCRA Board meetings can be obtained at www.boyntonbeachcra.com. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board. The BBCRA recommends that applicants attend the BBCRA Board meeting during which the Board will consider their applications in order to answer any questions the BBCRA Initial Page 9 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com Board may have regarding their applications. BBCRA staff will notify the applicant of the BBCRA Board's approval or denial in writing. Site Visits BBCRA may conduct a site visit prior to transmitting the application to the BBCRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during, and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Reimbursement This program is designed as a matching 50% reimbursable grant. All work for which reimbursement is sought must be completed and paid for by the applicant prior to the release of BBCRA funds. The applicant may request reimbursement for partial payments throughout the project for up to 50% of grant award. The remaining 50% of grant funding will be held until the project is completed according to the City of Boynton Beach Building Department, and if applicable, a certificate of occupancy has been issued, at which point the applicant may submit a final reimbursement request. The BBCRA will provide reimbursement to the applicant upon submittal of a complete reimbursement request package. All reimbursement requests and supporting documents must be submitted to the BBCRA (3) days prior to the grant expiration date. The BBCRA may refuse to issue grant funding if the submission is not received by the specified time. Once the work is completed the reimbursement request shall be summarized in a report and accompanied by the following documentation: 1. Invoices, receipts or other acceptable evidence of payment from suppliers and licensed contractor(s) that have been marked "paid in full." Proposals for "work to be completed" or "bids" are not considered proper documentation. a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. Initials Page 10 of 17 Property Improvement 100 East Ocean Avenue,0 Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com 2. Copy of City of Boynton Beach and Palm Beach County licenses (Business Tax Receipt). 3. For partial reimbursement requests, a Partial Release of Lien from licensed contractors must be submitted. 4. For the final reimbursement request, the following must also be submitted: a. A "final release of lien" signed by each licensed contractor(s). See attached Sample of a Final Release of Lien form. 5. A minimum of 4 color"after" photos of the project. 6. A copy of the Certificate of Occupancy/Completion. 7. All in project costs to open or renovate the business for reporting of public to private dollar match By submitting the final reimbursement request, the applicant warrants that all bills for which applicant is directly responsible related to the project are paid in full including, but not limited to, all contractors, labor, materials, related fees and permits. Grantees may not submit work improvements for reimbursement that have been used as part of a reimbursement request for any other grant program offered by the BBCRA, City of Boynton Beach, Palm Beach County or the State of Florida. The Commercial Property Improvement Grant Program will only reimburse applicants for new expenditures that have not been submitted to other grant programs for reimbursement. SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING It is the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Program's"Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the project. Nor shall issuance of a grant result in any obligation on the part of the BBCRA to any third party. The BBCRA is not required to verify that entities that have contracted with the applicant have been paid in full, or that such entities have paid any subcontractors in full. Applicant's warranty that all bills related to the Project for which the applicant is directly responsible have been paid is sufficient assurance for the BBCRA to award grant funding Initia Page 11 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com 1 BOYNTO BEAC RA mom APPLICANT INFORMATION BUSINESS INFORMATION: Business.Name (d/b/a if applicable) , p r I ) P t `' u.✓ x y v Current Business Address: F Fed I D#: Business Phone Number: µ Cell: Website: Existing Business: Yes ° No Number of years in existence Time at Current Location: New Business to Boynton Beach: Yes No Do you have an executed lease agreement: Yes "o_ If so, monthly base rent: New Business Address (if applicable): Square footage of current location: Square footage of new location: :'J z Type of Business: a "" Tier 1 Business: „ti'M._. Tier 2 Business: ❑ Tier 3 Business: ❑ (Tier Classification subject to BBCRA Board Approval) Number of Employees: ! Hours of Operation: List of improvements seeking reimbursement for: Requested grant amount: t V Page 12 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com k� BOYNT0 , BEACWC UMNAM " RA COWAUNffY REDEVELOFIMEW1AGENCY APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: Date of Birth: ` �' Email: --7P/ r s Residential Address: Cell Phone Number: / 2. Principal/Owner Name: l Date of Birth: Email. ) Residential Addr ss: C Cell Phone Number: 3. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 4. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: Are you applying for grant assistance under any other program offered by the BBCRA? Yes No If yes, wh additional programs ar you applying for: Page 13 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com r S� BOYNTO " CRA sss `' B EAC COMIAUNITY REDEVELOPMENT AGENC APPLICANT INFORMATION Are you receiving grant assistance under any other governmental agencies: Yes_ No If yes, list any additional grant sources and amounts: LANDLORD INFORMATION: Landlord Name: F .. Landlord' ailm 5dress: d 1,M ,' 1-1V Landlord's Phone Number: CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. I Initials Page 14 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com BOYNTON , B EACH RA COMMUNHY REDEVELOPMENT AGENCY APPLICANT INFORMATION understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer in furtherance of the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in this application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the BBCRA to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the BBCRA or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. Initial Page 15 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com } y�y tr BOYNTO "BEACH 'Cif, _ ..A APPLICANT INFORMATION APPLICANT SIGNATURES: Prilici al/O is Si90, re� Date Printed Name 3., Title 2. Principal/Owners Signature Date tt f y Printed Name _ title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF ..w. °".� COUNTY OF 4t. G I" I r, ....._ BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, who is/are p personally appeared rt ,.,: ..... . Y known to personally me or produced as identification,-and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official sealin the State and County aforesaid on this day of 20 '� arm.. - � BONNIE NICKLIEN =u.. Y PUBLIC ^Notary Public-State of Flor _.. _ = Commission # HH 87118 p mission Expires: ; ° My commissions Expire oFF�loll% May 25, age 16 of 17 Property Improvement 100 East Ocean Avenue,41h Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com Lk § F BOYNTON '! T- F!1111115�413 ammBEACHICR CONUMUNP REDEVELOPMENT AGENCY LANDLORD INFORMATION LANDLORD SIGNATURES: Landlord's Signature Date,' i , t Printed Name Title 2. f Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures- Multiple notary pages may be used if signing individually STATE OF COUNTY OF BEFORE ME, an officer duly authorized b law to administer oaths and take acknowledgements, personally appeared -) � , who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of 20 2..m._. NOTAR.Y w R °?UB� IC._ � { M Commission Ex2ires. � YPu, BONNIE NICKLIEN 3� ��;Notary Public-State of Florida Commission # HH 87189 %Ymy Commission Expires FOii�� � May 25,2025 Page 17 of 17 Property Improvement 100 East Ocean Avenue,41h Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com ,1 'A t 1tt � 1 t r, ,. j rrst <� ,aryl t 1l x,- �' ttt ftts � 1� rt sl� 6` 1 }j, ' a Q i � 3 z u r Will01, ,tt i �t t lk P.,ttN- '!Vu}�e I,Ailtiaff���3�11 k t sS )1v't1411 { trV'�1\��1 -. 14s rut iit s�fsttttii�JWtt�� rY 3s3sF �2 t r»�11 ala s O t � � a t,_� , 00 o � u a "11v,3 0` oN 0 v J w S VI �- > J Q v (6 rO N = W h W d O ( N N U m O i O O O N ? r m O O O O +r 0 o LL 0 0 0 0 in r.. d G1ZUU o '^ w F n N 7 0 o u to w O r } m x z u O r0 s 1 Si O z z m O Q w i b m U o t: d � m O Q v N Z t _ u 0 Q z r��, z o Q o � p Q o o V, Q N� Q Q U Q Vep_ Z n ii .• ; O O O 0 0 _.. N �4 ,.,.,.,. ............. � 1 Document A105 - 2017 Standard Short Form of Agreement Between Owner and Contractor AGREEMENT made as of the 5th day of June in the year 2021 (In words, indicate dav, month and year.) BETWEEN the Owner: ADDITIONS AND DELETIONS: (Name, legal status, address and other information) The author of this document has added information needed for its completion.The author may also JWS Investments Rest LLC have revised the text of the original AIA standard form.An Additions and 7521 Duncrest Road Deletions Report that notes added Lake Worth,FL 33467 information as well as revisions to the standard form text is available from the author and should be and the Contractor: reviewed.A vertical line in the left (Name, legal status, address and other information) margin of this document indicates where the author has added Winfree Contracting,Inc. necessary information and where 354 Cypress Drive,Suite 6 the author has added to or deleted Tequesta,FL 33469 from the original AIA text. CGC 046407 This document has important legal consequences.Consultation with an for the following Project: attorney is encouraged with respect (Name, location and detailed description) to its completion or modification. Tropical Island Restaurant 126 West Boynton Beach Blvd. Boynton Beach,FL 33435 The Architect: (Name, legal status, address and other information) Vinicio R.Fernandez,AIA 501 SW III"Place,Suite 411-B Boca Raton,FL 33432 The Owner and Contractor agree as follows. Init. AIA Document A105" -2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The"Arnerican Institute of architects,""AIS,"the AIA Logo,and"AIA Contract DOcurnents'are registered tradernarks and may riot be used Without permission.This document was � produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) TABLE OF ARTICLES 1 THE CONTRACT DOCUMENTS 2 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION 3 CONTRACT SUM 4 PAYMENTS 5 INSURANCE 6 GENERAL PROVISIONS 7 OWNER 8 CONTRACTOR 9 ARCHITECT 10 CHANGES IN THE WORK 11 TIME 12 PAYMENTS AND COMPLETION 13 PROTECTION OF PERSONS AND PROPERTY 14 CORRECTION OF WORK 15 MISCELLANEOUS PROVISIONS 16 TERMINATION OF THE CONTRACT 17 OTHER TERMS AND CONDITIONS ARTICLE 1 THE CONTRACT DOCUMENTS The Contractor shall complete the Work described in the Contract Documents for the Project.The Contract Documents consist of .1 this Agreement signed by the Owner and Contractor; .2 the drawings and specifications prepared by the Architect,dated ,and enumerated as follows: Drawings: Number Title Date See Attached Exhibit"A" Specifications: Section Title Pages N/A .3 addenda prepared by the Architect as follows: Number Date Pages N/A Init. AIA Document A105" -2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents'are registered tradernarks and may riot be used Without permission.This document was 2 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) .4 written orders for changes in the Work,pursuant to Article 10,issued after execution of this Agreement; and .5 other documents,if any,identified as follows: Exhibit`B"—Scope of Work Clarifications Exhibit"A"—Scope of Contract Work Exhibit"C"—Schedule of Values ARTICLE 2 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION (Paragraph Deleted) 1. The Contractor shall fully execute the Work described in the Contract Documents,except as specifically indicated in the Contract Documents to be excluded and/or the responsibility of others(collectively the "Work").Any work which is not a part of the Contract Documents,including,but not limited to,the Drawings,are not contained in the scope of this Contract.The Parties acknowledge that Contractor does not have responsibility for the design of the Project and Contractor shall not be required to provide professional services that constitute the practice of architecture or engineering.Contractor shall not be liable for any errors,omissions or deficiencies in the drawings and/or specifications prepared by the Owner and/or the Owner's Architect. 2. The Work includes all labor,services,supervision,materials,supplies,fixtures,tools,implements, equipment,transportation,including,without limitation,all services provided prior to the commencement of construction,such as estimating,budgeting,scheduling,consultation on materials and reliability and value-engineering("Pre-Construction Services")and those other items,construction and services necessary to construct and complete the Project to the extent described in the Contract Documents. §2.2 Date of Commencement: Unless otherwise set forth below,the date of commencement shall be the date of this Agreement. (Insert the date of commencement if other than the date of this Agreement.) Unless otherwise set forth below,the date of commencement shall be the date of this Agreement. The date of Commencement shall not be issued any earlier than the later of the following dates: (a)the issuance of a building permit for the Work; (b)the filing of a Notice of Commencement for the Work; (c)the execution of the Contract by the Owner and Contractor;provided however,that if the permit and Notice of Commencement are not issued and filed within 45 days following the effective date of this contract then the Owner shall have the right,in its sole discretion,to cancel this contract and be refunded any money then paid §2.3 Substantial Completion: Subject to adjustments of the Contract Time as provided in the Contract Documents,the Contractor shall achieve Substantial Completion,as defined in Section 12.5,of the entire Work: (Check the appropriate box and complete the necessary information.) [X ] Not later than One Hundred Eighty Days ( 180 )calendar days from the date of commencement. [ ] By the following date: ARTICLE 3 CONTRACT SUM §3.1 The Contract Sum shall include all items and services necessary and agreed upon for the proper execution and completion of the Work. Subject to additions and deductions in accordance with Article 10,the Contract Sum is: Contractor relies solely and exclusively on the credit and financial strength of the owner for payment for Work One Million One Hundred Fifty Thousand Dollars ($ 1,150,000.00) §3.2 For purposes of payment,the Contract Sum includes the following values related to portions of the Work: (Itemize the Contract Sum among the major portions of the Work.) Init. AIA Document A105- -201 7.Copyright©1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents"are registered tradernarks and may riot be used Without permission.This document was 3 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) Portion of the Work Value The Contract Sum shall not exceed the amount set forth in this Schedule of Values,absent approved change orders as described in the Contract The Contract Sum and schedule of values are based on the market prices at the time of execution. If material,labor or market prices escalate more than 5%of market value from the schedule of values of any individual item, Contractor shall be entitled to an extension of contract time and/or an increase in contract amount that corresponds with the increase,without any additional markup for fee or profit. Contractor shall bear the burden to establish the change in market value by appropriate and independent supplier invoices,vendor invoices or other source documents. §3.3 The Contract Sum is based upon the following alternates,if any,which are described in the Contract Documents and hereby accepted by the Owner: (Identify the accepted alternates.If the bidding or proposal documents permit the Owner to accept other alternates subsequent to the execution of this Agreement, attach a schedule of such other alternates showing the amount for each and the date when that amount expires.) N/A §3.4 Allowances,if any,included in the Contract Sum are as follows: (Identify each allowance.) Item Price N/A §3.5 Unit prices,if any,are as follows: (Identify the item and state the unit price and quantitv limitations, if any, to which the unit price will be applicable.) Item Units and Limitations Price per Unit($0.00) N/A ARTICLE 4 PAYMENTS §4.1 Based on Contractor's Applications for Payment certified by the Architect,the Owner shall pay the Contractor, in accordance with Article 12 thirty(30)calendar days after receipt of the Application for Payment: (Insert below timing for payments and provisions for withholding retainage, if any.) All Contracts with Subcontractors and Suppliers contain a"pay when paid"condition precedent.Payment by the Owner to the Contractor is an express condition precedent to the Subcontractor's right to payment from the Contractor(as well as any bond,if any,issued on behalf of Contractor)and verifiable by the AIA billing documents G702 and G703.Failure of Owner to make payment to Contractor shall relieve Contractor from its obligation to make payments to Subcontractors and Suppliers.Lien releases will be supplied in accordance with Florida Statute 713 for funds received. Owner to hold ten percent(10%)retainage on all progress payments until 50%of work in place at which time Owner shall reduce retainage to 5%. §4.2 Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at the rate below,or in the absence thereof,at the legal rate then prevailing at the place of the Project. (Insert rate of interest agreed upon, if any.) ARTICLE 5 INSURANCE §5.1 The Contractor shall maintain the following types and limits of insurance,subject to the terms and conditions set forth in Exhibit"B". Certificates of Insurance attached and made part of this contract,includes specific additional insured status of all required entities. Said insurance shall provide for additional insured status for Owner.All endorsements are blanket per written contract and will not be edited to afford specific coverage for any contract Init. AIA Document A105" -2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The"Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents"are registered tradernarks and may riot be used Without permission.This document was 4 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) without written agreement by the Owner to bear such cost. §5.1.1 Commercial General Liability insurance for the Project,written on an occurrence form,with policy limits of not less than one million dollars($1,000,000)each occurrence,two million dollars($2,000,000)general aggregate, and two million dollars($2,000,000)aggregate for products-completed operations hazard. §5.1.2 Automobile Liability covering vehicles owned,and non-owned vehicles used,by the Contractor,with policy limits of not less than one million dollars($1,000,000)per accident,for bodily injury,death of any person,and property damage arising out of the ownership,maintenance,and use of those motor vehicles along with any other statutorily required automobile coverage. §5.1.3 The Contractor may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess or umbrella liability insurance,provided that such primary and excess or umbrella insurance policies result in the same or greater coverage as those required under Section 5.1.1 and 5.1.2,and in no event shall any excess or umbrella liability insurance provide narrower coverage than the primary policy.The excess policy shall not require exhaustion of the underlying limits only through the actual payment by the underlying insurers. §5.1.4 Workers'Compensation at Florida's statutory limits. §5.1.5 Employers'Liability with policy limits not less than one million dollars($1,000,000)each accident,one million dollars($1,000,000)each employee,and one million dollars($1,000,000)policy limit. (Table deleted) §5.1.6 Owner shall purchase and maintain Builder's Risk/General Liability insurance for the value of the project and with the limit of$2,000,000.00 respectively.To the extent the Owner does not provide Builder Risk coverage, then the Owner will bear all risk of loss for all losses during construction that would or should have been covered by such Builders' Risk insurance described above. (Paragraph Deleted) All certificates of insurance mut be produced and exchanged between the parties. (Table Deleted) §5.2 The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance which is not covered by Contractor's insurance and shall provide property insurance to cover the value of the Owner's property.The Contractor is entitled to receive an increase in the Contract Sum equal to the insurance proceeds related to a loss for damage to the Work covered by the Owner's property insurance. §5.3 WAIVER OF SUBROGATION.The Owner and Contractor waive all rights against the Contractor,the Owner,as well as any of their Subcontractors, Sub-Subcontractors,agents,consultants,and employees for damages caused by fire or other causes of loss to the extent covered by insurance obtained pursuant to the Contract or other insurance applicable to the Work.The relevant insurance policies shall provide such waivers of subrogation by endorsement or otherwise.This waiver of subrogation shall be effective as to a person or entity even though that person or entity would otherwise have a duty of indemnification,contractual or otherwise,did not pay the insurance premium directly or indirectly,and whether or not the person or entity has an insurable interest in the property damaged.Each party shall provide certificates of insurance showing their respective coverages prior to commencement of the Work. §5.4 Prior to commencement of the Work,each party shall provide certificates of insurance showing their respective coverages. Init. AIA Document A105" -2017.Copyright©1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The"Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents"are registered tradernarks and may riot be used Without permission.This document was 5 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) §5.5 Unless specifically precluded by the Owner's property insurance policy,the Owner and Contractor waive all rights against(1)each other and any of their subcontractors,suppliers,agents,and employees,each of the other; and (2)the Architect,Architect's consultants,and any of their agents and employees,for damages caused by fire or other causes of loss to the extent those losses are covered by property insurance or other insurance applicable to the Project,except such rights as they have to the proceeds of such insurance. ARTICLE 6 GENERAL PROVISIONS §6.1 The Contract The Contract represents the entire and integrated agreement between the parties and supersedes prior negotiations, representations or agreements,either written or oral.The Contract may be amended or modified only by a written modification in accordance with Article 10. §6.2 The Work The term"Work"means the construction and services required by the Contract Documents,and includes all other labor,materials,equipment,and services provided,or to be provided,by the Contractor to fulfill the Contractor's obligations. §6.3 Intent The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the Work by the Contractor.The Contract Documents are complementary,and what is required by one shall be as binding as if required by all. §6.4 Ownership and Use of Architect's Drawings,Specifications and Other Documents Documents prepared by the Architect are instruments of the Architect's service for use solely with respect to this Project.The Architect shall retain all common law,statutory,and other reserved rights,including the copyright.The Contractor,subcontractors,,and suppliers are authorized to use and reproduce the instruments of service solely and exclusively for execution of the Work.The instruments of service may not be used for other Projects or for additions to this Project outside the scope of the Work without the specific written consent of the Architect. §6.5 Electronic Notice Written notice under this Agreement may be given by one party to the other by email as set forth below. (Insert requirements for delivering written notice by email such as name, title, and email address of the recipient, and whether and how the system will be required to generate a read receipt for the transmission.) See Article 17.3.4 for written notice provisions. ARTICLE 7 OWNER §7.1 Information and Services Required of the Owner §7.1.1 If requested by the Contractor,the Owner shall furnish all necessary surveys and a legal description of the site.Owner shall furnish to the Contractor within fifteen(15)days after execution of this Agreement,all information necessary and relevant for the Contractor to evaluate,give notice of or enforce construction lien rights. Additionally,Owner(or its Lender if applicable)shall prepare and record a correct Notice of Commencement in accordance with Chapter 713,Florida Statutes. Owner further affirmatively covenants and acknowledges that the Notice of Commencement shall not be allowed to expire and shall be amended to extend the period of time in which it remains in effect until such time as the Contractor shall have received all payments due under the Contract. §7.1.2 Except for permits and fees under Section 8.7.1 that are the responsibility of the Contractor,the Owner shall obtain and pay for other necessary approvals,easements,assessments,and charges. §7.1.3 Prior to commencement of the Work,at the written request of the Contractor,the Owner shall furnish to the Contractor reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Contract.The Contractor shall have no obligation to commence the Work until the Owner provides such evidence. §7.2 Owner's Right to Stop the Work If the Contractor fails to correct Work which is not in accordance with the Contract Documents,the Owner may direct the Contractor in writing to stop the Work until the correction is made. Init. AIA Document A105" -2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The"Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents"are registered tradernarks and may riot be used Without permission.This document was 6 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) §7.3 Owner's Right to Carry Out the Work If the Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within a seven day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness,the Owner may,without prejudice to other remedies,correct such deficiencies.In such case,the Architect may withhold or nullify a Certificate for Payment in whole or in part, to the extent reasonably necessary to reimburse the Owner for the cost of correction,provided the actions of the Owner and amounts charged to the Contractor were approved by the Architect. §7.4 Owner's Right to Perform Construction and to Award Separate Contracts §7.4.1 The Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces,and to award separate contracts in connection with other portions of the Project. §7.4.2 The Contractor shall coordinate and cooperate with the Owner's own forces and separate contractors employed by the Owner. ARTICLE 8 CONTRACTOR §8.1 Review of Contract Documents and Field Conditions by Contractor §8.1.1 Execution of the Contract by the Contractor is a representation that the Contractor has visited the site, become familiar with local conditions under which the Work is to be performed,and correlated personal observations with requirements of the Contract Documents.The parties acknowledge that Contractor has no responsibility to prepare the plans and specifications,and that such design documents may be incomplete as of the date of this Contract.The Owner acknowledges that the Contractor does not warrant the adequacy,accuracy,code compliance or completeness of the plans and specifications provided to Contractor. §8.1.2 The Contractor shall carefully study and compare the Contract Documents with each other and with information furnished by the Owner.Before commencing activities,the Contractor shall(1)take field measurements and verify field conditions;(2)carefully compare this and other information known to the Contractor with the Contract Documents;and(3)promptly report errors,inconsistencies,or omissions discovered to the Architect. §8.1.3 If the Contractor encounters conditions at the site that are: (1)subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract Documents;or(2)unknown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Contract Documents,the Contractor shall promptly provide notice to the Owner and/or Owner's Agent before conditions are disturbed.The Owner and/or Owner's Agent will promptly investigate such conditions and,if the conditions differ materially and cause an increase in the Contractor's cost of,or time required for,performance of any part of the Work,owner shall make an equitable and reasonable adjustment in the Contract Sum or Contract Time,or both.If the Owner and/or Owner's Agent determines that the conditions at the site are not materially different from those indicated in the Contract Documents and that no change in the terms of the Contract is justified,the Owner and/or the Owner's Agent shall promptly notify the Contractor in writing, stating the reasons.If the Contractor disputes the Owner and/or the Owner's Agent determinations or recommendations hereunder,the Contractor may proceed as provided in Article 17.3. In any emergency affecting the safety of persons or property,Contractor shall act, at its discretion to prevent threatened damage,injury or loss.Any additional compensation or extension of time claimed by Contractor on account of emergency work shall be determined as provided in the Contract for changes in the Work. §8.2 Contractor's Construction Schedule The Contractor,promptly after being awarded the Contract,shall prepare and submit for the Owner's and Architect's information a Contractor's construction schedule for the Work. §8.3 Supervision and Construction Procedures §8.3.1 The Contractor shall supervise and direct the Work using the Contractor's best skill and attention.The Contractor shall be solely responsible for and have control over construction means,methods,techniques, sequences,and procedures,and for coordinating all portions of the Work. Init. AIA Document A105" -201 7.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents"are registered tradernarks and may riot be used Without permission.This document was 7 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) §8.3.2 The Contractor,as soon as practicable after award of the Contract,shall furnish in writing to the Owner, through the Architect,the names of subcontractors or suppliers for each portion of the Work.The Contractor shall not contract with any subcontractor or supplier to whom the Owner or Architect have made a timely and reasonable objection. §8.4 Labor and Materials §8.4.1 Unless otherwise provided in the Contract Documents,the Contractor shall provide and pay for labor, materials,equipment,tools,utilities,transportation,and other facilities and services necessary for proper execution and completion of the Work. §8.4.2 The Contractor shall enforce strict discipline and good order among the Contractor's employees and other persons carrying out the Contract Work.The Contractor shall not permit employment of unfit persons or persons not skilled in tasks assigned to them. §8.5 Warranty The Contractor warrants to the Owner and Architect that: (1)materials and equipment furnished under the Contract will be new and of good quality unless otherwise required by the Contract Documents; (2)the Work will be free from defects not inherent in the quality required or permitted; and(3)the Work will conform to the requirements of the Contract Documents.Any material or equipment warranties required by the Contract Documents shall be issued in the name of the Owner,or shall be transferable to the Owner,and shall commence in accordance with Section 12.5. §8.6 Taxes The Contractor shall pay sales,consumer,use,and similar taxes that are legally required when the Contract is executed. §8.7 Permits,Fees and Notices §8.7.1 Notwithstanding ARTICLE 7.1.2 of the Contract,the Contract Sum shall include amounts for the building permit and other permits and governmental fees,licenses,and inspections necessary for proper execution and completion of the Work.If Exhibit"A"includes an exclusion for Permit Fees or any other fees as set forth herein, all costs incurred by Contractor will be added via Change Order. §8.7.2 The Contractor shall comply with and give notices required by agencies having jurisdiction over the Work.If the Contractor performs Work knowing it to be contrary to applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of public authorities,the Contractor shall assume full responsibility for such Work and shall bear the attributable costs.The Contractor shall promptly notify the Architect in writing of any known inconsistencies in the Contract Documents with such governmental laws,rules,and regulations. §8.8 Submittals The Contractor shall promptly review,approve in writing,and submit to the Architect shop drawings,product data, samples,and similar submittals required by the Contract Documents. Shop drawings,product data,samples,and similar submittals are not Contract Documents. §8.9 Use of Site The Contractor shall confine operations at the site to areas permitted by law,ordinances,permits,the Contract Documents,and the Owner. §8.10 Cutting and Patching The Contractor shall be responsible for cutting,fitting,or patching required to complete the Work or to make its parts fit together properly. §8.11 Cleaning Up The Contractor shall keep the premises and surrounding area free from accumulation of debris and trash related to the Work.At the completion of the Work,the Contractor shall remove its tools,construction equipment,machinery, and surplus material; and shall properly dispose of waste materials. Init. AIA Document A105" -201 7.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents"are registered tradernarks and may riot be used Without permission.This document was $ produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) §8.12 Indemnification To the fullest extent permitted by law,the Contractor shall indemnify and hold harmless the Owner and agents and employees of Owner,from and against claims,damages,losses and expenses,including but not limited to attorneys' fees,arising out of or resulting from performance of the Work,provided that such claim,damage,loss,or expense is attributable to bodily injury,sickness,disease or death,or to injury to or destruction of tangible property (other than the Work itself),but only to the extent caused by the intentional or negligent acts or omissions of the Contractor,a subcontractor,anyone directly or indirectly employed by them or anyone for whose acts they may be liable. Contractor has no obligation to indemnify and hold harmless,Owner from any claims,damages,losses and expenses,including but not limited to attorneys' fees,arising out of or resulting from(a)all errors,inconsistencies, omissions,negligence,or departure from the standard of care relating to the design or performance by the Architect,or(b)the negligence,recklessness or intentional wrongful misconduct of the Owner or its separate contractors. ARTICLE 9 ARCHITECT §9.1 The Architect will provide administration of the Contract as described in the Contract Documents.The Architect will have authority to act on behalf of the Owner only to the extent provided in the Contract Documents. §9.2 The Architect will visit the site at intervals appropriate to the stage of construction to become generally familiar with the progress and quality of the Work. §9.3 The Architect will not have control over or charge of,and will not be responsible for,construction means, methods,techniques,sequences,or procedures,or for safety precautions and programs in connection with the Work, since these are solely the Contractor's responsibility.The Architect will not be responsible for the Contractor's failure to carry out the Work in accordance with the Contract Documents. §9.44The Architect will have no responsibility to review Contractor's applications for payment. §9.5 The Owner and/or the Owner's Agent has authority to reject Work that does not conform to the Contract Documents. §9.6 The Architect will promptly review and approve or take appropriate action upon Contractor's submittals,but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. §9.7 On written request from either the Owner or Contractor,the Architect will promptly interpret and decide matters concerning performance under,and requirements of,the Contract Documents. §9.8 Interpretations and decisions of the Architect will be consistent with the intent of,and reasonably inferable from the Contract Documents,and will be in writing or in the form of drawings.When making such interpretations and decisions,the Architect will endeavor to secure faithful performance by both Owner and Contractor,will not show partiality to either and will not be liable for results of interpretations or decisions rendered in good faith. §9.9 The Architect's duties,responsibilities,and limits of authority as described in the Contract Documents shall not be changed without written consent of the Owner,Contractor,and Architect. Consent shall not be unreasonably withheld. ARTICLE 10 CHANGES IN THE WORK §10.1 The Owner,without invalidating the Contract,may order changes in the Work within the general scope of the Contract,consisting of additions,deletions or other revisions,and the Contract Sum and Contract Time shall be adjusted accordingly,in writing by issuing a Change Order.A Change Order is a document which is signed by the Owner and/or the Owner's Agent and Contractor and authorized additions,deletions,or revision in the Work or an adjustment in the Contract Sum or Contract Time,issued on or after the effective date of this Contract.Additions to the Work after commencement of the Work made by reason of a Change Order shall be charged to and paid by Owner as an increase to the Contract Sum in the amount equal to the direct cost paid by Contractor for said additional labor and materials(if any),plus a total increase in the fee,profit,general conditions cost,and insurance cost of fifteen percent(15%). Init. AIA Document A105" -201 7.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents"are registered tradernarks and may riot be used Without permission.This document was 9 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) §10.2 The Architect may authorize or order minor changes in the Work that are consistent with the intent of the Contract Documents and do not involve an adjustment in the Contract Sum or an extension of the Contract Time. Such authorization or order shall be in writing and shall be binding on the Owner and Contractor.The Contractor shall proceed with such minor changes promptly. §10.3 If concealed or unknown physical conditions are encountered at the site that differ materially from those indicated in the Contract Documents or from those conditions ordinarily found to exist,the Contract Sum and Contract Time shall be subject to equitable reasonable adjustment. ARTICLE 11 TIME §11.1 Time limits stated in the Contract Documents are of the essence of the Contract. If the Contractor is delayed at any time in progress of the Work by changes ordered in the Work,the act,neglect or default of the Owner or any person employed by owner(including the Architect and/or Owner's Agent),unknown site conditions,permitting conditions,labor disputes,fire,unusual delay in deliveries,unavoidable casualties,or other causes beyond the Contractor's control,the Contract Time and Contract Sum shall be subject to equitable adjustment issued in a Change Order. § 11.2 In the event the development of the Project ceases or is interrupted by an Owner caused delay,which continues for a period of more than forty-five(45)consecutive days after Contractor has performed any services pursuant to the terms hereof,either party may terminate this Contract upon written notice given from one to the other.Upon such termination,Contractor's remedy shall be payment for the direct cost of the Work to the date of cessation of the Work or termination,costs incurred demobilizing from the Project,that portion of the Contractor's Fee earned through the date of cessation of the Work or termination and any other reasonable costs incurred by Contractor as a result of the termination. §11.3 Costs caused by delays or by improperly timed activities or defective construction shall be borne by the responsible parry. ARTICLE 12 PAYMENTS AND COMPLETION §12.1 Contract Sum The Contract Sum stated in this Agreement,including authorized adjustments,is the total amount payable by the Owner to the Contractor for performance of the Work under the Contract Documents. §12.2 Applications for Payment §12.2.1 The Contractor shall submit to the Owner or Owner's Agent an itemized Application for Payment for Work completed in accordance with the values stated in this Contract.Payments shall be made on account of materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work.If requested by Owner, Contractor shall submit documentation substantiating the completion of work and the supplies and materials delivered,if approved in advance by the Owner,payment may similarly be made for materials and equipment stored,and protected from damage,off the site at a location agreed upon in writing. All Applications for Payment shall be paid within thirty(30)days after the date of submission of the Application for Payment. §12.2.2 The Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner no later than the time of payment.The Contractor further warrants that upon submittal of an Application for Payment,all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall,to the best of the Contractor's knowledge,information,and belief,be free and clear of liens,claims, security interests,or other encumbrances adverse to the Owner's interests. §12.3 Certificates for Payment The Architect will not administer the contract or approve Applications for Payment.All Applications for Paymentwill go directly to the Owner and/or the Owner's Agent. §12.4 Progress Payments §12.4.1 The Owner shall make payment in the manner provided in the Contract Documents. §12.4.2 The Contractor shall promptly pay each subcontractor and supplier,upon receipt of payment from the Owner,an amount determined in accordance with the terms of the applicable subcontracts and purchase orders. Init. AIA Document A105- -2017.Copyright©1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents"are registered tradernarks and may riot be used Without permission.This document was 10 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) §12.4.3 Neither the Owner nor the Architect shall have responsibility for payments to a subcontractor or supplier. §12.4.4 A Certificate for Payment,a progress payment,or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the requirements of the Contract Documents. §12.5 Substantial Completion §12.5.1 Substantial Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Contract Documents so the Owner can occupy or utilize the Work for its intended use. §12.5.2 When the Contractor believes that the Work or designated portion thereof is substantially complete,it will notify the Architect and the Architect will make an inspection to determine whether the Work is substantially complete.When the Architect determines that the Work is substantially complete,the Architect shall prepare a Certificate of Substantial Completion that shall establish the date of Substantial Completion,establish the responsibilities of the Owner and Contractor,and fix the time within which the Contractor shall finish all items on the list accompanying the Certificate.Warranties required by the Contract Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. §12.6 Final Completion and Final Payment §12.6.1 Upon receipt of a final Application for Payment,the Architect will inspect the Work.When the Architect finds the Work acceptable and the Contract fully performed,the Architect will promptly issue a final Certificate for Payment. §12.6.2 Final payment shall not become due until the Contractor submits to the Architect releases and waivers of liens,and data establishing payment or satisfaction of obligations,such as receipts,claims,security interests,or encumbrances arising out of the Contract. §12.6.3 Acceptance of final payment by the Contractor,a subcontractor or supplier shall constitute a waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at the time of final Application for Payment. ARTICLE 13 PROTECTION OF PERSONS AND PROPERTY The Contractor shall be responsible for initiating,maintaining and supervising all safety precautions and programs, including all those required by law in connection with performance of the Contract.The Contractor shall take precautions to prevent damage,injury,or loss to employees on the Work and other persons who may be affected thereby,the Work and materials and equipment to be incorporated therein,and other property at the site or adjacent thereto.The Contractor shall promptly remedy damage and loss to property caused in whole or in part by the Contractor,or by anyone for whose acts the Contractor may be liable. ARTICLE 14 CORRECTION OF WORK §14.1 The Contractor shall promptly correct Work rejected by the Owner or Owner's Agent as failing to conform to the requirements of the Contract Documents.The Contractor shall bear the cost of correcting such rejected Work, including the costs of uncovering,replacement,and additional testing.However,if any additional testing is done the costs thereof shall be borne by the Owner if the testing shows the Work was not defective. §14.2 In addition to the Contractor's other obligations including warranties under the Contract,the Contractor shall, for a period of one year after Substantial Completion,correct work not conforming to the requirements of the Contract Documents. §14.3 If the Contractor fails to correct nonconforming Work within a reasonable time,the Owner may correct it in accordance with Section 7.3. ARTICLE 15 MISCELLANEOUS PROVISIONS §15.1 Assignment of Contract Neither party to the Contract shall assign the Contract as a whole without written consent of the other. Init. AIA Document A105" -2017.Copyright©1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents"are registered tradernarks and may riot be used Without permission.This document was 11 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) §15.2 Tests and Inspections §15.2.1 At the appropriate times,the Contractor shall arrange and/or coordinate tests,inspections,and approvals of portions of the Work required by the Contract Documents or by laws,statutes,ordinances,codes,rules and regulations,or lawful orders of public authorities.Notwithstanding ARTICLES 7.1.2 and 8.7.1 of the Contract,the Contract Sum shall include amounts for tests,inspections,and approvals necessary for proper execution and completion of the Work.If Exhibit"A"includes an exclusion for such amounts,all costs incurred by Contractor will be added via Change Order. §15.2.2 If the Architect requires additional testing,the Contractor shall perform those tests.The Owner shall bear the cost of all additional testing required by the Architect. §15.2.3 The Owner shall bear cost of tests,inspections,or approvals that do not become requirements until after the Contract is executed.The Owner shall directly arrange and pay for tests,inspections,or approvals where building codes or applicable laws or regulations so require. §15.3 Governing Law The Contract shall be governed by the law of the place where the Project is located,excluding that jurisdiction's choice of law rules. ARTICLE 16 TERMINATION OF THE CONTRACT §16.1 Termination by the Contractor If the Work is stopped under Section 12.2 for a period of 30 days through no fault of the Contractor,the Contractor may,upon seven additional days'written notice to the Owner and Architect,terminate the Contract and recover from the Owner payment for Work executed including reasonable overhead and profit,and costs incurred by reason of such termination. §16.2 Termination by the Owner for Cause §16.2.1 The Owner may terminate the Contract if the Contractor .1 repeatedly refuses or fails to supply enough properly skilled workers or proper materials; .2 fails to make payment to subcontractors for materials or labor in accordance with the respective agreements between the Contractor and the subcontractors; .3 repeatedly disregards applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of a public authority;or .4 is otherwise guilty of substantial breach of a provision of the Contract Documents. §16.2.2 When any of the above reasons exist,the Owner,after consultation with the Architect,may without prejudice to any other rights or remedies of the Owner and after giving the Contractor and the Contractor's surety,if any,three days'written notice,terminate this contract with the Contractor and may take possession of the site and of all materials thereon owned for which the Contractor has received payment from Owner,and finish the Work by whatever reasonable method the Owner may deem expedient. §16.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 16.2.1,the Contractor shall not be entitled to receive further payment until the Work is finished. §16.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work payable to another contractor, then such excess shall be paid to the Contractor.If such reasonable costs exceed the unpaid balance,the Contractor shall pay the difference to the Owner.This obligation for payment shall survive termination of the Contract. §16.3 Termination by the Owner for Convenience The Owner may,at any time,terminate the Contract for the Owner's convenience and without cause.The Contractor shall be entitled to receive payment for Work executed through the date of termination,and reasonable costs incurred by reason of such termination,along with reasonable overhead and profit on the Work not executed. ARTICLE 17 OTHER TERMS AND CONDITIONS (Insert any other terms or conditions below.) § 17.1 This Contract is directly between the Owner and the Contractor.Any reference to the Architect's Init. AIA Document A105" -201 7.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents"are registered tradernarks and may riot be used Without permission.This document was 2 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) administration of this Contract has been intentionally deleted.Project exclusions and clarifications are itemized on Exhibit"A".Any project delay resulting from excessive Change Orders,or revisions will be the responsibility of the owner,and the contract time shall be adjusted accordingly. § 17.2 All claims,disputes or other matters in question arising out of or relating to this Contract,or the breach thereof,shall be resolved to the extent possible through negotiation.In the event claims,disputes and other matters in question between the Owner and Contractor arising out of,or relating to,the Project,including disputes regarding this Contract or breach thereof,which cannot be satisfactorily resolved through negotiation,the Owner and Contractor shall attend mediation as a condition precedent to the initiation of any further legal proceedings.Any and all disputes not resolved through mediation shall be resolved through legal proceedings in a Florida court of competent jurisdiction in which the Project is located. § 17.3.1 In the event that any litigation or other dispute resolution proceeding is commenced that involves,arises out of or relates to this Contract or the parties'obligations hereunder,then the prevailing party shall be entitled to an award of taxable court costs,other related but non-taxable costs and expenses,and reasonable attorneys'fees, including attorneys'fees incurred in litigating entitlement to or amount of any attorney fee award until all appeals,if any are final. § 17.3.2 WAIVER OF JURY TRIAL. CONTRACTOR AND OWNER HEREBY KNOWINGLY, IRREVOCABLY,VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT EITHER MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY ACTION,PROCEEDING OR COUNTERCLAIM BASED UPON THE CONTRACT DOCUMENTS,OR ARISING+OUT OF,UNDER,OR IN CONNECTION WITH THE CONSTRUCTION OF THE WORK OR ANY COURSE OF CONDUCT,COURSE OF DEALING, STATEMENTS(WHETHER VERBAL OR WRITTEN)OR ACTIONS OF ANY PARTY. §17.3.3 Waiver of Consequential Damages:The Owner and Contractor waive claims against each other for consequential damages arising out of or relating to this Contract.This provision shall not apply where such damages are covered by insurance. § 17.3.4 Any notice to be given or to be served upon any party hereto,in connection with the Contract,must be in writing,and may be given by nationally recognized overnight courier(such as FedEx,UPS or USPS with proof of delivery),certified mail or registered mail,and shall be deemed to have been given and received two(2)days after a certified or registered letter containing such notice,properly addressed,with postage prepaid is deposited in the United States Mails;and if given otherwise than by certified or registered mail,it shall be deemed to have been given when delivered to and received by the party to whom it is addressed. Such notices shall be given to the parties hereto at the address set forth in the introduction to the Contract.Any party hereto may,at any time by giving five (5)days written notice to the other party hereto,designate any other address in substitution of the foregoing address to which such notice shall be given and other parties to whom copies of all notices hereunder shall be sent. § 17.3.5 It is the intention of the parties that each provision of this Contract shall be enforced according to its terms and that no provision shall be construed in a manner which renders it invalid or unenforceable.In the event that any of the provisions of this Contract,or any part thereof,is rendered invalid or unenforceable by Governmental Requirements,or by judicial decision;then such provision,or any part thereof,shall continue in effect only to the extent permitted.However,the invalidity or unenforceability of any provision,or any part thereof,of this Contract shall not affect the enforceability of the remaining provisions of this Contract.To the extent that any of the Articles herein contain provisions relating or pertaining to the same subject matter,the obligations,covenants and/or conditions set forth therein shall be cumulative and,where applicable,concurrent.Further,to the extent that any such provisions may be interpreted to be conflicting and/or mutually exclusive,it is the intent of the parties hereto that the obligations,conditions or covenants,as applicable,which provide the greatest protection or benefit to the party for whose benefit such protections is extended,shall apply. §17.3.6 ATTORNEYS'FEES AND COSTS.If any party obtains judgment against any other party by reason of breach of this Contract,reasonable attorneys'fee and costs shall be included in such judgment and the term "reasonable attorneys'fees" as used in this Contract shall include and not be limited to,reasonable attorneys'fees and costs incurred in any and all judicial bankruptcy,reorganization,arbitration and any other proceedings, including appellate proceedings,whether such proceedings arise before or after the entry of a final judgment. § 17.3.7 This Contract shall be governed by,and construed in accordance with,the laws of the State of Florida (without regard to principles of conflicts of laws). § 17.4 The following exhibits are hereby incorporated into and made a part of this Agreement: Exhibit"A"—Contract Drawings Exhibit"B"—Scope of work clarifications Init. AIA Document A105- -2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of architects,""AIS,"the AIA I..Ogo,and"AIA Contract DOcurnents"are registered tradernarks and may riot be used Without permission.This document was 13 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) This Agreement entered into as of the day and year first written above. (If required by law, insert cancellation period disclosures or other warning statements above the signatures.) 0 NE (Signature) CONTRACTOR(Signature) J Investments Rest LC Robert W.Winfree,President on behalf of Winfree '�Q� Nl-b((�I (j�4 Contracting,Inc. (Printed name and title) (Printed name and title) LICENSE NO.: JURISDICTION: Init. AIA Document A105" -2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The"Arnerican Institute of architects,""AIS,"the AIA Logo,and"AIA Contract DOcurnents'are registered tradernarks and may riot be used Without permission.This document was 14 produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) Additions and Deletions Report for AIA®Document A105M —2017 This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 16:33:24 ET on 07/07/2021. PAGE AGREEMENT made as of the 5th day of June in the year 2021 JWS Investments Rest LLC 7521 Duncrest Road Lake Worth,FL 33467 Winfree Contracting,Inc. 354 Cypress Drive, Suite 6 Teduesta,FL 33469 CGC 046407 Tropical Island Restaurant 126 West Boynton Beach Blvd. Boynton Beach,FL 33435 Vinicio R.Fernandez,AIA 501 SW I11hPlace,Suite 411-B Boca Raton,FL 33432 PAGE 2 See Attached Exhibit"A" Additions and Deletions Report for AIA Document A105--2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The"Arnerican Institute of Architects,""AIS,"the AIA Logo,and"AIA Contract DOcurnents'are registered tradernarks and rnay riot be used without � permission.This document was produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) N/A N/A PAGE 3 Exhibit`B"—Scope of Work Clarifications Exhibit"A"—Scope of Contract Work Exhibit"C"—Schedule of Values W 1. The Contractor shall fully execute the Work described in the Contract Documents,except as specifically indicated in the Contract Documents to be excluded and/or the responsibility of others(collectively the "Work").Any work which is not a part of the Contract Documents,including,but not limited to,the Drawings,are not contained in the scope of this Contract.The Parties acknowledge that Contractor does not have responsibility for the design of the Project and Contractor shall not be required to provide professional services that constitute the practice of architecture or engineering.Contractor shall not be liable for any errors,omissions or deficiencies in the drawings and/or specifications prepared by the Owner and/or the Owner's Architect. 2. The Work includes all labor,services,supervision,materials,supplies,fixtures,tools,implements, equipment,transportation,including,without limitation,all services provided prior to the commencement of construction,such as estimating,budgeting,scheduling,consultation on materials and reliability and value-engineering("Pre-Construction Services")and those other items,construction and services necessary to construct and complete the Project to the extent described in the Contract Documents. Unless otherwise set forth below,the date of commencement shall be the date of this Agreement. The date of Commencement shall not be issued any earlier than the later of the following dates: (a)the issuance of a building permit for the Work, (b)the filing of a Notice of Commencement for the Work, (c)the execution of the Contract by the Owner and Contractor,provided however,that if the permit and Notice of Commencement are not issued and filed within 45 days following the effective date of this contract then the Owner shall have the right,in its sole discretion,to cancel this contract and be refunded any money then paid [X ] Not later than One Hundred Eighty Dam( 180 )calendar days from the date of commencement. Additions and Deletions Report for AIA Document A105--2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The"Arnerican Institute of Architects,""AIS,"the AIA Logo,and"AIA Contract DOcurnents"are registered tradernarks and rnay riot be used without 2 permission.This document was produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) §3.1 The Contract Sum shall include all items and services necessary and agreed upon for the proper execution and completion of the Work. Subject to additions and deductions in accordance with Article 10,the Contract Sum is: Contractor relies solely and exclusively on the credit and financial strength of the owner for payment for Work One Million One Hundred Fifty Thousand Dollars ($ 1,150,000.00) PAGE 4 The Contract Sum shall not exceed the amount set forth in this Schedule of Values,absent approved change orders as described in the Contract The Contract Sum and schedule of values are based on the market prices at the time of execution. If material,labor or market prices escalate more than 5%of market value from the schedule of values of any individual item, Contractor shall be entitled to an extension of contract time and/or an increase in contract amount that corresponds with the increase,without any additional markup for fee or profit. Contractor shall bear the burden to establish the change in market value by 02ropriate and independent supplier invoices,vendor invoices or other source documents. N/A N/A N/A §4.1 Based on Contractor's Applications for Payment certified by the Architect,the Owner shall pay the Contractor, in accordance with Article 12,^ 12 thirt(30)calendar days after receipt of the Application for Pam All Contracts with Subcontractors and Suppliers contain a"pay when paid"condition precedent.Payment by the Owner to the Contractor is an express condition precedent to the Subcontractor's right to payment from the Contractor(as well as any bond,if any,issued on behalf of Contractor)and verifiable by the AIA billing documents G702 and G703.Failure of Owner to make payment to Contractor shall relieve Contractor from its obligation to make payments to Subcontractors and Suppliers.Lien releases will be supplied in accordance with Florida Statute 713 for funds received. Owner to hold ten percent(10%)retainage on all progress payments until 50%of work in place at which time Owner shall reduce retainage to 5%. Additions and Deletions Report for AIA Document A105"-2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of Architects,""AIS,"the AIA I..Ogo,and"AIA Cori tract DOcurnents"are registered tradernarks and rnay riot be used w thout 3 permission.This document was produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) §4.2 Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at the rate below,or in the absence thereof,at the legal rate then prevailing at the place of the Project. PAGE 5 §5.1 The Contractor shall maintain the following types and limits of;,,s,,-m4ey,,,,t;t t e oTpi-; 49i of the pe440 a fn -,-o,.+;,.,,A--fI.AITA- v„, g_ot fn4417;,, Syeti Ai 1 n.2,insurance,subject to the terms and conditions set forth in t4i& cyr:Exhibit"B".Certificates of Insurance attached and made part of this contract,includes specific additional insured status of all required entities. Said insurance shall provide for additional insured status for Owner.All endorsements are blanket per written contract and will not be edited to afford specific coverage for any contract without written agreement by the Owner to bear such cost. §5.1.1 Commercial General Liability insurance for the Project,written on an occurrence form,with policy limits e€44A*1Vqs 44aR($ ^'�^ (e)ge14er4!aggr-egRAe ^ ofnot less than one million dollars ($1,000,000)each occurrence,two million dollars($2,000,000)general aggregate,and two million dollars ($2,000,000)aggregate for products-completed operations hazard. §5.1.2 Automobile Liability covering vehicles owned,and non-owned vehicles used,by the Contractor,with policy limits of not less than }one million dollars($1,000,000)per accident,for bodily injury,death of any person, and property damage arising out of the ownership,maintenance,and use of those motor vehicles along with any other statutorily required automobile coverage. §5.1.4 W afker-s' Gempei4s4ioi ^t Workers'Compensation at Florida's statutory limits. §5.1.5 Em TEmplo.r�ers'Liability with policy limits not less than(S )eae4 aeeide+rt($)ea&employgg, and ( }one million dollars($1,000,000)each accident,one million dollars($1,000,000)each employee,and one million dollars($1,000,000)policy limit. (Table deleted) §5.1.6 ;eel,,.0RwRl eest 1,.,g-;g Owner shall purchase and maintain Builder's Risk/General Liability insurance for the value of the project and with the limit of$2,000,000.00 respectively.To the extent the Owner does not provide Builder Risk coverage,then the Owner will bear all risk of loss for all losses during construction that would or should have been covered by such Builders' Risk insurance described above. Additions and Deletions Report for AIA Document A105--2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of Architects,""AIS,"the AIA I..Ogo,and"AIA Cori tract DOcurnents"are registered tradernarks and rnay riot be used w thout 4 permission.This document was produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) . All certificates of insurance mut be produced and exchanged between the parties. GeYeFage s §5.2 The Owner shall be responsible for purchasing and maintaining the n.,„o-'s usual 1iabil ty Owner's usual liability insurance which is not covered by Contractor's insurance and shall provide property insurance to cover the value of the Ow+ier-'sOwner's property.The Contractor is entitled to receive an increase in the Contract Sum equal to the insurance proceeds related to a loss for damage to the Work covered by the r,W14e p-opef�. Owner's property insurance. §5.3 f +ho CA44,-.,,tev's eblig t4ei s,,,,,ao-Soni,., Q 2 WAIVER OF SUBROGATION.The Owner and Contractor waive all rights against the Contractor,the Owner,as well as any of their Subcontractors, Sub- Subcontractors,agents,consultants,and employees for damages caused by fire or other causes of loss to the extent covered by insurance obtained pursuant to the Contract or other insurance applicable to the Work.The relevant insurance policies shall provide such waivers of subrogation by endorsement or otherwise.This waiver of subrogation shall be effective as to a person or entity even though that person or entity would otherwise have a duty_ of indemnification,contractual or otherwise,did not pay the insurance premium directly or indirectly,and whether or not the person or entity has an insurable interest in the property damaged.Each pari, shall provide certificates of insurance showing their respective coverages prior to commencement of the Work. PAGE 6 Documents prepared by the Architect are instruments of the Architect's service for use solely with respect to this Project.The Architect shall retain all common law,statutory,and other reserved rights,including the copyright.The Contractor,subcontractors,s4 s4eo+4 aefer- wand suppliers are authorized to use and reproduce the instruments of service solely and exclusively for execution of the Work.The instruments of service may not be used for other Projects or for additions to this Project outside the scope of the Work without the specific written consent of the Architect. See Article 17.3.4 for written notice provisions. §7.1.1 If requested by the Contractor,the Owner shall furnish all necessary surveys and a legal description of the site.Owner shall furnish to the Contractor within fifteen(15)days after execution of this Agreement,all information necessary and relevant for the Contractor to evaluate, give notice of or enforce construction lien rights. Additionally,Owner(or its Lender if applicable)shall prepare and record a correct Notice of Commencement in accordance with Chapter 713,Florida Statutes. Owner further affirmatively covenants and acknowledges that the Additions and Deletions Report for AIA Document A105--2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The"Arnerican Institute of Architects,""AIS,"the AIA Logo,and"AIA Contract DOcurnents"are registered tradernarks and rnay riot be used without 5 permission.This document was produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) Notice of Commencement shall not be allowed to expire and shall be amended to extend the period of time in which it remains in effect until such time as the Contractor shall have received all payments due under the Contract. PAGE 7 §8.1.1 Execution of the Contract by the Contractor is a representation that the Contractor has visited the site, become familiar with local conditions under which the Work is to be performed,and correlated personal observations with requirements of the Contract Documents.The parties acknowledge that Contractor has no responsibility to prepare the plans and specifications,and that such design documents may be incomplete as of the date of this Contract.The Owner acknowledges that the Contractor does not warrant the adequacy,accuracy,code compliance or completeness of the plans and specifications provided to Contractor. §8.1.3 If the Contractor encounters conditions at the site that are: (1)subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract Documents;or(2)unknown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Contract Documents,the Contractor shall promptly provide notice to the Owner and/or Owner's Agent before conditions are disturbed.The Owner and/or Owner's Agent will promptly investigate such conditions and,if the conditions differ materially and cause an increase in the Contractor's cost of,or time required for,performance of any part of the Work,owner shall make an equitable and reasonable adjustment in the Contract Sum or Contract Time,or both.If the Owner and/or Owner's Agent determines that the conditions at the site are not materially different from those indicated in the Contract Documents and that no change in the terms of the Contract is justified,the Owner and/or the Owner's Agent shall promptly notify the Contractor in writing, stating the reasons.If the Contractor disputes the Owner and/or the Owner's Agent determinations or recommendations hereunder,the Contractor may proceed as provided in Article 17.3. In any emergency affecting the safety of persons or property,Contractor shall act, at its discretion to prevent threatened damage,injury or loss.Any additional compensation or extension of time claimed by Contractor on account of emergency work shall be determined as provided in the Contract for changes in the Work. PAGE 8 The Contractor warrants to the Owner and Architect that: (1)materials and equipment furnished under the Contract will be new and of good quality unless otherwise required Eby the Contract Documents; (2)the Work will be free from defects not inherent in the quality required or permitted; and(3)the Work will conform to the requirements of the Contract Documents.Any material or equipment warranties required by the Contract Documents shall be issued in the name of the Owner,or shall be transferable to the Owner,and shall commence in accordance with Section 12.5. §8.7.1 Tr,o r ,+ g-14.,11 ,.,,+,,;,,,,,,,a Notwithstanding ARTICLE 7.1.2 of the Contract,the Contract Sum shall include amounts for the building permit and other permits and governmental fees,licenses,and inspections necessary for proper execution and completion of the Work.If Exhibit"A"includes an exclusion for Permit Fees or any other fees as set forth herein,all costs incurred by Contractor will be added via Change Order. PAGE 9 Additions and Deletions Report for AIA Document A105"-2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The"Arnerican Institute of Architects,""AIS,"the AIA Logo,and"AIA Contract DOcurnents"are registered tradernarks and rnay riot be used without 6 permission.This document was produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) To the fullest extent permitted by law,the Contractor shall indemnify and hold harmless the nwi4e- n -,.4;+o,.+ n,-&iteet's,.,,,,s,,,+^„+s Owner and agents and employees of^^��Owner,from and against claims,damages, losses and expenses,including but not limited to attorneys' fees,arising out of or resulting from performance of the Work,provided that such claim,damage,loss,or expense is attributable to bodily injury,sickness,disease or death, or to injury to or destruction of tangible property (other than the Work itself),but only to the extent caused by the intentional or negligent acts or omissions of the Contractor,a subcontractor,anyone directly or indirectly employed by them or anyone for whose acts they may be liable r ^,-,otos A--f tt 1444o-Ar-44pt' ,.r,,.l^;,, dalRage gess ea+ised;,,ppA b a p",;r aomr;f,o a r oro,, ao liable. Contractor has no obligation to indemnifv and hold harmless,Owner from any claims,damages,losses and expenses,including but not limited to attorneys' fees, arising out of or resulting from(a)all errors,inconsistencies,omissions,negligence,or departure from the standard of care relating to the design or performance by the Architect,or(b)the negligence,recklessness or intentional wrongful misconduct of the Owner or its separate contractors. n,-&iteet will .,,a ee ft;f.toe amatti4s"e toe r,,,,+faef,, 9.44The Architect will have no responsibility to review Contractor's applications for payment. §9.5 The "r�eOwner and/or the Owner's Agent has authority to reject Work that does not conform to the Contract Documents. §10.1 The Owner,without invalidating the Contract,may order changes in the Work within the general scope of the Contract,consisting of additions,deletions or other revisions,and the Contract Sum and Contract Time shall be adjusted accordingly,in .writing by issuing a Change Order.A Change Order is a document which is signed by the Owner and/or the Owner's Agent and Contractor and authorized additions,deletions,or revision in the Work or an adjustment in the Contract Sum or Contract Time, issued on or after the effective date of this Contract.Additions to the Work after commencement of the Work made by reason of a Change Order shall be charged to and paid by Owner as an increase to the Contract Sum in the amount equal to the direct cost paid by Contractor for said additional labor and materials(if any),plus a total increase in the fee,profit,general conditions cost,and insurance cost of fifteen percent(15%). PAGE 10 §10.3 If concealed or unknown physical conditions are encountered at the site that differ materially from those indicated in the Contract Documents or from those conditions ordinarily found to exist,the Contract Sum and Contract Time shall be subject to equitable reasonable adjustment. §44-.2-If the Contractor is delayed at any time in progress of the Work by changes ordered in the Work,the act, neglect or default of the Owner or any person employed by owner(including the Architect and/or Owner's Agent), unknown site conditions,permitting conditions,labor disputes,fire,unusual delay in deliveries,unavoidable casualties,or other causes beyond the Go Contractor's control,the Contract Time and Contract Sum shall be subject to equitable a4jt�adiustment issued in a Change Order. §11.2 In the event the development of the Project ceases or is interrupted by an Owner caused delay,which continues for a period of more than forty-five(45)consecutive days after Contractor has performed any services pursuant to the terms hereof,either party may terminate this Contract upon written notice given from one to the Additions and Deletions Report for AIA Document A105--2017.Copyright©1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of Architects,""AIS,"the AIA I..Ogo,and"AIA Cori tract DOcurnents"are registered tradernarks and rnay riot be used w thout 7 permission.This document was produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) other.Upon such termination,Contractor's remedy shall be payment for the direct cost of the Work to the date of cessation of the Work or termination,costs incurred demobilizing from the Project,that portion of the Contractor's Fee earned through the date of cessation of the Work or termination and any other reasonable costs incurred by Contractor as a result of the termination. §12.2.1 A r-04ityr.4 The Contractor shall submit to the Owner or Owner's Agent an itemized Application for Payment for Work completed in accordance with the values stated in this A greeRwRl T14o A ppli.at4e,,s4all be stippe4ud b ,a„+ Contract.Payments shall be made on account of materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work.If requested by Owner,Contractor shall submit documentation substantiating the completion of work and the supplies and materials delivered,if approved in advance by the Owner,payment may similarly be made for materials and equipment stored,and protected from damage,off the site at a location agreed upon in writing. All Applications for Payment shall be paid within thirty(30)days after the date of submission of the Application for Payment. The Architect will,w4444 sevei4 days after-weeipf of t4e Go+4mefor-'s Applie4ioi4�9r-Payme+4,&4er-04 te tLy Co4war4or,(24 issiae to*14V QAA144Vr-A GV44ifiPA*V fpr-42A RwPA for-siaeI4 A-44-4-AM44 As*14V 4 vrl4ityet twill not administer the contract or approve Applications for Payment.All Applications for Paymentwill go directly to the Owner and/or the Owner's Agent. §12.4.1 A fl 4o,,o A -,r,4yet 14as; ied ifi rmeaty f n.,.Rww toe The Owner shall make payment in the manner provided in the Contract Documents. PAGE 11 The Contractor shall be responsible for initiating,maintaining and supervising all safety precautions and programs, including all those required by law in connection with performance of the Contract.The Contractor shall take precautions to prevent damage,injury,or loss to employees on the Work and other persons who may be affected thereby,the Work and materials and equipment to be incorporated therein,and other property at the site or adjacent thereto.The Contractor shall promptly remedy damage and loss to property caused in whole or in part by the Contractor,or by anyone for whose acts the Contractor may be liable. §14.1 The Contractor shall promptly correct Work rejected by the A r t Owner or Owner's Agent as failing to conform to the requirements of the Contract Documents.The Contractor shall bear the cost of correcting such rejected Work,including the costs of uncovering,replacement,and additional testing.However,if any additional testing is done the costs thereof shall be borne by the Owner if the testing shows the Work was not defective. Additions and Deletions Reportfor AIA Document A105"-2017.Copyright©1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The"Arnerican Institute of Architects,""AIS,"the AIA Logo,and"AIA Contract DOcurnents"are registered tradernarks and rnay riot be used without 8 permission.This document was produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) PAGE 12 §15.2.1 At the appropriate times,the Contractor shall arrange and boa+eost of and/or coordinate tests,inspections, and approvals of portions of the Work required by the Contract Documents or by laws,statutes,ordinances,codes, rules and regulations,or lawful orders of public authorities.Notwithstanding ARTICLES 7.1.2 and 8.7.1 of the Contract,the Contract Sum shall include amounts for tests,inspections,and approvals necessary for proper execution and completion of the Work.If Exhibit"A"includes an exclusion for such amounts,all costs incurred by Contractor will be added via Change Order. §15.2.2 If the Architect requires additional testing,the Contractor shall perform those tests.The Owner shall bear the cost of all additional testing required by the Architect. If the Work is stopped under Section 44-3-12.2 for a period of 44-30 days through no fault of the Contractor,the Contractor may,upon seven additional days'written notice to the Owner and Architect,terminate the Contract and recover from the Owner payment for Work executed including reasonable overhead and profit,and costs incurred by reason of such termination. §16.2.2 When any of the above reasons exist,the Owner,after consultation with the Architect,may without prejudice to any other rights or remedies of the Owner and after giving the Contractor and the Contractor's surety,if any, three days' written notice,terminate eW!9 inert of-this contract with the Contractor and may Make possession of the site and of all materials thereon owned b toe Gei44aete for which the Contractor has received payment from Owner,and finish the Work by whatever reasonable method the Owner may deem expedient. §16.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the k,Work payable to another contractor,then such excess shall be paid to the Contractor.If such reasonable costs exceed the unpaid balance,the Contractor shall pay the difference to the Owner.This obligation for payment shall survive termination of the Contract. The Owner may,at any time,terminate the Contract for the Owner's convenience and without cause.The Contractor shall be entitled to receive payment for Work ^tomexecuted through the date of termination, and reasonable costs incurred by reason of such termination,along with reasonable overhead and profit on the Work not executed. PAGE 13 §17.1 This Contract is directly between the Owner and the Contractor.Any reference to the Architect's administration of this Contract has been intentionally deleted.Project exclusions and clarifications are itemized on Additions and Deletions Report for AIA Document A105"-201 7.Copyright©1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of Architects,""AIS,"the AIA I..Ogo,and"AIA Cori tract DOcurnents"are registered tradernarks and rnay riot be used w thout 9 permission.This document was produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) Exhibit"A".Any project delay resulting from excessive Change Orders,or revisions will be the responsibility, of the owner,and the contract time shall be adjusted accordingly. §17.2 All claims,disputes or other matters in question arising out of or relating to this Contract,or the breach thereof,shall be resolved to the extent possible through negotiation.In the event claims,disputes and other matters in question between the Owner and Contractor arising out of,or relating to,the Project,including disputes regarding Ns Contract or breach thereof,which cannot be satisfactorily resolved through negotiation,the Owner and Contractor shall attend mediation as a condition precedent to the initiation of any further legal proceedings.Any and all disputes not resolved through mediation shall be resolved through legal proceedings in a Florida court of competent jurisdiction in which the Project is located. §17.3.1 In the event that any litigation or other dispute resolution proceeding is commenced that involves,arises out of or relates to this Contract or the parties'obligations hereunder,then the prevailing party shall be entitled to an award of taxable court costs,other related but non-taxable costs and expenses,and reasonable attorneys'fees, including attorneys'fees incurred in litigating entitlement to or amount of any attorney fee award until all appeals,if any are final. §17.3.2 WAIVER OF JURY TRIAL. CONTRACTOR AND OWNER HEREBY KNOWINGLY IRREVOCABLY,VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT EITHER MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY ACTION,PROCEEDING OR COUNTERCLAIM BASED UPON THE CONTRACT DOCUMENTS,OR ARISING+OUT OF,UNDER,OR IN CONNECTION WITH THE CONSTRUCTION OF THE WORK OR ANY COURSE OF CONDUCT,COURSE OF DEALING, STATEMENTS(WHETHER VERBAL OR WRITTEN)OR ACTIONS OF ANY PARTY. §17.3.3 Waiver of Consequential Damages:The Owner and Contractor waive claims against each other for conseduential damages arising out of or relating to this Contract.This provision shall not apply where such damages are covered by insurance. §17.3.4 Any notice to be;riven or to be served upon any party hereto,in connection with the Contract,must be in writing,and may be;riven by nationally recognized overnight courier(such as FedEx,UPS or USPS with proof of delivery),certified mail or registered mail,and shall be deemed to have been;riven and received two(2)days after a certified or registered letter containing such notice,properly addressed,with postage prepaid is deposited in the United States Mails: and if given otherwise than by certified or registered mail,it shall be deemed to have been given when delivered to and received by the party to whom it is addressed. Such notices shall be given to the parties hereto at the address set forth in the introduction to the Contract.AM party hereto may,at any time by giving five (5)days written notice to the other party hereto,designate any other address in substitution of the foregoing address to which such notice shall be;riven and other parties to whom copies of all notices hereunder shall be sent. §17.3.5 It is the intention of the parties that each provision of this Contract shall be enforced according to its terms Additions and Deletions Report for AIA Document A105--2017.Copyright©1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of Architects,""AIS,"the AIA I..Ogo,and"AIA Cori tract DOcurnents"are registered tradernarks and rnay riot be used w thout 10 permission.This document was produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) and that no provision shall be construed in a manner which renders it invalid or unenforceable.In the event that any of the provisions of this Contract,or M part thereof,is rendered invalid or unenforceable by Governmental Reduirements,or by judicial decision:then such provision,or any part thereof,shall continue in effect only to o the extent permitted.However,the invalidity or unenforceability of M provision,or M part thereof,of this Contract shall not affect the enforceability of the remaining provisions of this Contract.To the extent that any of the Articles herein contain provisions relating or pertaining to the same subject matter,the obligations,covenants and/or conditions set forth therein shall be cumulative and,where applicable,concurrent.Further,to the extent that any such provisions may be interpreted to be conflicting and/or mutually exclusive,it is the intent of the parties hereto that the obligations,conditions or covenants,as applicable,which provide the greatest protection or benefit to the party for whose benefit such protections is extended,shall apply. §17.3.6 ATTORNEYS'FEES AND COSTS.If any party obtains judgment against any other party by reason of breach of this Contract,reasonable attorneys'fee and costs shall be included in such judgment and the term "reasonable attorneys'fees"as used in this Contract shall include and not be limited to,reasonable attorneys'fees and costs incurred in any and all judicial bankruptcy,reorganization,arbitration and any other proceedings, including appellate proceedings,whether such proceedings arise before or after the entry of a final judgment. §17.3.7 This Contract shall be governed by,and construed in accordance with,the laws of the State of Florida (without regard to principles of conflicts of laws). §17.4 The following exhibits are hereby incorporated into and made a part of this Agreement: Exhibit"A"—Contract Drawings Exhibit"B"—Scope of work clarifications PAGE 14 JWS Investments Rest LLC Robert W.Winfree,President on behalf of Winfree Contracting,Inc. Additions and Deletions Report for AIA Document A105"-2017.Copyright @ 1993,2007 and 2017 by The American Institute of Architects.All rights reserved.The 'Arnerican Institute of Architects,""AIS,"the AIA I..Ogo,and"AIA Cori tract DOcurnents"are registered tradernarks and rnay riot be used w thout 11 permission.This document was produced by AIA software at 16:33:24 ET on 07/07/2021 under Order No.8536216064 which expires on 02/19/2022,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (3139ADA48) Certification of Document's Authenticity AIA®DOcument D401 TM —2003 I,,hereby certify,to the best of my knowledge,information and belief,that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 16:33:24 ET on 07/07/2021 under Order No. 8536216064 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA'Document A 105T"-2017,Standard Short Form of Agreement Between Owner and Contractor,as published by the AIA in its software,other than those additions and deletions shown in the associated Additions and Deletions Report. (S gned) (Tale) 7 7 al (Dated AIA Document D4011—2003.Copyright®1992 and 2003 by The American Institute of Architects.All rights reserved.The'American Institute of Architects,' `AIA,'the AIA logo,and*AIA Contract Documents"are registered trademarks and may not be used without permission.This document was produced by AIA 1 software at 16:3324 ET on 07/07/2021 under Order No.8536216064 which expires on 0211912022,is not for resale,is licensed for one-time use only,and may only be used In accordance with the AIA Contract Documentse Terms of Service.To report copyright violations,e-mail copyright@aia.org. 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SUBJECT: Approval of Commercial Rent Reimbursement Grant Program in the Amount of $21,000 to Tropical Island Restaurant, LLC located at 126 W. Boynton Beach Boulevard SUMMARY: The CRA's Commercial Rent Reimbursement Grant Program provides qualified new or expanding businesses located within the CRA District boundaries with rent payment assistance for a maximum period of 12 months. CRA staff has received a complete grant application from Tropical Island Restaurant, LLC located at 126 W. Boynton Beach Boulevard, Boynton Beach, FL 33435 (see Attachments I - 11). Tropical Island Restaurant is committed to providing their personal rendition of the best Caribbean Island cuisine with an innovative take on traditional cooking methods. It is their personal challenge to help bring a taste of Island cuisine and let its distinctive flavors and spice to South Florida. With the blend of African, French and Spanish flavors, Tropical Island Restaurant offers mouth watering authentic dishes that will have you feeling like you're in the islands. Tropical Island Restaurant, LLC has been in operation at its current location at 400 E. Boynton Beach Boulevard since 2015. They will be expanding from a 960 square foot restaurant and relocating to a 864 square foot structure located at 126 W. Boynton Beach Boulevard which is currently under construction. When the project is complete, the new restaurant space will be approximately 2,790 square feet. As a full-service restaurant, Tropical Island Restaurant, LLC currently employs 14 team members. The new location will allow them to hire additional employees ranging from cashiers, dishwashers, line cooks, servers, and prep cooks. Under the terms of their Landlord-Tenant Lease Agreement, the base rent required to be paid by the applicant is $10,000 per month (see Attachment 111). Tropical Island Restaurant, LLC qualifies as a Tier I business (as specified in the grant application) and would receive reimbursement for one-half of their monthly rent amount or maximum grant amount of $1,750 per month for a 12 month period, whichever is less. If approved, Tropical Island Restaurant, LLC would be reimbursed in the amount of $1,750/month for a period of 12 months or a total grant amount of $21,000 during its first year of business. Grant reimbursements to the approved applicant occur on a monthly basis with proof of rent payments. FISCAL IMPACT: FY2021-2022 Budget, Project Fund, Line Item 02-58400-444, $21,000 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Rent Reimbursement Grant in the amount not to exceed $21,000 to Tropical Island Restaurant, LLC located at 126 W. Boynton Beach Boulevard, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I -Commercial Rent Reimbursement Grant Application D Attachment II - Location Map D Attachment III - Lease , BOYNTO 'yyp B E AC (t , COMMUNFTY REDEVELOPMENT G Y October 1, 2021 — September 30, 2022 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL RENT REIMBURSEMENT GRANT PROGRAM Program Rules and Regulations The Commercial Rent Reimbursement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the "BBCRA") Area. The program is designed to provide financial assistance to new and existing businesses in the form of rent reimbursement intended to help businesses during the critical first year of operation or expansion. The BBCRA reserves the right to approve or deny any Commercial Rent Reimbursement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the BBCRA Area. The receipt of past payments is not a guarantee of future payments. For purposes of this application, the term "new business" means a company in operation for less than one year or relocating to Boynton Beach.The term"existing business" means a company that has been in operation within the BBCRA Area for a minimum of two years at the time of application and has at least two years remaining on its existing lease. The Boynton Beach BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced by the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Initials Page 1 of 15 Rent Reimbursement 100 East Ocean Avenue,4t" Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com Incentive Funding The Commercial Rent Reimbursement Grant Program offers financial assistance through a reimbursable grant in the form of a monthly rent reimbursement for the first 12 months of business with the option to request an additional 6 months of reimbursement, which may be granted at the discretion of the Board. New businesses are eligible to apply for assistance for up to one year from the issuance of the City of Boynton Beach Business Tax Receipt. Rent Reimbursements will not be paid until all construction has ended, permits are closed out, City and County licenses are obtained, and the business is open for operation under a Temporary Certificate of Occupancy (TCO) or a Certificate of Occupancy (CO). For businesses that do not require any construction work, rent reimbursements will not be paid until City and County licenses are obtained and the business is open for operation. On a monthly basis, the BBCRA will issue reimbursement directly to the applicant. Reimbursement is for the monthly rent payment made to the landlord, and is dependent upon receipt of verification that the payment has been cleared by the bank. The responsibility for all rental payments is between the parties to the lease, (the tenant and the landlord). As grantor, the BBCRA does not bear or accept any responsibility for payment of rent at any time, or for penalties incurred for the late arrival of payments by any party. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersou rcepbc.com. Initials ' Page 2 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be a new business, or an existing business that is expanding in size. • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the BBCRA Area (see attached map). • Must provide proof that the business is properly licensed by all necessary levels of government and professional associations or agencies (copies of city and county licenses or receipts that the licenses have been applied for). • Non-profit and residentially zoned properties are NOT eligible. • An existing business must expand to occupy more than 50% of its current square footage size or open a second location within the BBCRA Area. Verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the BBCRA Board if the tenant is losing their current space due to redevelopment of the site. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the BBCRA Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • Applicant must have an executed multi-year lease with at least two years remaining on the lease. • Proposed leases must be executed within 30 days of BBCRA Board approval or the grant award is terminated. • The Commercial Rent Reimbursement Grant Program may only be used one time by any one specific business entity or business owner. • Grantees shall allow the BBCRA the rights and use of photos and project application materials. Initials: J� �'� Page 3 of 15 Rent Reimbursement 100 East Ocean Avenue,4"' Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com • The BBCRA Board may give preference to local businesses. For purposes of this grant, local business means a duly licensed business entity with an office location in Palm Beach County. Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Rent Reimbursement Grant Program: • Firearm Sales/Shooting Range • Convenience Store • Religion-Affiliated Retail Stores • Churches/places of worship • Non-profit organizations • Medical Research Centers/Housing • Check Cashing Stores • Tattoo Shops / Body Piercing / • Kava Tea Bars Body Art Shops • Adult Entertainment • Liquor Stores • Adult Arcades • Vapor Cigarette, E Cigarette Stores • Alcohol and/or Drug Rehabilitation • Pawn Shops Centers/Housing • Any other use that the BBCRA staff • Massage/Personal Services or BBCRA Board determine will not • Auto Services Facilities — repair, support the redevelopment of the storage, sales, etc BBCRA Area • CBD Retail Stores, etc. Grant Terms and Conditions This grant is divided into two tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval. Tier One Business Tier One Businesses are eligible for reimbursement for up to half(50%) of the business's base monthly rent or$1,750 per month, whichever is less (maximum amount of the grant is $21,000, distributed in 12 monthly payments). Initials V Page 4 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com Tier One Businesses must be one of the following types of businesses: • Restaurant • Bakery • Gourmet Food Market Tier Two Business Tier Two Businesses are eligible for reimbursement for up to half(50%) of the business's base monthly rent or $1,250 per month, whichever is less (maximum amount of the grant is $15,000, distributed in 12 monthly payments). Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Home Decor/Design — home • Clothing Boutique — clothing, furnishings, art galleries, kitchen shoes & accessories wares . Law Offices • Accounting Offices • Hair/Nail Salons (no more than 2 • Real Estate Offices approvals per fiscal year) • Marketing Offices • Medical Offices • Fitness Centers • Insurance Offices • Laundry/Dry Cleaner facility • Specialty Businesses — stationary, • Florists (no more than 2 approvals gifts, sporting goods per fiscal year) • Take-out Foods Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on the lease at the time of Board approval. The commercial lease must define the landlord-tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; Initial Page 5 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. For purposes of this paragraph, the term "subject property" means the leased premises of the grant recipient, for which the applicant or grant recipient is seeking rental reimbursement, or any part thereof. Grant recipients are prohibited from subletting the subject property. If a grant recipient sublets the property, the grant recipient will be required to repay the BBCRA for all grant money received up to that point and will not be eligible to receive any further grant funding. For purposes of this grant, the BBCRA considers the following to be subletting: A) executing a sublease, assignment, or similar agreement with an entity that is not the grant recipient; B) allowing the subject property to be occupied by any business entity in which the grant recipient is not listed as the registered agent, owner, officer or director of said business, or assisting such a business in so doing; C) allowing or assisting a business entity other than the grant recipient to list its place of business as the subject property; or D) allowing or assisting a business entity other than the grant recipient to obtain a business tax license from the City of Boynton Beach for the subject property. The fact that a business entity other than the grant recipient occupies the subject property, lists its place of business as the subject property, obtains a business tax license for the subject property, or similarly appears to use the subject property is sufficient evidence that the grant recipient has allowed or assisted such other business entity to do so and is grounds for termination of any further grant payments and seeking reimbursement for previously paid grant payments. However, it shall not be considered a prohibited subleasing when the business purpose of the applicant is to provide a space for aspiring businesses, such as when the applicant is a business incubator, commissary kitchen, or business that provides co-op workspace. The BBCRA will determine whether a certain applicant fits into the exception described in this paragraph on a case-by-case basis. Application Process Applications can be obtained from the BBCRA office located at 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 or downloaded from www.boyntonbeachcra.com. All Initials Page 6of15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com applicants are required to meet with BBCRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the BBCRA office. Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the BBCRA Board. Applicants may submit complete applications via email or mail hard copies of the application with all materials to the BBCRA for review and approval by the BBCRA Board. Applicants will be considered on a first-come, first-served basis. Application packets must include the following documentation: 1. A non-refundable fee of$100,which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 2. Provide a 2-3 sentence mission statement for the applying business entity. This will be used as a way to introduce your business to the BBCRA Board. 3. Resume for each principal/owner of the business. 4. Copy of the corporate documents for the applying business entity. 5. Copy of City and County Business Licenses (Business Tax Receipt). 6. Copy of executed multi-year commercial lease agreement. 7. Two years of corporate tax returns (for existing businesses only). 8. Two years of personal tax returns for the principal/owners of a new business. 9. List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 10.If applicant is an existing business expanding to occupy more than 50% of its current square footage size, verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the BBCRA Board if the tenant is losing their current space due to redevelopment of the site. 11.Completed and signed application (attached). 12.Authorization to perform credit check for the business and each principal/owner of the business (attached). 13.W9 Form and Vendor Application (attached). Initials( Page 7 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com Approval of Funding Request All re uired application documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the applicant is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month. The schedule for BBCRA Board meetings can be obtained at www.boyntonbeachcra.com. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board. The BBCRA recommends that applicants attend the BBCRA Board meeting during which the Board will consider their applications in order to answer any questions the BBCRA Board may have regarding their applications. BBCRA staff will notify the applicant of the BBCRA Board's approval or denial in writing. Site Visits BBCRA may conduct a site visit prior to transmitting the application to the BBCRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Reimbursement Monthly rent reimbursement payments will be provided to the grant recipient beginning the first month the business is open for operation subsequent to BBCRA Board approval. A maximum of 12 consecutive monthly rent payments are eligible to be reimbursed to the approved applicant, with the option to request an additional 6 months. Reimbursement will occur on a monthly basis. Following the initial Reimbursement Request, each reimbursement request shall be made within 30 days of the start of the next month. Initials�=X Page 8 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com In order to receive monthly rent reimbursement the grant applicant must submit the following: 1. Written request for reimbursement. 2. Proof of rent payments (i.e., copies of the front and back of cancelled checks for that month's reimbursement or proof of direct deposit). If applicant does not submit its monthly reimbursement request within 30 days following the end of the next month in which-@pplicant is reguesting reimbursement applicant forfeits that month's reimbursement. Discontinuation of Payment The receipt of past payments does not guarantee future payments. The BBCRA retains the right to discontinue rent reimbursement payments at any time at its sole and absolute discretion. SUBMISSION OF AN APPLICATION IS NOT A'GUARANTEE OF FUNDING It is the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Program's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the property. Nor shall issuance of a grant result in any obligation on the part of the BBCRA to any third party. The BBCRA is not required to verify that entities that have contracted with the applicant or applicant's landlord have been paid in full, or that such entities have paid any subcontractors in full. Applicant's submittal of verification that monthly rental payments have been cleared by the bank warranty is sufficient assurance for the BBCRA to award grant funding. Initials, " Page 9 of 15 Rent Reimbursement 100 East Ocean Avenue,4t" Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com BOYNTO ': C,R,A =B EAC I APPLICANT INFORMATION BUSINESS INFORMATION: Business Name (and d/b/a if applicable): r } -.y 6I >4, Current Business Address: _ a �" t}' °"..-.k".t "" ... �. �.... �,, 4 ! Fed I D#: F IT QL " *�?Gga°a�� ..,wk t"^° , .",. #,..� "'� a',.• d e ea'� d r 6` f '� �^wy°✓,ay"�.F- < � Business Phone Number: Fax: Website: 14"bl e d ._................. Existing Business: Yes No Number of years in existence: Time at Current Location: New Business to Boynton Beach: Yes No ., Do you have an executed lease agreement: Yes . ,-° No If so, monthly base rent New Business Address: f, t , h r' 21 d t Square footage of current location: Square footage of new location: 3 Type of Business: _ �� 1 r"r w , Number of Employees: (A Hours of Operation: Page 10 of 15 Rent Reimbursement 100 East Ocean Avenue,41h Floor, Boynton Beach, FL 33435-Phone: (561)600-9090 www.boyntonbeachcra.com {r „, BOYNTO ' =BEACH Its , APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: Date of Birth _! ,7:1 Email i ` s t",a A - Residential Addr ss: # d f "r Cell Phone Number 2. Principal/Owner Name: -,,,j Date of Birth: ;�`sr,L / Email. Residential Address I! is Cell Phone Number: 3. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 4. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: Page 11 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com k( t �t d'e± BOYNTO ( )) f loom RA APPLICANT INFORMATION Are you applying for grant assistance under any other program offered by the BBCRA? Yes 1a--r" No If yes, what additional programs are you applying for: Are you receiving grant assistance under any other governmental agencies: Yes_ No ' If yes, list any additional grant sources and amounts: LANDLORD INFORMATION: Landlord Name: Landlord's Mailing Address: `Y Li I _ ,+ S } Landlord's Phone Number: `i CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Rent Reimbursement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Page 12 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com r s f , BOYNTON' BEACH RA RM UNITY REDEVELOPMENT AGENCY APPLICANT INFORMATION Community Redevelopment Agency Commercial Rent Reimbursement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. I understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer furthering the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in my application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the Boynton Beach Community Redevelopment Agency to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the Boynton Beach Community Redevelopment Agency or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. Page 13 of 15 Rent Reimbursement 100 East Ocean Avenue,4`h Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com r� BOYNTON i, BEAC C(DAWUNW( REDEVELOPMENT AGENCY APPLICANT INFORMATION APPLICANT SIGNATURES: s., Principal/qwne(s,,SJgnaiure Date Printed Name Title 2. n p /Own r s ature Date Pn �J i - 11Z - 3. Printd Name Title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF ' COUNTY OF BEFORE ME, an officer du y authorized by law to administer oaths and take acknowledgements, personally appeared (/ I'D who is/are personally known ,to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of Lj�L 202-. N y BLIC y Co. i n ExDires: ,.0JRy,,, BONNIE NICKLIEN s° ft_Notary Public-State of Florida Page 14 of 15 o Commission # HH 87189 °FIF„ My Commission Expires Rent Reimbursement May 25_,2025 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—P one: - www.boyntonbeachcra.com t BoYN CRA LANLORD INFORMATION LANDLORD SIGNATURES: Landlord°s Slr�ature Date o `Prirrted Name Title r f._ Lan dlor Sigyure Date Printed Name ' Title Notary as to Principal/Owner's Signatures-Multiple notary pages may be used if signing individually STATE OF COUNTY OF - BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared L M&A who is/are personally known to me or produced I as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County s aforesaid on this a day of "V i W51 20 2, RIOT My Commission Expires: "�Iyl BONNIE NICKLIEN YpLe� Notary Public State of Florida Commission # HH 87189 Page 15 of 15 %", oFf My Commission Expires May 25,2025 Rent Reimbursement - 100 East Ocean Avenue,41h Floor, Boynton Beach, FL 33435-Phone: (561)600-9090 www.boyntonbeachcra.com ,1 'A t 1tt � 1 t r, ,. j rrst <� ,aryl t 1l x,- �' ttt ftts � 1� rt sl� 6` 1 }j, ' a Q i � 3 z u r Will01, ,tt i �t t lk P.,ttN- '!Vu}�e I,Ailtiaff���3�11 k t sS )1v't1411 { trV'�1\��1 -. 14s rut iit s�fsttttii�JWtt�� rY 3s3sF �2 t r»�11 ala s O t � � a t,_� , 00 o � u a "11v,3 0` oN 0 v J w S VI �- > J Q v (6 rO N = W h W d O ( N N U m O i O O O N ? r m O O O O +r 0 o LL 0 0 0 0 in r.. d G1ZUU o '^ w F n N 7 0 o u to w O r } m x z u O r0 s 1 Si O z z m O Q w i b m U o t: d � m O Q v N Z t _ u 0 Q z r��, z o Q o � p Q o o V, Q N� Q Q U Q Vep_ Z n ii .• ; O O O 0 0 _.. N �4 ,.,.,.,. ............. � State of Florida Rev. 1343D17 COMMERCIAL LEASE AGREEMENT This Commercial Lease Agreement (this "Agreement") is made this 28 day of June, 2022, by and between JWS INVESTMENTS LLC, an entity located at 7521 Duncrest Rd, Lake Worth, FL 33467 ("Landlord") and Tropical Island Restaurant LLC, an entity located at 400 E Boynton Beach Blvd, Boynton Beach, FL 33435 ("Tenant"). In consideration of the mutual covenants herein contained, the parties agree as follows: 1. Demised Premises. The premises leased shall consist of a restaurant in the building complex (the "Real Property") located at 126 West Boynton Beach Blvd, Boynton Beach, FL 33435 (the "Demised Premises"). A) Size of Premises. The Demised Premises consists of approximately two (2) square feet and comprises approximately 100% of the total leasable area in the building or complex. The square footage of the Demised Premises shall be determined by measuring from the outside of all exterior walls to the centerline of any demising walls. Landlord's architect or building contractor may measure the Demised Premises to make a final determination of the size. B) Reserved Uses. Landlord reserves to itself the use of the roof, exterior walls, and the area above and below the Demised Premises, together with the right to install, maintain, use, repair, and replace pipes, ducts, conduits, wires and structural elements leading through the Demised Premises and which serve either the Demised Premises or other parts of the building or complex. C) Common Area. Landlord grants to Tenant the non-exclusive right to use, in common with all other tenants or occupants of the Real Property, the Common Area of the Real Property. The term "Common Area" shall mean all areas and improvements in the Real Property, which are not leased or held for lease to tenants. The Common Area shall at all times be subject to the exclusive control and management of Landlord, and Landlord shall have the right from time-to-time to change the sizes, locations, shapes, and arrangements of the Common Area; restrict parking by Tenant and other tenants to designated areas; and do and perform such other acts in and to the Common Area and adopt, modify, and enforce such rules and requirements as Landlord in its sole discretion deems advisable. Landlord shall maintain the Common Area in good repair and reasonably clear of debris. D) Parking Spaces. Tenant, including its guests, employees, agents, and customers, has the right to use any parking space(s) located in the building parking lot. Tenant accepts and understands that parking privileges granted are personal to the Tenant and such parking privileges may not be assigned or sublet. Tenant will not pay Landlord a fee for the use of such parking privileges. E) Storage Facilities. This Agreement and the Demised Premises does not include the use of any storage facilities on the Real Property. 1 / 14 I N ITIA DATE Q�vz; Commercial Lease Agreement(Rev. 133EE24) 2. Agreement to Lease. Landlord agrees to lease to Tenant and Tenant agrees to lease from Landlord, the Demised Premises according to the terms and conditions of this Agreement. 3. Term of Lease. The term of this Agreement shall commence on September 01, 2022 ("Commencement Date")and ending at midnight on February 29, 2024 ("Termination Date"). A) Renewal. Provided Tenant is not in default in the performance of this Agreement, Tenant shall have the option to renew this Agreement for an additional two (2) year term(s) commencing on the Termination Date by providing notice as described in subsection B herein. All of the terms and conditions of this Agreement shall apply during each renewal term, except that the Base Rent shall be increased by 5% each renewal term. B) Notice of Renewal. The option to renew this lease pursuant to subsection A above shall be exercised by providing written notice given to Landlord not less than ninety (90) days prior to the Termination Date. If written notice is not given in the manner provided herein within the time specified, this option shall lapse and expire. 4. Rental Terms. With respect to the terms of the rental: A) Base Rent. Tenant shall pay to Landlord, from the Commencement Date and throughout the term of this Agreement, $10,000.00, payable on a monthly basis ("Base Rent"). Base Rent is due no later than the 1st day of the payment period. Base Rent is payable by check mailed to Landlord at the address stated above, or as otherwise agreed upon by the parties. B) Operating Cost. Landlord shall pay all Operating Cost on the Real Property. "Operating Cost" means the total cost and expense incurred in operating, managing, insuring, equipping, lighting, repairing, maintaining and policing the Real Property, including the exterior of the Real Property and the common areas, and specifically including, without limitation, items of expense for or related to: insurance premiums and deductibles, management, bookkeeping. C) Taxes. Tenant shall pay all real estate taxes and assessments levied against all or any part of the Demised Premises, the Real Property, and the improvements thereon. All such tax obligations shall be payable in addition to the Rent paid under this Agreement. D) Payment of Rent. Base Rent and Operating Cost under this Agreement may collectively be referred to as "Rent" or "Rents." All Rents shall be made payable to Landlord and delivered to the address stated above or to another address as Landlord may designate upon reasonable notice to Tenant. Landlord agrees, on request, to provide statements to Tenant as to the manner of computation of any and all charges due from Tenant under the terms of this Agreement, and an itemization of the various costs included therein. Landlord shall provide such statements on a basis. E) Partial Payments.Any partial payments shall be applied to the earliest installment due, and no endorsement or statement on any check or any letter accompanying any check or payment as to 2 / 14 INITIAL DATE-!�"a*, Commercial Lease Agreement(Rev. 133EE24) same shall be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such installment and any other amounts then due or to pursue any other remedy of Landlord set forth in this Agreement. F) Past Due Payments. If any amount due under this Agreement remains unpaid five (5) days after it is due, a late charge equal to $100.00 per day ("Late Charge"), not to exceed the maximum amount allowed by law, shall be paid by Tenant to Landlord until such time as Tenant is current on all amounts due Landlord (including all Late Charges). In the event Landlord receives a payment from Tenant which is returned for insufficient funds, Landlord may, without limiting Landlord's other remedies, charge Tenant a fee in the amount of $100.00 to cover Landlord's overhead and administrative expenses and/or require that all payments thereafter be bank certified or cashier's checks. In addition, all service charges from Tenant's financial institution due to non-sufficient funds shall be paid by Tenant. G) Security Deposit. Tenant shall, at the time of executing this Agreement, deposit with Landlord as a security deposit the sum of $20,000.00, which amount shall serve as security for the full performance of the obligations and covenants of Tenant under this Agreement. Such deposit shall not accrue interest for Tenant, shall not be considered a Rental payment, final or otherwise, and shall not be considered to limit or relieve Tenant from any obligation or liability to Landlord. In the event of a default by Tenant under the terms of this Agreement, Landlord may apply such deposit toward the cure of such default without notice to Tenant. Upon complete performance by Tenant of all its obligations under or with respect to this Agreement, any remaining portion of such deposit to which Tenant is entitled shall be refunded to Tenant. Landlord may transfer the security deposit to any purchaser of Landlord's interest in the Demised Premises, in which event Landlord shall be discharged from any further liability with respect to such deposit and Tenant will look solely to the purchaser of Landlord's interest for any return of said deposit. H) Holding Over. If Tenant remains in possession of the Demised Premises after the expiration of the initial Lease Term or any renewal Term without the execution of a new lease, it shall be deemed to be a tenant from month-to-month, subject to all conditions, provisions and obligations of this Agreement insofar as the same are applicable to a month-to-month tenancy except that the Base Rent shall be two (2)times the Base Rent applicable immediately prior to the expiration of the Term. 5. Use, Occupancy and Condition of Premises. With respect to use and occupancy: A) Use and Occupancy. Tenant shall use and occupy the Demised Premises for the commercial purpose of the premises shall be used to operate a restaurant and for no other purposes whatsoever. lessee shall be permitted to utilize the parking lot for customer and employee parking. there shall be no overnight storage of vehicles trailer, storage pods or commercial vehicles permitted on the premises. no vehicle or movable signs/billboards shall be utilized for advertising purposes. the premises shall be at all times properly licensed and operated as set forth above in a "first class" condition free of garbage and debris. and related activities. The Demised Premises shall be used for no other purpose without the advance written consent of Landlord. Tenant shall operate the Demised Premises in a clean and dignified manner and in compliance with all applicable laws, regulations, 3 / 14 INITIALJ7M DATE Commercial Lease Agree ent ev. 133EE24) rules, and ordinances. Tenant shall provide its own janitorial services. Tenant shall use the Demised Premises for no unlawful purpose or act; shall commit or permit no waste or damage to the Demised Premises; shall, at Tenant's expense, comply with and obey all applicable laws, regulations, or orders of any governmental authority or agency; shall not do or permit anything to be done in or about the Demised Premises which will in any way obstruct or interfere with the rights of other tenants or occupants of the Real Property; and shall comply with all the rules and requirements promulgated by Landlord with respect to the Real Property, as the same may be amended from time to time. Tenant agrees as follows: I. All loading and unloading, delivery and shipping of goods shall be conducted in such areas and through the entrances designated by Landlord. II. No window coverings, such as curtains, blinds or shades, shall be placed on the windows of Demised Premises unless approved by Landlord. III. All garbage and refuse shall be kept in the size and kind of container, and in a location approved by Landlord. Tenant shall not burn any trash or garbage in or about the Real Property. IV. No aerial, loudspeaker, satellite dish, sound amplifier, equipment, displays, or advertising shall be erected on the roof or exterior walls of the Demised Premises, or on other areas of the Real Property without the prior written consent of Landlord. V. No loudspeaker, television, phonograph, juke-box, radio, or other device shall be used in a manner so as to be heard other than by persons who are within the Demised Premises without the prior written consent of Landlord. VI. No activity will take place on the Demised Premises or common areas which shall cause any odor which can be smelled other than by persons who are within the Demised Premises. VII. Tenant shall keep the Demised Premises at a temperature sufficiently high to prevent freezing of water in pipes and fixtures. VIII. Tenant shall not permit or place any obstructions or merchandise in any common areas, including but not limited to, corridors, all sidewalks in front of, on the side of, or in the back of the Demised Premises. IX. The plumbing facilities in the Demised Premises shall not be used for any purpose other than that for which they are constructed, and no foreign substance of any kind shall be thrown therein, and the expense of any breakage, stoppage, or damage resulting from a violation of this provision shall be borne by Tenant. Tenant shall be responsible for the proper and lawful disposal of all cooking grease used within the Demised Premises. X. Tenant shall keep all windows, window sills, window frames and exterior signs of the Demised Premises clean. 4 / 14 INITIAL DATE Commercial Lease Agreement(Rev. 133EE24) XI. No merchandise shall be stored in the Demised Premises except that which Tenant is selling in the normal course of business in, at, or from the Demised Premises. XII. No auctions or tent sales shall be held within the Demised Premises or on or within any portion of the Real Property, except with the prior written consent of Landlord. XIII. Landlord shall have the right to prohibit the continued use by Tenant of any unethical or unfair method of business operation, advertising or interior display if, in Landlord's opinion, the continued use thereof would impair the reputation of the Real Property as a first class facility or is otherwise out of harmony with the general character thereof, and upon notice from Landlord shall forthwith refrain from or discontinue such activities. XIV. Tenant shall keep the Demised Premises (including without limitation, exterior and interior portions of all windows, doors and all other glass) in a neat, clean and sanitary condition, free of all insects, rodents, vermin and pests of every type and kind. XV. Tenant shall not use the Demised Premises for any purpose or business which is noxious or unreasonably offensive because of the emission of noise, smoke, dust or odors. XVI. Tenant shall keep the entry ways and sidewalk/walkway in front of the Demised Premise clear of all debris, trash and litter, and shall keep the same swept, maintained and snow and ice removed therefrom. B) Environmental Restrictions. Tenant shall not use the Demised Premises for any activities involving, directly or indirectly, the use, generation, treatment, storage or disposal of any hazardous or toxic chemical, material, substance or waste ("Hazardous Material"), and that the Demised Premises will be used only in compliance with any and all environmental laws, rules and regulations applicable thereto. Landlord shall have the right, but not the duty, to inspect the Demised Premises and conduct tests thereon should Landlord have a reasonable belief there is Hazardous Material on the Demised Premises. In the event tests indicate the presence of such Hazardous Material, and Tenant has not removed the Hazardous Material on demand, Landlord shall have the right to immediately enter the Demised Premises to remedy any contamination found thereon. In exercising its rights herein, Landlord shall use reasonable efforts to minimize interference with Tenant's business, but such entry shall not constitute an eviction of Tenant, in whole or in part, and Landlord shall not be liable for any interference, loss, or damage to Tenant's property or business caused thereby, provided such contamination is not caused by or the result of Landlord's actions, or the actions. If any lender or governmental agency shall ever require testing to ascertain whether there has been a release of Hazardous Material, then the reasonable costs thereof shall be reimbursed by Tenant to Landlord upon demand as additional Rent if such requirement arose because of Tenant's storage or use of Hazardous Material on the Demised Premises. Tenant shall execute affidavits, representations and the like from time to time, at Landlord's reasonable request, concerning Tenant's best actual knowledge and belief regarding the presence of any Hazardous Material on the Demised Premises or Tenant's intent to store or use Hazardous Material on the Demised Premises. 5 / 14 INITIAL DATE (F69-69— Commercial Lease Agreement(Rev. 133EE24) C) Condition and Acceptance of Premises. Tenant accepts the Demised Premises in their current condition and acknowledges that the Demised Premises is in good order and repair, unless otherwise indicated herein. By occupying the Demised Premises, Tenant shall be conclusively deemed to have accepted the Demised Premises as being in the condition required by this Agreement. If requested by Landlord, Tenant will sign a statement confirming the Commencement Date and ratifying acceptance of the Demised Premises. In addition, Tenant shall have a five (5) day waiting period to discover any defects and shall notify Landlord immediately of the same. 6. Property in Demised Premises. With respect to the property: A) Right to Leasehold Improvements. All leasehold improvements (other than Tenant's trade fixtures), such as light fixtures and heating and air conditioning equipment, shall, when installed, attached to the freehold and become and remain the property of Landlord. All Tenant's trade fixtures shall remain the property of Tenant, subject at all times to any of Landlord's liens for Rental and other sums which may become due to Landlord under this Lease or otherwise. Tenant shall not be allowed to remove all such trade fixtures upon termination of this Lease, provided that Tenant is not in default in any of the terms and provisions of this Lease. B) Risk and Loss of Tenant's Personal Property. All of Tenant's personal property which may at any time be in the Demised Premises shall be at Tenant's sole risk, or at the risk of those claiming under Tenant. Landlord shall not be liable for any damage to said property or loss of business suffered by Tenant which may be caused by water from any source whatsoever including the bursting, overflowing, or leaking of sewer or steam pipes or from the heating or plumbing fixtures or from electric wires or from gas or odor or leaking of the fire suppression system. 7. Repairs and Maintenance. With respect to repair and maintenance obligations: A) Landlord's Obligation to Repair and Maintain. Landlord shall be responsible for repairing and maintaining the Demised Premises in good condition and for making such modification or replacements thereof as may be necessary or required by law or ordinance, specifically for the following: - Foundation and structural components of the building - Exterior walls but excluding (windows, doors, window and door frames, plate glass) - Roof, gutters and downspouts - Parking lot - Driveway -Sidewalks However, Tenant shall reimburse Landlord for any such maintenance, repairs, or replacements made necessary by any acts of Tenant. Landlord reserves and at all times shall have the right to enter the Demised Premises in any emergency and also during regular business hours upon advance written 6 / 14 INITIAL UK DATE Commercial Lease Agreement(Rev. 133EE24) notice to inspect the same, and to repair the Demised Premises and any portion of the Real Property or Common Area, without abatement of Rent. B) Tenant's Obligation to Repair and Maintain. All maintenance, repairs, or replacements relating to the Demised Premises which are not the obligation of Landlord shall be the obligation of Tenant and shall be made by Tenant at Tenant's sole cost and expense. Tenant shall keep and maintain the Demised Premises in good repair and order at all times. Tenant shall be responsible for the maintenance, repair and replacement of the following: - Heating, ventilation and air conditioning systems - Plumbing - Electrical systems - The replacement of all broken glass and cracked glass relating to the interior or exterior of the demised premises C) Remodeling. Tenant shall not do the following: - Paint, decorate, or in any way change the exterior (or the appearance) of the Demised Premises without prior written consent of Landlord. - Remodel, make additions, alterations or structural changes to the interior of the Demised Premises without prior written consent of Landlord, which consent will not be unreasonably withheld; however, the Tenant is permitted to paint and decorate the interior of the Demised Premises without prior consent of Landlord. - Enter upon the roof or install or place any equipment, lines, wires, displays, advertising or anything else whatsoever thereon without the prior written consent of Landlord, which consent may be denied, conditioned or withheld at Landlord's sole discretion. D) No Liens Permitted. No person shall ever be entitled to any lien, directly or indirectly, derived through or under Tenant, or through or under any act or omission of Tenant, upon the Demised Premises, or any improvements now or hereafter situated thereon, or upon any insurance policies taken out upon the Demised Premises, or the proceeds thereof, for or on account of any labor or materials furnished to the Demised Premises, or for or on account of any matter or thing whatsoever; and nothing in this Agreement contained shall be construed to constitute a consent by Landlord to the creation of any lien. In the event that any such lien shall be filed, Tenant shall cause such lien to be released within thirty (30) days after actual notice of the filing thereof, or shall within such time certify to Landlord that Tenant has a valid defense to such claim and such lien and furnish to Landlord a bond, satisfactory to Landlord, indemnifying Landlord against the foreclosure of such lien. In addition to any other remedy herein granted, upon failure of Tenant to discharge such lien or to post a bond indemnifying Landlord against foreclosure of any such lien as above provided, Landlord, after notice to Tenant, may discharge such lien, and all expenditures and costs incurred thereby, with interest thereon, shall be payable as further Rent hereunder at the next Rent payment date. 8. Insurance and Indemnification. With respect to insurance and indemnification: 7 / 14 INITIAL JA DATE Commercial Lease Agreement(Rev. 133EE24) A) Tenant's Public Liability and Property Damage Insurance. Tenant shall purchase and maintain public liability and property damage insurance insuring against loss, cost and expense by reason of injury to or the death of persons or damage to or the destruction of property arising out of or in connection with the occupancy or use by Tenant, its employees, agents and assigns, of the Demised Premises and/or the Common Area, such insurance to include Landlord as an additional Insured, to be carried with an insurer and to have a minimum aggregate policy in the amount of no less than $500,000.00 and a deductible no greater than $1,000,000.00. B) Certificate of Insurance. Tenant shall furnish to Landlord a certificate of insurance evidencing such coverage which provides that such policies may not be canceled on less than thirty (30) days prior written notice to Landlord. Should Tenant fail to carry the insurance required herein and furnish Landlord with the policies or certificates of insurance after a request to do so, Landlord shall have the right to obtain such insurance and collect the cost thereof from Tenant as additional Rent. C) Landlord's Insurance. Landlord shall keep the Real Property (but not the contents thereof or any personal property or trade or business fixtures of Tenant) insured against loss or damage by fire and other perils normally covered by standard all-risk insurance. Landlord may also maintain public liability, property damage, loss of rent, and such other coverage related to the Real Property as Landlord deems appropriate. D) Mutual Waiver of Subrogation. If either party suffers loss or damage which is caused by the other party, but which is covered by the injured party's insurance, the injured party waives any claim it might have against the other party to the extent that it is compensated by the insurance required under this Agreement; and each party agrees to obtain from its insurer a provision and acknowledgement of this waiver and an agreement that the insurance carrier will not be subrogated to the rights of the injured party to the extent that these rights have been waived above. E) Mutual Hold Harmless. It is agreed that Tenant shall defend, hold harmless and indemnify Landlord, its officers, agents and employees from any and all claims for injuries to persons or damage to the Demised Premises which result from the negligent acts or omissions of Tenant, its officers, agents or employees, in the performance of this Agreement. It is further agreed that Landlord shall defend, hold harmless and indemnify Tenant, its officers, agents and/or employees from any and all claims for injuries to persons and/or damage to the Demised Premises which result from the negligent acts or omissions of Landlord, its officers, agents and/or employees, in the performance of this Agreement. In the event of the concurrent negligence of Tenant and Landlord, then the liability for any and all claims for injuries or damages which arise out of the performance of the terms and conditions of this Agreement shall be apportioned in accordance with the law of the state in which the Real Property is located. 9. Signs. With respect to signs: A) Exterior Sign. Tenant can install a sign acceptable to Landlord on the front of the Demised Premises, hereinafter referred to as "Exterior Sign" prior to opening for business. Tenant shall be solely responsible for the cost of fabrication, installation, and maintenance of the Exterior Sign. 8 / 14 INITIAL DATE Commercial Lease Agreement(Rev. 133EE24) Landlord shall pre-approve signage package to be attached to the Lease for the duration of the Lease and all renewals thereof. 10. Utility Services. Commencing on the date on which Landlord delivers possession of the Demised Premises to Tenant, Tenant shall make payments for the following utilities based upon or in connection with the Demised Premises. -Water -Gas - Heat - Light - Power -Telephone - Internet -Sewage Disposal In turn, Landlord will be responsible for making payments for the following utilities: 11.Access, Surrender, and Assignment. With respect to access, surrender, and assignment: A) Access. Tenant shall permit Landlord to inspect or examine the Demised Premises during business hours upon advanced written notice or at any time without notice in the event of an emergency, and shall permit Landlord to enter and make such repairs, alterations, improvements, or additions in the Demised Premises or the Real Property of which the Demised Premises is a part, that Landlord may deem necessary. B) Surrender. Tenant shall deliver and surrender to Landlord possession of the Demised Premises upon expiration of this Agreement, or upon earlier termination as herein provided, in as good condition and repair as the same shall be on the Commencement Date. C) Removal and Restoration. Any property not so removed at the expiration of the Term hereof shall be deemed to have been abandoned by Tenant and may be retained or disposed by Landlord. Tenant shall not remove any leasehold improvements or non-trade fixtures and shall surrender the Demised Premises upon termination of the tenancy created by this Agreement in the same condition as the Demised Premises were required to have been in on the Commencement Date, ordinary wear and tear and damage by fire or other insured casualty excepted. D) Assignment and Subletting. Tenant will not assign this Agreement as to any portion or all of the Demised Premises or make or permit any total or partial sublease or other transfer of any portion or all of the Demised Premises. 12. Damage to Premises. With respect to damage to the Premises: 9 / 14 INITIAL 7&^l DATE Commercial Lease Agreement(Rev. 133EE24) A) Substantial Damage. In the event the Demised Premises or the Real Property of which the Demised Premises constitute a part shall be damaged or destroyed by fire or other casualty to the extent that the cost of repairing or replacing the same will equal or exceed 100% of the then replacement value thereof, then the parties may, at their option, within thirty (30) days after the occurrence of such casualty, terminate this Agreement upon written notice. B) Partial Damage. In the event the Demised Premises or the Real Property of which the Demised Premises constitute a part shall be partially damaged or destroyed by fire or other casualty to the extent that the cost of repairing or replacing the same will be less than 100% of the then replacement value thereof, or in the event Landlord does not elect to terminate this Agreement as a result of substantial damage, then Landlord shall repair the damage with reasonable dispatch after notice of such casualty; provided, however, the Landlord's obligation to repair or restore shall be limited to restoring the structural portions of the Demised Premises and shall not include repairs or the restoration of any of Tenant's fixtures, improvements or other alterations made by Tenant in or upon the Demised Premises. Notwithstanding anything provided herein to the contrary, the Landlord's obligation to repair or rebuild shall be limited to the amount of the fire insurance proceeds received by Landlord (less any costs incurred by Landlord in collecting the same) as a result of any such casualty. In the event the fire insurance proceeds received by Landlord (less any costs incurred by Landlord in collecting the same) are insufficient to rebuild the Demised Premises and/or the Real Property, then Landlord shall have the option to terminate the Lease upon notice to Tenant within thirty (30) days after Landlord's receipt of the entire net insurance proceeds payable with respect to such fire or casualty. C) Rents Upon Damage or Destruction. In the event this Agreement is terminated in the manner set forth above, the Rents shall be apportioned to the time of such casualty. In the event this Agreement is not terminated and Landlord elects to restore or repair the Demised Premises, then the Rent payable by Tenant shall be equitably abated based on the square footage in the Demised Premises which are useable, until such time as the damage to the Demised Premises has been repaired; provided, however, in no event shall there be any abatement of the payment of any Operating Costs. 13. Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than 100% of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord's sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does 10 / 14 INITIAL DATE 0RY10_f2_ Commercial Lease Agreement(Rev. 133EE24) not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord's obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within thirty (30) days after Landlord's receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only. B) Condemnation Award.All compensation awarded or paid upon any total or partial taking of the Demised Premises shall belong to and be the property of the Landlord. Nothing herein shall prevent Tenant from pursuing a separate award from the condemning authority for its moving expenses or for the taking of its personal property, as long as Tenant's award does not reduce Landlord's award from the condemning authority. 14. Insolvency and Bankruptcy. The appointment of a receiver to take possession of all or substantially all of the assets of Tenant or any of the persons constituting Tenant, or an assignment by Tenant or any of the persons constituting Tenant for benefit of creditors or any action taken or suffered by Tenant or any of the persons constituting Tenant under any insolvency, bankruptcy, or reorganization act, shall constitute a breach of this Agreement by Tenant. In no event shall this Agreement be assigned or assignable by operation of law or by voluntary or involuntary bankruptcy proceedings or otherwise and in no event shall this Agreement or any rights or privileges hereunder be an asset of Tenant or any of the persons constituting Tenant under any bankruptcy, insolvency, or reorganization proceedings. 15. Default. With respect to default: A) Rights in Event of Default of Tenant. If Tenant shall abandon or vacate the Leased Premises or fail to pay Rent at the time prescribed in this Agreement, or if after ten (10) days written notice from Landlord, Tenant shall fail to cure any other default in the performance of its obligations under this Agreement (unless Tenant is then proceeding in good faith to cure such default and continues to do so until the default is cured), then, in addition to any other rights or remedies Landlord may have by law or otherwise, Landlord shall have the right to re-enter and take possession of the Demised Premises without legal process and remove all persons and property therefrom. Should Landlord elect to re-enter as herein provided, or should Landlord take possession pursuant to legal proceedings or pursuant to any notice provided for by law, Landlord may terminate Tenant's rights under this Agreement, re-let the Demised Premises or any part thereof for such term and at such rent and upon such other terms and conditions as Landlord in the exercise of Landlord's sole discretion may deem advisable, with the right to make alterations and repairs to the Demised Premises. Upon each such re- letting, Tenant immediately shall be liable for payment to Landlord of any indebtedness of Tenant 11 / 14 INITIAL DATE Commercial Lease Agreement(Rev. 133EE24) (other than Rent due hereunder), the cost and expense of such re-letting, and of such alterations and repairs incurred by Landlord, and the amount, if any, by which the Rent reserved in this Agreement, which are Tenant's responsibility under the provisions of this Agreement for the period of such re- letting, exceeds the amount agreed to be paid as rent by the new tenant for the Demised Premises for such period of such re-letting. B) Costs and Payment of Rents. Should Tenant at any time be in default under this Agreement, Tenant shall be liable for all costs Landlord may incur on account of such default, including the cost of recovering the Demised Premises, any and all attorney fees and court costs relating thereto. In addition, should Landlord at any time terminate this Agreement and Tenant's rights under this Agreement for any default, in addition to any other remedy Landlord may have, Landlord may recover from Tenant all damages Landlord may incur by reason of such default, and including the Rent reserved and charged in this Agreement for the remainder of the Term discounted to present value, less the present rental value of the Demised Premises for the rest of the Term (discounted in the same manner), all of which amounts shall be immediately due and payable with attorney fees from Tenant to Landlord and without relief from valuation, and Landlord shall have no obligation to re-let. Tenant's liability for the default damages and/or re-letting costs shall survive any termination of this Agreement. C) Right of Removal of Tenant's Property. Landlord shall have the right to remove all or any part of Tenant's property from the Demised Premises. Any property removed may be either: (a) Stored in any public warehouse or elsewhere at the cost of, and for the account of, Tenant and Landlord shall not be responsible for the care or safekeeping thereof; or (b)sold at a private or public sale and the proceeds of such sale, after sale expenses, shall be used to offset any Rent due to Landlord. Tenant hereby waives any and all loss, destruction and/or damage or injury which may be occasioned by any of the aforesaid acts. D) Default of Landlord. Landlord shall in no event be charged with default in the performance of its obligation under this Agreement unless and until Landlord shall have received written notice from Tenant specifying wherein Landlord has failed to perform any obligation hereunder, and Landlord shall have failed to perform such obligation, or remedy such default, within ten (10) days of such notice from Tenant (or shall then have failed in good faith to start and be diligently pursuing the cure of any such default which reasonably takes longer than fifteen (15)days to cure). 16. Quiet Enjoyment. Landlord agrees that if Tenant pays the Rent and other charges herein provided and shall perform all of the covenants and agreements herein stipulated to be performed on Tenant's part, then Tenant shall, at all times during said Term, have the peaceable and quiet enjoyment and possession of the Demised Premises without any manner of hindrance from Landlord or any persons lawfully claiming through Landlord, except as to such portion of the Demised Premises or Real Property as shall be taken under the power of eminent domain or which may be claimed by any mortgagee of the Demised Premises of the Real Property. 17. Miscellaneous. 12 / 14 INITIAL DATE-�LH-105L- Commercial Lease Agreement(Rev. 133EE24) A)Waivers. No waiver of any condition or covenant in this Agreement by either party shall be deemed to imply or constitute a further waiver of the same or any other condition or covenant of this Agreement. B) Subordination. Tenant agrees, at the request of Landlord, to subordinate this Agreement to any mortgage placed upon the Demised Premises or the Real Property or any one or more of them by Landlord provided that the holder of such mortgage enters into an agreement with Tenant, binding upon the successors and assigns of the parties thereto, by the terms of which such holder agrees not to disturb the possession, peaceable and quiet enjoyment and other rights of Tenant under this Agreement. In addition, so long as Tenant continues to perform its obligations hereunder, in the event of acquisition of title by said holder through foreclosure proceedings or otherwise holder agrees to accept Tenant as tenant of the Demised Premises under the terms and conditions of this Agreement and to perform the Landlord's obligations hereunder (but only while owner of the Demised Premises), and Tenant agrees to recognize such holder or any other person acquiring title to the Demised Premises as Landlord. The parties agree to execute and deliver any appropriate instruments necessary to carry out the agreements contained herein. C) Notices and Certificates. All notices given under this Agreement must be in writing. A notice is effective upon receipt and shall be delivered in person, by overnight courier service, via certified or registered mail, or by first class U.S. mail, postage prepaid, to Landlord and Tenant at the address as specified above, or to such other addresses which a party may designate in writing delivered to the other party for such purpose. Date of service of a notice served by mail shall be one business day following the date on which such notice is deposited in a post office box of the United States Postal Service. D) Relationship of Parties. Nothing contained herein shall be deemed or construed by the parties hereto, nor by any third party, as creating the relationship of principal and agent, or of partnership, or of joint venture, between the parties hereto. E) Governing Law. The terms of this Agreement shall be governed by and construed in accordance with the laws of the State of Florida, not including its conflicts of law provisions. F) Dispute Resolution.Any dispute arising from this Agreement shall be resolved in the courts of the State of Florida. If either Party brings legal action to enforce its rights under this Agreement, the prevailing party will be entitled to recover from the other Party its expenses (including reasonable attorneys' fees and costs) incurred in connection with the action and any appeal. G) Force Majeure. In the event that either party shall be delayed or hindered in or prevented from doing or performing any act or thing required in this Agreement by reason of strikes, lock-outs, casualties, acts of God, labor troubles, inability to procure materials, failure of power, governmental laws or regulations, riot, insurrection, war, pandemics or other causes beyond the reasonable control of such party, then such party shall not be liable or responsible for any such delays and the doing or performing of such act or thing shall be excused for the period of the delay and the period for the performance of any such act shall be extended for a period equivalent to the period of such delay. 13 / 14 INITIAL DATE Commercial Lease AgreemenW(( e/vq. 133EE24) H) Complete Agreement. This Agreement contains a complete expression of the agreement between the parties and there are no promises, representations or inducements except such as are herein provided. 1) Successors in Interest. The covenants, agreements, terms, conditions and warranties of this Agreement shall be binding upon and inure to the benefit of Landlord and Tenant and their respective heirs, executors, administrators, successors and assigns, but shall create no rights in any other person except as may be specifically provided for herein. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized representatives, as of the first date written above. JWS INVESTMENTS Lynn Morisset LLC Owner Landlord Name Rep r entative Signature Representative Name and Title Tropical Island Jean Morisset Restaurant LLC owner Tenant Name —We-ppsentative Signature Representative Name and Title 14 / 14 INITIAL DATE Commercial Lease Agreement(Rev. 133EE24) This page intentionally left blank. GENERAL INSTRUCTIONS WHAT SHOULD BE INCLUDED WHAT IS A COMMERCIAL A simple Commercial Lease Agreement will LEASE AGREEMENT? identify the following basic elements: Landlord: the party renting out the A Commercial Lease Agreement is a formal commercial property for money document between a landlord and a tenant to rent business property. If the tenant plans to operate a company on the premises, a Tenant: the party operating a business Commercial Lease Agreement allows both and paying for the leased property parties to formalize their leasing relationship through a legally recognized document. Term: the number of years or months the physical space will be needed Often times, the property leased can be a simple office, an entire building, a retail store, a Demised Premise: space actually being new restaurant, or even a large warehouse for rented out by the Tenant like a store in the industrial purposes like a manufacturing factory mall, and whether you have access to or self-storage facilities. If the property leased is services like parking, cleaning, security, part of an entire building, the landlord can snow removal/landscaping, and address special concerns and duties about heating/air conditioning common areas like parking spaces or lobby. Real Property: the entire property owned WHEN IS IT NEEDED? by the Landlord like a shopping mall and includes shared common areas like walkways and parking lots that will be If you're a small business owner needing used by other tenants office space or wanting to rent out spaces in your building, a Commercial Lease Agreement is needed to memorialize Base Rent: the starting cost of leasing the everyone's obligations and clarify space on a monthly or annual basis expectations. When negotiating this kind of agreement, both the landlord and tenant Operating Costs: Landlords may ask should clarify any concerns they may have Tenants to share in the cost of operating about how the space will be used and what is the entire building and maintaining needed for business operations. common places like real property taxes, shared utilities, collective advertising costs OTHER NAMES Security Deposit: money given to Landlords to demonstrate Tenants good As a reference, a Commercial Lease Agreement faith efforts to not break the lease early or can also go by the following names: irreparably damage the property Business Lease; Industrial Lease; Lease Property Use and Occupancy Details: Agreement for Office Space; Office Space both parties can clearly describe what is Agreement; Property Lease Agreement; Real and is not allowed in the space rented and Estate Lease; Standard Commercial Lease in common areas Improvements: if the Tenant plans on operating a restaurant in the Demised Premises, both parties should clarify who is responsible for paying and overseeing the construction project Commercial Lease Agreement(Rev. 1343D17) a..s;�s, i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: July 12, 2022 CONSENT AGENDA AGENDAITEM: 11.G. SUBJECT: Approval of Commercial Property Improvement Grant Program in the Amount of $25,000 to Beauty & The Beat, LLC, d/b/a Beauty& The Brow Boutique located in Sunshine Square at 240 E. Woolbright Road SUMMARY: The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial costs associated with the construction, repair, and/or rehabilitation of commercial building improvements. The Commercial Property Improvement Grant Program provides a 50% reimbursement of the applicant's expenditure for the eligible improvements up to a maximum grant total of $50,000. Under the program guidelines eligible improvements must be permanent items that stay with the building. CRA staff has received a complete grant application from Beauty & The Beat LLC, d/b/a Beauty & The Brow Boutique located in Sunshine Square at 240 E. Woolbright Road, Boynton Beach, FL 33435 (see Attachments I - 11). Beauty & The Brow Boutique is committed to provide exceptional beauty services and customer service while making you look and feel your best. Nadia Nassar, owner, is an accomplished hair stylist and make-up artist with over 20 years of experience and has established herself as a creative professional with an instinctive ability to bring out the unique beauty of each individual. As the tenant of a commercial property, the applicant falls under the terms of a Tier I I business, as outlined in the grant application. The applicant is seeking reimbursement for interior renovations of the unit to include: ADA bathroom improvements, new flooring, paint and plumbing. The total cost of eligible property improvements is approximately $98,713.34 (see Attachment III). If approved, the applicant is eligible to receive a maximum grant of $25,000 under the terms of the grant. The grant is reimbursed to the applicant once the City of Boynton Beach Building Department approves all permit requirements and the proper reimbursement documentation is submitted to C RA staff for approval. FISCAL IMPACT: FY 2021-2022 Budget Project Fund, Line Item 02-58400-444, $25,000 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Property Improvement Grant not to exceed the maximum grant award of $25,000 to Beauty & The Beat LLC, d/b/a Beauty & The Brow Boutique located in Sunshine Square at 240 E. Woolbright Road, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I -Commercial Property Improvement Grant Application D Attachment II - Location Map D Attachment III - Project Quote BgYNTO C A REDEVELOPMENTB EAC 111 October 1, 2021 — September 30, 2022 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERICAL PROPERTY IMPROVEMENT GRANTPROGRAM Program Rules and Regulations The Commercial Property Improvement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the "BBCRA") Area. The program is designed to provide financial assistance to new and existing businesses in the form of a reimbursable grant intended to reduce the initial costs associated with the repair and rehabilitation of buildings or other improvements in accordance with the BBCRA Community Redevelopment Plan. Improvements paid for by the BBCRA must be permanent and stay with the building. The BBCRA reserves the right to approve or deny any Commercial Property Improvement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the BBCRA Area. For purposes of this application, the term "new business" means a company in operation for less than one year or relocating to Boynton Beach. The term "existing business"means a company that has been in operation within the BBCRA Area for a minimum of two years at the time of application and has at least two years remaining on its existing lease. The term "project" means the eligible exterior or interior improvement project for which the applicant seeks reimbursement. r� Page 1 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com The Boynton Beach BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced the BBCRA upon receipt of a public records request, subject to any exemptions provided by.Florida Law. Incentive Funding The Commercial Property Improvement Grant Program offers financial assistance to the landlord or business owner in the form of a reimbursable, matching grant for 50% of eligible expenses, up to $50,000, associated with the construction or renovation of the exterior and interior elements of the commercial operating space. Applicants are encouraged to take advantage of the City of Boynton Beach's PACE Program to help defer the cost of installing energy efficient items. Information regarding the PACE Program is available online at http://www.boynton-beach.org/go- green/pace_program.php or by contacting the City of Boynton Beach at (561) 742-6067. Attached is the ReNew PACE Eligible Product List. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com or view the attached brochure. Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the BBCRA Area (see attached map). • Must provide proof that the commercial business is properly licensed by all necessary levels of government and professional associations or agencies (copies of City and County licenses or receipts that the licenses have been applied for). Page 2 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9096 www.boyntonbeachcra.com • Improvements to non-profit and residentially zoned properties are NOT eligible expenses. • Applicant must have an executed multi-year lease with at least two years remaining on the lease at the time of BBCRA Board approval • Proposed leases must be executed within 30 days of BBCRA Board approval or the grant award is terminated. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the BBCRA. A copy of the consumer report will be provided to the applicant upon request. Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • All work must be done in compliance with applicable City of Boynton Beach Building Codes and Land Development Regulations. All contractors must be licensed as required to work in Boynton Beach and/or Palm Beach County. For any projects valued more than $250,000 (based on the project's construction value as it appears on the Palm Beach County-Wide/Municipal Building Permit Application Form submitted to the City of Boynton Beach), preference will be given to projects that will use contractors with an office in Palm Beach County. Please contact the City of Boynton Beach Development Department regarding the proposed work to be performed prior to submitting a grant application. • Grant funding amounts will be based on the applicant's project budget, specified at the time of the BBCRA Board approval, plus an added 20% contingency funding amount. • Grant funds will be reimbursed exclusively for approved work and approved change orders. • The Commercial Property Improvement Grant Program may only be used one time in any five year period for any one property. Entities hoping to improve properties that were previously improved using a BBCRA improvement grant may apply for additional grants any time after five years from previous grant approval. • In order to qualify for the grant, the subject property may not have any outstanding City of Boynton Beach liens at the time the applicant seeks reimbursement. To ensure that the property does not have any outstanding liens, violations or monies owed for utilities, the BBCRA will perform a lien search on the property at a cost of $140.00, which will be deducted from any grant funding awarded to the recipient. Injt Is ,``l1, ` Page 3 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-909 www.boyntonbeachcra.com In the event that there is an outstanding lien against the property, the grant will not be awarded until the complete satisfaction of the lien. • In order to receive the full amount of any awarded grant, the property owner or tenant must complete the project, obtain a Certificate of Occupancy/Completion from the City of Boynton Beach, and submit for reimbursement within 180 days of the issuance date of the permit for the project. (As further described below, applicants may request reimbursement for up to 50% of their grant award prior to completion of the project.) If BBCRA Board approves grant funding and the work being performed does not require a permit, the Certificate of Completion (or equivalent) and application for reimbursement must be within 180 days of the grant award. Failure to complete the improvements within the specified time frame will result in termination of the grant award, at which point the BBCRA will no longer make payments for any reimbursement requests, regardless of whether the request was submitted prior to the termination of the grant. Only one 60 day administrative extension will be permitted, and the BBCRA has the sole and absolute discretion to grant or deny such extension. • Project items completed and paid for by the applicant more than 60 days prior to grant approval by the BBCRA Board are not eligible for reimbursement under the grant program. A complete application must be received within 60 days of payment in order for an expense to be eligible for reimbursement. Once a complete application is received, the application will be placed on the next available agenda for review and potential approval. • BBCRA Board approval of this grant results only in funding. Approval of BBCRA grant funding is NOT approval of any type of City processe's including, but not limited to, permits and site plan modification. Applicants must apply for permits and site plan modification through the appropriate departments at the City. All commercial projects require permitting and site plan modification reviews. It is the responsibility of the applicant to obtain all necessary City approvals. • Grantees shall allow the BBCRA the rights and use of photos and project application materials. • The BBCRA Board may give preference to local businesses. For purposes of this grant, local business means a duly licensed business entity with an office location in Palm Beach County. Initiai f.,"` c,' r Page 4 of 17 " Property Improvement Y, 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com Projects and items eligible for funding under this grant program are limited to: • Structural walls 0 Plumbing 0 Flooring • Grease trap installation 0 HVAC system * ADA Improvements • Electrical systems, 0 Hood &fire 0 Signage including exterior and suppression a Doors/windows interior lighting • Landscaping and 0 Parking lot re-paving, 0 Patio decks irrigation within the re-sealing, and/or connected to the project site restriping building 0 Painting • Fencing (excluding 0 Demolition of structure 0 Roofing (Not to chain link, barbed wire, and re-sodding of exceed 50% of and wood panels) vacant property total grant award) • Electric vehicle charging 0 Solar electricity and * Security stations - See attached water heating - See came ras/system** ReNew PACE Eligible attached ReNew PACE (not including Product List Eligible Product List security personnel) Notwithstanding the limitation that grants may only be used once every five years for any one property, previous grant recipients that received less than the maximum amount of grant funding from Commercial Property Improvement Grants or Economic Development Grants are eligible to reapply to receive 50% matching reimbursable funding in an amount not to exceed $3,000 for the installation of new security cameras/systems. Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Property Improvement Grant Program: • Massage/Personal Services 0 Medical Research Centers/Housing • Firearm Sales/Shooting Ranges a Massage/Personal Services • Religion- Affiliated Retail Stores 0 Churches/places of worships • Non-profit Organizations 0 Alcohol and/or Drug Rehabilitation • Adult Gambling Arcades Centers/Housing • Check Cashing Stores 0 Any other use that the BBCRA staff • Adult Entertainment or BBC RA Board determine will not • Vapor/E-Cigarette Stores support the redevelopment of the BBC RA Area Page 5 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435-Phone: (561) 600-9090 www.boyntonbeachcra.com s • CBD Retail Stores Grant Terms and Conditions This grant is divided into three tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. All reimbursement checks from the BBCRA to the successful applicant will be made out to the applicant (the business entity). Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval, plus an added 20% for contingency funding. Tier One Business Tier One Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $50,000 in grant funding. Tier One Businesses must be one of the following types of business: • Restaurant Hotels/Motels/Bed and Breakfast • Gourmet Food Market (the Board will grant no more than • Bakery four approvals in this category per fiscal year) Tier Two Business Tier Two Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $25,000 in grant funding. Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Home Decor/Design — home • Boutiques — clothing, shoes & furnishings, art galleries, kitchen accessories wares • Law Offices • Accounting Offices • Hair/Nail Salons (no more than two • Real Estate Offices approvals per fiscal year) r, Initials` Page 6 of 17 IIJ Property Improvement 4 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com • Marketing Offices • Medical Offices • Fitness Facilities —yoga, dance • Insurance Offices exercise, martial arts, etc. . Take Out Restaurants • Auto Services Facilities — repair, . Tattoo Parlor/Body Piercing/Body storage, sales, etc Art Shop (no more than two • Specialty Retail Businesses — approvals per fiscal year) stationary, gifts, sporting goods . Florists (no more than two • Other commercial fagade only approvals per fiscal year) improvements Tier Three Business (no more than two approvals per fiscal year) Tier Three Businesses are subject to BBCRA Board for review and approval. Tier Three Businesses eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $15,000 in grant funding. Tier Three Businesses must be one of the following types of businesses: • Kava Tea Bar • Pawn Shops • Convenience Stores: (Facade • Liquor Store and Security Improvement . Laundry/Dry Cleaner facility only) Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on lease at the time of Board approval. The commercial lease must define the landlord-tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; InitialsY' : Page 7 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com • Ability to terminate; and • Consequences of default on the lease. Application Process Applications can be obtained from the BBCRA office located at 100 East Ocean Avenue, Boynton Beach, FL 33435 or downloaded from www.boytonbeachcra.com. All applicants are required to meet with BBCRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the BBCRA office. Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the BBCRA Board. Applicants may submit complete applications via email or mail hard copies of the application with all materials to the BBCRA for review and approval by the BBCRA Board. Applicants will be considered on a first-come, first-serve basis. Application packets must include the following documentation: ,1. A non-refundable fee of$100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 24Provide 2-3 sentence mission statement for the applying business entity. If the applicant is a commercial property owner, provide a brief history of the property and the current tenants of the space. This will be used as a way to introduce your business to the BBCRA Board. 3. Written detailed project budget describing the improvements to be done to the property. Cost estimate(s) from a licensed contractor(s) as specified in the applicant's project budget. It must list all project costs for which the applicant is requesting reimbursement. The project budget must provide a total cost of the project. Signage design, project color chips, material samples and material specifications, if applicable. L6. Copy of building permit receipt/application. If the permit has not been applied for i ►n prior to submission of the grant application, a copy of the building permit receipt is ( � due within 90 days of grant approval, or the grant award may be terminated. 7VResume for each principal/owner of the business. 8VCopy of the corporate documents for the applying business entity.. InitialsF =,v Page 8 of 17 o Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com 9. Copy of executed multi-year commercial lease agreement. Copy of Warranty Deed. 11.Two years of corporate tax returns (for existing businesses o l ) !u c3m,, Two years of personal tax returns for the principal/owners of a new usi s . 13.Copy of design and construction plans associated with the proposed [ improvements. 14.List of jobs to be created and filled including job descriptions, pay range and weekly , schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. Via 15.A minimum of four color digital "before" photos of the exterior and interior portions of the project. a 16.Completed and signed application (attached). 17.Authorization to perform credit check for the business and each principal/owner of the business (attached). 18.W9 Form and Vendor Application (attached). " r ity Planning and Development Department Acknowledgement Form (attached). .. 1 .�' ity Permit Department Acknowledgement Form (attached). The above referenced City Forms (line 18 and 19) must be completed and submitted to the appropriate departments, which are located at City Hall 100 East Ocean Avenue, Building Department, Boynton Beach, FL 33435. Phone (561) 742-6000. Approval of Funding Request All recuired documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month at the Commission Chambers located in City Hall at 100 East Ocean Avenue, Boynton Beach, FL 33435. The schedule for BBCRA Board meetings can be obtained at www.boyntonbeachcra.com. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board. The BBCRA recommends that applicants attend the BBCRA Board meeting during which the Board will consider their applications in order to answer any questions the BBCRA Initials ] Page 9 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com Board may have regarding their applications. BBCRA staff will notify the applicant of the BBCRA Board's approval or denial in writing. Site Visits BBCRA may conduct a site visit prior to transmitting the application to the BBCRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during, and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Reimbursement This program is designed as a matching 50% reimbursable grant. All work for which reimbursement is sought must be completed and paid for by the applicant prior to the release of BBCRA funds. The applicant may request reimbursement for partial payments throughout the project for up to 50% of grant award. The remaining 50% of grant funding will be held until the project is completed according to the City of Boynton Beach Building Department, and if applicable, a certificate of occupancy has been issued, at which point the applicant may submit a final reimbursement request. The BBCRA will provide reimbursement to the applicant upon submittal of a complete reimbursement request package. All reimbursement requests and supporting documents must be submitted to the BBCRA (3) days prior to the grant expiration date. The BBCRA may refuse to issue grant funding if the submission is not received by the specified time. Once the work is completed the reimbursement request shall be summarized in a report and accompanied by the following documentation: 1. Invoices, receipts or other acceptable evidence of payment from suppliers and licensed contractor(s) that have been marked "paid in full." Proposals for "work to be completed" or "bids" are not considered proper documentation. a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. &'d i Initialsi'U'l° Page 10 of 17 / 7 Property Improvement iI 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com 2. Copy of City of Boynton Beach and Palm Beach County licenses (Business Tax Receipt). 3. For partial reimbursement requests, a Partial Release of Lien from licensed contractors must be submitted. 4. For the final reimbursement request, the following must also be submitted: a. A "final release of lien" signed by each licensed contractor(s). See attached Sample of a Final Release of Lien form. 5. A minimum of 4 color "after" photos of the project. 6. A copy of the Certificate of Occupancy/Completion. 7. All in project costs to open or renovate the business for reporting of public to private dollar match By submitting the final reimbursement request, the applicant warrants that all bills for which applicant is directly responsible related to the project are paid in full including, but not limited to, all contractors, labor, materials, related fees and permits. Grantees may not submit work improvements for reimbursement that have been used as part of a reimbursement request for any other grant program offered by the BBCRA, City of Boynton Beach, Palm Beach County or the State of Florida. The Commercial Property Improvement Grant Program will only reimburse applicants for new expenditures that have not been submitted to other grant programs for reimbursement. SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING It is the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Program's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the project. Nor shall issuance of a grant result in any obligation on the part of the BBCRA to any third party. The BBCRA is not required to verify that entities that have contracted with the applicant have been paid in full, or that such entities have paid any subcontractors in full. Applicant's warranty that all bills related to the Project for which the applicant is directly responsible have been paid is sufficient assurance for the BBCRA to award grant funding Initials j ' "` Page 11 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com n , r BOYNTON1 iiQBEACHiiC, RA APPLICANT INFORMATION BUSINESS INFORMATION: Business Name (d/b/a if applicable): Current Business Address: Fed ID#: aM � 811'1491 Lf Business Phone Number: Cell:(, )I sn g r Website Existing Business: Yes No Number of years in existence: (0 Time at Current Location: New Business to Boynton Beach: Yes `'n/ No_ Do you have an executed lease agreement: Yes '�� No_ If so, monthly base rent: , -r), NAW Business Address (if applicable) w w Square footage of current location: Square footage of new location: ' 4 Type of Business: 14, a L - '.r Tier 1 Business: ❑ Tier 2 Business:W, Tier 3 Business: ❑ (Tier Classification subject to BBCRA Board Approval) Number of Employees: Hours of Operation: ' 'lo - .4 List of improvements seeking reimbursement for: } Requested grant amount: ' ` s o Page 12 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435-Phone: (561) 600 -9090 www.boyntonbeachcra.com � t BOYNTON =BEACK,�I,CRA CONIMUNMIlf REDEVEL0PMENTIAGENCY APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: '� (i i I a 0 ' - _' Date of Birth: �1'3 () Email CAd • its S ria 0 'evyj Residential Address: t11,1 FIE" I AVL .. t . 35 Cell Phone 1 f16mber: 5 X30 2. Principal/Owner Name: Date of Birth: Email: 1-. ) Residential Address: k Cell Phone Number: 3. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 4, Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: Are you applying for grant assistance under any other program offered by the BBCRA? Yes va _ No If yes, what additional programs are you applying for: , Page 13 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com ulc � BOYNTO fl{nJitfi�I7FCsr{}���t�_+5; B E AC H - R A COQ ` rFY REDEVELOPMENT AGENCY APPLICANT INFORMATION Are you receiving grant assistance under any other governmental agencies: Yes_ No If yes, list any additional grant sources and amounts: LANDLORD INFORMATION: Landlord Name: Landlord's Mailing Address: 1221 Main Street Suite 1000 ec)1 - -- Landlord's Phone Number: CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. I Initial Page 14 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com t� BoYN �it7� RA 2ti'�'t;{{%'ail�;� an» BEAC d4 COMMUMY REDEVELOPMENTAGENCY APPLICANT INFORMATION understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer in furtherance of the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in this application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the BBCRA to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the BBCRA or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. t, Initials; Page 15 of 17 Property Improvement 100 East Ocean Avenue,4t" Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com a�anf BOYN IC R sr tai . _ no B ETAOC COMMUNffY REDEVELOPMENT AGENCY Y APPLICANT INFORMATION APPLICANT SIGNATURES: 1 Prin ial/Owner's Signature Date Printed N — Title 2. Prin 'pal/Owner's Signature Date Pri ted Name Title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF _ COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared t who is/are personally knower to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of 20 BONNIE NICKLIE N ,� 'LIC ,., `otrf` Notary Public-State of Florida Commission # HH 87189 M Commission Expires: my commission Expires y p %i�oFFbO¢ May 25,2025 nu - Page 16 of 17 Property Improvement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com r y; BOYNTON BE AC H I C R A COMMUNITY REDEVELOPMENT AGENCY LANDLORD INFORMATION LANDLORD SIGNATURES: 6/29/22 Landlord's ignatu Regional Prop®► y Manager Paula Lynn Grey Tale Printed Name 2, Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures-Multiple notary pages may be used if signing individually STATE OF t COUNTY OF -:• C, BEFORE ME, an officer dpty authorized by law to administer oaths and take acknowledgements, personally appeared a _____ , who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed IN WITNESS OF THE FOREGOING, I have set my hand apd official seal in the State and County aforesaid on this rr day of _ 0 n { { DEBORAH SHERMAN NO 'ARY PUBLIC C—) � Commission Ex Notary Pub is Stag of Florida My pfires. Commission t GG 30�3t33 My Comm.Expires Apr 20,2023 Banded through National Notary Assn. Page 17 of 17 Property Improvement 200 East Ocean Avenue 4"Floor, Boynton Beach,FL 33435—Phone, j 60099090 www.boyntonbeachcra.com � .u•. ls, x � � Y .. Y{� x 01 14i, 40 t <!9 W zx { 7 • }�xK"4k tib' Y Y^' int f? hay zP •Y iv. r. � '' i r I pSUY X14 Y� iYl sYt1, �S�Si�t{lYt zt r� YY y°t`Y �z� l K• '�KS��r 1I t{} i�'y K�yti S��S i��fi`D��Y� 1 � � Y t, ,� CL Mixt{iYxxq r r "I YYY LL° } t . 1 Nt ,.�� •p .�a- $yY��K��p,P,:.,.... � +I��K��l,}`Y�,}Yi llil)i`{I� � I 1'+ ��I}�uj�5 u ro N W � 'IrRY c 00 cr C Q L D) `_.. � y1sl, •� to a M, t N Nagai t z U CL QCL " Y Project: I Sunshine Square Unit#240 DESCRIPTION Location: 1500-570 SE 15th Ave. Conceptual estimate based on sketch provided,concept pictures and site visit Client: !TBD Architect: ITBD Date: 'February 22,2022 File Name: Area: 750 SF COST ANALYSIS&QUALIFICATIONS [DESCRIPTION UNITS J,,UNIT COST QUANTITY SUB-TOTAL 4JB/SF Demolition Demolition SF $1650.00 $2.20 FloorinR Removal _ Tile w/thinset SF $225.00 $0.30 Concrete Cuttin +1-4"Slab Hand Saw and hand removal from site SF $1,200.00 $1.60 Concrete Core<6" EA $0.00 $0.00 Dum-ster Rental t30 _ LS $550.00 $0.73 ITEM SUBTOTAL: $3,625.00 $4.83 Concrete 4"Concrete Slab Repair MIN. $1 500.001 $2.00 ITEM SUBTOTAL: _ $1 500.00 $2.00 Millwork&Casework: 'good Base Boards LF 1 $11125.001 $1.50 Lower P-lam cabinets LF $1 350.00 $1.80 Laminate Counter LF $450.00 $0.60 UEper P-lam cabinets LF $990.00 $1.32 ITEM SUBTOTAL: $3.915.00 $5.22 Thermal&Moisture Protection Misc.Flashin LS $500.001 0.67 ITEM SUBTOTAL: $500.00 $0.67 Doors&Frames/Hardware/Giass&Glaain Doors&Frames: Interior 3070 5-314"KD HMF EA $241.441 $0.32 3070 1-3/4"SC Wood Door 161 re EA 1 $304.501 $0.41 Exterior 3070 5-314"Welded HMF _ EA $0.00 $0.00 3070 1-3W'Hurricane Label HMD EA $0.0ol $0.00 Hardware Hinges-BB1279 4.5x4.5 US26D EA $57.24 $0.08 Wall StOR EA $2.12 $0.00 Lever-Passage EA $38.16 $0.05 Lever-Privac EA $40.28 $0.05 Lever-Enta EA $47.70 $0.06 Door Closer EA $69.96 $0.09 EA-ADA � $OAO $0.00 Glass: _ Glass-1/4"Clear Tempered Glass SF $560.00 $0.75 Glass-114"Mirror LS 864.00 $1.15 ITEM SUBTOTAL: 12L225,40 $2.97 ccc co,u�v Asa,tcc. !qp GWB Systems: 3-5/8"Interior walls w/insulation)6'k _- LF $600.00 $0.80 3-5/8"Interior walls w/insulation 10' LF 11,890.00 $2.52 3-5/8"Interior walls w/insulation 12` LF $1.344.00' $1.79 3-5/8"Interior walls w/_insulation 14' LF $0.00 $0.00 3-5/8"Interior walls wl insulation 16' LF $288.00 $0.38 Wall blockin LS $250.00 $0.33 Miscellaneous Patching _ Allow/LS $4,000.00 $5.33 PI&ood board EA $75.00 $0.10 Install KD Hollow Metal Frames EA _ $165.00 $0.22 ITEM SUBTOTAL: $8612.00 $11.48 Paint&Wallcoverin Paint: Painted walls Interior SF $3,660.00 $4.88 Paint Ceilin SF $1,500.00 $2.00 Painted Frames EA $150.00 $0.20 Painted Doors _ _ EA $165.00 $0.22 Stainin Stain Wood Doors T-0"x T-0 Ea $0,00 $0.00 ITEM SUBTOTAL: $5.475.00 7.30 Floor Coverin Floor Pre,e. SF $187.50 $0.25 FlooringAllowance SF $6.00 $4„500.00 $6.00 Cove Base LF $0.00 $0.00 Tile 12 x 12 Floor Tile jBathroom Only) SF so-661 $0.00 ITEM SUBTOTAL: $4,687.50 _ $6.25 S ciafties: F&I Fire Extinquishers EA 95.001 $0.13 ITEM SUBTOTAL: $95.00 $0.13 Mechanical Systems: KVAC S stem See Attached) LS _ $12.000-00 $16.00 Plumbin s stems. Per fixture EA $16 000.00 $21.33 S rinkler§ stem Add/Relocate Heads),excludes des) n Ea_ $3,500.00 $4.67 ITEM SUBTOTAL: _ $31 500.00 $42.00'. Electrical S tems: Power&Li2htinajSee Attached LS $18 135.00 $24.18 Fire Alarm S stem,excludes desi n Allow/LS _ $0.001 $0,00 ITEM SUBTOTAL: 18 135.00 $24.18 General Conditions: - Supervision,Taxes InsuranceEtc... LS $9;278.00 12.37 Architecture/En ineerin SF $4.50 750 $3,375.00 $4.50 Permitting Costs Allow 4% $4,000.00 $5.33 ITEM SUBTOTAL: ,$116,653.0022.201 CONSTRUCTION HARD COST: $96,922,90 $129.23 BUILDERS FEE: % 15% $14,538.44 $19.38 COST ANALYSIS TOTAL: $111,461.34 $148.62 COC C-14-ft ofSFL,LLC. 2 of3 HVAC BREAKPOW_N UNITS UNIT COST QUANTITY SUBTOTAL ;New complete HVAC system-Metal concentric duct standard eff Unit TON ( 3 $12,000 001 Fiberglass low pressure work TON 0 $0.00 Test&Balance Allow 0 1 $0.00[ TOTAL, j ( 512,000.00 ELECTRICAL BREAKDOWN: UNITS UNIT COSH" QUANTITY SUBTOTAL LED 6"Recessed Downli0ht, 120v,19w _ Fri _ y 0 1 $0.00 'LED Wall Pack,120-277v,30w,120-277v EA 0 $0.00' w.. _ _ LED Area Liht�120-277v63w EA 0„ _h $0.00? 1_Fumish&install duplex receptacle EA 10 $2,000.00, .Furnish&install quad rececle __ m_..... v EA 8 j $2.200.00 Data ports racewayEA 4 $300.00 Furnish&install dedicated duplex receptacle EA 8 $2,800.00 Fumish&install GFl duplex receptacle EA I 4 $980.001 Furnish&install occuoancsensors in new rooms only EA j 2 i 430.00 ;Fumish&install 2'x4'LED Lam Fixtures EA 1 1 1 i $_250.001 Furnish&install Recessed Wall Washer Can Lioht 6" 1 _ EA 120 $3.000-001 Stub ups for FA and T stats _ ._ ..�.. _ 1 $75.001 Furniture power feed EA 0 $0.00 -FumTture data conduits m r EA 0 $0.00 Fumish e ran and install Floor Boxes iLd Wiremold 8ATi4 _. 7EA 0 $0.00 j F&I exit and emergency battery back-up sirens EA i „ 4 $1.100.00 1 _ Race existing 100A service/panel w/new 200A servicelpanel to weatherhead �. LS � _ 1 � $51000.00_ TOTALI $18,135.00 cocco,�dr a rsFz.ccc. 3 oj3 a..s;�s' i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: July 12, 2022 CONSENT AGENDA AGENDAITEM: 11.H. SUBJECT: Approval of Commercial Rent Reimbursement Grant Program in the Amount of $14,391 to Beauty & The Beat, LLC, d/b/a Beauty& The Brow Boutique located in Sunshine Square at 240 E. Woolbright Road SUMMARY: The CRA's Commercial Rent Reimbursement Grant Program provides qualified new or expanding businesses located within the CRA District boundaries with rent payment assistance for a maximum period of 12 months. CRA staff has received a complete grant application from Beauty & The Beat LLC, d/b/a Beauty & The Brow Boutique located in Sunshine Square at 240 E. Woolbright Road, Boynton Beach, FL 33435 (see Attachments I - 11). Beauty & The Brow Boutique is committed to provide exceptional beauty services and customer service while making you look and feel your best. Nadia Nassar, owner, is an accomplished hair stylist and make-up artist with over 20 years of experience and has established herself as a creative professional with an instinctive ability to bring out the unique beauty of each individual. As a salon, Beauty & The Brow Boutique plans to employ 14 team members ranging from Director of Operations, Sales Manager, to Account Managers. With the additional office space, they hope to provide an additional 23 jobs. Under the terms of their Landlord-Tenant Lease Agreement, the base rent required to be paid by the applicant is $2,398.50 per month (see Attachment 111). Beauty& The Brow Boutique qualifies as a Tier I I business (as specified in the grant application) and would receive reimbursement for one-half of their monthly rent amount or maximum grant amount of $1,250 per month for a 12 month period, whichever is less. If approved, Beauty & The Brow Boutique would be reimbursed in the amount of $1,199.25/month for a period of 12 months or a total grant amount of $14,391 during its first year of business. Grant reimbursements to the approved applicant occur on a monthly basis with proof of rent payments. FISCAL IMPACT: FY2021-2022 Budget, Project Fund, Line Item 02-58400-444, $14,391 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Rent Reimbursement Grant in the amount not to exceed $14,391 to Beauty & The Beat LLC, d/b/a Beauty & The Brow Boutique located in Sunshine Square at 240 E. Woolbright Road, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I -Commercial Rent Reimbursement Grant Application D Attachment II - Location Map D Attachment III - Lease I� BOYNTUN, v"'TW B EAS H RACON6MUNffY REDEVELOPMENT AGENCY October 1, 2021 — September 30, 2022 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL RENT REIMBURSEMENT GRANT PROGRAM Program Rules and Regulations The Commercial Rent Reimbursement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the ") Area. The program is designed to provide financial assistance to new and existing businesses in the form of rent reimbursement intended to help businesses during the critical first year of operation or expansion. The BBCRA reserves the right to approve or deny any Commercial Rent Reimbursement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the BBCRA Area. The receipt of past payments is not guarantee of future payments. For purposes of this application, the ter "new business" means a company in operation for less than one year or relocating to Boynton Beach.The term "existing business" means company that has been in operation within the BBCRA Area for a minimumf two years t the time of application and has at least two years remaining n its existing lease. The Boynton Beach BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced by the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law.. In�ials . Page 1 of 15 Rent Reimbursement s 100 East Ocean Avenue,4`"Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 w. oyntoneachcra.co Incentive Funding The Commercial Rent Reimbursement Grant Program offers financial assistance through a reimbursable grant in the form of a monthly rent reimbursement for the first 12 months of business with the option to request an additional 6 months of reimbursement, which may be granted at the discretion of the Board. New businesses are eligible to apply for assistance for up to one year from the issuance of the City of Boynton Beach Business Tax Receipt. Rent Reimbursements will not be paid until all construction has ended, permits are closed out, City and County licenses are obtained, and the business is open for operation under a Temporary Certificate of Occupancy (TCO) or a Certificate of Occupancy (CO). For businesses that do not require any construction work, rent reimbursements will not be paid until City and County licenses are obtained and the business is open for operation. On a monthly basis, the BBCRA will issue reimbursement directly to the applicant. Reimbursement is for the monthly rent payment made to the landlord, and is dependent upon receipt of verification that the payment has been cleared by the bank. The responsibility for all rental payments is between the parties to the lease, (the tenant and the landlord). As grantor, the BBCRA does not bear or accept any responsibility for payment of rent at any time, or for penalties incurred for the late arrival of payments by any party. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com. A Initials i4''1 Page 2 of 15 ' Rent Reimbursement ' + 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be a new business, or an existing business that is expanding in size. • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the BBCRA Area (see attached map). • Must provide proof that the business is properly licensed by all necessary levels of government and professional associations or agencies (copies of city and county licenses or receipts that the licenses have been applied for). • Non-profit and residentially zoned properties are NOT eligible. • An existing business must expand to occupy more than 50% of its current square footage size or open a second location within the BBCRA Area. Verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the BBCRA Board if the tenant is losing their current space due to redevelopment of the site. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the BBCRA Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • Applicant must have an executed multi-year lease with at least two years remaining on the lease. • Proposed leases must be executed within 30 days of BBCRA Board approval or the grant award is terminated. • The Commercial Rent Reimbursement Grant Program may only be used one time by any one specific business entity or business owner. • Grantees shall allow the BBCRA the rights and use of photos and project application materials. Initials f , ,��nt Page 3 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com • The BBCRA Board may give preference to local businesses. For purposes of this grant, local business means a duly licensed business entity with an office location in Palm each County. Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Rent Reimbursement Grant Program: • Firearm Sales/Shooting Range • Convenience Store • Religion-Affiliated Retail Stores • Churches/places of worship • Non-profit organizations 0 Medical Research Centers/Housing • Check Cashing Stores • Tattoo Shops / Body Piercing • Kava Tea Bars Body Art Shops • Adult Entertainment • Liquor Stores • Adult Arcades • Vapor Cigarette, E Cigarette Stores • Alcohol and/or Drug Rehabilitation • Pawn Shops Centers/Housing • Any other use that the BBC staff • Massage/Personal Services or BBCRA Board determine will not • Auto Services Facilities — repair, support the redevelopment of the storage, sales, etc BBCRA Area • CBD Retail Stores, etc. Grant Terms and Conditions This grant is divided into two tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval. Tier One Business Tier One Businesses are eligible for reimbursement for up to half(50%) of the business's base monthly rent or$1,750 per month, whichever is less (maximum amount of the grant is $21,000, distributed in 12 monthly payments). Initials 'w Page 4 of 15 �qy,7 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9096 www.boyntonbeachcra.com Tier One Businesses must be one of the following types of businesses: • Restaurant • Bakery • Gourmet Food Market Tier Two Business Tier Two Businesses are eligible for reimbursement for up to half(50%) of the business's base monthly rent or $1,250 per month, whichever is less (maximum amount of the grant is $15,000, distributed in 12 monthly payments). Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Home Decor/Design — home • Clothing Boutique — clothing, furnishings, art galleries, kitchen shoes & accessories wares • Law Offices • Accounting Offices • Hair/Nail Salons (no more than 2 • Real Estate Offices approvals per fiscal year) • Marketing Offices • Medical Offices • Fitness Centers • Insurance Offices • Laundry/Dry Cleaner facility • Specialty Businesses — stationary, • Florists (no more than 2 approvals gifts, sporting goods per fiscal year) • Take-out Foods Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on the lease at the time of Board approval. The commercial lease must define the landlord-tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; Initials Page 5 of 15 Rent Reimbursement 100 East Ocean Avenue,4`h Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. For purposes of this paragraph, the term "subject property" means the leased premises of the grant recipient, for which the applicant or grant recipient is seeking rental reimbursement, or any part thereof. Grant recipients are prohibited from subletting the subject property. If a grant recipient sublets the property, the grant recipient will be required to repay the BBCRA for all grant money received up to that point and will not be eligible to receive any further grant funding. For purposes of this grant, the BBCRA considers the following to be subletting: A) executing a sublease, assignment, or similar agreement with an entity that is not the grant recipient; B) allowing the subject property to be occupied by any business entity in which the grant recipient is not listed as the registered agent, owner, officer or director of said business, or assisting such a business in so doing; C) allowing or assisting a business entity other than the grant recipient to list its place of business as the subject property; or D) allowing or assisting a business entity other than the grant recipient to obtain a business tax license from the City of Boynton each for the subject property. The fact that a business entity other than the grant recipient occupies the subject property, lists its place of business as the subject property, obtains a business tax license for the subject property, or similarly appears to use the subject property is sufficient evidence that the grant recipient has allowed or assisted such other business entity to do so and is grounds for termination of any further grant payments and seeking reimbursement for previously paid grant payments. However, it shall not be considered a prohibited subleasing when the business purpose of the applicant is to provide a space for aspiring businesses, such as when the applicant is a business incubator, commissary kitchen, or business that provides co-op workspace. The BBCRA will determine whether a certain applicant fits into the exception described in this paragraph on a case-by-case basis. Application Process Applications can be obtained from the BBCRA office located at 100 East Ocean Avenue, 4th Floor, Boynton each, FL 33435 or downloaded from www.boyntonbeachcra.com. All Ini`tiAls 0(V1YJ` Page 6 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9010 www.boyntonbeachcra.com applicants are required to meet with BBCRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the BBCRA office. Application to this grant program is nota guarantee of funding. Funding is at the sole discretion of the BBCRA Board. Applicants may submit complete applications via email or mail hard copies of the application with all materials to the BBCRA for review and approval by the BBCRA Board. Applicants will be considered on a first-come, first-served basis. Application packets must include the following documentation: 1. A non-refundable fee of$100,which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: ",/ Boynton each CRA. 2. Provide a 2-3 sentence mission statement for the applying business entity. This will be used as a way to introduce your business to the BBCRA Board. Resume for each principal/owner of the business. 4. Copy of the corporate documents for the applying business entity. *5. Copy of City and County Business Licenses (Business Tax Receipt). V . Copy of executed multi-year commercial lease agreement. 1/7. Two years of corporate tax returns (for existing businesses only). Two years of personal tax returns for the principal/owners of a new business. . List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. /10.If applicant is an existing business expanding to occupy more than 50% of its current square footage size, verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the BBCRA Board if the tenant is losing their current space due to redevelopment of the site. 1.Completed and signed application (attached). 12.Authorization to perform credit check for the business and each principal/owner of the business (attached). 13.W9 Form and Vendor Application (attached). T Initials, ' Page 7 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com Approval of Funding Request All required application documentation must be submitted no later than noon two weeks prior to the second Tuesda of the month. BBCRA staff will review the application to evaluate whether the applicant is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month,. The schedule for BBCRA Board meetings can be obtained at www.boyntonbeachcra.com. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board. The BBCRA recommends that applicants attend the BBCRA Board meeting during which the Board will consider their applications in order to answer any questions the BBCRA Board may have regarding their applications. BBCRA staff will notify the applicant of the BBCRA Board's approval or denial in writing. Site Visits BBCRA may conduct a site visit prior to transmitting the application to the BBCRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Reimbursement Monthly rent reimbursement payments will be provided to the grant recipient beginning the first month the business is open for operation subsequent to BBCRA Board approval. A maximum of 12 consecutive monthly rent payments are eligible to be reimbursed to the approved applicant, with the option to request an additional 6 months. Reimbursement will occur on a monthly basis. Following the initial Reimbursement Request, each reimbursement request shall be made within 30 days of the start of the next month. In;, Page 8 of 15 �r� Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com In order to receive monthly rent reimbursement the grant applicant must submit the following: 1. Written request for reimbursement. 2. Proof of rent payments (i.e., copies of the front and back of cancelled checks for that month's reimbursement or proof of direct deposit). If applicant does not submit its monthly reimbursement reuuest withln_30_days following the end of the next month in which a reimbursement, a licant forfeits that month's reimbursement. Discontinuation of Payment The receipt of past payments does not guarantee future payments. The BBCRA retains the right to discontinue rent reimbursement payments at any time at its sole and absolute discretion. SUBMISSION OF AN APPLICATION IS NOT A`GUARANTEE OF FUNDING It is the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Program's Rules/Requirements and Application'. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the property. Nor shall issuance of a grant result in any obligation on the part of the BBCRA to any third party. The BBCRA is not required to verify that entities that have contracted with the applicant or applicant's landlord have been paid in full, or that such entities have paid any subcontractors in full. Applicant's submittal of verification that monthly rental payments have been cleared by the bank warranty is sufficient assurance for the BBCRA to award grant funding. Initials 0,4n, Page 9 of 15 Rent Reimbursement 100 East Ocean Avenue,4`h Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com 1'.WoRA '(0'"` OY`NT E � tf BEACH I, "' ,, MMUNffY REDEVELOPMENT AGENCY APPLICANT INFORMATION BUSINESS INFORMATION: Businss Name (and d/b/a if applicable): 5 Current Business Address: a _ - Fed ID#: �: ,.,. Business Phone Number: -2 _ Fax: Website: - _ t . Existing Business: Yes No Number of years in existence: — 0 Time at Current Location: New Business to Boynton Beach: Yes No Do you have an executed lease agreement: Yes_ No If so, monthly base rent: � t � New Business AAddress: p u L x f X s `� �u °.. g,,.-� S x °� a k -3-4 Square footage of current location: Square footage of new location: Type of Business Number of Employees Z �- ztr\OUJ Hours of Operation. Page 10 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com oy 4�li a,�Ma. BOYNTO B EAC H IC RA COMMUNffY REDEVELOPMENT AGENCY APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: Date of Birth: ( 1 �c7I = Email: 0 IA—a_/ o c a Residential Address: Cell Phone Number. `-,I 2. Principal/Owner N me: � Date of Birth: �` Email: . " Residential Address: Y' . Cell Phone Number: 3. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: 4. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: Page 11 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com OYNTO � BEACHic'RA COMMUNffY REDEVELOPMENT APPLICANT INFORMATION Are you applying for grant assistance under any other program offered by the BBCRA? Yes No_ If s what additional programs are you applying for: 1l. p 9 Y , � s � sir Are you receiving grant assistance under any other governmental agencies: Yes® No If yes, list any additional grant sources and amounts: LANDLORD INFORMATION: Landlord Name: 21, ,_ h• Landlord's Mailing Address: Landlord's Phone Number: CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Rent Reimbursement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Page 12 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com BOYNTO =BEAC O COMMUNffY PMENT AGENCY APPLICANT INFORMATION Community Redevelopment Agency Commercial Rent Reimbursement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. I understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer furthering the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in my application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the Boynton Beach Community Redevelopment Agency to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the Boynton Beach Community Redevelopment Agency or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. Page 13 of 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561)600-9090 www.boyntonbeachcra.com x BOYNTON �MBEACH Qo RA COWUNffY REDEVELOPMENT AGENCY APPLICANT INFORMATION APPLICANT SIGNATURES: " P inipal/Owner' at rhe Date Printed Name Title 2. Prin ipal/Owner's Signature Date v"mPrinted Name Title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF E2 COUNTY OF 2AL.,tA BEFORE ME,an officer duly authorized by law to administer oaths and take acknowledgements,personally appeared �' t l , who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of — - 1: j-, w r° ry _.. _ N L BONNIE NICKLIEN `=sPpsa-e< Notary Public-State of Florida My mmISSIOn Expires: :. ac Commission # HH 87189 P, My Commission Expires 202 May 25, .— f 15 Rent Reimbursement 100 East Ocean Avenue,4th Floor, Boynton Beach, FL 33435—Phone: (561) 600-9090 www.boyntonbeachcra.com r BOYN 1"g"""" fi�t��t;?��zlgll�l�7c M B E'AOC H C R A COAWUNUY REDEVELOPMENT AGENCY LANLORD INFORMATION LANDLORD SIGNATURES: loaa& 6/30/22 Landlord's gn�o ese Regional Pro YMa Manager rey Printed Name Title 2. Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures-Multiple notary pages may be used if signing individually STATE OF ��-®(C4614 COUNTY OF �L 0l BEFORE ME, an officer 007 authorized by law to administer oaths and take acknowledgements, personally appeared 1,4 c�±d , who is/are personally known to M9 or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, 1 have set my han and official seal in the State and County aforesaid on thisy day of , 2 � ���e DE RAH H SHE N ��r, Notary Public-5tate®f Florida NOTARY PUBLIC s11 "�' Corrarnission k GG 301363 'a My Comm. Expires Apr 20,zoz3 y Commission xpires: Bonded through National Notary Assn. Page 15 of 15 Rent Reimbursement 100 East Ocean Avenue,41' Floor, Boynton Beach, FL 33435—Phone:(561)6 -9090 www.boyntonbeachcra.com � .u•. ls, x � � Y .. Y{� x 01 14i, 40 t <!9 W zx { 7 • }�xK"4k tib' Y Y^' int f? hay zP •Y iv. r. � '' i r I pSUY X14 Y� iYl sYt1, �S�Si�t{lYt zt r� YY y°t`Y �z� l K• '�KS��r 1I t{} i�'y K�yti S��S i��fi`D��Y� 1 � � Y t, ,� CL Mixt{iYxxq r r "I YYY LL° } t . 1 Nt ,.�� •p .�a- $yY��K��p,P,:.,.... � +I��K��l,}`Y�,}Yi llil)i`{I� � I 1'+ ��I}�uj�5 u ro N W � 'IrRY c 00 cr C Q L D) `_.. � y1sl, •� to a M, t N Nagai t z U CL QCL " Y DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 SHOPPING CENTER LEASE AGREEMENT This Lease("Lease"),entered into this 9th day of 3 une 2022(the"Effective Date"),between the Landlord and the Tenant hereinafter named: ARTICLE 1-DEFINITIONS AND CERTAIN BASIC PROVISIONS In addition to other terms which are elsewhere defined in this Lease,the following terms when used in this Lease with the first letter of each word capitalized shall have the meanings set forth in this Article,and only such meanings,unless such meanings are expressly limited or expanded elsewhere herein. (A) LANDLORD: E&A Sunshine,LLC,a South Carolina limited liability company (B) ADDRESS: c/o Edens Limited Partnership Attn: Legal Department 1221 Main Street,Suite 1000 Columbia,South Carolina 29201 (C) RENT PAYMENT ADDRESS: See Article 3. (D) TENANT: Beauty&the Beat LLC,a Florida limited liability company (E) TENANT'S ADDRESS: 223 NW I"Ave. Delray Beach,FL 33444 (F) TENANT'S TRADE NAME: Beauty&the Brow (G) SHOPPING CENTER NAME& LOCATION: Sunshine Square Shopping Center E.Woolbright Road Boynton Beach,FL 33435 (H) PREMISES:For purposes of this Lease,the gross leasable square footage of the Premises shall be deemed to be approximately 738 square feet of Floor Area(as defined below),in store space#240,in the approximate location shown on the plan(the"Site Plan")attached hereto as Exhibit"A,"and being a part of the Shopping Center. When used with respect to the Premises,"Floor Area"shall mean the approximate number of square feet set forth herein. When used with respect to any other space in the Shopping Center,"Floor Area"shall mean the number of leasable square feet as determined by Landlord. (I) TERM: The period commencing on the Commencement Date(as hereinafter defined)and ending five(5)Lease Years(as hereinafter defined)thereafter. O COMMENCEMENT DATE: The earlier of(i)one hundred eighty(180)days following Landlord's delivery of legal possession of the Premises to Tenant(the"Delivery Date");or(ii)the date on which Tenant first opens for business in the Premises,as further defined in Article 8. (K) MINIMUM RENT: As stated below,payable monthly in advance,as further defined in Article 3. Lease Year PSF Monthly Rent Annual Rent 1 $39.00 $2,398.50 $28,782.00 2 $40.17 $2,470.46 $29,645.46 3 $41.38 $2,544.57 $30,534.82 4 $42.62 $2,620.91 $31,450.87 5 $43.89 $2,699.53 $32,394.39 (L) PERCENTAGE RENT: Not applicable. (M) INITIAL ESTIMATED EXPENSE CHARGE payment per month,adjusted annually,as further defined in Article 17: $271.83. (1) INITIAL ESTIMATED TAX CHARGE payment per month,adjusted annually,as further defined in Article 17: $303.81. (0) INITIAL ESTIMATED INSURANCE CHARGE payment per month,adjusted annually, as further defined in Article 17: $162.97. (P) TOTAL INITIAL MONTHLY RENT PAYMENT: $3,341.02 due upon Tenant's execution of this Lease. The foregoing amount includes sales tax applicable to Rent,currently at the rate of 6.5%for Palm Beach County,Florida, which shall be deemed"Additional Rent"(as defined in Article 6). (Includes any applicable monthly charges as set forth in subsections(M),(1),(0)and(V)of this Article.) (Q) SECURITY DEPOSIT,as further defined in Article 7:$13,364.08 due upon Tenant's execution of this Lease,which constitutes the equivalent of four(4)months of Rent(as defined above in paragraph P of this Article 1). DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 (R) PERMITTED USE,as further defined in Article 10:The Premises shall be used for the operation of a men's and women's hair and beauty salon,offering salon services,permanent make-up services,lash and brow services,and post-styling professional photography services,and incidentally the retail sale of related products and accessories and for no other use or purpose. The Permitted Use specifically excludes manicure and pedicure services and in no event shall Tenant operate in violation of the Shopping Center Restrictions(as defined in Article 64). (S) LEASE YEAR: The first twelve(12)full calendar months after the Commencement Date and each succeeding twelve (12)month period thereafter or,at Landlord's option,such other twelve(12)month period as Landlord shall determine from time to time. In the event the Commencement Date is not the first day of a month,then the first Lease Year shall include the period beginning on the Commencement Date and ending on the last day of the month in which the Commencement Date occurs. (T) SHOPPING CENTER:The real property as generally depicted on the Site Plan,together with the buildings and other improvements now or hereafter placed thereon. Landlord reserves the right in its sole discretion to change the name of the Shopping Center, to increase or decrease the size of the Shopping Center and to add or remove improvements,land or buildings.Landlord shall not be liable for any inconvenience,disturbance,or loss of business arising from any construction or related scaffolding or barricades in connection with any construction related to the foregoing;provided,however,except as may be required by applicable law,Landlord shall use reasonable efforts to minimize any material and detrimental disturbance to Tenant's business operations at the Premises. The Site Plan is being attached to this Lease for ease of reference only and it is understood that changes may be made to the Site Plan. The Site Plan does not constitute a representation,warranty,or covenant on the part of Landlord to construct or maintain buildings,building areas,parking areas,driveways,sidewalks,curbs,landscaping and other amenities within the Shopping Center,that any improvements as constructed will conform to those depicted on the Site Plan,or that any specific tenants or occupants,if any are identified on the Site Plan,will be located within the Shopping Center, except as otherwise expressly provided for under this Lease. (U) COMMON AREAS:All areas of the Shopping Center which are from time to time made available by Landlord for the non-exclusive use of Tenant in common with other occupants of the Shopping Center and their respective employees,agents,subtenants,concessionaires,licensees,customers and other invitees,and/or by the public generally, which may include(but shall not be deemed a representation as to their availability)parking areas,parking structures (including escalators, elevators, and vertical transportation for such parking structures), access roads, driveways, streets,sidewalks,open space,landscaping,irrigation systems,storm water drainage facilities and detention systems, private utilities serving Common Areas or the Shopping Center,street lighting,escalators,ramps,stairs,elevators, escalators,service and loading areas,interior malls,roofs,way-finding signage,pylon signs for the Shopping Center as a whole and not individual tenants, and other infrastructure improvements serving the Common Areas or the Shopping Center in general, and areas used by Landlord for the operation,maintenance and management of the Shopping Center,as Landlord shall deem appropriate(as initially construed or as the same may at any time thereafter be enlarged or reduced). (V) ADDITIONAL MONTHLY CHARGES: Not applicable. (W) RENT:Minimum Rent,Percentage Rent(if applicable)and Additional Rent(as defined in Article 6). (X) GUARANTOR: Nadia Nassar and Ryan Nicotra,jointly and severally. (Y) BROKER: Henry Dirksen,III,Noirre Real Estate Partners LLC. ARTICLE IA-CERTAIN SPECIAL PROVISIONS In addition to all other terms and provisions of this Lease,the following provisions shall apply(and in the event of any conflict with any other provision of this Lease,the terms of this Article shall control): IA.l TENANT IMPROVEMENT ALLOWANCE Subject to the provisions of this Article,Landlord shall reimburse Tenant for the actual costs incurred by Tenant for Leasehold Improvements(as defined below)performed in connection with Tenant's Work,as defined in Exhibit"C"of this Lease,in an amount not to exceed Eighteen Thousand Four Hundred Fifty and 00/100 Dollars($18,450.00)(the"Tenant Improvement Allowance"). As used herein"Leasehold Improvements"shall mean alterations,additions,improvements,and/or installations attached to the Premises in a way as to require significant effort and costs to remove. It is specifically understood and agreed that Tenant shall only use the Tenant Improvement Allowance for the construction and installation of Leasehold Improvements,and in no event shall the Tenant Improvement Allowance be used to purchase and/or install any movable goods, inventory,furniture, equipment,trade fixtures or other movable personal property belonging to or used by Tenant that are not attached to the Premises. The Tenant Improvement Allowance shall be due only after Tenant has opened for business in accordance with this Lease and paid the first(1st)month of Rent(including any rent deposit paid upon execution of the Lease). Provided Tenant is not in default and provided all contingencies in this Lease have been satisfied,Landlord shall pay to Tenant the Tenant Improvement Allowance within thirty(30)days after Landlord has received the first monthly installment of Rent due under this Lease,and has received and approved all of the following: (i) Certification of Final Completion. A certification in writing,in form and content approved by Landlord (approval of said form and content shall not be unreasonably withheld),from Tenant and its general contractor or architect,that one hundred percent(100%)of Tenant's Work is complete in accordance with Tenant's Plans as approved by Landlord and 100%of such Tenant's Work is actually completed. -2- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 (ii) General Contractor Application for Payment and Invoices. AIA Document G702 and AIA Document G703 (or such other format as may be approved by Landlord)duly completed,executed and notarized by Tenant's general contractor,and copies of paid invoices,certified by Tenant as being for such Tenant's Work totaling an amount equal to or greater than the amount of the Tenant Improvement Allowance being requested by Tenant. (iii) Lien Waivers. The lien period for all of Tenant's Work shall have expired with no liens in connection with the same being filed,or,if said lien period shall not have expired,Final Unconditional Lien Waivers in the form attached hereto as Exhibit"CA"from Tenant's general contractor,and all subcontractors,materialmen and suppliers who provided or supplied labor, services,goods or materials to the Premises. (iv) Certificate of Occupancy. A copy of the Certificate of Occupancy for the Premises. (v) Exterior Sign Installation. Proof of installation of a Landlord-approved exterior sign on the Premises which identifies Tenant's business,and proof that the permit for such signage has been closed out. (vi) W-9 Form. Internal Revenue Service Form W-9, Request for Taxpayer Identification Number and Certification. If Tenant fails to open for business to the public from the Premises on or before the Commencement Date,the parties agree that it is and will be impracticable and extremely difficult to determine the actual damages suffered by Landlord. Therefore,in order to compensate Landlord for its loss,Landlord shall be entitled to reduce the Tenant Improvement Allowance by Five Hundred Dollars ($500.00)per day for each day from and after the Commencement Date that Tenant fails to open for business as required,subject to Force Majeure(as defined in Article 33 of this Lease)and/or any delays as may be previously approved by Landlord in writing. The foregoing amount has been determined based upon numerous considerations including that Landlord will have expended considerable sums of money in reliance upon and based upon Tenant opening for business on the Commencement Date. Landlord reserves the right to(a)withhold amounts equal to outstanding amounts due any contractor,subcontractor,or supplier who provided or supplied labor,services,or materials in connection with the Tenant's Work;(b)issue joint checks to Tenant and the contractors,subcontractors,or suppliers to whom Tenant or its general contractor owe funds;or(c)offset from and against the Tenant Improvement Allowance any monies due Landlord under the terms of this Lease. If Tenant has not made application for the Tenant Improvement Allowance or satisfied all conditions to Landlord's obligation to pay the Tenant Improvement Allowance within one(1) year after the Commencement Date,then Landlord's obligation to pay the Tenant Improvement Allowance shall automatically terminate without any requirement that Landlord send notice to Tenant. The rights given Landlord in this paragraph shall be in addition to all other rights and remedies under the Lease,at law or in equity arising from Tenant's failure to open for business in the Premises. 1A.2 CAP ON EXPENSES Notwithstanding anything in this Lease to the contrary,commencing with the second full calendar year of the Terni,Tenant's Pro Rata Share of Controllable Expenses(as defined below)shall not increase more than five percent(5.0%)("CaR")for any one(1) calendar year in excess of the amount payable by Tenant in the immediately preceding calendar year;provided,however,that(a)the amount of the difference in any one calendar year between the actual percentage increase in the Controllable Expenses and the Cap (when the increase is less than the Cap)may be accumulated by Landlord and carried forward to future calendar years and used by Landlord to increase Cap,and(b)the amount of Controllable Expenses which are uncollectible during any calendar year because the Controllable Expenses are more than the Cap may be accumulated by Landlord and carried forward to future calendar years and included in any calendar year in which Controllable Expenses are less than the amount of increase permitted by the Cap,so long as in either event,the increase in the Cap in such calendar year when added to increases in the immediately preceding prior years shall not exceed the Cap. In the event of a partial calendar year,in order to calculate the above limitation,the amounts payable by Tenant shall be projected over and increased to cover a full calendar year. "Controllable Expenses"means all Expenses,except insurance,storm debris removal,capital expenses,taxes,security and utilities. Solely for purposes of determination and calculation of the foregoing limitation, and for such purposes only,Expenses shall not include and no limitation on increases shall apply to the foregoing uncontrollable costs. The aforesaid excluded items shall be deducted from the Expenses before the limitation is applied and,after the limitation on Expenses is determined,added to the limited Controllable Expenses to determine Tenant's Pro Rata Share of Expenses in any calendar year. 1A.3 INTERFERENCE Tenant shall conduct its business in a manner so as not to generate from the Premises noises,odors or vibrations that are offensive to the Landlord or other occupants of the Shopping Center or which adversely affect the operations of the Shopping Center including the occupants of the Shopping Center. In the event such noises,odors or vibrations are generated from the Premises,Tenant shall be responsible at its sole cost and expense to remedy the same pursuant to plans and specifications approved by Landlord including, but not limited to,installing additional sound proofing at the Premises. Further,at a minimum,Tenant shall provide noise and vibration reduction measures such that noise from Tenant operations does not exceed NC-25 and such that Tenant does not generate noises,odors or vibrations that interfere with other neighboring occupants(both adjacent and above or below)at the Shopping Center.Tenant shall engage a qualified acoustician to guide its fit-out and shall submit certified confirmation of engineering compliance with the noise criterion from the acoustician as part of the Landlord's review of Tenant's plans and specifications. Tenant may accomplish such reduction measures by several methods including,but not limited to,adding additional drywall,adding insulation, etc. Landlord's approval of Tenant's Plans for Tenant's Work shall in no event be deemed a representation or warranty that Tenant has satisfied these requirements. ARTICLE 2-GRANT In consideration of the Rent agreed to be paid and of the covenants and agreements made by the parties hereto,Landlord hereby leases to Tenant,and Tenant hereby leases from Landlord the Premises,subject to and upon the terms and conditions set forth in this Lease,together with the right to use,in common with others entitled thereto,the Common Areas,subject to the terms and conditions of this Lease. -3- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Landlord may relocate the Premises and may increase, reduce or change the number, dimensions and location of the improvements comprising the Shopping Center or any of them in any manner as Landlord shall deem proper. Tenant shall not mortgage,pledge or otherwise encumber its interest in this Lease or in the Premises. ARTICLE 3-RENT Tenant will pay Rent to Landlord,without notice,demand,deduction,counterclaim or offset whatsoever,in the amounts set forth in this Lease,monthly in advance on the first day of each and every calendar month during the Terni. Rent will be paid to Landlord in currency of the United States using Landlord's designated"Retailer Payment Portal"(the"RPP"),or such other place as Landlord may designate upon notice to Tenant at any time and from time to time during the Terni. Tenant will register and access the RPP using the following link: https://edens.com/retailer-pot-taU and must elect to make Rent payments using the"auto pay"function available within the RPP. The first payment of monthly Minimum Rent,Initial Estimated Expense Charge,Initial Estimated Insurance Charge,Initial Estimated Tax Charge,and any other monthly charges due hereunder as set forth in Article 1 hereof,shall be due simultaneously with Tenant's execution of this Lease and shall be applied to Rent due for the first full calendar month of the Term. In the event the Commencement Date shall occur on a day other than the first day of the month,the first rental payment shall be adjusted for the fractional monthly period so that all rental payments other than the first shall be due and payable on the first day of each month. A late charge of five percent(5%)of the monthly Rent payment(the"Late Charge')shall be added to each and every monthly Rent payment not received by Landlord prior to the tenth(IOth)day of the month in which such payment is due,and shall be due and payable on or before the first(Ist)day of the month immediately following the month for which the payment was not timely made. Any amount due from Tenant to Landlord hereunder which is not paid when due,including late payment charges,shall bear interest at a rate equal to the lesser of(i)one and one half percent(I.5%)per month from the due date until paid or(ii)the highest rate permitted under applicable law(hereinafter,"Interest"). Tenant's payment of any Late Charge or Interest shall not excuse or cure any default by Tenant under this Lease. Nothing contained in this Article or elsewhere in this Lease shall enable Landlord to collect an amount of interest on past due amounts or penalties on late payments(if such penalties are deemed to be interest under applicable law)greater than that allowed by applicable law,and the terms and provisions of this Lease shall be deemed modified to comply with applicable law. Landlord's election not to assess the Late Charge for any late payment shall not constitute a waiver or preclude Landlord from assessing such Late Charge at other times. Landlord shall be entitled to collect from Tenant all expenses incurred by Landlord involving collection of late Rent,including,but not limited to,reasonable attorneys'fees and court costs. Landlord shall apply any payments received from Tenant to outstanding amounts due from Tenant hereunder in such order as determined by Landlord in its sole discretion. ARTICLE 4-PERCENTAGE RENT [Intentionally omitted.] ARTICLE 5-GROSS SALES REPORTING Tenant shall submit to Landlord monthly a report of its Gross Sales(as hereinafter defined)during the preceding calendar month via the RPP and must include all of the information required therein. Such report must be received by Landlord by the tenth (10th)day of the month following the month of the sales. Within forty-five(45)days after the end of each Lease Year,Tenant must submit to Landlord a statement signed by a certified public accountant or authorized officer of Tenant certifying the amount of Gross Sales from the Premises for such Lease Year(the"Annual Gross Sales Statement").If Tenant fails to timely provide any report of Gross Sales then,in addition to any other remedies to which Landlord may be entitled for a default by Tenant,Tenant shall be assessed a fee of Five Hundred and no/100 Dollars ($500.00)for each occurrence,and One Hundred and no/100 Dollars($100.00)for each day thereafter until Landlord receives the applicable report of Gross Sales. Landlord's receipt of Gross Sales reports via the RPP is deemed sufficient notice to Landlord for this and only this purpose under Lease.Landlord will have the right upon notice to Tenant,at any time and from time to time during the Terni,to direct Tenant to submit Gross Sales reports using an alternative method of delivery. The terns"Gross Sales"shall mean the gross proceeds from business done in or from any part of the Premises,including, without limitation,membership fees collected by Tenant,the total dollar amount of the actual sales price,whether for cash or on credit or partly for cash and partly on credit,of all sales of merchandise and services and of any and all other receipts of business conducted in or from the Premises,including but not limited to,all food,beverages,services,goods,merchandise,gift and merchandise certificates, deposits not refunded to purchasers including all sums paid on lay-away sales which are or shall become forfeited to Tenant, commissions received on vending machines or other coin-operated devices,sales by any sublessee,concessionaire or licensee of Tenant or otherwise made from or in the Premises,the retail value of any goods,services,food or merchandise received by employees in lieu of earnings,and of any and all other receipts of business conducted in or from the Premises pursuant to orders made,received or fulfilled at or from the Premises by mail,telephone,video,computer or other electronic or technology-based systems,whether existing now or developed in the future,or other similar orders including,but not limited to,such sales and services(i)where the orders therefor originate at and are accepted by Tenant in the Premises,but delivery or fulfillment thereof is not made from the Premises,(ii)by means of mechanical and other vending devices in the Premises,and/or(iii)which the Tenant in the normal and customary course of its operations would credit or attribute to its business upon the Premises,or any part or parts thereof;and all moneys or other things of value received by the Tenant from its operations at,in,on or from the Premises which are not expressly excluded from Gross Sales by the other provisions of this Lease. Each sale upon installment or credit shall be regarded as a sale for the full price in the month during which the sale shall be made,irrespective of the time when Tenant shall receive payment from its customer. No deduction shall be allowed for uncollected or uncollectible credit accounts. Gross Sales,however,shall not include(i)any sums collected and paid out by Tenant for any sales,use,occupation or retail tax imposed by any duly constituted governmental authority upon purchases from Tenant at retail and collectible by Tenant from purchasers;(ii)the amount of returns to shippers or manufacturers;(iii)the exchange of goods or merchandise between the stores of Tenant,if any,where such exchanges of goods or merchandise are made solely for the convenient operation of the business of Tenant and not for the purpose of consummating a sale which was made at,in,from or upon the Premises and/or for the purpose of depriving -4- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Landlord of the benefit of a sale which otherwise would be made at,in,from or upon the Premises;(iv)the amount of any cash or credit refund made upon any sale where the merchandise sold,or some part thereof,is thereafter returned by Tenant's customer and accepted by Tenant,but solely to the extent that the proceeds of any such sale would have been included in Gross Sales hereunder;or(v)sales of Tenant's fixtures not in the ordinary course of Tenant's business. ARTICLE 6-ADDITIONAL RENT Other than Minimum Rent and Percentage Rent(if applicable),all payments to be made by Tenant to Landlord pursuant to this Lease shall be deemed to be and shall become additional rent(the"Additional Rent")hereunder,whether or not designated as such,and shall be due and payable on demand or together with the next succeeding installment of Minimum Rent,whichever shall first occur;and Landlord shall have the same remedies for failure to pay the same as for non-payment of Minimum Rent. Landlord,at its election,shall have the right to pay for or do any act which requires the expenditure of any sums of money by reason of the failure or neglect of Tenant to perform any of its obligations under this Lease,and in the event Landlord shall,at its election,pay such sums or do such acts requiring the expenditures of monies,Tenant agrees to pay Landlord,upon demand,all such sums,and the sums so paid by Landlord,together with Interest thereon,which shall be deemed Additional Rent and payable as such. ARTICLE 7-SECURITY DEPOSIT Tenant,concurrently with the execution of this Lease,shall deposit with Landlord the Security Deposit as security for the performance of Tenant's obligations hereunder. If Tenant defaults with respect to any provision of this Lease,including but not limited to the provisions relating to the payment of any Rent,Landlord,in its sole discretion,may elect to use,apply or retain all or any part of the Security Deposit for the payment of any Rent or any other sum due to Landlord hereunder or for the payment of any other loss or damage which Landlord may suffer by reason of Tenant's default. If any portion of the Security Deposit is so used or applied,Tenant shall,within five(5)days after written demand therefor,deposit with Landlord an amount sufficient to restore the Security Deposit to its original amount and Tenant's failure to do so shall be a material breach of this Lease. Unless required by applicable law,Landlord shall not be required to keep the Security Deposit separate from its general funds and Tenant shall not be entitled to interest thereon. If Tenant shall fully and faithfully perform each provision of this Lease to be performed by it,the Security Deposit or any unused balance thereof,shall be returned to Tenant,upon request,within thirty(30)days following Lease expiration and upon Tenant's vacating the Premises and removing all of its property. The Security Deposit shall not constitute prepaid Rent or liquidated damages,but it may,at Landlord's sole option,be applied by Landlord toward the payment of the final month's Rent due under the Lease. Landlord may transfer the Security Deposit to a transferee of Landlord's interest in the Premises or the Shopping Center whereupon Landlord shall be released from any further liability with respect to the Security Deposit. Notwithstanding anything in this Lease to the contrary,provided Tenant has not been in monetary or material non-monetary default of this Lease,beyond any applicable grace or cure period,as further defined in Article 24,during the first two(2)Lease Years, Tenant shall be entitled to a refund of twenty-five percent(25%)of the total amount of the Security Deposit upon written request made at any time within thirty(30)days following the end of the second(2nd)Lease Year,and Landlord shall refund such amount to Tenant, provided Tenant is not then in default. Further,provided Tenant met the requirements for refund in the preceding sentence and provided Tenant also has not been in default of this Lease beyond any applicable grace or cure period during the third(3Td)Lease Year,Tenant shall be entitled to a refund of twenty-five percent(25%)of the total original amount of the Security Deposit upon written request made at any time within thirty(30)days following the end of the third(3Td)Lease Year,and Landlord shall refund such amount to Tenant, provided Tenant is not then in default. Said refunds shall be paid by Landlord to Tenant either via check or in the form of a credit to Tenant's account,as shall be specified by Tenant in its request for said refund;provided that if Tenant's request does not so specify, then Tenant shall be deemed to have elected for the refund amount to be credited to Tenant's account. ARTICLE 8-COMMENCEMENT OF TERM AND RENT The Terni of this Lease and the accrual of Rent hereunder shall commence on the Commencement Date and expire at the end of the Terni;provided,however,except as expressly set forth herein to the contrary,Tenant's covenants and obligations pursuant to this Lease shall be effective and Tenant shall be fully bound thereby from and after the execution of this Lease by Landlord and Tenant. Prior to the Delivery Date,Tenant and its agents,servants,employees,and/or contractors may enter the Premises only with Landlord's prior written consent,and in such event Tenant hereby agrees that none of such parties nor their work,equipment,or materials will interfere with any work or construction being or to be performed by Landlord or any other tenant of the Shopping Center;that Tenant will indemnify,defend and hold harmless Landlord of and from any and all liability,damage,costs,and expense(including attorneys'fees)for personal injury(including death)and/or property damage attributable directly or indirectly to any act or omission of any one or more of such parties;that Tenant will pay all utility charges with respect to the Premises which accrue on and after the date of the first such entry;and that such entry shall be subject to all terms,conditions,and covenants of this Lease other than those relating to the payment of Rent. Prior to Tenant's first entry into the Premises(including entry by any of Tenant's agents,servants,employees, and/or contractors),whether before or after the Delivery Date,Tenant shall provide Landlord with evidence of insurance coverage as required by Article 20(including,but not limited to,liability insurance and coverage for any and all contractors involved in Tenant's construction). Tenant shall complete all of Tenant's improvements in accordance with Tenant's Plans(as defined in Exhibit"C")and the terms and conditions set forth in Exhibit"C"and open for business on or before the Commencement Date. In the event Landlord delivers the Premises to Tenant,and Tenant fails to take possession within thirty(30)days thereafter,and/or to open the Premises for business,fully fixtured,stocked and staffed,on or before the Commencement Date,then Landlord shall have,in addition to any and all remedies herein provided,the option to immediately cancel and terminate this Lease and Tenant thereby shall forfeit any and all Security Deposit and prepaid Rent. In addition, in the event Tenant shall have failed to open the Premises for business on or before the Commencement Date,then all of Tenant's charges shall nevertheless commence on the Commencement Date at the rates specified in this Lease,except that Minimum Rent shall commence and be payable at the rate of one-fifteenth(1/1 5th)of the monthly amount of Tenant's initial Minimum Rent per day until Tenant shall open for business. Upon Landlord's request,Tenant shall execute a document confirming the actual Commencement Date of this Lease. -5- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 ARTICLE 9-PREMISES For purposes of this Lease,the Premises shall be deemed to extend to the exterior faces of all exterior walls or to the building line where there is no wall,or to the center line of those walls separating the Premises from other premises in the Shopping Center, together with the appurtenances specifically granted in this Lease,but reserving and excepting to Landlord the use of the exterior walls and the roof and the right to install,maintain,use,repair and replace utility lines,pipes,ducts,conduits,wires and other lines and facilities,over,under,upon and through the Premises as may be reasonably necessary or advisable for the servicing of the Premises or other portions of the Shopping Center,in locations which will not materially interfere with Tenant's use of the Premises. ARTICLE 10-USE OF PREMISES Tenant covenants and agrees to use the Premises only for the Permitted Use and operate only under Tenant's Trade Name in the transaction of business in the Premises. Landlord may enforce this provision by cancellation of this Lease,injunctive or other equitable relief,and in addition to any other remedies available to Landlord,and in the event of any such legal or equitable action, Landlord shall,among other things,be entitled to recover attorneys'fees and costs. Tenant covenants that it will not: (A) sell or display any merchandise,coin operated machines or solicit any sales or maintain any stands in the Common Areas or in front of the Premises or of the line of buildings in the Shopping Center; (B) erect or maintain any barricade or scaffolding or otherwise interfere with the business of any other tenant or occupant of the Shopping Center; (C) create or maintain,or allow others to create or maintain, any nuisances,including without limiting the foregoing general language,loud noises,sound effects,vibrations,offensive odors and smoke or dust in or about,or emanating from,the Premises; (D) place or maintain any signs in any parking areas of the Shopping Center,including any vehicle parked at the Shopping Center; (E) commit any waste; (F) maintain or allow to be maintained any excessively bright,changing,flashing or flickering lights or similar devices, visible from the exterior of the Premises; (G) use the Premises for any immoral,unlawful or illegal trade or purpose or fail to at all times comply in its occupancy and use with all applicable local ordinances,and all applicable local,state and federal laws,codes and regulations (collectively,the"Laws"); (H) conduct within the Premises,any fire sale,auction,or"going-out-of-business"sale;or (I) do or permit anything to be done in or upon the Premises or bring in anything or keep anything therein which shall increase the rate of insurance on the Premises or on the Shopping Center above the standard rate for a retail store located in the Premises (and that in the event Tenant shall do any of the foregoing,Tenant will promptly pay to Landlord on demand any such increase resulting therefrom, which shall be due and payable as Additional Rent hereunder). Landlord makes no representations to Tenant that Tenant's operation for the Permitted Use in the Premises meets local zoning and land use ordinances,and Tenant shall be responsible,at its sole cost and expense,for obtaining any and all required permits for its use and occupancy of the Premises. Tenant agrees to keep the Premises in such a manner so as not to disturb other tenants and/or customers and so as not to detract from the reputation and integrity of the Shopping Center. Tenant shall operate its business in a dignified manner and in accordance with high standards of store operation so as to maintain a character in keeping with the rest of the Shopping Center. Tenant's use of the Premises shall be subject,at all times during the Terni,to Landlord's right to adopt,modify and/or rescind from time to time reasonable rules and regulations not in conflict with any of the express provisions herein governing the use of the Common Areas,including but not limited to parking areas,malls,walks,driveways,passageways,signs,exteriors of buildings,lighting and other matters affecting other tenants in and the general management and appearance of the Shopping Center,and Tenant agrees to comply with all such rules and regulations. Tenant shall receive and deliver goods and merchandise only in the manner,at such times, and in such areas as may be designated by Landlord. Tenant and its contractors must adhere at all times during the Terni to reasonable rules,regulations,specifications,and related programs from time to time implemented by Landlord to assure the sustainability of the Shopping Center(collectively,the"Shopping Center Sustainability Practices"). The Shopping Center Sustainability Practices may be implemented from time to time by the promulgation of consistently-applied rules and regulations,tenant handbook,construction specifications and materials manual,and/or lists of recommended vendors in order to assist Tenant's compliance herewith,or any combination thereof. ARTICLE 11-CONTINUOUS OPERATION Tenant agrees that the Shopping Center is an independent enterprise,that the Shopping Center's success is dependent upon the continued operation of Tenant's business for the benefit of all involved,and that maintenance of the character and quality is enhanced by the continued occupancy of the Premises and the regular conduct of Tenant's business therein.Accordingly,and as an inducement to Landlord to execute this Lease,Tenant agrees to promptly open for business in accordance with the requirements of this Lease and thereafter continuously conduct its business in the entirety of the Premises on the days and during the hours which are generally accepted -6- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 as the times of operation of the Shopping Center(the"Operating Hours"). Tenant agrees to keep its store adequately stocked with saleable merchandise and adequately staffed with employees in an effort to produce maximum Gross Sales and in compliance with all the terms of this Lease. If Tenant fails to continuously conduct its business in accordance herewith,which failure is not cured within the applicable grace period,if any,Landlord may,at Landlord's sole option(but in addition to remedies available to Landlord for a default by Tenant),cancel and terminate this Lease by sending Tenant written notice thereof,in which event Tenant shall immediately surrender the Premises to Landlord. During any day when Tenant is not open for business at the Premises during all of the hours when Tenant is required to be open as provided in this Article,subject to closing from time to time for federal and state holidays,then,without limitation to any rights and remedies provided to Landlord under this Lease or otherwise,the Minimum Rent due and payable under this Lease for such day shall be due and payable at a rate which is equal to two(2)times the Minimum Rent rate otherwise due and payable. Notwithstanding anything to the contrary in this Lease,Tenant shall be deemed to be in compliance with the requirements of this Article 11,so long as Tenant is open for business during at least five(5)days per week and forty(40)hours per week;provided, however,in addition to closing on federal and state holidays,Tenant may elect to temporarily close for business in the Premises for up to two(2)weeks during any calendar year of the Lease Terni for purposes of vacation or time off,and the election to temporarily close pursuant to the foregoing shall not be deemed a default under this Lease. ARTICLE 12-RETAIL RESTRICTION LIMIT During the Terni,Tenant shall not,directly or indirectly through any officer,director,member,stockholder,affiliate,parent or subsidiary or any franchisee or licensee or principal or partner,engage in any business similar to or in competition with that for which the Premises are let(a"Violating Business"),within a radius of three(3)miles of the outside boundary of the Shopping Center.Upon the opening for business of any such Violating Business,Tenant shall submit to Landlord a monthly report of its Gross Sales during the proceeding calendar month generated by such business,which report shall be in accordance with Articles 4 and 5 hereof(the"Violating Gross Sales"). In addition to any rights and/or remedies available to Landlord,upon the opening for business of any such Violating Business,Tenant shall immediately commence to pay Landlord in lieu of Minimum Rent the greater of(i)two hundred percent(200%) of the then-applicable Minimum Rent or(ii)the then-applicable Minimum Rent and an amount equal to the Violating Gross Sales for the prior calendar month until the Violating Business ceases operating. ARTICLE 13-CARE OF PREMISES Tenant shall at all times keep the Premises in a neat,orderly and safe condition. Tenant agrees to use reasonable diligence to keep the sidewalks and outside areas immediately adjoining the Premises free from ice and snow,and at all times broom-clean,free of trash,litter or obstructions of any kind. Tenant agrees to clean adequately said Premises as needed from time to time during the Terni of this Lease,and Tenant will keep clean the inside and outside of all glass in the doors and windows of the Premises. Tenant will maintain the Premises in a sanitary condition and free of pets,animals,insects,rodents,termites,vermin and other pests. Tenant shall promptly remove any mold from the Premises. Tenant agrees to adequately heat and cool the Premises,and Tenant shall at all times keep the Premises at a temperature sufficiently high to prevent freezing of water pipes and fixtures. Tenant shall,in accordance with governmental regulations and at its expense,including any and all governmental fees,provide for the regular removal of all trash,rubbish and garbage from the Premises. Landlord reserves the right to designate,from time to time, a third-party trash collection and/or recycling vendor,in which event Tenant shall,as Landlord shall so designate,either(i)reimburse Landlord,as Additional Rent,based on Tenant's proportionate share as it relates to the square footage of gross leasable areas of all tenants utilizing the service or on such other basis as Landlord shall reasonably determine,or(ii)contract directly with such designated vendor for such services and pay such vendor directly. Tenant shall not permit the burning of any rubbish or garbage in or about the Shopping Center. If garbage and rubbish accumulates around dumpsters,canisters or containers on Shopping Center property,Landlord shall have the right to regulate the method of accumulation for health and aesthetic purposes,and Tenant shall comply therewith. ARTICLE 14-COMMON AREAS AND PARKING All Common Areas in or about the Shopping Center shall be subject to the exclusive control and management of Landlord. Tenant and its concessionaires,officers,employees,contractors,agents,customers and invitees shall have the non-exclusive right,in common with Landlord and all others to whom Landlord has or may hereafter grant rights,to use the Common Areas as designated from time to time by Landlord,subject to such reasonable rules and regulations as Landlord may from time to time impose,including the designation of specific areas in which cars owned by Tenant,its concessionaires,officers,employees,contractors and agents must park and the manner,times and areas Tenant receives deliveries of goods and merchandise. Tenant agrees to abide by such rules and regulations and to use its best efforts to cause its concessionaires,officers,employees,contractors,agents,customers and invitees to conform thereto. Landlord may at any time temporarily close parking areas and other Common Areas,and Landlord may do such other acts in and to the Common Areas as in its judgment may be desirable. Tenant shall,upon request,furnish to Landlord the license numbers of the cars operated by Tenant and its concessionaires,officers and employees. If Tenant or its concessionaires,officers or employees fail to park their cars or other vehicles in Common Areas designated by Landlord,Landlord shall have the right in its sole discretion to (i) charge Tenant Ten and No/100 Dollars ($10.00)per day per car parked in any Common Areas other than those designated,and/or(ii)have such cars or other vehicles physically removed from the Shopping Center at Tenant's expense,without any liability whatsoever to Landlord. Tenant shall not at any time interfere with the rights of Landlord and other tenants,its and their concessionaires,officers,employees,contractors,agents,customers and invitees,to use any part of the parking areas and other Common Areas. Neither Tenant nor Tenant's employees,contractors,concessionaires or agents shall solicit business in the parking or other Common Areas or distribute any handbills or other advertising matter in such areas or place any such handbills or advertising matter in or on any automobiles parked therein without Landlord's written consent. Anything in this Lease to the contrary notwithstanding,Landlord shall have the right at any time during the Terni to alter, modify,change or move the parking facilities or other Common Areas within the Shopping Center as now constituted or planned or hereafter enlarged or diminished. It is expressly understood and agreed that the designation or use from time to time of portions of the Shopping Center as Common Areas shall not restrict Landlord's use of such areas for buildings,structures,or for such other purpose as Landlord shall determine, provided such parking modifications do not unreasonably impair access to the Premises by Tenant's employees,invitees,or customers. -7- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Landlord reserves the right to institute valet parking and to grant to third parties the non-exclusive right to cross over and use, in common with Landlord and all tenants of the Shopping Center,the Common Areas as designated from time to time by Landlord, provided such valet parking does not unreasonably impair access to the Premises by Tenant's employees,invitees,or customers. ARTICLE 15-TAX RESPONSIBILITIES In addition to Tenant's responsibility to reimburse Landlord for Taxes(as hereinafter defined),Tenant shall pay,in a timely manner,all operating license fees for the conduct of its business and ad valorem and other taxes and assessments levied upon its trade fixtures,personal property,inventory and stock of merchandise,as well as any applicable sales taxes attributable to the payment of Rent. Said obligations of Tenant shall survive any termination or expiration of this Lease and shall continue until fully paid to the applicable taxing authority. Upon any failure by Tenant to satisfy its responsibilities under this Article,Landlord shall have the right,but not the obligation, to make payment on behalf of Tenant,and such payment shall be deemed to be Additional Rent due for the month in which the taxes are paid,and shall become due and payable upon ten(10)days written notice to Tenant evidencing such payment by Landlord. ARTICLE 16-MECHANIC'S LIEN If by reason of any alteration,repair,labor performed or materials furnished to the Premises for or on behalf of Tenant any mechanic's or other lien shall be filed,claimed,perfected or otherwise established as provided by law against the Premises and/or the Shopping Center or any portion thereof,Tenant shall discharge or remove the lien by bonding or otherwise,within ten(10)days after notice from Landlord to Tenant. In the event Tenant fails to timely discharge or remove any such lien,Landlord may,but shall not be obligated to,cause such lien to be removed or bonded over and Tenant agrees to pay to Landlord the costs Landlord incurs as a result, as Additional Rent hereunder. Tenant's obligations hereunder shall survive the expiration or earlier termination of this Lease. ARTICLE 17- PRO RATA SHARE OF EXPENSES,TAXES AND INSURANCE The terns"Expenses"is hereby defined as all costs and charges incurred by Landlord in its discretion in connection with Landlord's ownership,management,operation,maintenance,repair and replacement of the Shopping Center,including but not limited to costs and charges for: water and sewer;business licenses and permits;supplies;utilities(including utility system installations);off-site utilities and improvements serving the Shopping Center), such as (by way of example only) sewer lift stations, solid waste disposal, retention/detention ponds, storm drainage facilities,roadways and driveways; security; improvements and amenities; elevators and stairways;the applicable annual amount of any costs or charges which Landlord has elected to amortize over a period of years;roof (including roof systems and membranes);legal and accounting services not related to lease negotiations or evictions;lighting;traffic control;parking facilities(including resurfacing and resealing);reserves for repairs,maintenance,and replacement of Shopping Center facilities;painting;fire sprinkler systems and fire,life safety and other alarms(including testing,inspections and monitoring);planting, replanting and replacement of all landscaping;sprinkler and irrigation systems;trash pick-up and removal,including porter services; on-site administrative office or facility and personnel;signage;and extermination services. The terns"Insurance"is hereby defined as all costs,charges and expenses of every kind whatsoever associated with insuring the Shopping Center and the Common Areas,or causing the same to be insured,including,but not limited to causes of loss special form (formerly"All Risk")property insurance,including the perils of flood and earthquake,rent interruption insurance,all liability insurance, workers'compensation insurance,and other insurance coverages deemed reasonable and necessary by Landlord,and/or its lender and Landlord's share of any deductible or co-insurance in connection with a loss. The terns"Taxes"is hereby defined as all general and special taxes and assessments (ad valorem and non-ad valorem), including existing and future assessments for road,sewer,utility and other local improvements and other governmental charges or any special assessments,taxes and charges imposed by any applicable local community development association,which may be lawfully charged,assessed,or imposed upon all or any portion of the Shopping Center and its Common Areas, on both land and any or all improvements contained therein,and including but not limited to,all applicable wage,unemployment,social security and personal property taxes and assessments. Landlord shall pay,or cause to be paid,all Taxes before the same become delinquent;provided however, that if authorities having jurisdiction assess Taxes (or any portion thereof)which Landlord deems excessive, Landlord may defer compliance therewith to the extent permitted by law so long as the validity or amount thereof is contested by Landlord in good faith and so long as Tenant's occupancy of the Premises is not disturbed or threatened. Taxes shall include any payment by Landlord resulting from a compromise or settlement agreement with the applicable taxing authority as to the amount of any Taxes. In every case,Taxes shall be adjusted to take into account any abatement or refund thereof paid to Landlord,less all of Landlord's costs of securing such abatement or refund(Landlord having the sole right to contest Taxes). If Landlord shall elect to contest Taxes,Landlord shall be entitled to bill Tenant for its Pro Rata Share(as hereinafter defined)of the costs and expenses thus incurred by Landlord as and when the same are incurred,and the same shall constitute part of such Taxes. To the extent that Landlord has received payment of such costs and expenses from Tenant,the same shall not be deducted as aforesaid from the abatement or refund, if any,ultimately received with respect thereto. As Additional Rent,Tenant agrees to pay its Pro Rata Share of:(i)all Expenses,(ii)all Taxes,(iii)all Insurance,and(iv)an administrative fee of fifteen percent(15%)of the total amount of all Expenses,Taxes and Insurance(all as defined above). In addition, as Additional Rent,Tenant shall pay a property management fee at the rate of four percent(4%)of Rent,which may be payable to Landlord,its affiliate,subsidiary,or third-party manager. Said administrative fee and property management fee are included in the amounts due as defined in paragraphs(M),(I)and(0)of Article 1 of this Lease. The Tenant's"Pro Rata Share"shall be calculated by multiplying the applicable annualized charge for the calendar year then under consideration,by a fraction,the numerator of which shall be the Floor Area of the Premises and,except as provided in the next paragraph of this Article,the denominator of which shall be the then-applicable Floor Area of leasable building space in the Shopping Center on which such charges were calculated;provided,however,the denominator of the fraction shall not include the Floor Area,now existing or hereafter constructed,of any tenant occupying more than ten thousand(10,000)square feet of Floor Area,and the applicable charges used to calculate Tenant's Pro Rata Share shall not include any reimbursement Landlord receives from any such tenant. -8- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 In the event any other tenant of the Shopping Center self-insures,and/or is taxed separately,and/or is responsible,under terms of its lease,for payment of specific expenses and therefore does not reimburse Landlord for same,then anything herein to the contrary notwithstanding,Tenant's Pro Rata Share of any such expense shall be determined based upon the proportion that the Floor Area of the Premises bears to the total Floor Area of only those tenants who actually contribute to the payment of such expense. Tenant's payment of the costs and expenses set forth in this Article shall be paid monthly in advance,based upon Landlord's reasonable estimates for the year's applicable charges. Landlord shall perform a reconciliation on a calendar-year basis when the actual costs from the preceding year have been determined. Should the Terni end prior to the end of a calendar year,its payment of costs and expenses hereunder shall be prorated on a monthly basis for such partial calendar year;provided,however,to any extent Taxes are billed by the applicable taxing authority on a basis other than calendar year,any such amounts may be billed and/or reconciled by Landlord based on such applicable tax year. In the event the annual reconciliation reveals a balance due from Tenant,Landlord will invoice Tenant for the remaining balance and Tenant shall have thirty(30)days from the date of such invoice to pay Landlord the balance due. Should the annual reconciliation reveal an overpayment by Tenant,Landlord shall notify Tenant of such overpayment and apply a credit to Tenant's account,and upon notification from Landlord, Tenant may deduct the overpayment from its next Rent payment coming due. Should there be an overpayment by Tenant during the last Lease Year of the Terni,then Landlord shall notify Tenant of such overpayment,and upon Tenant's request,refund any monies due to Tenant within thirty(30)days after the Terni expiration date,provided no other charges due from Tenant under the Lease are outstanding. Tenant's failure to obj ect to any statement,invoice or billing rendered by Landlord within a period of ninety(90)days after Tenant's receipt thereof shall constitute Tenant's acquiescence with respect thereto and shall render such statement,invoice or billing an account between Landlord and Tenant. Tenant's obligations hereunder shall survive the expiration or earlier termination of this Lease. ARTICLE 18-CONSTRUCTION OF IMPROVEMENTS Those items designated as "Landlord's Work" (if any) in Exhibit "B", attached hereto and made a part hereof, shall be performed by Landlord. Those items designated as"Tenant's Work"(if any)in Exhibit"C",attached hereto and made a part hereof, shall be performed by Tenant. ARTICLE 19-FIXTURES AND INTERIOR ALTERATIONS Except for Tenant's Work(as performed in accordance with Exhibit"C', and the installation of unattached moveable trade fixtures which may be installed without drilling,cutting or otherwise defacing the Premises,Tenant shall not make any alterations or modifications to the Premises without the prior written consent of Landlord,which consent shall be in Landlord's sole discretion. Any alterations or improvements in and to the Premises shall not adversely affect the structural integrity of the Premises or reduce its value. If Landlord's approval is given,Tenant shall make such permitted alterations,additions or improvements in a good workmanlike manner and in accordance with all requirements of municipal and other governmental authorities. Under no circumstances shall Tenant be allowed to make structural alterations,additions,or improvements or penetrate the roof or exterior walls of the Premises without the express prior written consent of Landlord. It is expressly understood that the use of the roof above the Premises and exterior walls are reserved to Landlord. All permanent improvements shall belong to Landlord and become a part of the Premises upon termination or expiration of this Lease. Tenant shall be responsible for obtaining at its sole cost and expense all necessary permits and approvals from any governmental authority related to any work to be performed by Tenant on the Premises. Prior to applying for each such permit and approval,Tenant shall submit the plans for the same to Landlord for review and Tenant shall not submit any such application to any governmental authority without Landlord's prior approval. Tenant shall provide Landlord with as-built drawings for Tenant's Work and any other alterations to the Premises performed by or on behalf of Tenant. No approval of plans by Landlord shall constitute a warranty or representation as to the technical sufficiency, adequacy or safety of the plans,structures,any of their component parts,or any other physical condition or feature pertaining to the improvements,it being acknowledged by Tenant that Landlord has made such approvals solely for determining and protecting the value of Landlord's property for internal purposes,and not as an expert in construction-related matters. Any unattached moveable trade fixtures installed by Tenant shall at all times be and remain the property of Tenant,and Tenant shall have the right to remove all or any part of the same from the Premises at any time so long as Tenant is not in default of the terms and provisions of this Lease;provided,however,Tenant shall repair(or reimburse Landlord for the cost of repairing)any damage to the Premises resulting from the installation and removal of such items. All alterations,additions,and improvements made in and to the Premises,including all light fixtures and all floor covering that is cemented,attached,tacked,adhesively fixed,stapled,or in any way installed or fixed to the floor,and all other fixtures(other than trade fixtures)which are installed in the Premises,shall remain in and be surrendered with the Premises and shall become the property of Landlord at the expiration or sooner termination of this Lease. ARTICLE 20-INDEMNIFICATION AND INSURANCE Except to the extent caused by the acts or omissions of Landlord or its agents,employees,contractors,servants,or licensees, and subject to Article 23,Tenant shall indemnify,defend with counsel acceptable to Landlord and save harmless Landlord,Landlord's property manager, employees, lessors, partners, officers, shareholders, members, trustees, principles, agents and any holders of a mortgage and/or lien on all or any portion of the Shopping Center,from and against all claims of whatever nature arising from any act, omission or negligence of Tenant,or Tenant's contractors,licensees,agents,servants,employees,customers or invitees,or arising from any accident,injury,or damage whatsoever caused to any person,or to the property of any person,or from any violation of applicable law including,without limitation,any law,regulation,or ordinance,occurring from and after the Delivery Date and until the end of Tenant's legal possession thereof,in or about the Premises,or arising from any accident,injury or damage occurring outside of the -9- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Premises,including,without limitation,the Common Areas,where such accident,damage or injury results or is claimed to have resulted from an act or omission on the part of Tenant or Tenant's contractors,licensees,agents,servants,employees,customers or invitees. This indemnity and hold harmless agreement shall include indemnity against all obligations,damages,judgments,penalties,claims, charges,costs,expenses and liabilities incurred in or in connection with any such claim or proceeding brought thereon,and the defense thereof and shall survive the expiration or earlier termination of this Lease. Tenant covenants and agrees that,effective as of Tenant's first entry into the Premises and thereafter at all times during the Terni,Tenant will carry and maintain,at its sole cost and expense,the following types of insurance in the amounts specified and in such form as hereinafter provided: (i) Commercial general liability insurance (occurrence basis commercial general liability insurance policy on all of Tenant's operations at the Shopping Center, including Products and Completed Operations and Premises Legal Liability,on a form that is reasonably satisfactory to Landlord and containing no exclusion for the acts or omissions of the additional insured(s))with a combined single limit for bodily injury,including death,to any person,and for property damages,of not less than One Million and No/100 Dollars($1,000,000.00)per occurrence,Two Million and No/100 Dollars ($2,000,000.00) aggregate, plus excess/umbrella liability insurance containing a per occurrence combined single limit of One Million and No/100 Dollars($1,000,000.00)aggregate,for general liability,automobile liability and contractual liability; (ii) "Special Causes of Loss Form"property insurance covering all of the items specified as Tenant's Work,all portions of the Premises which Tenant is responsible for repairing and maintaining hereunder(including all glass,including plate glass windows and doors)in or on the Premises,Tenant's leasehold improvements and personal property and personal property of others in Tenant's possession from time-to-time in or upon the Premises,in an amount not less than the full replacement cost without deduction, together with insurance against water damage, vandalism and malicious mischief, (iii) N/A; (iv) Business income insurance in an amount equal to the annual Rent for a twelve(12)month period; (v) Workers'Compensation insurance covering all persons employed,directly or indirectly,by Tenant,with respect to whom death or bodily injury claims could be asserted against Landlord or Tenant, at a minimum meeting the requirements of the applicable state workers'compensation laws,and Employers Liability Coverage with a limit of at least One Million and No/100 Dollars($1,000,000.00)per accident and disease; (vi) Any contractor of Tenant performing work on the Premises must carry and maintain,effective as of the contractor's first entry into the Premises,at no expense to Landlord,naming Landlord,Landlord's lender,if any,and such other parties as Landlord may require as additional insureds: (A) commercial general liability insurance, including contractors liability coverage,contractual liability coverage,completed operations coverage,business auto liability coverage, broad form property damage endorsement and contractor's protective liability coverage, providing protection with limits for each occurrence of not less than One Million and No/100 Dollars ($1,000,000.00)per occurrence,Two Million and No/100 Dollars($2,000,000.00)aggregate;and(B)workers'compensation insurance covering all persons employed,directly or indirectly,by Tenant's contractor,with respect to whom death or bodily injury claims could be asserted against Landlord,Tenant,or Tenant's contractor,in form and with limits in at least the amounts required by applicable laws and Employers Liability Coverage with a limit of at least One Million and No/100 Dollars($1,000,000.00)per accident and disease; (vii) If Tenant serves alcoholic beverages for on-or off-premises consumption,whether for charge or no charge,liquor liability insurance with limits not less than One Million and No/100 Dollars($1,000,000.00)per occurrence,Two Million and No/100 Dollars($2,000,000.00)aggregate,covering all operations of Tenant at the Shopping Center and providing coverage for defense costs outside of the limits of liability; (viii) N/A; (ix) N/A;and (x) Such other insurance coverage against other insurable hazards as are from time to time reasonably requested by Landlord. All policies and certificates of insurance shall evidence that Tenant's insurance policies required pursuant to the provisions of this Lease: (i)name Tenant as the insured,with Landlord and Landlord's property manager,Landlord's lender(if applicable)and such other parties as Landlord may require as additional insureds,and contain a standard mortgagee endorsement,and giving Landlord thirty (30)days'prior written notice of cancellation or termination;(ii)be primary insurance and non-contributing with the subject insurance coverage;(iii)contain cross-liability coverage or a severability of interest clause in a commercially reasonable form;(iv)provide that the insurer thereunder waives any right of recovery by way of subrogation against Landlord as provided in Article 23 in connection with any loss or damage covered by such insurance policy;(v)not contain any deductible provision in excess of Five Thousand and No/100 Dollars($5,000.00);and(vi)be in commercially reasonable form(on Acord Form 27 and 28,as applicable,or substitute equivalents if no longer available).All insurance carriers providing insurance required by this Article must have no less than an A.M.Best's A-/X rating(or the substantial equivalent,if Best's Insurance Ratings is no longer published).Tenant shall comply with all requirements and recommendations of Landlord's insurance carriers. If certificates of insurance required pursuant to this Article are not received by Landlord on or before the date Landlord delivers possession of the Premises to Tenant,Tenant shall not be permitted to perform any work on the Premises or otherwise access,use or occupy the Premises until such certificates are received by Landlord.Tenant shall deliver each certificate of insurance to Landlord by email to the following email address: coi-fl(a?edens.com. Each email must contain a subject line that contains the name of the Shopping Center, Tenant's Trade Name and the store space number of the Premises. -10- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Landlord's receipt by email of the certificate of insurance shall be deemed sufficient notice to Landlord for this and only this purpose under Lease(except as expressly set forth in Article 5 above). Tenant's obligations to carry the insurance provided for herein may be included within the coverage of a so-called blanket policy or policies of insurance carried and maintained by Tenant;provided however,that the coverage afforded Landlord and other additional insureds will not be reduced or diminished by reason of the use of such blanket policy of insurance. If Tenant fails to comply with the above requirement,Landlord may,but shall not be obligated to under any circumstance,obtain such insurance and keep the same in effect,and Tenant shall pay Landlord,as Additional Rent,the premium cost thereof upon demand(Landlord's election to obtain or not to obtain such insurance shall not affect Tenant's indemnity obligation to Landlord under this Article). Exceptto the extent caused by the acts or omissions of Tenant or its agents,employees,contractors,servants,licensees,invitees or customers,and subject to Article 23, Landlord agrees to indemnify and save harmless Tenant from any claim or loss by reason of an accident or damage to any person or property happening on any Common Area(including without limitation,parking areas,sidewalks, ramps and service areas)of the Shopping Center,and further agrees to carry commercial general liability insurance coverage on all Common Areas with a company qualified to transact business in the state in which the Premises are located,stipulating limits of liability of not less than One Million and No/100 Dollars($1,000,000.00)each occurrence/Two Million and No/100 Dollars($2,000,000.00) general aggregate combined single limit coverage. Notwithstanding any language to the contrary,Tenant shall have no rights in said policy(s)maintained by Landlord and shall not,by reason of reimbursement,be entitled to be named an additional insured thereunder. ARTICLE 21-NON-LIABILITY;GENERAL DAMAGE AND FIRE DAMAGE All property kept,stored or maintained in or on the Premises shall be so kept,stored or maintained at the sole risk of Tenant. Notwithstanding any other provision in this Lease to the contrary, Landlord shall not be liable to Tenant, its subtenants or concessionaires, or any other persons permitted by Tenant to occupy or do business in the Premises, for any damage to property, regardless of cause. Landlord and Tenant have agreed to allocate the risk of loss to all such property of Tenant,its subtenants or concessionaires or any other persons permitted by Tenant to occupy or do business in the Premises,by Tenant obtaining(or causing such subtenants or concessionaires or other persons to obtain)insurance insuring the full replacement costs of all such property,which insurance shall include a waiver of subrogation provision against Landlord for any loss or claim paid under such insurance caused by the act or negligence of Landlord. Except as otherwise required by applicable law and in addition to the provisions of the preceding paragraph of this Article, Landlord shall not be liable to Tenant for any damage to property of Tenant or others located in or on the Premises,nor for the loss of, or damage to,any property of Tenant or of others by theft or otherwise nor shall Landlord be liable for any injury or damage to persons or property resulting from fire,explosion,falling plaster,steam,gas,electricity,water,rain or snow,or leaks from any part of the Premises or from the pipes,appliances or plumbing works,or from any other place,or from dampness,or water being upon or coming through the roof,exterior walls(including windows and doors),skylight,vent,trapdoor,or from any other cause whatsoever. Tenant shall notify Landlord immediately in writing upon the discovery of any water infiltration in or about the Premises or Common Areas. Further,Landlord shall not be liable for any damage caused by other tenants or persons in or about the Premises,by any third-party contractors,whether private,public,or quasi-public,or by the failure of Landlord to perform under this Lease. Notwithstanding anything to the contrary in this Lease,including but not limited to the foregoing two(2)paragraphs of this Article 21,Landlord shall be responsible for the repair of any water damage to Tenant's Work(including any materials then located in the Premises for the purpose of being incorporated into Tenant's Work)or to any portions of the Premises which will not be demolished as part of Tenant's Work("Water Damage Work"),resulting from water intrusion into the Premises from the roof,exterior walls, windows,storefront glass,and/or any other exterior doors of the Premises(except to the extent the same is attributable to any actions of, or work performed or being performed by, Tenant or its employees, agents, contractors, or subcontractors) during the period beginning on the Delivery Date and ending on the earlier of: (i)the date the Certificate of Occupancy has been approved for issuance by the applicable governmental authorities; or(ii)the Commencement Date("Water Damage Period"). From and after the Water Damage Period,any damage to the Premises or to materials then located within the Premises for the purpose of being incorporated into Tenant's Work due to water intrusion shall be the responsibility of Tenant in accordance with the foregoing two(2)paragraphs of this Article 21 and any other applicable provisions of this Lease. Should any such damage occur during the Water Damage Period,Tenant shall immediately notify Landlord and give Landlord and/or its contractors access to the Premises to inspect such damage before proceeding with any additional Tenant's Work to the extent the same would obscure or obstruct the water damage or make it more difficult for Landlord to assess the damage and/or perform any required Water Damage Work;provided,however,in any event Tenant shall take any reasonable actions necessary to prevent any further damage and to prevent mold growth. Landlord shall have the following options,in Landlord's sole discretion,for performing the Water Damage Work:(a)using(and paying)its own contractor;or(b)using Tenant's contractor,in which event Landlord shall(in Landlord's sole discretion)either pay Tenant's contractor directly or add the cost thereof to the Tenant Improvement Allowance. Should the Premises be partially destroyed by fire or other casualty so that fifty percent(50%)or more of the Floor Area of the Premises may be occupied by Tenant,Landlord will with reasonable diligence,after receiving all necessary permits and approvals and insurance proceeds sufficient to cover the cost of restoration, repair or restore the same so that thereafter the Premises shall be substantially in the same condition as originally delivered to Tenant;provided,Landlord shall not have any obligation to restore(and Tenant shall be obligated to restore)the leasehold improvements,trade fixtures,inventory,shelving,and equipment and other personal property located within the Premises and damaged by such loss. Notwithstanding the foregoing,if(i)such damage occurs in the last two(2)years of the Terni and Tenant does not exercise any renewal options available to it,or negotiate a new lease with a terns of at least five(5)years;or(ii)any lender of Landlord does not permit the use of insurance proceeds for such repair or restoration,Landlord may elect not to rebuild and cancel this Lease. Should the Premises be so extensively damaged by fire or other casualty so that more than fifty percent(50%)of the Floor Area of the Premises is destroyed or rendered untenantable,then Landlord may,at Landlord's sole discretion,at its expense,restore or rebuild the same so that thereafter the Premises shall be substantially in the same condition as originally delivered to Tenant. If Landlord elects not to rebuild the Premises,either Landlord or Tenant may elect to terminate this Lease by sending written notice thereof to the other party within a reasonable time after Landlord has made such determination. -11- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Tenant agrees that during any period of reconstruction or repair of the Premises,it will continue the operation of its business within the Premises to the extent practicable. During the period from the occurrence of a casualty until Landlord's repairs are completed, Minimum Rent shall be reduced and abated in proportion to the amount of Floor Area of the Premises which is rendered untenable as a result of such casualty;provided,however,that if such damage or destruction is caused by the intentional or negligent acts or omissions of Tenant,its assignees,sublessees,servants,agents,employees,contractors,invitees,licensees,or concessionaires,then,and in that event,the Minimum Rent shall not abate. Tenant shall not be entitled to and hereby waives,releases,and relinquishes any and all claims against Landlord for any compensation or damage for loss of use of all or any part of the Premises or for any inconvenience or annoyance occasioned by any such damage,destruction,repairs,or restoration of the Premises. Unless this Lease is terminated as provided in this Article,if the Premises or leasehold improvements or other property within the Premises shall be damaged or destroyed by fire or other casualty,then Tenant shall: (i)repair and restore all portions of the Premises not required to be restored by Landlord pursuant to this Article to substantially the condition which such portions of the Premises were in at the time of such casualty;(ii)equip the Premises with trade fixtures and all personal property necessary or proper for the operation of Tenant's business;and(iii)open for business in the Premises as soon thereafter as possible. If,however,the Shopping Center shall be substantially damaged or destroyed by fire or casualty,irrespective of whether or not the Premises are damaged or destroyed,Landlord shall promptly restore,to the extent originally constructed by Landlord(consistent, however,with zoning laws and building codes then in existence),so much of such Shopping Center as was originally constructed by Landlord to substantially the condition thereof at the time of such damage,unless Landlord,within a reasonable time after such loss but no later than sixty(60)days,gives notice to Tenant of Landlord's election to terminate this Lease. If Landlord shall give such notice, then anything in this Article to the contrary notwithstanding this Lease shall terminate as of the date of such notice with the same force and effect as if such date were the date originally established as the expiration date hereof. ARTICLE 22-PROPERTY INSURANCE BY LANDLORD Landlord will carry and maintain or cause to be maintained property insurance,with such coverages, deductibles and co- insurance provisions as Landlord may determine,plus all endorsements and other insurance coverages deemed reasonable and necessary by Landlord and or its lender,on the Premises and other buildings in the Shopping Center,but specifically excluding any property or improvements to the Premises made by or belonging to Tenant. If during the Terni the Premises are used for any purpose or in any manner which causes an increase in the rates of such insurance,Tenant shall pay to Landlord,as Additional Rent,the additional premium caused thereby upon demand. Tenant shall have no rights in any policy maintained by Landlord and shall not, by reason of reimbursement or otherwise,be entitled to be named an additional insured thereunder. ARTICLE 23-MUTUAL WAIVER OF SUBROGATION Notwithstanding any provision herein to the contrary,Landlord and Tenant agree that,with respect to any loss which is covered by property insurance required to be carried under this Lease by each of them,respectively,the one carrying or required to carry such insurance and suffering said loss releases the other of and from any and all claims with respect to such loss,including loss of income, and further that their respective insurance companies shall have no right of subrogation against the other on account thereof(and each party shall cause each property insurance policy carried by it to provide for waivers of any right of subrogation that the insurer may acquire against the other party hereto with respect to any such losses,even if such loss or damage was caused by the fault or negligence of the other party,its employees or agents). Landlord and Tenant acknowledge that they have chosen to allocate the risk of loss pursuant to the insurance provisions of this Lease and that it is fair and equitable to both parties in light of the insurance required to be carried hereunder that a party should be released from liability for its own fault or negligence in causing loss to the other party's property. Tenant shall cause its subtenants,concessionaires or other persons permitted by Tenant to occupy or do business in the Premises to maintain property insurance providing waivers of subrogation against Landlord for any loss covered by such insurance in the same manner as Tenant is required to provide under this provision. Landlord's and Tenant's obligations hereunder shall survive the expiration or earlier termination of this Lease. ARTICLE 24-DEFAULT BY TENANT (A) Tenant shall be in monetary default if it fails: (i) to pay when due each installment of Minimum Rent; (ii) to pay when due Percentage Rent(if applicable);or (iii) to pay when due Additional Rent. (B) In the event Tenant is in monetary default,it shall have a grace period of five(5)days to cure such default after Landlord has given Tenant written notice thereof, provided,however,if Landlord has given Tenant a notice of default, even though the same shall have been cured and this Lease not terminated,and within twelve(12)months from the date which said notice of default was given by Landlord to Tenant,Tenant shall again be in monetary default,the same shall be deemed an event of default without any notice or grace period. (C) Tenant shall be in non-monetary default if it fails to keep or violates any other conditions,stipulations,or agreements contained herein on the part of Tenant to be kept and performed. (D) In the event Tenant is in non-monetary default,it shall have a grace period of fifteen(15)days to cure such default after Landlord has given Tenant written notice thereof,provided,however,if Landlord has given Tenant a notice of default,even though the same shall have been cured and this Lease not terminated,and within twelve(12)months from the date which said notice of default was given by Landlord to Tenant,Tenant shall again be in non-monetary default,the same shall be deemed an event of default without any notice or grace period. -12- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 (E) In the event Tenant is in either monetary or non-monetary default beyond any applicable grace period,Landlord,at its option may: (i) terminate this Lease,in which event Tenant shall immediately surrender the Premises to Landlord. (ii) re-enter and take possession of the Premises and remove Tenant, Tenant's agents, any subtenants, any licensees,any concessionaires and any invitees,and any of its or their property therefrom and,if Landlord so elects,make such alterations and repairs as may be necessary to relet the Premises,place"for lease"signs within the Premises and relet the Premises or any part thereof,as the agent of Tenant,at such rent and for such terns and subject to such terms and conditions as Landlord may deem advisable and receive the rent therefor. Upon each such reletting all rent received by Landlord from such reletting shall be applied,first,to the payment of any indebtedness other than Rent due hereunder from Tenant to Landlord;second,to the payment of any loss and expenses of such reletting,including brokerage fees and attorneys'fees and costs of such alterations and repairs;third,to the payment of Rent and other charges due and unpaid hereunder,and the residue,if any,shall be held by Landlord and applied in payment of future Rent as the sante may become due and payable hereunder,and Tenant agrees to pay to Landlord on demand any deficiency that may arise by reason of such reletting. Notwithstanding any such reletting without termination,Landlord may at any time thereafter elect to terminate this Lease for such previous breach. (F) Pursuit of any of the remedies herein provided shall not preclude pursuit of any of the other remedies provided under this Lease or any other remedies provided at law or in equity,nor shall pursuit of any remedy herein provided constitute a forfeiture or waiver of any Rent due to Landlord hereunder or of any damages accruing to Landlord by reason of the violation of any of the covenants and provisions herein contained. Forbearance by Landlord to enforce one or more of the remedies herein provided upon an event of default shall not be deemed or construed to constitute a waiver of such default. No delay or omission by Landlord to exercise any right or power accruing upon any noncompliance or default by Tenant with respect to any of the terms hereof,shall impair any such right or power or be construed to be a waiver thereof,and every such right or power may be exercised by Landlord at any time during the continuation of this Lease. It is further agreed that a waiver by Landlord of any of the covenants and agreements hereof to be performed by Tenant shall not be construed to be a waiver of any subsequent breach thereof or of any other covenants or agreements herein contained. (G) Re-entry and removal may be effectuated by summary dispossession proceedings, by any suitable action or proceedings at law,by force,or otherwise,and Landlord shall not be liable for prosecution or any claim of damages therefor. Landlord shall be entitled to the benefits of all provisions of law respecting the speedy recovery of lands and tenements held over by Tenant or proceedings in forcible entry and detainer,Tenant hereby expressly waiving any statutory notice to quit. Landlord shall not be liable in any way in connection with any action it takes pursuant to this Article. Tenant's liability under the terms of this Lease shall survive Landlord's re-entry,the institution of summary proceeding,and the issuance of any warrants with respect thereto. (H) In the event Landlord elects to terminate the Lease or terminate the Tenant's right to possession without terminating the Lease,Landlord shall be entitled to recover from Tenant all damages incurred by Landlord by reason of Tenant's default(including but not limited to recovering possession of the Premises,attorneys'fees and costs)accrued to the date of such termination,plus such Rent and other indebtedness as would otherwise have been required to be paid by Tenant to Landlord during the period following the termination through the date which would have been the natural expiration of the Terni,diminished by any net sums thereafter received by Landlord through reletting the Premises during such period(after deducting expenses incurred by Landlord for such reletting of the Premises,including but not limited to broker commissions,and renovations and alterations to the Premises),and that portion of any leasing commission paid by Landlord and applicable to the unexpired Terni of the Lease. Actions to collect amounts due from Tenant as provided in this subsection may be brought from time to time by Landlord during the aforesaid period, on one or more occasions,without the necessity of Landlord waiting until the expiration of such period and in no event shall Tenant be entitled to any excess of Rent(or Rent plus other sums)obtained by reletting over and above the Rent payable hereunder. (I) If,because of any breach or default by Tenant in Tenant's obligations hereunder, it shall become necessary for Landlord to employ an attorney to enforce or defend any of Landlord's rights or remedies hereunder,Tenant agrees to pay the actual attorneys'fees and costs incurred by Landlord in connection with such as Additional Rent hereunder. ARTICLE 25-WAIVER OF TRIAL BY JURY To the extent permitted by law,Landlord and Tenant hereby mutually waive any right to trial by jury in any action, proceeding or counterclaim brought by either party on any matters whatsoever arising out of or in any way connected with this Lease,the relationship of Landlord and Tenant,the Premises,and/or the Shopping Center. ARTICLE 26-LIEN OF LANDLORD FOR RENT,TAXES AND OTHER SUMS Landlord shall have,and Tenant hereby grants to Landlord,a security interest in any furnishings,equipment,fixtures,inventory, accounts receivable or other personal property of any kind belonging to Tenant,or the equity of Tenant therein,and which have been placed on or in the Premises and also upon all proceeds of any insurance which may accrue to Tenant by reason of destruction or damage to any such property for the purpose of securing the payment and performance obligations of Tenant hereunder,provided however Landlord shall not have any security interest or lien rights to any furnishings,equipment,fixtures,or any other personal property which has been leased by Tenant from a 3Td party. Upon default or breach of any covenants of this Lease by Tenant,Landlord shall have all remedies available under the Uniform Commercial Code enacted in the state where the Premises are located including,but not limited to,the right to take possession of the above-mentioned property and dispose of it by sale in a commercially reasonable manner. Tenant hereby agrees to sign a financing statement upon request by Landlord,for the purpose of serving notice to third parties of the security -13- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 interest herein granted. The security interest granted to Landlord herein is given in addition to any applicable statutory lien and shall be cumulative thereto. ARTICLE 27 DEFAULT BY LANDLORD Should Landlord be in default under any of the terms of this Lease,Tenant shall give Landlord prompt written notice thereof in the manner specified in Article 41 and Tenant shall allow Landlord a reasonable length of time(in any event,not less than thirty(30) days from the date of such notice)in which to cure such default;provided,however,in the event of a failure by Landlord to timely make an Emergency Repair(as defined in Article 29 below),Landlord shall have three(3)days to cure after a notice of default is received from Tenant. A default by Landlord hereunder shall be deemed cured if Landlord in good faith commences to cure the same within thirty(30)days after receipt of notice(or three(3)days after a notice of default for failure to timely make an Emergency Repair),and thereafter with reasonable diligence proceeds to complete the cure of such default. If Landlord shall fail to perform any covenant,terns or condition of this Lease upon Landlord's part to be performed,Tenant may not terminate the Lease and Tenant's sole remedy shall be money damages,and further,Tenant hereby waives any and all rights or claims to indirect,consequential or special damages. ARTICLE 28-TENANT'S REPAIRS Tenant agrees to keep the interior of the Premises,including,but not limited to,all windows,doors,window and door hardware, glass,plate glass,electrical,plumbing,floors and any floor coverings,interior walls and ceiling,in good condition and repair,and agrees to replace damaged items, and shall make all necessary repairs, except repairs which are the express responsibility of Landlord hereunder,and excepting reasonable wear and tear. Notwithstanding any provision of this Lease to the contrary,within the repair and replacement responsibilities of Tenant shall be included any and all repair and replacement of windows and doors(specifically including plate and door glass),and maintenance, repairs or replacements to heating,ventilating and air conditioning equipment(the"HVAC"),including heating and air conditioning units,duct work,fans,motors,registers and grilles,and other systems exclusively serving the Premises. Tenant agrees to procure and maintain an HVAC maintenance contract, providing for the maintenance and repair of the HVAC according to manufacturer's specifications and including routine maintenance and the replacement of filters at a minimum of four(4)times per year. Such HVAC maintenance contract must be with a licensed and insured contractor acceptable to Landlord,or if Landlord so elects,with a contractor designated by Landlord. Upon the request of Landlord,Tenant shall furnish Landlord a copy of the HVAC maintenance contract, certified by Tenant to be in full force and effect,and should Tenant fail to do so,Landlord shall have the right(but not the obligation) to enter into an HVAC maintenance contract on Tenant's behalf and Tenant agrees to pay Landlord the actual cost of said contract,as Additional Rent due hereunder. Upon request of Landlord, Tenant shall furnish Landlord copies of documentation and work orders to confirm Tenant's compliance hereunder and the condition of the HVAC. If Tenant refuses or neglects to repair as required hereunder and to the reasonable satisfaction of Landlord as soon as reasonably possible after written demand,Landlord may,but shall not be required to do so,make such repairs without liability to Tenant for any loss or damage that may accrue to Tenant's merchandise,fixtures,or other property or to Tenant's business by reason thereof,and upon completion thereof,Tenant shall pay Landlord's costs for making such repairs plus twenty percent(20%)for overhead,upon presentation of a bill therefor,as Additional Rent,together with Interest on the cost from the date of completion of repairs by Landlord. ARTICLE 29-LANDLORD'S REPAIRS Within a reasonable period after receipt of written notice from Tenant and,except for those items specifically mentioned in Articles 28 and 32,Landlord shall repair and maintain the exterior of the Premises,including the roof,gutter,downspouts,masonry walls,slabs,foundation and structural members,in good condition and repair. Landlord shall repair any portion of the Common Areas at any time when Landlord determines it necessary;provided,however,that Landlord shall not be obligated to make or pay for any repairs to Tenant's store building or Common Areas rendered necessary by the fault,act or negligence of Tenant or any of its servants, agents,employees,contractors,assignees,sublessees,licensees or concessionaires,except in the case of damage by fire or the elements, or other casualty to the extent required to be covered by Landlord's property insurance hereunder. Notwithstanding anything in this Article 29 to the contrary,in the event of a condition created by the need for any repair that is Landlord's express responsibility hereunder, which condition poses an imminent risk to person or property in the Premises, or materially impairs Tenant's ability to operate for the Permitted Use in the Premises("Emergency Repair"),Tenant shall immediately give notice to Landlord,setting forth in reasonable detail the Emergency Repair needed and the condition and risk created("Emeraency Repair Notice'). Following receipt of an Emergency Repair Notice from Tenant,Landlord shall make the Emergency Repair within three(3)days;provided that if the Emergency Repair is of such a nature that it cannot reasonably be completed within three(3)days, then Landlord shall commence the Emergency Repair within three(3)days and pursue the same to completion within a reasonable period thereafter. In any event,upon learning of the need for an Emergency Repair,Tenant shall take any immediate steps as may be reasonably necessary to protect persons and property from injury or damage until Landlord has been notified and had an opportunity to respond. If Landlord makes any repairs necessitated by the negligent acts or omissions of Tenant or Tenant's employees,contractors, agents,assignees,sublessees,concessionaires,or licensees,then Tenant shall pay Landlord's costs for making such repairs plus twenty percent(20%)for overhead,upon presentation of a bill therefor,as Additional Rent,together with Interest on the cost from the date of completion of repairs by Landlord. ARTICLE 30-UTILITIES Tenant agrees to pay all charges for telephone,electricity,water,sewer and other utilities or services(including meter and sub- meter fees,impact fees and/or tap fees associated with Tenant's occupancy)used by Tenant in or on the Premises(together with service fees charged by outside third parties for reading Tenant's submeter(s),if applicable and any applicable sales tax),and Landlord agrees to provide Tenant with access to such utilities;provided,however,in no event shall Landlord be liable for any interruption or failure in -14- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 the supply of utilities to the Premises.Commencing on the Delivery Date,Tenant shall pay for all such utilities during the Terni,except as may be expressly provided in this Lease. If a utility service is provided to the Premises through a meter utilized by multiple tenants,then Landlord,at its election,may install re-registering meters and collect any and all charges applicable to the Premises from Tenant,and Landlord shall make payment to the proper utility company or governmental unit,provided that Tenant shall not be charged more than the rates it would be charged for the same services if furnished directly to the Premises by the utility provider,and any such payments by Tenant shall be treated as Additional Rent hereunder. Any utility or related service,including a privately owned sewerage disposal system,which Landlord elects to provide or cause to be provided to the Premises,may be furnished by any agent employed by Landlord or by an independent contractor selected by Landlord,and Tenant shall accept the same therefrom to the exclusion of all other suppliers,so long as the rates charged by Landlord or by the supplier of such utility or related service are competitive. Interruption or impairment of any such utility or related services caused by or necessitated by repairs or improvements,or any other causes,shall not give rise to a right or cause of action by Tenant against Landlord. ARTICLE 31-RIGHT OF ACCESS During any reasonable time after the Delivery Date,provided notice has been given to the Tenant by Landlord(which for this purpose may be by telephone or email),Landlord or its authorized representatives may enter upon the Premises,or any portion thereof, and any appurtenances thereto(with persons and materials)for any of the following purposes: (A) inspecting the Premises; (B) making any repairs,replacements,or alterations which Landlord may be required or permitted to make or perform under this Lease,or which Landlord may deem desirable for the Premises or the building in which the Premises is located;and (C) showing the Premises to prospective purchasers,lenders or tenants. Notwithstanding anything herein to the contrary, Landlord may enter the Premises when,in Landlord's sole discretion,an emergency situation exists and entrance is necessary in Landlord's judgment. Landlord shall have the right to place upon the storefront of the Premises a"for lease"or"for rent"sign at any time within the period often(10)days prior to the expiration of the Terni. ARTICLE 32-SIGNS Subject to any Force Majeure delays,prior to the date Tenant opens for business,Tenant shall have installed its exterior signage pursuant to this Article. If Tenant does not comply with the foregoing requirement,Tenant shall pay Landlord Fifty and No/100 Dollars ($50.00)per day as Additional Rent until such sign is installed. "Signs"shall include all signs,designs,monuments,logos,banners, projected images,pennants, decals, advertisements,pictures, notices, lettering, numerals, graphics or decoration. Tenant shall not maintain or display any signs that are visible from the exterior of the Premises,including without limitation,any signs on the exterior of the Premises(including without limitation,any marquee,awning,or canopy),the interior of the Premises,or either side of any window without complying with this Article and the Signage&Display Criteria(as set forth in Exhibit"D"attached hereto and made a part hereof)and without Landlord's prior written consent. All of Tenant's signs shall be subject to prior approval by Landlord in writing and installed by a professional sign company, and shall conform to all Laws;provided,however,that the care and maintenance of such signs shall be the responsibility of Tenant. Upon demand of Landlord,Tenant shall,at its sole cost and expense,immediately remove any signs that Tenant has placed or permitted to be placed that do not conform to this Article and Tenant agrees to repair and restore any damage caused by their installation or removal. Further,Landlord shall have the right to temporarily remove any signs in connection with any repairs and/or renovations in or upon the Premises or the Shopping Center wherein such signs are situated. Upon termination or expiration of this Lease,Tenant shall remove its exterior fagade signage and repair any damage caused by the removal thereof,including,but not limited to,the patching of holes or penetrations,and the painting of any patched areas with paint matching the color of the Shopping Center fagade at the time such repairs are made. ARTICLE 33-FORCE MAJEURE If either Landlord or Tenant shall fail to timely perform any of its obligations under this Lease(excluding Tenant's financial obligations,i.e.payment of Rent)as a result of Force Majeure(as hereinafter defined),such party shall not be liable for loss or damage for such failure and the other party shall not be released from any of its obligations under this Lease. If either Landlord or Tenant is delayed or prevented from performing any of its non-monetary obligations hereunder as a result of Force Majeure,the period of such delay or prevention shall be added to the time herein provided for the performance of any such obligation. Force Majeure shall mean any period of delay which arises from or through natural disasters,such as floods,earthquakes, hurricanes,or other severe weather events;strikes,lockouts,or labor difficulty;the lack of availability of necessary material(s)for which there is no reasonable replacement available;office shutdowns by any municipality with jurisdiction over the Premises for permitting, inspections,or permit close-out(s);explosion,sabotage,accident,riot,or civil commotion;and acts of war,fire or other casualty. ARTICLE 34-QUIET ENJOYMENT Tenant,upon paying all sums due from Tenant to Landlord and performing and observing all of the terms,covenants and conditions of this Lease on Tenant's part to be performed and observed,shall peaceably and quietly have,hold and enjoy the Premises -15- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 during the Terni without interference from Landlord,subject nevertheless to the terms of this Lease and to any mortgages,ground or underlying leases,agreements and encumbrances to which this Lease is or may be subordinated. ARTICLE 3.5-BANKRUPTCY In the event a petition for bankruptcy or insolvency,or for reorganization or for the appointment of a receiver or trustee of all or a portion of the property of Tenant,shall be filed against Tenant in any court,pursuant to any statute either of the United States or of any state(hereinafter referred to as`Bankruptcy Law"),and if,within thirty(30)days thereafter,Tenant fails to secure a discharge thereof,or in the event Tenant shall voluntarily file any such petition or make an assignment for the benefit of creditors or petition for or enter into an arrangement,or if this Lease is taken under writ of execution,then Tenant shall be in default of this Lease and Landlord, in its discretion and at its election may,to the extent permitted by law,elect to cancel and terminate this Lease. Upon the cancellation and termination of this Lease pursuant to the provisions of this Article,Landlord,in addition to all the remedies provided by law,shall be entitled to all remedies available under this Lease upon Tenant's default. In the event this Lease is assumed or assigned by a trustee pursuant to the provisions of the prevailing Bankruptcy Law,then the trustee shall cure any default under this Lease and shall provide such adequate assurance of future performance of this Lease as is required by the Bankruptcy Law including the following: (A) the source of Minimum Rent and other considerations due under this Lease; (B) that,if applicable,any Percentage Rent due under this Lease will not decline; (C) the assumption or assignment of this Lease will not breach any provision such as a radius,location,use or exclusivity provisions in any other lease,finance agreement or master agreement relating to the Shopping Center;and (D) the assumption or assignment of this Lease will not disrupt any tenant mix or balance. In the event the trustee does not cure any such defaults and provide any such adequate assurances under the Bankruptcy Law, then this Lease shall be deemed rejected and Landlord shall have the right to immediate possession of the Premises,and shall be entitled to all remedies provided by the Bankruptcy Law for damages for breach and/or termination of this Lease. If this Lease shall be guaranteed on behalf of Tenant,all of the provisions of this Article with respect to the bankruptcy of Tenant,shall be deemed to read"Tenant or the Guarantor hereof." ARTICLE 36-CONDEMNATION If twenty-five percent(25%)or more of the Floor Area of the Premises shall be taken in any proceeding by public authorities by condemnation or otherwise,or be acquired for public or quasi-public purposes,each of Tenant and Landlord shall have the option to terminate this Lease by giving written notice to the other not later than sixty(60)days following the issuance of the final condemnation order or full execution of the condemnation settlement agreement,as applicable. In the event that less than twenty-five percent(25%) of the Floor Area of the Premises shall be taken in any proceeding by public authorities by condemnation or otherwise,or be acquired for public or quasi-public purposes,and the remaining part of the Premises shall be reasonably usable by Tenant,or in the event twenty- five percent(25%)or more of the Floor Area of the Premises is so taken and this Lease is not terminated in accordance with this Article, then the Minimum Rent shall be reduced in the same proportion that the amount of floor space in the Premises has been reduced. In the event that twenty-five percent(25%)or more of the parking spaces of the Shopping Center shall be taken in any proceeding by public authorities by condemnation or otherwise,or be acquired for public or quasi-public purposes,Tenant shall have the option to terminate this Lease;provided,however,that Landlord shall have a period of ninety(90)days to cure the parking deficiency,or to diligently proceed to cure the parking deficiency,in which event Tenant shall not have the right to cancel this Lease;and further provided, that Tenant shall not have the right to cancel this Lease so long as Landlord maintains a parking ratio of at least that required by applicable law or any permitted variance therefrom. All compensation awarded for any taking(or the proceeds of private sale under threat thereof),whether for the whole or a part of the Premises,shall be the property of Landlord,whether such award is compensation for damages to Landlord's or Tenant's interest in the Premises,and Tenant hereby assigns all of its interest in any such award to Landlord and Tenant agrees to execute and deliver to Landlord any assignment or further assurance thereof upon request;provided,however, Landlord shall have no interest in any award made to Tenant for loss of business,for moving expenses,or for the taking of Tenant's fixtures and personal property within the Premises,if a separate award for such items is made to Tenant. In the event applicable law permits only one claim with respect to a taking,then Landlord and Tenant agree to file a joint claim to prosecute their respective claims. ARTICLE 37-ASSIGNMENT AND SUBLETTING All assignments of this Lease or subleases of the Premises by Tenant(sometimes hereinafter collectively referred to herein as a"Transfer")shall be subject to and in accordance with all of the provisions of this Lease,including this Article. So long as Tenant is not in default under any of the provisions of this Lease and fulfills all of the terms and conditions of this Article,then: (A) Tenant may assign this Lease or sublease the entire Premises without the consent of Landlord to an Affiliate(as hereinafter defined)of Tenant(for such period of time as such person or entity remains an Affiliate of Tenant,it being agreed that any subsequent transaction having the overall effect that such person or entity ceases to be an Affiliate of Tenant shall be treated as if such transaction was,for all purposes,an assignment of this Lease governed by the provisions of this Article). The terns"Affiliate"shall mean a person or entity that: (1)Controls,(2)is under the Control of,or(3)is under common Control with,Tenant. The terns"Control"shall mean direct ownership of fifty percent(50%)or more of the outstanding voting stock of a corporation,or other majority equity interest if not a corporation, and the possession of power to direct or cause the direction of the management and policy of such corporation or other entity,whether through ownership of voting securities,partnership or membership interests,by statute,by contract,or otherwise. -16- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 (B) Tenant may assign this Lease or sublease all or any part of the Premises to a party other than an Affiliate only after first obtaining the prior written consent of Landlord,which consent shall be in Landlord's sole and absolute discretion and may be arbitrarily withheld. Except as set forth in subparagraph(A)above,any Transfer by Tenant without Landlord's prior written consent shall be void and,at Landlord's election,shall constitute a default of Tenant hereunder. Consent by Landlord to one or more Transfers shall not operate as a waiver of Landlord's rights with respect to any subsequent Transfer. If Tenant is a partnership,a withdrawal or change (voluntary,involuntary,or by operation of law)of any partner owning twenty percent(20%)or more of the partnership,or the dissolution or liquidation of the partnership,shall be deemed a Transfer. If Tenant consists of more than one person,a purported assignment (voluntary,involuntary,or by operation of law)from any of such persons to any other person or entity shall be deemed a Transfer. If Tenant is a corporation or limited liability company,any dissolution,merger,consolidation,or other reorganization of Tenant,or the sale or other transfer of fifty percent(50%)or more of the voting stock or membership interest of Tenant,or the sale of fifty percent (50%)or more of the value of the assets of Tenant(whether in a single transaction or multiple transactions),shall be deemed a Transfer. The foregoing provisions shall not apply to corporations,the stock of which is regularly traded through a recognized exchange. The terns"sublet"and/or"sublease"shall be deemed to include the granting of licenses,concessions,and any other rights of occupancy of any portion of the Premises. Notwithstanding the foregoing provisions of subparagraphs(A)and(B)above,any Transfer by Tenant shall be only for the Permitted Use and for no other use(s),and in no event shall any Transfer release or relieve Tenant from any obligation of this Lease. It shall be a condition of the validity of any Transfer,including a Transfer to an Affiliate,that such assignee or sublessee first agree in writing directly with Landlord to be bound by all of the obligations of Tenant hereunder,including,without limitation,the obligation to pay the Rent and other amounts provided for under this Lease,the covenant to use the Premises only for the Permitted Use,and the covenant against further Transfer,but no such sublease or assignment shall relieve Tenant herein named of any of its obligations hereunder,and Tenant shall remain fully liable therefor. In the event that Tenant receives a bona fide written offer from a third party for a Transfer,except for a Transfer in accordance with subparagraph(A)above,Tenant shall forthwith notify Landlord in writing,attaching a copy of said offer,of Tenant's desire to a Transfer of this Lease upon the terms of said offer,whereupon Landlord shall have thirty(30)days to accept or reject said proposed Transfer,or at Landlord's sole option(and in lieu of granting or denying consent), cancel and terminate this Lease,in which case Landlord may elect to(but shall not be obligated to)enter into a direct lease with the proposed assignee or subtenant. Tenant shall furnish Landlord with such information regarding the prospective assignee or sublessee as Landlord may require,including without limitation information regarding financial ability and business experience relating to the uses hereunder. The failure of Landlord to either accept or reject said assignment or sublease within the said thirty(30)day period shall be deemed a rejection of said assignment or sublease. Notwithstanding anything to the contrary in this Lease,Tenant shall be allowed to rent"chairs"or"stations"to stylists(but not the Premises as a whole)at Tenant's sole discretion,provided that Tenant remains solely liable for performance of all Lease obligations and for the compliance of any such stylists renting chairs or stations with the Permitted Use and all other provisions of this Lease governing Tenant's use and operations within the Premises. Further,Tenant's indemnity obligations under this Lease shall specifically cover any acts,omissions or negligence of any stylists renting chairs or stations within the Premises,and Tenant shall ensure that its liability insurance required under this Lease covers the same. As a condition to Landlord's processing of any request by Tenant for approval to a proposed Transfer,any such request shall be accompanied by a check made payable to Landlord in the amount of Two Thousand and No/100 Dollars($2,000.00),which shall be non-refundable when paid regardless of whether Landlord shall grant consent or Tenant's proposed assignment or sublet transaction shall go into effect. The terns"Landlord"as used in this Lease means only the owner or entity from time to time owning the building containing the Premises,so that in the event of any transfer thereof,the owner or entity who is a grantor in any such transfer shall be and hereby is, without further agreement,entirely freed and relieved of all the obligations of Landlord hereunder. Any such transfer of the Premises, unless pursuant to a foreclosure sale or deed in lieu of such foreclosure,shall be subj ect to this Lease and it shall be deemed and construed without further agreement that the purchaser at any such sale has assumed and agreed to carry out any and all obligations of Landlord under this Lease,so long as such purchaser shall be the owner of the building containing the Premises. Landlord shall have the right to sell,convey,transfer or assign all or part of its interest in the real property and the buildings of which the Premises are a part or its interest in this Lease.All covenants and obligations of Landlord under this Lease shall cease upon the execution of such conveyance,transfer or assignment;provided,however that such covenants and obligations shall be binding upon the subsequent owner or owners thereof or holders of this Lease. ARTICLE 38-SUBORDINATION AND ATTORNMENT Tenant agrees that this Lease shall at all times automatically be subject and subordinate to the lien of any mortgages(which terns shall include all security instruments)that are now existing or that may be placed on the Shopping Center or any portion thereof containing the Premises,and to any and all advances to be made thereunder,and to the interest thereon and all renewals,modifications, replacements and extensions thereof,without the need for any further instrument or for the mortgagee or trustee named in said mortgages or deeds of trust to make any election;except that any mortgagee or trustee may elect to give the rights and interest of Tenant under this Lease priority over the lien of its mortgage or deed of trust by notice delivered to Tenant. In the event of such election,and upon notification by such mortgagee or trustee to Tenant to that effect,the rights and interest of Tenant under this Lease shall be automatically deemed to have priority over the lien of said mortgage or deed of trust,without the need for any further instrument,whether this Lease is dated prior to or subsequent to the date of said mortgage or deed of trust.This clause shall be self-operative and no further instrument of subordination shall be required to effectuate such subordination.Tenant agrees,upon demand,without cost,to execute and deliver any instrument as may be required to confirm such subordination within ten(10)days after Landlord's request. If Tenant fails to execute, acknowledge and deliver to Landlord or a mortgagee or prospective mortgagee of Landlord a statement in accordance with the foregoing provision of this Article within fifteen(15)days after the mailing of such request,Landlord, -17- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 in addition to any other remedies available to it in consequence thereof,may execute,acknowledge and deliver the same as the attorney- in-fact of Tenant and in Tenant's name,place,and stead,and Tenant hereby irrevocably makes,constitutes,and appoints Landlord,its successors and assigns,as such attorney-in-fact for that purpose. At the option of the holder of any mortgage affecting the Premises,Tenant agrees that no foreclosure of a mortgage affecting the Premises,nor the institution of any suit,action,summary or other proceeding against Landlord herein,or any successor landlord,or any foreclosure proceeding brought by the holder of any such mortgage to recover possession of such property,shall by operation of law or otherwise result in cancellation or termination of this Lease or the obligations of Tenant hereunder,and upon the request of the holder of any such mortgage,Tenant covenants and agrees to execute and deliver within ten(10)days after Landlord's request,an instrument in writing satisfactory to such party or parties or to the purchaser of the mortgaged premises in foreclosure whereby Tenant attorns to such successor in interest. With reference to any assignment by Landlord of Landlord's interest in this Lease,or the rents payable hereunder,conditional in nature or otherwise,which assignment is made to the holder of any mortgage on the Premises,Tenant agrees: (A) that the execution thereof by Landlord,and the acceptance thereof by such holder,shall never be deemed to be an assumption by such holder of any of the obligations of Landlord hereunder,unless such holder shall,by written notice sent to Tenant,specifically otherwise elect;and (B) that,except as aforesaid,such holder shall be treated as having assumed Landlord's obligations hereunder only upon foreclosure of such holder's mortgage and the taking of possession of the Premises by such holder. ARTICLE 39-TENANT'S ESTOPPEL CERTIFICATE Within ten (10) days after each request by Landlord, Tenant shall deliver a written estoppel certificate to Landlord (the "Estoppel Certificate"),executed on behalf of Tenant by persons having appropriate authority. Each Estoppel Certificate shall be made in favor of Landlord, any mortgagee, any assignee, any purchaser or any other person specified by Landlord, and shall contain information required by Landlord, and satisfactory to any mortgagee, assignee, purchaser or other person specified by Landlord including,but not limited to: (A) ratification of this Lease; (B) the Commencement Date and expiration date of the Term; (C) confirmation that this Lease is in full force and effect and has not been assigned,modified,supplemented or amended (except by such writings as shall be so stated); (D) confirmation that all conditions and obligations under this Lease to be performed by Landlord have been satisfied or stating those not performed; (E) confirmation that there are no defenses or offsets against the enforcement of this Lease by Tenant or specifying any such defenses; (F) the amount of then-current Rent payable and the date to which all Rent has been paid; (G) any contractual Rent modifications beyond the date of estoppel; (I) the approximate number of square feet of Floor Area in the Premises; (I) that no Rent has been paid in advance or specifying any such advance Rent;and M the amount of any security deposit held by Landlord. If Tenant fails to execute,acknowledge and deliver to Landlord or any mortgagee,assignee,purchaser or other person specified by Landlord a statement in accordance with the foregoing provision of this Article within fifteen(15)days after the mailing of such request, such shall constitute an acknowledgment by Tenant that this Lease is unmodified and in full force and effect and that all conditions and obligations under this Lease to be performed by Landlord have been satisfied,and that there are no defenses or offsets against the enforcement of this Lease by Tenant. ARTICLE 40-EXCULPATION Notwithstanding anything herein contained to the contrary,it is specifically understood and agreed that there shall be no personal liability for any deficiency or otherwise on the part of Landlord,its agents,representatives,employees,or any of its constituent members,partners or shareholders,or their respective legal representatives,heirs,successors and assigns as the case may be,with respect to any of the terms,provisions,covenants and conditions of this Lease or otherwise,and that Tenant shall look solely to the estate, property and equity of Landlord(or such successor in interest)in the Shopping Center(subject to the prior rights of any mortgagees)for the satisfaction of each and every remedy of Tenant in the event of any breach of any of the terms,provisions,covenants and conditions of this Lease to be performed by Landlord,or in the event of any other claim which Tenant may allege against Landlord,its agents, representatives,employees,constituent members,partners or shareholders,or their respective legal representatives,heirs,successors and assigns,which exculpation of personal liability shall be absolute and without exception. In the event of the sale or other transfer of Landlord's right,title and interest in the Premises or the Shopping Center,Landlord shall be released from all liability and obligations hereunder. -18- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 ARTICLE 41-NOTICE Whenever by the terms of this Lease notice,demand,or other communication shall or may be given either to Landlord or Tenant,the same shall be in writing and in compliance with the terms of this Article. All notices required to be given to Landlord shall be(a)delivered by hand,(b)sent by United States registered or certified mail,return receipt requested,postage prepaid,or(c)delivered by a nationally recognized overnight delivery service that guarantees next business day delivery and provides evidence of receipt to the address shown in Article l(B). All notices required to be given to Tenant shall be(a)delivered by hand,(b)sent by United States registered or certified mail,return receipt requested,postage prepaid or(c)delivered by a nationally recognized overnight delivery service that guarantees next business day delivery and provides evidence of receipt by Tenant at the address shown in Article 1(E). Any such notice shall be considered given on the date of such hand delivery,deposit with such overnight delivery for next business day delivery,or deposit in the United States mail,but the time period(if any is provided herein)in which to respond to such notice shall commence on the date of hand or courier delivery or on the date received following deposit in the United States mail as provided above. Rejection or other refusal to acceptor inability to deliver because of changed address of which no notice was given shall be deemed to be receipt of the notice. Each party shall promptly notify the other in writing of any change of address. Any such notice,demand or communication from an attorney acting or purporting to act on behalf of a party shall be deemed to be notice from such party provided that such attorney is authorized to act on behalf of such party. ARTICLE 42-HOLDING OVER If Tenant remains in possession of the Premises after the termination or expiration of this Lease and without the execution of a new lease,Tenant shall be deemed to be occupying the Premises as a tenant at sufferance at a rent equal to one-hundred fifty(150%)of the Rent that Tenant paid for the Lease Year immediately preceding the termination or expiration of this Lease and all other terms and conditions of this Lease shall apply. ARTICLE 43-PARTIAL INVALIDITY If any terns or provision of this Lease or the application thereof to any person or circumstances shall,to any extent,be invalid or unenforceable,the remainder of this Lease,or the application of such term or provision to persons or circumstances other than those to which it is held invalid or unenforceable,shall not be affected thereby,and each terns and provision of this Lease shall be valid and be enforceable to the fullest extent permitted by law. ARTICLE 44-SIGNATURES REQUIRED The submission of this document does not constitute a binding Lease until such time as it has been executed and delivered by Tenant and Landlord. ARTICLE 45-NO JOINT VENTURE The relationship of the parties is that of Landlord and Tenant only,and nothing in this Lease shall be construed as creating a partnership,joint venture,principal,agent or any other relationship. Except as expressly otherwise provided herein,neither party shall have any right or power to create any expense or liability chargeable to the other party. ARTICLE 46-TIME OF ESSENCE Time is of the essence in this Lease,and all provisions herein relating thereto shall be strictly construed. ARTICLE 47-ACCORD AND SATISFACTION No payment by Tenant or receipt by Landlord of a lesser amount than the Rent or other amounts herein stipulated shall be deemed to be other than on account of the stipulated Rent and amounts due,nor shall any endorsement or statement on any check or any letter accompanying any check or payment thereof be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such amounts or pursue any other remedy provided in this Lease. ARTICLE 48-RECORDATION Tenant agrees not to record this Lease or any portion or a memorandum thereof. ARTICLE 49-CAPTIONS The captions contained herein are for convenience and reference only and shall not be deemed as part of this Lease or construed as in any manner limiting or amplifying the terms and provisions of this Lease to which they relate. ARTICLE 50-RESPONSIBILITY OF TENANT Any restriction on,or requirement imposed upon Tenant under this Lease shall be deemed to extend to the Guarantor and Tenant's subtenants,concessionaires and licensees;and it shall be Tenant's obligation to cause the foregoing persons to comply with the restrictions and requirements of this Lease. All obligations of Tenant under this Lease not fully performed as of the expiration or earlier termination of the Terni shall survive the expiration or earlier termination of the Terni. -19- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 ARTICLE 51-SURRENDER OF PREMISES On the expiration or earlier termination of this Lease,Tenant shall surrender promptly the Premises to Landlord in the same condition as when received,ordinary wear and tear excepted,subject to the terms and conditions of this Lease. ARTICLE 52-GOVERNING LAW AND INTERPRETATION This Lease shall be governed by the laws of the State in which the Premises are located. Both parties have read this Lease and had the opportunity to employ legal counsel and negotiate changes to the Lease. The Lease is the joint product of the parties and,in the event of any ambiguity herein,no inference shall be drawn against a party by reason of document preparation. The intentional omission of any provision from this Lease shall create no implication regarding the subject matter contained in such omitted provision. ARTICLE 53-BROKERS Landlord and Tenant,respectively,represent and warrant to the other that it has not dealt with any real estate brokers or other persons who may claim a fee or commission in connection with this Lease other than the Broker,if any,listed in Article 1(Y),and each party agrees to indemnify and hold the other harmless against any such claim made by any other broker claiming by,through or under such party. Tenant's obligations hereunder shall survive the expiration or earlier termination of this Lease. ARTICLE 54-ATTORNEYS'FEES;LANDLORD'S FEES AND EXPENSES In the event that any legal matter,dispute,action or proceeding exists or is commenced by or between Landlord and Tenant under this Lease,the prevailing party shall be reimbursed reasonable attorneys'fees and court costs in such matter. If either party hereto without fault is made a party to any litigation instituted by or against any other party to this Lease,such other party shall indemnify and hold harmless Landlord or Tenant,as the case may be,against all costs and expenses,including reasonable attorneys'fees incurred in connection therewith. Unless prohibited by applicable law or otherwise expressly set forth herein,Tenant agrees to pay to Landlord the amount of all legal fees and expenses incurred by Landlord arising out of or resulting from any act or omission by Tenant with respect to this Lease or the Premises,including without limitation,any breach by Tenant of its obligations hereunder. Further,if Tenant shall request Landlord's consent or joinder in any instrument pertaining to this Lease,Tenant agrees promptly to reimburse Landlord,as Additional Rent,the actual legal and other costs and fees incurred by Landlord in processing such request, whether or not Landlord complies therewith,in addition to any specific fee provided for in this Lease. Whenever Tenant shall request approval by Landlord or Landlord's architect of plans,drawings,specifications,or otherwise with respect to any work to be performed in the Premises,the installation of signs or subsequent changes thereof,or the like,Tenant specifically agrees promptly to pay Landlord's architect(or reimburse Landlord for any payment Landlord makes to said architect)for all charges involved in the review and re-review, if necessary, and approval or disapproval thereof,whether or not approval shall ultimately be given. ARTICLE 5.5-ABANDONMENT OF PERSONAL PROPERTY Should Tenant fail to remove its personal property upon abandonment,expiration,termination or recovery of possession by Landlord,then upon such abandonment,expiration,termination or recovery of possession and after ten(10)days'written notice to Tenant,which notice shall also be conspicuously posted on the Premises,all personal property of any nature then remaining on the Premises shall be deemed abandoned and title thereto shall vest exclusively to Landlord,unless Landlord shall give notice to Tenant to remove all or any part of such personal property in which event Tenant shall promptly,at its own expense,remove same or Landlord may do so at Tenant's expense and said expense shall be treated as Additional Rent hereunder. Tenant hereby waives and agrees to hold Landlord harmless from any claim for loss of damage arising from Landlord's dealing with Tenant's personal property pursuant to the terms of this Article. ARTICLE 56-AMERICANS WITH DISABILITIES ACT Tenant shall be liable for any cost,claim or alteration arising from the Americans with Disabilities Act which is: (A) related to the Premises,including,but not limited to,all doors(both interior and exterior),door hardware,electrical, plumbing,and floor covering,(unless resulting from improvements or alterations hereafter made by Landlord to the Shopping Center or the Premises); (B) resulting from any improvement or alteration of the Premises made by Tenant;or (C) resulting from Tenant's use of the Premises. Landlord shall be liable for any cost,claim or alteration arising from the Americans with Disabilities Act which results from improvements or alterations hereafter made by Landlord to the Common Areas or the Premises. ARTICLE 57-CLARIFICATION OF TERMS The terms"Landlord"and"Tenant"shall include,whenever the context permits or requires,as singular or plural,the parties hereto,and the heirs,legal representatives,successors and assigns of the respective parties. -20- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 ARTICLE 58-ENVIRONMENTAL MATTERS As used herein, "Hazardous Materials" shall mean any substance, chemical, compound,product, solid, gas,liquid,waste, byproduct,pollutant,contaminant,or material which is hazardous or toxic,and includes,without limitation,(a)asbestos,polychlorinated biphenyls,and petroleum(including crude oil or any fraction thereof)and(b)any such material classified or regulated as"hazardous" or"toxic"pursuant to any Environmental Law(as hereinafter defined). As used herein,"Environmental Law" shall mean any current or future legal requirement pertaining to(a)the protection of health,safety,and the indoor or outdoor environment,(b)the conservation,management,or use of natural resources and wildlife,(c) the protection or use of surface water and groundwater, (d) the management, manufacture,possession,presence, use, generation, transportation,treatment, storage, disposal or Release (as hereinafter defined)of Hazardous Materials, (e)pollution(including any Release to air,land,surface water,and groundwater),and includes,without limitation,the Comprehensive Environmental Response, Compensation,and Liability Act of 1980,as amended by the Superfund Amendments and Reauthorization Act of 1986,42 USC 9601 et seq.,Solid Waste Disposal Act,as amended by the Resource Conservation and Recovery Act of 1976 and Hazardous and Solid Waste Amendments of 1984,42 USC 6901 et seq.,Federal Water Pollution Control Act,as amended by the Clean Water Act of 1977,33 USC 1251 et seq.,Clean Air Act of 1966,as amended,42 USC 7401 et seq.,Toxic Substances Control Act of 1976, 15 USC 2601 et seq., Hazardous Materials Transportation Act,49 USC App.1801 et seq.,Occupational Safety and Health Act of 1970,as amended,29 USC 651 et seq.,Oil Pollution Act of 1990,33 USC 2701 et seq.Emergency Planning and Community Right-to-Know Act of 1986,42 USC 11001 et seq.,National Environmental Policy Act of 1969,42 USC 4321 et seq.,Safe Drinking Water Act of 1974,as amended,42 USC 300(f)et seq.,any similar implementing or successor law,any similar state law or regulation,and any amendment,rule,regulation, order,or directive issued thereunder. As used herein, "Release" shall mean any spilling, leaking,pumping,pouring, emitting, emptying, discharging, injecting, escaping,leaching,dumping,or disposing into the indoor or outdoor environment,including,without limitation,the abandonment or discarding of barrels,drums,containers,tanks,and other receptacles containing or previously containing any Hazardous Materials. Tenant shall not cause or permit any Hazardous Materials to be used,stored,generated or disposed of on or in the Premises by Tenant,Tenant's agents,employees,contractors or invitees.If the Premises become contaminated in any manner,Tenant shall indemnify and hold harmless Landlord from any and all claims,damages,fines,judgments,penalties,costs,liabilities or losses(including,without limitation,a decrease in value of the Premises,damages due to loss or restriction of rentable or usable space,or any damages due that adversely impact the marketing of the space,and any and all sums paid for settlement of claims,attorneys'fees,reasonable consultant and expert fees)arising as a result of such contamination by Tenant. This indemnification includes,without limitation,any and all costs incurred due to any investigation of the site or any cleanup,removal or restoration mandated by a federal,state or local agency or political subdivision. Without limitation of the foregoing,if Tenant causes or permits the presence of any Hazardous Materials on or in the Premises and such results in contamination,Tenant shall promptly notify Landlord and,at Tenant's sole expense,take any and all necessary actions to return the Premises to the condition existing prior to the presence of any such Hazardous Materials or,at the election of Landlord,reimburse Landlord as Additional Rent all costs and expenses related to Landlord's performance of such work within fifteen(15)days following Landlord's demand for same. Tenant shall undertake no testing for Hazardous Materials on or in the Premises or take any remedial actions without in each instance obtaining Landlord's prior written consent. Landlord shall have access to the Premises in order to investigate and test with respect to any suspected Release of Hazardous Materials in contravention of this subparagraph,and to access the Premises as needed for any remedial action deemed necessary by Landlord,or the performance of any work related thereto. Tenant shall not intentionally or unintentionally Release or permit the Release of any material into the atmosphere,ground, sewer system or any body of water,if such material(as reasonably determined by Landlord or any governmental authority)does or may pollute or contaminate,or may adversely affect(a)the health,welfare,or safety of persons or property,whether located on the Premises or elsewhere in the Shopping Center,or(b)the condition,use or enjoyment of the Shopping Center or any personal property located thereon,or any surrounding real property. Tenant shall further: (A) maintain the Premises in compliance with any applicable Environmental Law and be responsible for making any notification or report concerning the Premises to a governmental authority if required by any applicable Environmental Law; (B) obtain and maintain in full force and effect all governmental approvals required by any Environmental Law applicable to Tenant's operations at the Premises; (C) expeditiously cure,to the reasonable satisfaction of Landlord,any violation of applicable Environmental Laws at the Premises,at its own expense,to the extent such violation is attributable to events or conditions which arose on or after the Delivery Date; (D) conduct expeditiously to the reasonable satisfaction of Landlord and in accordance with any applicable Environmental Law any action necessary to remove,remediate,clean up,or abate any Release or threatened Release of a Hazardous Material at Tenant's expense to the extent such response action is attributable to events or conditions which arose on or after the Delivery Date; (E) allow Landlord or its representatives,from time to time at Landlord's reasonable discretion and expense,to inspect the Premises and conduct environmental assessments(including invasive soil or groundwater sampling); (F) promptly provide or otherwise make available to Landlord any reasonably requested environmental records concerning the Premises which Tenant possesses or can reasonably obtain;and -21- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 (G) remove from the Premises and/or Shopping Center,at its expense,by the termination date any Hazardous Materials or equipment to manufacture, generate,transport,treat,store,dispose,or handle any Hazardous Material used by Tenant,including,without limitation,any underground storage tank Tenant shall indemnify,hold harmless,and hereby waives any claim for contribution against Landlord or Landlord's property manager,for any damages to the extent they arise from events or conditions which did not exist prior to the Delivery Date and relate to: (i) any Release or threatened Release of any Hazardous Material at or about the Premises; (ii) the operation or violation of any Environmental Law at or about the Premises; (iii) any environmental claim in connection with the Premises;or (iv) the inaccuracy or breach of any representation or warranty by Tenant in this Article of this Lease. The foregoing indemnification and waiver and Tenant's obligations under this Article shall be binding upon Tenant and the successors and assigns of Tenant,and shall inure to the benefit of Landlord,its directors,officers,employees and agents,and their successors and assigns,and shall survive the expiration or earlier termination of this Lease. ARTICLE 59-PERSONAL INTEREST DISCLOSURE Tenant acknowledges that the agent negotiating this Lease on Landlord's behalf,because of possible personal interest in the Shopping Center,represents only the Landlord. Tenant may wish to seek third-party representation to advocate Tenant's rights,at Tenant's sole cost and expense. ARTICLE 60-UNRELATED BUSINESS INCOME If,upon the advice of counsel,Landlord believes that any portion of the payments it receives from Tenant under this Lease may be characterized as unrelated business income under the United States Internal Revenue Code then,upon request from Landlord, Tenant shall execute an amendment to this Lease containing terms as reasonably required by Landlord such that all payments received by Landlord from Tenant under this Lease shall not be characterized as unrelated business income. ARTICLE 61-RULE AGAINST PERPETUITIES Notwithstanding any provision in this Lease to the contrary,if the Terni has not commenced within twenty-one(2 1)years after the date hereof,this Lease shall automatically terminate on the 21st anniversary of the date hereof. The sole purpose of this provision is to avoid any possible interpretation of this Lease as violating the Rule Against Perpetuities or other rule of law against restraints on alienation. ARTICLE 62-NO WAIVERS;AMENDMENTS Failure of Landlord to insist upon strict compliance by Tenant of any condition or provision of this Lease shall not be deemed a waiver by Landlord of that condition. No waiver shall be effective against Landlord unless in writing and signed by Landlord. Similarly,this Lease cannot be amended except by a writing signed by Landlord and Tenant. ARTICLE 63-ENTIRE AGREEMENT This Lease contains all of the agreements between the parties hereto and may not be modified in any manner other than by agreement in writing signed by all the parties hereto or their successors in interest. This Lease may not be changed or terminated orally. There are no other agreements,representations or inducements,whether written or oral,between the parties concerning the subject matter of this Lease. ARTICLE 64-SHOPPING CENTER RESTRICTIONS Notwithstanding anything to the contrary contained herein,this Lease is subject to and made on the understanding that certain restrictions apply to the Shopping Center(the"Shopping Center Restrictions"). The current Shopping Center Restrictions are as set forth in Exhibit"E",attached hereto and made a part hereof. Tenant acknowledges that Tenant's use and/or occupancy of the Premises in violation of any Shopping Center Restrictions could subject Landlord to substantial damages and as such Tenant acknowledges and agrees that any such violation by Tenant of any such Shopping Center Restrictions shall constitute a default hereunder entitling Landlord to cancel this Lease or enjoin Tenant from violating such Shopping Center Restrictions,or exercise any of the remedies for a Tenant default provided for herein and any other remedies available under the law of the state where the Premises is located. Nothing contained in this Article shall be construed to permit Tenant to expand the Permitted Use set forth in this Lease. ARTICLE 6.5-SUCCESSORS AND ASSIGNS Except as otherwise herein expressly provided,this Lease and all the covenants, terms,provisions and conditions herein contained shall inure to the benefit of and be binding upon the heirs,representatives,successors and assigns of each party hereto,and all covenants herein contained shall run with the land and bind any and all successors in title to Landlord. The reference contained herein to successors and assigns of Tenant is not intended to constitute a consent to assignment by Tenant,but has reference only to those instances in which Landlord may later give consent to a particular assignment as required by the provisions of this Lease. -22- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 ARTICLE 66-GUARANTOR This Lease shall be voidable at the option of Landlord if the person(s)and/or entity(ies)listed in Article 1(X)hereof shall fail to execute and deliver,simultaneously with Tenant's execution and delivery of this Lease,a Guaranty of Lease in the form of the Guaranty of Lease attached hereto as Exhibit"F"and made a part hereof. ARTICLE 67-AUTHORITY In the event Tenant shall be a corporation or limited liability company,the persons executing this Lease on behalf of Tenant hereby individually covenant and warrant that:Tenant is a duly qualified corporation or limited liability company;all steps have been taken prior to the date hereof to qualify Tenant to do business in the state in which the Shopping Center is located;Tenant has taken all corporate or partnership action,as the case may be,necessary to carry out the transaction contemplated herein,so that when executed, this Lease constitutes a valid and binding obligation enforceable in accordance with its terms;all franchise and corporate or limited liability company taxes have been paid to date;all future forms,reports,fees and other documents necessary to comply with applicable laws will be filed when due;and those persons executing this Lease on behalf of Tenant are duly qualified and authorized to bind,and in fact do bind,the corporation or limited liability company. If requested by Landlord,Tenant shall provide Landlord with corporate resolutions or other proof in a form acceptable to Landlord,authorizing the execution of this Lease at the time of execution. In the event Tenant hereunder shall be a partnership,either general or limited,the persons or entities executing this Lease on behalf of Tenant hereby individually covenant and warrant that:Tenant is a duly qualified partnership; all steps have been taken prior to the date hereof to qualify Tenant to do business in the state in which the Shopping Center is located,if required by law;Tenant has taken all partnership action necessary to carry out of the transaction contemplated herein,so that when executed,this Lease constitutes a valid and binding obligation enforceable in accordance with its terms;all franchise and partnership taxes have been paid to date;all future forms,reports,fees and other documents necessary to comply with applicable law will be filed when due;and those entities executing this Lease on behalf of the partnership are duly qualified to bind,and in fact do bind,the partnership. If requested by Landlord, Tenant shall provide Landlord with partnership resolutions or other proof in a form acceptable to Landlord,authorizing the execution of this Lease at the time of execution. ARTICLE 68-CONFIDENTIALITY Tenant and its agents,employees,officers,directors,accountants and attorneys agree to keep the financial terms of this Lease strictly confidential,and shall not disclose,directly or indirectly,such terms to any person or entity without first obtaining the prior written consent of Landlord;provided,however,that Landlord's consent shall not be required for any disclosure(i)to Tenant's officers, directors,employees,lenders,accountants,attorneys or current or potential investors in,or purchasers of Tenant's business;or(ii)when compelled by applicable laws,regulations or court orders. ARTICLE 69-TERMINATION Landlord shall have the right to terminate this Lease in the event Landlord redevelops or demolishes the Shopping Center, provided said redevelopment and/or demolition materially affects the Premises,provided Landlord gives Tenant one hundred eighty (180)days prior written notice of its intent to do so. Then and in such event,this Lease and the tenancy so created shall terminate,and Tenant shall be under no further obligation to pay Rent for any period from and after the termination date as specified in the aforementioned notice. Landlord and Tenant shall be under no further obligation to each other,except with respect to any liabilities incurred by either of the parties pursuant to the terms and conditions of the Lease prior to the date of termination,and those which specifically survive the termination of this Lease. ARTICLE 70-NOTICE TO MORTGAGEE After receiving written notice from any person,firm,or other entity,that it holds a mortgage(which terns shall include a deed of trust)which includes as part of the mortgaged premises the Premises,Tenant shall,so long as such mortgage is outstanding,be required to give to such holder the same notice as is required to be given to Landlord under the terms of this Lease,but such notice may be given by Tenant to Landlord and such holder concurrently. It is further agreed that such holder shall have the same opportunity to cure any default,and the same time within which to effect such curing,as is available to Landlord plus an additional sixty(60)days and such further time as shall be required to gain control over the Shopping Center in order to effect such cure;and if necessary to cure such a default,such holder shall have access to the Premises. ARTICLE 71-PATRIOT ACT Tenant represents and warrants as to itself and its shareholders,partners and members that neither Tenant nor any shareholders, partners or members of Tenant is listed in Executive Order 13224-Blocking Property and Prohibiting Transactions with Persons Who Commit,Threaten to Commit or Support Terrorism,as amended(the"Executive Order 13224"),and Tenant has no present,actual knowledge that any other persons or entities holding any legal or beneficial interest whatsoever in Tenant are included in,owned by, controlled by,knowingly acting for or on behalf of,knowingly providing assistance,support,sponsorship,or services of any kind to,or otherwise knowingly associated with any of the persons or entities referred to or described in Executive Order 13224,or other banned or blocked person,entity,nation,or transaction pursuant to any law,order,rule or regulation that is enforced or administered by the Office of Foreign Assets Control. Any breach by Tenant of the foregoing representations and warranties shall be a default by Tenant and shall be covered by the indemnity provisions of Article 20 of this Lease. ARTICLE 72-LIENS FOR IMPROVEMENTS Notwithstanding anything in this Lease to the contrary,specifically including but not limited to Article 16,Tenant shall pay all debts incurred by,and shall satisfy all liens and claims of lien of contractors,subcontractors,sub-subcontractors,mechanics,laborers, and materialmen with respect to any and all improvements, construction, alterations, and repairs in and on the Premises and any improvements thereon,specifically including but not limited to Tenant's Work,and shall indemnify Landlord against all legal costs and -23- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 charges,including reasonable attorney's fees,in any suit involving any liens or claims of lien,judgments,or encumbrances caused or suffered by Tenant with respect to the Premises or any part thereof. Regardless of whether Landlord has approved any work to be performed by or on behalf of Tenant,Tenant shall have no authority to create or permit any liens or claims for lien for labor or material on or against Landlord's interest in the Premises and agrees to notify all persons contracting with Tenant for any improvements, construction,alterations,and repairs in and on the Premises,including all materialmen,contractors,subcontractors,sub-subcontractors, mechanics,and laborers involved in such work,that they must look solely to Tenant and Tenant's leasehold interest to secure the payment of any bill or account for work done or material furnished in connection with work performed in and on the Premises. ARTICLE 73-RADON GAS The Shopping Center has not been tested for radon gas. Florida Statute 404.056(8)requires that the following statement be part of this Lease: "RADON GAS: Radon is a naturally occurring gas that,when it has accumulated in a building insufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county public health unit." ARTICLE 74-COUNTERPARTS/ACCEPTANCE OF ELECTRONIC SIGNATURES This Lease maybe executed in counterparts,each of which shall be deemed an original,but all of which together shall constitute one and the same instrument. In addition,the parties agree that this Lease will be considered executed when the signature of a parry is delivered by electronic signature technology(e.g.,DocuSign). Such electronic signature will be treated in all respects as having the same effect as an original"wet inV signature. [REST OF THIS PAGE INTENTIONALL Y LEFT BLANK] -24- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 IN WITNESS WHEREOF,the parties hereto have set their Hands and Seals the day and year first above written. LANDLORD: E&A SUNSHINE,LLC,a South Carolina limited liability company By: Edens Limited Partnership,a Delaware limited partnership, its sole member By: Edens GP,LLC,a Delaware limited liability company,its sole general partner ( D-.5iW.d by, Jbttl L�t.A)t By: F01M5724 11 �— Jodie W.McLean Chief Executive Officer TENANT: BEAUTY & THE BEAT LLC, a Florida limited liability company E� M _.ignetiby: aNI(AT By' asseaea�aa� [Signature] Ryan Nicotra [Print Name] Its Owner [Title] -25- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCBlOA2BE69 EXHIBIT A SITE PLAN SHOPPING CENTER LEASED PREMISES ct) 1111 11L I If) iwin 44 Exhiibt A 05022022 EOENS L Sunahiri*Sauare To :,T MG, U- r- Mwntan Eleack F1 DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 EXHIBIT B LANDLORD'S WORK Landlord's Work: None. Tenant expressly acknowledges and agrees that Tenant has been given the opportunity to inspect the Premises and that the Premises is provided to Tenant and Tenant accepts delivery of possession of the Premises in its current"as-is" condition and Landlord makes no representations or warranties as to the condition of the Premises. Notwithstanding the foregoing,Landlord shall be responsible for performing the following work after the Delivery Date,which work shall not be a condition of delivery(collectively,the"Landlord's Post-Delivery Work"): 1. Landlord shall perform any Water Damage Work necessary due to water intrusion into the Premises during the Water Damage Period,as provided in Article 21 of this Lease. Landlord's obligation to perform Water Damage Work is contingent upon the occurrence of water damage occurring during the Water Damage Period to the portions of the Premises and/or materials described in Article 21 as a result of the causes described in Article 21. Should no such damage occur during the Water Damage Period,Landlord shall have no obligation to perform any Landlord's Post-Delivery Work pursuant to this Section 1 of Exhibit «B» 2. Landlord shall: a. Remove existing bathroom window,block-in interior portion of window opening with metal studs,add insulation and drywall. b. Add plywood/wire lath and stucco to cover the exterior portion of window opening,caulk exterior and paint to match. c. Remove peeling paint around window and back door,treat and seal areas as necessary and paint. d. Replace stained existing ceiling tiles. Tenant shall give Landlord access to the Premises at all reasonable times for Landlord to perform Landlord's Post-Delivery Work and the parties shall use reasonable efforts to coordinate their respective work to maximize efficiency and avoid delay. [REST OF THIS PAGE INTENTIONALL Y LEFT BLANK] DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 EXHIBIT C TENANT'S WORK As Is Construction Tenant,at its sole cost and expense,shall renovate,remodel,refurbish and redecorate the Premises,including,but not limited to,making all interior improvements, alterations and changes to the Premises to place same in a first class,modern and attractive condition,to enable Tenant to use the Premises for Tenant's Permitted Use(collectively,the "Tenant's Work"). Except as may be expressly set forth herein,Tenant's Work shall also include all such work upon the Premises necessary for the issuance of a final and unappealable certificate of occupancy(or its local equivalent)(the"Certificate of Occupancy"). All work to be performed by Tenant hereunder shall be in accordance with detailed plans and specifications prepared by Tenant's architect,including fagade elevations and details,utility layout plans and all other plans and specifications necessary to enable Tenant to complete Tenant's Work(the"Tenant's Plans"). Tenant's Plans shall be submitted to Landlord within fifteen(15)business days following the Effective Date for Landlord's prior written approval(as to both design and materials)which approval may be granted or withheld in Landlord's sole and absolute discretion. Landlord agrees to use commercially reasonable efforts to promptly review and either approve,conditionally approve,or disapprove Tenant's Plans within ten(10)business days after Landlord's receipt thereof. If Landlord advises Tenant that changes to Tenant's Plans are required,Tenant shall have ten(10)business days thereafter to revise(as required by Landlord)and resubmit Tenant's Plans for Landlord's approval. This process shall continue until Landlord has approved Tenant's Plans. In addition to Tenant's Plans, copies of all certificates of insurance and miscellaneous close out documents shall also be submitted to Landlord simultaneously with Tenant's Plans submissions.One(1)hard copy and an electronic(CAD)set of Tenant's Plans are required. Within five(5)business days following Landlord's approval of Tenant's Plans (the "Permit Filing Date"),Tenant shall, at Tenant's expense, apply for all necessary governmental permits,approvals and licenses(collectively,the`Building Permits")required to perform Tenant's Work and thereafter Tenant shall diligently pursue obtaining the Building Permits.Tenant shall deliver a copy of the Building Permits to Landlord within three(3)business days of Tenant's receipt of same. Tenant acknowledges and agrees that its agreement to abide by the deadlines set forth in this Exhibit"C"is a material inducement to Landlord's entering into this Lease on the terms and conditions set forth herein. Notwithstanding anything in this Lease to the contrary,a breach of Tenant's obligation to comply with such deadlines shall be an immediate default and shall not require the issuance of prior written notice by Landlord or be subject to any grace period whatsoever. Accordingly,in the event Tenant fails to meet any of such deadlines,including but not limited to the deadline for submitting Tenant's Plans to Landlord for review and for filing its application for Building Permits,in addition to any other rights and remedies available to Landlord hereunder,the one hundred eighty (180)day period set forth in Article 1(J)above shall be reduced by one(1)day for each day after the applicable deadline until the plans are submitted to Landlord,the application for Building Permits is filed,and/or construction is commenced,as applicable. All of Tenant's architects, contractors and subcontractors shall be (i)approved by Landlord(which approval shall not be unreasonably withheld),(ii)licensed and(iii)insured and,Tenant shall provide Landlord with the name,address,telephone number and,if available,email address of Tenant's construction representative(and/or proj ect manager). Prior to commencing any work Tenant and its contractor must comply with the insurance requirements set forth in Article 20 of the Lease. Tenant's contractor is required to abide by Landlord's rules and regulations for construction, copies of which will be provided upon written request prior to the commencement of Tenant's Work,and to make certain refundable deposit with and/or payments to Landlord not exceeding$5,000.00, which deposit and/or payment shall be returned in full after the contractor has completed Tenant's Work,provided no rules have been violated,and no damage has occurred to the Shopping Center. Notwithstanding such requirements,Tenant shall indemnify and protect Landlord with respect to any breach of such rules and regulations by Tenant's contractor or the failure of Tenant's contractor to make the foregoing deposit. No changes of materials or finishes are permitted after Landlord's final approval of the Tenant's Plans unless approved in writing by Landlord. All work involving the roof of the Premises and the fire alarm and sprinkler system shall be performed by Landlord's designated contractor or subcontractor at Tenant's expense. All tap,meter,impact and other utility service fees shall be paid by Tenant. Tenant shall commence construction of Tenant's Work in the Premises no later than ten(10)days after whichever of the following shall be the latest to occur: (a) The date Tenant receives Landlord's approval of Tenant's Plans;or (b) The date of issuance of all Building Permits for Tenant's Work;or (c) The Delivery Date. Tenant's Work shall be performed and constructed,in a good and workmanlike manner and in accordance with all laws and the Shopping Center Sustainability Practices and shall be diligently pursued to completion. All building materials,tools,and equipment must be stored within the Premises,or such other locations as may be specifically designated in writing by Landlord's tenant construction coordinator,and all trash,debris and rubbish must be stored and/or disposed of as directed by Landlord,and,upon completion of Tenant's Work,Tenant must remove all temporary structures,surplus materials,debris and rubbish of whatever kind remaining in the Premises or any other portion of the Shopping Center. In no event shall any material be stored in the Common Areas. If Tenant fails to comply with any these requirements within one(1)business day following notice from Landlord,then the sante shall constitute a default under the Lease,and,in addition to any other remedies to which Landlord may be entitled for the default by Tenant,Tenant shall be assessed a fee of Two Hundred and no/100 Dollars($200.00)for each day thereafter until Tenant complies with the applicable requirement. Tenant expressly agrees to indemnify,defend and hold Landlord harmless from and against any liability to any individual, firm,partnership,association,corporation,limited liability company,or any other entity or estate for damage to Person or property occurring during the work proposed hereunder. Tenant shall provide Landlord with proof that it has obtained a Certificate of Occupancy(or local jurisdictional equivalent)for DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 the Premises within ten(10)days of the completion of Tenant's Work. Neither Landlord's approval of Tenant's Plans,nor any other inspections or approvals of the improvements to the Premises or plans for construction thereof,by Landlord's employees,agents or inspecting engineers shall constitute a warranty or representation as to the technical sufficiency,adequacy or safety of the plans,structures,any of the component parts,or any other physical condition or feature pertaining to the improvements,it being acknowledged by Tenant that Landlord has made such approvals solely as a landlord in determining and protecting the value of its property for internal purposes,and not for construction-related matters nor for compliance with all Laws. MATERIALS:The following list of materials applies to Tenant's scope of work as set forth above in this Exhibit"C". REQUIRED: • Gypsum Wall Board(GWB)-Mold resistant GWB is required in all areas exposed to moisture and recommended for all other areas. All Gypsum Wall Board to be manufactured domestically. • Insulation-Formaldehyde-free,high recycled content fiberglass batt insulation is required. • Paints and Coatings - Low Volatile Organic Compounds (VOC)paints and coatings are required for all interior surfaces. Greenguard and Green Seal certified products are acceptable. • Adhesives and Sealants-Low VOC adhesives and sealants are required for all interior surfaces.Greenguard and Green Seal certified products are acceptable. • Ceilings-Ceiling tiles with at least 50%recycled content are required unless existing tiles are salvaged and reused. • Solid Surfaces-Urea-formaldehyde free composite wood products(particle/plywood,MDF)are required when used in the interior of the space. • Use high-efficiency fluorescent T-5 or T-8,CFL,or LED fixtures. • When installing new HVAC equipment,use a packaged rooftop unit(RTU)with gas or electric heat that meets or exceeds ENERGY STAR or local energy code. RECOMMENDED: • General-It is recommended that Tenant use materials that contain a recycled content above 50%and are produced within a 500 mile radius of the center. • Material Storage—Tenant should properly store materials to prevent exposure to moisture and reduce potential for mold growth. • Wood-Forest Stewardship Council(FSC)certified wood is recommended. • Carpet-All Carpet and Rug Institute Green Label/Green Label Plus certified carpet,pads and adhesives are acceptable. • Hard-surface flooring-Vinyl flooring and base are prohibited. Tenant is recommended to use non-toxic products from renewable resources including concrete,linoleum,cork,ceramic/porcelain tile,wood,bamboo or rubber.All Greenguard certified products are acceptable. • Entryway Systems-It is recommended that entryway systems be installed at all entrances to capture dirt and particulates from entering the building.Where a permanent walk-off mat is not practical,a roll-out mat is acceptable as long as it is cleaned weekly and made of a sustainable material. The mat should be at least 6 feet long. • Solid Surfaces-Greenguard certified solid surfaces are recommended. • Furnishings-Greenguard certified furnishings are recommended. • Install dimmers and sensors to turn off lights in unoccupied rooms,particularly in areas such as bathrooms,copy rooms and storage rooms. ALL CONSTRUCTION SHALL COMPLY WITH ANY LOCAL CODES APPLICABLE TO THE PERMITTED USE AND SUCH CODE REQUIREMENTS SHALL SUPERSEDE ALL OF THE ABOVE ITEMS.TENANT,AT TENANT'S SOLE COST, SHALL BE RESPONSIBLE FOR ANY ADDITIONAL IMPROVEMENTS REQUIRED BY LOCAL CODE IN CONNECTION WITH TENANT'S SPECIFIC USE OF THE PREMISES. [REST OF THIS PA GE INTENTIONALL Y LEFT BLANK] -2- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 EXHIBIT C-1 FORM OF LIEN WAIVER WAIVER AND RELEASE OF LIEN UPON FINAL PAYMENT OWNER: GENERAL CONTRACTOR: PROJECT NAME: STATE OF COUNTY OF The undersigned lienor, in consideration of the final payment in the amount of and /100 Dollars $ ,the receipt and sufficiency of which is hereby acknowledged,hereby waives and releases its lien and right to claim a lien for labor, services, or materials furnished to on the job of to the following described property: ADDITIONAL WARRANTIES AND REPRESENTATIONS (1) Any and all contractors,subcontractors,laborers,suppliers and materialmen that have provided labor,material or services to the undersigned for use or incorporation into the construction of the improvements to the Property have been paid and satisfied in full, and there are no outstanding claims of any character arising out of, or related to, undersigned's activities on, or improvements to,the Property. This statement is intended to comply with Fla.Stat.Ann. §713.06(d),and this document should be treated as the Contractor's Final Affidavit under that section. This Waiver is specifically made for the benefit of Owner and the Owner's lender,and any other person or entity with a legal or equitable interest in the Property. (2) This Waiver constitutes a representation by the undersigned signatory,for and on behalf of the undersigned,that the payment referenced above,once received,constitutes full and complete payment for all work performed,and all costs or expenses incurred(including,but not limited to,costs for supervision,field office overhead,home office overhead,interest on capital,profit,and general conditions costs)relative to the work or improvements at the Property. The undersigned hereby specifically waives,quitclaims and releases any claim for damages due to delay,hindrance,interference,acceleration,inefficiencies or extra work,or any other claim of any kind it may have against the Owner and its lender,any tenant of the Owner,the Owner's project and/or development manager(if any),the General Contractor(if this Waiver is signed by a subcontractor or supplier),or any other person or entity with a legal or equitable interest in the Property,relative to the work or improvements at the Property. IN WITNESS WHEREOF,the undersigned signatory,acting for and on behalf of the firm or company listed below and all of its laborers,subcontractors,and suppliers,has placed his hand and seal this day of ,20 FIRM OR COMPANY: By: Print Name: Sworn to and subscribed Before me this day of Its: 120 Notary Public (NOTARY SEAL) My Commission Expires: -3- DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 EXHIBIT D SIGNAGE&DISPLAY CRITERIA The following sign guidelines shall govern the design,color,size,illumination,location and manner of installation of all of Tenant's signs to be placed on or near the Premises and/or the Shopping Center. The design,size and location of all signs must be approved in writing by Landlord, in its sole discretion. Landlord's approval of Tenant's sign shall not constitute the assumption of any liability on the part of Landlord with respect to accuracy or conformity with any zoning,building or signage code or other governmental or regulatory requirements. Tenant shall be solely responsible,at its sole cost,for its sign plan and obtaining all permits and approvals from all appropriate governmental and regulatory bodies. Tenant is required to use professional environmental graphic designers and signage companies to determine sign design and specifications. Tenant's signage shall be subject to Landlord's approval in accordance with Landlord's Retailer Signage & Display Criteria(which may be modified from time to time as Landlord may elect)a copy of which was made available to Tenant before the execution of the Lease and will be thereafter provided to Tenant by Landlord at any time following Tenant's request for the same. Tenant hereby acknowledges having had the opportunity to review the Retailer Signage&Display Criteria and either has reviewed it or has elected not to review it. 1. Tenant is permitted one(1)front sign,one(1)blade sign,and one(1)rear sign[if applicable].All signs are subject to both government and Landlord approvals,in Landlord's sole discretion. 2. All Tenants are required to have a unique identity. If Tenant does not have an identity,the Landlord will refer the Tenant to a preferred professional designer to establish an identity. Generic business names like"Cleaners,"`Bank,""Diner," etc.are not allowed. 3. Only signs that carry Underwriters Laboratory(UL)listing will be permitted.The following sign types are not permitted (without written approval by Landlord,in Landlord's sole discretion): a. Signs of the flashing,rotating,moving,blinking or animated type b. Signs with red,green or yellow as a primary color(includes material finish&illumination) c. Signs with exposed neon tubing,exposed lamps,or any exposed sign illumination or illuminated sign cabinets d. Roof mounted signs 4. Tenant shall submit sign working drawings to Landlord within the timeframe required by the Lease and no sign shall be installed until Landlord's written approval has been granted in Landlord's sole discretion.Tenant shall provide Landlord a copy of the sign permit prior to sign installation.All drawings should show actual construction of the sign. No standard details will be acceptable.The sign working drawings must indicate the following: a. Shopping center name b. Store name c. Space number d. Complete address e. Type and size of all lettering f. Elevation view of storefront showing sign(drawn to scale)with overall height and width dimensions of sign, overall square footage of sign,detail dimensions of major sign elements(graphics,letterforms,etc.)and the linear dimension of the allowable areas of Tenant's presentation. g. A technical section(to scale)through the sign and storefront showing all pertinent construction details. Describe all fastener and weld details. Show attachment detail to building. It. Colors and finishes of all materials i. Wattage and light intensity by lantping type j. Location of penetrations for conduit and sleeves,etc.required for sign installation k. A photograph of the storefront with sign location shown to scale 5. Tenant's sign shall be located above the storefront of the Premises and within the limits of the area designated by Landlord as the"sign band." Tenant's sign shall be centered vertically within said sign band and horizontally within the lineal front footage of the Premises. Faqade signs to have a minimum clearance of 10"from upper and lower edges of sign band,and 12"clearance from demising wall centerline. The letters of Tenant's sign shall have a maximum height of 18"and a minimum height of 12". 6. Major Tenant signage shall be regulated by Landlord and the size and location will be at the discretion and approval of Landlord. 7. All Tenant signage shall be installed in accordance with Landlord provided Signage&Display Criteria. These criteria also provide direction and character images for window signs,graphics and displays,in addition to A-frame signs,outdoor furniture and awnings. These design elements must be approved by the Landlord in its sole discretion in order to maintain a first class shopping experience. 8. Illumination shall be internal to the sign(exposed neon within letterforms,halo-illuminated)or by external front lighting. Light sources shall not cause glare hazardous to pedestrians or vehicle drivers.Lighting is to be white.Colored lamps shall be permitted only with Landlord approval. 9. Face illumination to only consist of day/night type face material so that face reads as solid element during the day and illuminates at night.Illumination to be consistent with no shows or hot spots.Standard type acrylic faced letters/signs with colored faces are prohibited. 10. Non-illuminated storefront fagade signage prohibited without express Landlord approval. DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 11. All tenant signs must be new and custom-made.Restored vintage or reuse signs are acceptable if approved by Landlord. 12. No sign shall be placed in final position without Landlord approval.Poor quality materials or construction will not be approved.Final installation will be subject to approval and must conform to criteria and drawings provided,as well as to local building codes. 13. If applicable,Tenant shall provide a dedicated circuit for the Tenant's signage illumination and shall coordinate and utilize Landlord-provided master switching relay system for all illuminated signage. 14. Service/rear egress/delivery doors to Tenant areas will have standard identification(Tenant's name and address number) designed and installed by the Landlord at the Tenant's expense.No other signing or graphic is permitted at the service entrance. 15. The signage contractor shall perform all cutting and patching of existing surfaces where required for installation of the signage work included herein.The procedures proposed for the accomplishment of cutting and patching work shall be submitted by the sign contractor to the Landlord for approval.Submission to also include work schedule showing start of work,finish date and any other important dates within project timeline. 16. All penetrations of the building structure required for sign installation shall be neatly sealed in a watertight manner. 17. All signs shall be individually pin-mounted or,if canopy mounted,on a raceway(not to be larger than 4'x4')pre-finished to match building or per individual development standard. 18. Landlord is not responsible for cost incurred for replacement or construction of signs that do not conform to these sign guidelines. 19. Sign company names or stamps shall be concealed if permitted by code. 20. Public safety decals on glass in minimum sizes,subject to the approval of Landlord,may be used,as required by building codes or other governmental regulations. 21. Prohibited sign materials include,but are not limited to the following: a. Flashing lights b. Animated components c. Vinyl trim caps on letterforni/sign face or return. See note J for face material limitations.Use of minimal size aluminum retainers or other low profile retainers for letterforni/sign face are encouraged. d. Cabinet signs with illuminated,translucent background and silhouette letters e. Vacuum-formed plastic letters f. Paper,cardboard,stickers,or decals applied to or located behind the storefront glazing g. Sandblasted wood signs in natural wood finish with painted,raised letters and/or logos It. Advertising placards,banners,pennants,names,insignia,trademarks,or other descriptive or promotional material not designed as part of Tenant's overall presentation and brand identity may not be affixed or maintained on windows,glass fixtures,equipment,or another area of the storefront without Landlord approval. i. Exposed raceways,exposed ballast boxes or electrical transformers.If raceway is used,it must be integrated into design of sign.Note applies to wall/fagade and canopy signs. j. Acrylic faced letterforms and sign cabinet.Only allowed acrylic faced elements are day/night type where face appears a solid color during the day and illuminates white at night.See note C for trim cap limitations. DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Sunshine r Master Sign Program "P:'j ltd ill': I iym,uf t r 'u il Page I Purpose: The purpose of this Master Sign Program is to set a criteria for all tenants to follow concerning the design aesthetic of their identification signage. In accordance with the Tenants Lease Agreement,tenants will be obligated to comply with the following criteria and meet all requirements before any identification signage may be installed. Anchor tenant as used in this document shall mean a single user with a size exceeding 40,000 sf.Outparcel shall mean a single user in a single building whose size is less than 40,000 sf. -Wall Signage A-7.on Specification All storefront identification signs under this criteria shall be individual, reverse lit channel letters with halo lighting mounted on a full size raceway the following specifications: • Font Style: Gotham Medium •Letter Faces: .090"thick aluminum K Primary Face Color: Red (PMS 032-C)or Black, except for anchors and outparcels which can be Green (PMS 363-C match color to Publix green)or White as well as Red and/or Black * Letter Returns: .063"thick aluminum welded to face,one color throughout * Letter Backs: 3/16"clear lexan back ALL PAINT LETTERS TO BE PAINTED WITH A GLOSS ENAMEL FINISH. All letter sets are to be mounted on a full height Raceway.090"aluminum raceway painted to match existing storefront color(see Landlord for color spec),access panel to reveal electrical components required for inspection and service, �} disconnect switch as per NEC 600-2 and grounding and bonding as per NEC 250. �t 1. t DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Sunshine Square Master Sign Pror m -------------------------------- <! ISo ' it u, ...iw l( Page 2 B-Size Restrictions: Tenant signage is restricted to the sign band area only. No signage is permitted to encroach on any architectural feature of the building. Maximum square footage of sign area allowed is determined by the Tenants Leased Space and sign band area available. Restrictions are as follows: ,Must comply with City of Boynton Beach Sign Code: 1.5 square feet for each lineal foot of lease space frontage. *Tenant Signage shall not exceed 80%of the designated sign band area. "Tenant's are NOT permitted to modify the approved letter style in anyway,the integrity of the approved font must remain in tact. * In-line stores: 18"to 30"for single line copy and 12"max.letters with a 30"total copy height for stacked. h Stores with pop-up sign features:6'max for single line copy.Stacked copy cannot exceed 6'of total copy height. " Outparcels:30"max.letter height within the sign band,with allowance of 48"if placed on the wall outside any sign band. ;, Anchors:6'max for single line copy.Stacked copy cannot exceed 8'of total copy height. C-Illumination: All storefront identification lettering shall be individual,reverse lit channel lettering using L.E.D.Lighting components. All illumination must be in compliance with the Florida Building Code and all local government codes and regulations. Industry standards apply and each electrical component must be U.L.listed and properly labeled. All power supplies must be concealed in the soffit or behind the wall but must be accessible for inspections and service. Disconnect switches(20 amp)are mandatory and must be shown on the side of the sign and on the power supply as per NEC 600-2. Grounding and Bonding as per NEC 250. D-Prohibited Signs: All signs prohibited by the City Sign code are also prohibited herein.Also this Sign Program takes precedent over the City Sign Code in cases of conflict,however where this Sign Program is silent on an item,the City Sign Code shall be enforced. SI r DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Sunshine Square Master Sign Program ik ri, y i ���F��i om R . hPage 3 E_-_Exeeptions: 1-Registered Trademarks: Tenants that have Registered Trademarked logos,either with a recognized font style and/or logo emblem are permitted to use their letter style and logo for their identification signage. Corporate colors may be utilized in Nationally Recognized Logos. However,logo emblems are limited to the following specification: •May NOT EXCEED 20l of the entire sign *May NOT EXCEED the maximum letter height of the sign •Logos must be within immediate proximity of the sign text.Logos may not stand alone or apart. ALLTENANTS that do not possess a Registered Trademark must complywith all other specifications in this entire design criteria. 2-Anchor Tenants,Corner Tenants and Outparcef Tenants; Tenants that fall under this category are allowed two elevations of signage as long as the following applies: •Tenant in a corner unit must occupy entire space where sign area is proposed. •Tenant CANNOT EXCEED maximum allowable square footage according to the City of Boynton Beach Sign Code and Regulations. II-Tenant Panels on Mon ument]Pylon Signs: Tenant panels on shared Sunshine Square Monument/Pylon Sign(s)are negotiated in the lease. All tenants that are awarded a space on the shared sign are required to install Red graphics(PMS 032- C)except for the Anchor Tenant.The Anchor Tenant shall be located on the top sign panel and can be Red(PMS 032-C)or Green(PMS 363-C match Publix green).All letters and graphics will be on white Plexiglas. Corporate colors may be used In Nationally Registered logos provided the tenant name is Red. If tenant does not have aTrademarked font or logo than the graphic font must match center approved font. IiI___iJrtder_---_y Signs: Tenant Under Canopy Signs are non-illuminated panels painted with black vinyl graphics on a white background revealing current tenant's business name and are to be installed on existing black wrought iron bracket. All colors are to be consistent throughout,however,various font styles are permitted.Any new brackets added for new tenants spaces shall match the existing brackets in design,size and color. )t1'fi�tlly�tt rt t a �t _ Epi Si hit ttK_ _ - DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Sunshine Square 'MasterSign Prograrn l Aq,--------------------------------s�a.�ntt , E:. s,sf, Paye General: Each tenant must follow an approval process before any identification signage may be installed. The tenant must first provide the landlord with one (1) set of plans proposing the following: * Elevation drawing showing your proposed sign either super imposed on a photograph of the leased space or an architectural drawing of the sign shown on the leased space.The drawing shall provide an exact likeness of size, proportion, font type and color of the permanent sign proposed. * Plans of proposed identification sign should call out all specifications in accordance with this design criteria. All colors, sizes, and construction information should be detailed on proposed plans. *Once all plans are reviewed by the Property Owner and/or its representative and all approvals are received, a permit must be obtained from the City of Boynton Beach Building Department prior to any installations of said identification. Tenant sign vendors must be properly credentialed in order to commence work at the Sunrise Square Shopping Center. All licenses and insurances should be in place and available for the Landlord's review at any given time during the length of the lease. Y1f{S2 t rlt DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Sunshine Square Master Sign Program i f ff ftU /i G e.t::1 ---I Pace 5 Red&Green Color Samples_ PMS 363-C Green (to match Publix Green) PMS 032-C Red Font Sample DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 EXHIBIT E SHOPPING CENTER RESTRICTIONS AT&T Mobility Exclusive Use: the sale of wireless communication products and services,local and long distance services and products,cable television products and services,satellite products and services,and intemet access products and services Bantield Exclusive Use: animal hospital,veterinary clinic or medical or health facility for small domesticated animals,on a regular or incidental basis,including mobile vaccinations and teeth cleaning Chinatown Chinese Exclusive Use: Chinese take-out only restaurant Crown Wine&Spirits Exclusive Use: liquor and wine store Crumbl Cookies Exclusive Use: retail cookie store DIY Frozen Yogurt Exclusive Use: frozen yogurt Eye&Ear Sales and Service Exclusive Use: sale of optical and hearing products,eye and ear examinations,optical lab or optical surgery H&R Block Exclusive Use: tax preparation,electronic filing or refund anticipation loans MD Now Urgent Care Exclusive Use: a clinic providing walk-in urgent care medical services Panera Bread Exclusive Use:operation of a bakery/cafe restaurant,primarily featuring a full complement of bakery goods, breads and bagels baked fresh on-site,and salads,sandwiches,and soups for on-and off-premises consumption.By way of example and for clarification purposes,the foregoing shall include Manhattan Bagels,Einstein Bagels,Brueggers,Chesapeake Bay Bagels,Atlanta Bread,La Madeline,The Corner Bakery,Jason's Deli,My Friend's Place,Just Fresh,Cafe Carolina& Bakery,McAlister's Deli,Cosi,Dean&Deluca,or other restaurants having substantially the same concept. The restrictions shall not apply to(among other things)a tenant or occupant that sells goods,products or services that fall within the Exclusive Use definition if less than 20%of the tenant's or occupant's Gross Sales are derived from such items. Pet Supermarket Exclusive Use: right to sell pets,pet food,wild bird food,wild bird supplies,pet supplies,services and related items Pet Supermarket Restrictive Uses: lease space in center to a direct category competitor of Tenant(for example,Petco,Pet Supplies Plus or Petsmart) Publix Exclusive Use: (i)engage in the retail sale of groceries and other products typically offered for sale in a grocery supermarket; (ii)operate a grocery supermarket,bakery,delicatessen,and/or fish market; (iii)sell drugs or other products which are required by law to be dispensed by a registered pharmacist,even though such pharmacist may not be required to be present for delivery of such products;(iv)engage in retail sales of items of food for"off-premises"consumption;and(v)engage in retail sales of beer,wine,distilled spirits and other alcoholic beverages for"off-premises"consumption(i.e.a liquor store) Publix Restrictive Uses: (i)any unlawful purpose,or in any way which would constitute a legal nuisance to adjoining tenants in the Shopping Center;dry cleaning plant;adult entertainment facility;adult book store;a so-called"head shop";a gaming, gambling,betting or game of chance business(exclusive of the sale of lottery tickets);or(ii)massage parlor(other than Massage Envy or similar massage center offering massage therapy services),health spa(other than not more than two(2)"upscale" health spas such as Spa Sydell or Natural Body,which upscale health spas shall not exceed an aggregate of 4,000 square feet of Leasable Floor Area and which shall only be located within the"Permitted Gym and Real Estate Office Area"shown on the Staging and Use Plan);cinema or theater;skating rink;bowling alley;discotheque;dance hall;nightclub;amusement gallery; pool room; gymnasium(other than a Ladies Workout Express,Curves or similar use(each a"Small Format Gym")not to exceed two small Format Gyms and an aggregate of 2,400 square feet of Leasable Floor Area and which shall only be located within the"Permitted Gym and Real Estate Office Area"shown on the Staging and Use Plan);pin ball or electronic game room (provided,the foregoing restriction shall not prohibit the operation of a maximum of three(3)pin ball and electronic game machines in not more than two tenants'premises and provided the Leasable Floor Area devoted to such game machines in any individual tenant's premises shall not exceed 250 square feet);funeral parlor;flea market;bingo parlor;cafeteria;sale,rental or lease of automobiles,trucks,other motorized vehicles,or trailers;car wash;billboard;cell phone tower,pawn shop or driving school.In addition,Landlord hereby covenants and agrees that no other premises in the Shopping Center or Outparcels located within 500 feet of the Storeroom(which distance shall be measured from the Storeroom demising wall nearest said other premises to the demising wall of said other premises nearest the Storeroom)shall be used for a day care center. Landlord hereby covenants that no premise in the Shopping Center or Outparcels shall be used for a"concept"restaurant and/or cocktail lounge of a parking intensive nature,such restaurants and/or cocktail lounges,being similar in nature to Bennigan's, T.J.Applebee's,Outback Steakhouse,Chili's,Hooters,and T.G.I.Friday's.No more than eight(8)restaurants,in aggregate, may be located in the Shopping Center.In no event shall a restaurant of any kind be located within one hundred(100)feet of the Storeroom nor within the"No Restaurant Area"depicted on the Staging and Use Plan.The location,type and size of those restaurants shall be further limited as follows:(i)Retail A,as shown on the Site Plan,which will be located on Outparcel 3, may house no more than two(2)quick-serve restaurants(such as a take-out restaurant or a restaurant providing limited seating to customers)and no fast-food or sit-down restaurants;(ii)Retail B,as shown on the Site Plan,may house only one(1)quick- serve or sit-down restaurant,including but not limited to a Panera Bread,Crispers,Atlanta Bread Company or similar format restaurant specifically within this building but not elsewhere in the Shopping Center,the main customer door of which must face to the north or northeast;(iii)Retail 1,as shown on the Site Plan,may house as many as four(4)restaurants,only one of which may be a sit-down restaurant and said sit-down restaurant may not exceed 3,100 square feet and must be located in the DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 northern half of the building,and the aggregate square footage of all other restaurants in Retail 1 may not exceed 4,300 square feet;and(iv)Retail 2,as shown on the Site Plan,may house as many as three(3)restaurants,only one(1)of which may be a sit-down restaurant occupying not more than 3,000 square feet,the main customer door of which must face to the north,and any other restaurants in the building must be quick-serve restaurants each occupying not more than 1,400 square feet,only one of which may have a main customer door that faces to the East and the others of which must face to the North.Notwithstanding the foregoing,if no restaurant is located within the Retail B building,then Landlord may house as many as two(2)sit-down restaurants in the Retail 1 building,both of which must be located in the northern half of the building;however,this sentence shall not operate to increase the total number of restaurants permitted in the Retail 1 building. Any provision above to the contrary notwithstanding,Landlord shall be entitled to permit the operation of one(1)real estate broker services office not to exceed 3,000 square feet of Leasable Floor Area,which shall only be located within the area depicted as the"Permitted Gym and Real Estate Office Area"on the Staging and Use Plan.Any provision above to the contrary notwithstanding,Landlord may permit the existing health club operator(the"Club Tenant"),which is operating in the Shopping Center as"Zoo Health Club"as of the Effective Date hereof,to continue its operations,including the exercise of any extension or renewals of its existing lease(the"Club Lease")(the"Club Exception").The Club Exception shall include Landlord's right to relocate the Club Tenant to the tenant bay shown on the Staging and Use Plan as"Club Tenant Relocation Area".Landlord shall be permitted to approve one assignment or conveyance of ownership interest by the Club Tenant to a third-party,and thereafter,shall deny any requests for approval of an assignment or conveyance of ownership interest by the new Club Tenant, to the extent permitted by the Club Lease. The Club Exception shall not extend to any other party desiring to operate a gymnasium or health spa other than expressly permitted in this Paragraph 16.03(b).Upon the expiration of the Club Tenant lease or its earlier termination, Landlord may replace the existing Club Tenant within the Shopping Center provided such operation is located within the"Permitted Gym and Real Estate Area"and so long as such operation does not conduct twenty- four(24)hour operations and occupies not more than 4,000 square feet of Leasable Floor Area. Notwithstanding anything to the contrary contained in this Paragraph 16.03(b),only one(1)"Small Format Gym"(occupying 2,400 square feet or less)shall be permitted to operate within the Shopping Center so long as the Club Tenant or any Club Tenant replacement is actively operating within the Shopping Center. Pure Barre Exclusive Use: barre based exercises(not including bar based weights) Sage Dental Exclusive Use: operation of a dental office for general,cosmetic and/or a specialty dentistry practice,including endodontics,periodontics,oral surgery,pediatrics,intplantology and/or orthodontics,and other related procedures that are legally performed by a licensed dentist. Tropical Smoothie Cafe Exclusive Use: blended beverages or fresh squeezed juice drinks; blended beverages"shall be defined as any beverage blended with ice,fruits,vegetables,yogurt,nuts,and nutritional supplements,and shall also include pre-made bottled blended beverages TD Bank Exclusive Use: a commercial bank,savings bank,savings and loan or credit union DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 EXHIBIT F FORM OF GUARANTY OF LEASE GUARANTY OF LEASE The undersigned Nadia Nassar and Ryan Nicotra, jointly and severally, herein called Guarantors, hereby unconditionally and irrevocably guarantees to Landlord (a) the due and punctual payment in full (and not merely the collectability) of all Rent, Additional Rent, and all other amounts due and payable by Tenant under the Lease dated ,2022,by and between E&A Sunshine,LLC as Landlord,and Beauty&The Beat LLC as Tenant;and(b)the full and faithful performance and observance of all terms,covenants,and conditions contained in said Lease to be performed or observed by Tenant. If more than one person or entity constitutes the Guarantor,the liability of all such person or entities under this Guaranty shall be joint and several in all respects. Notwithstanding anything herein to the contrary,provided Tenant has not been in monetary or material non-monetary default beyond any applicable notice and cure period,the liability of the Guarantors shall not exceed the total of:(i)the then- unamortized Tenant Improvement Allowance (as defined in Article IA.1 of the Lease)paid to Tenant,plus (ii)the then- unamortized broker commissions paid to Broker,plus(iii)the outstanding and unpaid Rent under the Lease through the date the Tenant surrenders legal possession of the Premises to Landlord,plus(iv)a sum equal to twelve(12)months'Rent under the Lease at the rate in effect at the time Landlord is able to recover under this Guaranty(or if the Lease has expired or been terminated the rate in effect immediately prior to its expiration or termination),and plus (v)reasonable costs incurred by Landlord in recovering under this Guaranty. Guarantors shall be liable for any and all future transactions between Landlord and Tenant arising out of or relating to the Lease,including but not limited to any future extension of the lease term. Further,Guarantors expressly agree that Landlord may,in its sole and absolute discretion,without notice to or further consent of Guarantors and without in any way releasing,affecting,or impairing the obligations and liabilities of Guarantors hereunder(a) waive compliance with any of the terms of the Lease;(b)modify,amend,or change any provisions of the Lease by agreement between Tenant and Landlord;(c)grant extensions or renewals of the Lease and/or effect any release,compromise,or settlement in connection therewith;(d)assign or otherwise transfer all or part of its interest in the Premises,or this Guaranty or any interest therein or herein;and(e)consent to an assignment,subletting,conveyance,or other transfer of all or any part of the interest of Tenant in the Lease. Guarantors acknowledge that they are materially benefitted by the Lease and the undertaking by Guarantors to execute and deliver this Guaranty is a material inducement to Landlord to enter into the Lease. If Tenant holds over beyond the term of the Lease,Guarantors'obligations hereunder shall extend and apply with respect to the full and faithful performance and observance of all of the covenants,terms,and conditions of the Lease and of any such modification thereof. This Guaranty,and all of the terms hereof,shall be binding on Guarantors and the successors, assigns, and legal representatives of Guarantors. Guarantors do not require and hereby waives all notices of Tenant's nonpayment,nonperformance,or nonobservance of the covenants,terms,and conditions of the Lease. Guarantors hereby expressly waive all notices and demands otherwise required by law which Guarantors may lawfully waive. Insofar as the payment by Tenant of any sums of money to Landlord is involved,this Guaranty is a guaranty of payment and not of collection,and shall remain in full force and effect until payment in full to Landlord of all sums payable under the Lease. Guarantors waive any right to require that Landlord bring any legal action against Tenant before, simultaneously with,or after enforcing its rights and remedies hereunder against Guarantors. Landlord shall not be required to make any demand on Tenant,apply any security deposit being held by Landlord on behalf of Tenant or any other credit in favor of Tenant,or otherwise pursue or exhaust its remedies against Tenant before,simultaneously with,or after enforcing its rights and remedies hereunder against Guarantors. Neither Guarantors'obligation to make payment in accordance with the terms of the Guaranty nor any remedy for the enforcement thereof shall be impaired,modified,released,limited,or affected in any way by any impairment,modification,release,or limitation of the liability of Tenant or its estate in bankruptcy,resulting from(a)the operation of any present or future provision of the Bankruptcy Code of the United States or from the decision of any court interpreting the same;(b)the rejection,or disaffirmance,of the Lease in any such proceedings;or(c)the assumption and assignment or transfer of the Lease by Tenant or Tenant's bankruptcy trustee. Guarantors represent and warrant that this Guaranty has been duly authorized by all necessary corporate action on Guarantors'part,has been duly executed and delivered by a duly authorized officer,and constitutes Guarantors'valid and legally binding agreement in accordance with its terms. The liabilities of Guarantors are coextensive with that of Tenant and also joint and several,and legal action may be brought against Guarantors and carried to final judgment either with or without making Tenant a party thereto. Until all of Tenant's obligations under the Lease are fully performed,Guarantors(a)waive any rights that Guarantors may have against Tenant by reason of any one or more payments or acts in compliance with the obligations of Guarantors under this Guaranty;and(b)subordinates any liability of indebtedness of Tenant held by Guarantors to the obligations of Tenant to Landlord under its Lease. Guarantors waive the benefit of any statute of limitations affecting Guarantors'liability under this Guaranty.This Guaranty shall be governed by and construed in accordance with the laws of the State in which the Premises encumbered by the Lease shall exist. Guarantors hereby consent to the jurisdiction of any competent court within said State and in Landlord's discretion,including,without limitation,Federal courts of the United States.Guarantors hereby waive trial by jury in any action brought on or with respect to this Guaranty. Guarantors agree to pay all costs and expenses incurred by Landlord in enforcing this Guaranty,including,without limitation,all legal fees and disbursements. Within ten(10)business days after each request by Landlord is received by Guarantors, Guarantors shall deliver estoppel certificates to Landlord("Estoppel Certificate")certifying in writing that this Guaranty remains in full force and effect and such other matters as reasonably requested by Landlord. Each Estoppel Certificate shall be made in favor of Landlord,any mortgagee,any assignee,any purchaser or any other person specified by Landlord. DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 Guarantors represent and warrant as to themselves and,if applicable,their shareholders,partners and members that none of them,nor any of their shareholders,partners or members,is listed in Executive Order 13224-Blocking Property and Prohibiting Transactions with Persons Who Commit,Threaten to Commit or Support Terrorism,as amended("Executive Order 13224"),and none of them has any present,actual knowledge that any other persons or entities holding any legal or beneficial interest whatsoever in each are included in,owned by,controlled by,knowingly acting for or on behalf of,knowingly providing assistance,support,sponsorship,or services of any kind to,or otherwise knowingly associated with any of the persons or entities referred to or described in Executive Order 13224,or other banned or blocked person,entity,nation,or transaction pursuant to any law,order,rule or regulation that is enforced or administered by the Office of Foreign Assets Control. Any breach of the foregoing representations and warranties shall constitute an event of default by Guarantors and shall be covered by the indemnity provisions of the Lease. IN WITNESS WHEREOF,the undersigned has signed this Guaranty this day of 12022. GUARANTOR: Nadia Nassar [HomeAddr•ess] [HomeAddr•ess] [Phone Number] GUARANTOR: Ryan Nicotra [HomeAddr•ess] [HomeAddr•ess] [Phone Number] DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 EXEMPTION OF WAGES FROM GARNISHMENT IF YOU PROVIDE MORE THAN ONE-HALF OF THE SUPPORT FOR A CHILD OR OTHER DEPENDENT, ALL OR PART OF YOUR INCOME IS EXEMPT FROM GARNISHMENT UNDER FLORIDA LAW. YOU CAN WAIVE THIS PROTECTION ONLY BY SIGNING THIS DOCUMENT. BY SIGNING BELOW, YOU AGREE TO WAIVE THE PROTECTION FROM GARNISHMENT. GUARANTOR: Nadia Nassar [Address] [Address] [Phone Number] Date Signed: GUARANTOR: Ryan Nicotra [Address] [Address] [Phone Number] Date Signed: DocuSign Envelope ID:8E683D50-908C-424F-B968-OFCB10A2BE69 SHOPPING CENTER LEASE AGREEMENT TABLE OF CONTENTS ARTICLE 1-DEFINITIONS AND CERTAIN BASIC PROVISIONS..........................................................................................................1 ARTICLE IA-CERTAIN SPECIAL PROVISIONS......................................................................................................................................2 ARTICLE2-GRANT.....................................................................................................................................................................................3 ARTICLE3-RENT.....................................................................................................................................................................................3 ARTICLE 4-PERCENTAGE RENT..............................................................................................................................................................4 ARTICLE 5-GROSS SALES REPORTING..................................................................................................................................................4 ARTICLE 6-ADDITIONAL RENT...............................................................................................................................................................5 ARTICLE 7-SECURITY DEPOSIT..............................................................................................................................................................5 ARTICLE 8-COMMENCEMENT OF TERM AND RENT..........................................................................................................................5 ARTICLE9-PREMISES................................................................................................................................................................................6 ARTICLE 10-USE OF PREMISES...............................................................................................................................................................6 ARTICLE 11-CONTINUOUS OPERATION................................................................................................................................................6 ARTICLE 12-RETAIL RESTRICTION LIMIT............................................................................................................................................7 ARTICLE 13-CARE OF PREMISES............................................................................................................................................................7 ARTICLE 14-COMMON AREAS AND PARKING.....................................................................................................................................7 ARTICLE 15-TAX RESPONSIBILITIES.....................................................................................................................................................7 ARTICLE 16-MECHANIC'S LIEN..............................................................................................................................................................8 ARTICLE 17-PRO RATA SHARE OF EXPENSES,TAXES AND INSURANCE.....................................................................................8 ARTICLE 18-CONSTRUCTION OF IMPROVEMENTS............................................................................................................................9 ARTICLE 19-FIXTURES AND INTERIOR ALTERATIONS.....................................................................................................................9 ARTICLE 20-INDEMNIFICATION AND INSURANCE............................................................................................................................9 ARTICLE 21-NON-LIABILITY;GENERAL DAMAGE AND FIRE DAMAGE.....................................................................................11 ARTICLE 22-PROPERTY INSURANCE BY LANDLORD......................................................................................................................11 ARTICLE 23-MUTUAL WAIVER OF SUBROGATION..........................................................................................................................12 ARTICLE 24-DEFAULT BY TENANT......................................................................................................................................................12 ARTICLE 25-WAIVER OF TRIAL BY JURY...........................................................................................................................................13 ARTICLE 26-LIEN OF LANDLORD FOR RENT,TAXES AND OTHER SUMS...................................................................................13 ARTICLE 27-DEFAULT BY LANDLORD................................................................................................................................................13 ARTICLE 28-TENANT'S REPAIRS...........................................................................................................................................................13 ARTICLE 29-LANDLORD'S REPAIRS.....................................................................................................................................................13 ARTICLE 30-UTILITIES............................................................................................................................................................................14 ARTICLE 31-RIGHT OF ACCESS.............................................................................................................................................................14 ARTICLE32-SIGNS...................................................................................................................................................................................14 ARTICLE 33-FORCE MAJEURE...............................................................................................................................................................15 ARTICLE 34-QUIET ENJOYMENT..........................................................................................................................................................15 ARTICLE 35-BANKRUPTCY....................................................................................................................................................................15 ARTICLE 36-CONDEMNATION...............................................................................................................................................................15 ARTICLE 37-ASSIGNMENT AND SUBLETTING...................................................................................................................................16 ARTICLE 38-SUBORDINATION AND ATTORNMENT.........................................................................................................................17 ARTICLE 39-TENANT'S ESTOPPEL CERTIFICATE..............................................................................................................................17 ARTICLE 40-EXCULPATION...................................................................................................................................................................18 ARTICLE41-NOTICE................................................................................................................................................................................18 ARTICLE 42-HOLDING OVER.................................................................................................................................................................18 ARTICLE 43-PARTIAL INVALIDITY......................................................................................................................................................18 ARTICLE 44-SIGNATURES REQUIRED.................................................................................................................................................18 ARTICLE 45-NO JOINT VENTURE..........................................................................................................................................................18 ARTICLE 46-TIME OF ESSENCE.............................................................................................................................................................18 ARTICLE 47-ACCORD AND SATISFACTION........................................................................................................................................18 ARTICLE 48-RECORDATION...................................................................................................................................................................18 ARTICLE49-CAPTIONS............................................................................................................................................................................19 ARTICLE 50-RESPONSIBILITY OF TENANT........................................................................................................................................19 ARTICLE 51-SURRENDER OF PREMISES.............................................................................................................................................19 ARTICLE 52-GOVERNING LAW AND INTERPRETATION.................................................................................................................19 ARTICLE53-BROKERS............................................................................................................................................................................. 19 ARTICLE 54-ATTORNEYS'FEES,LANDLORD'S FEES AND EXPENSES.........................................................................................19 ARTICLE 55-ABANDONMENT OF PERSONAL PROPERTY...............................................................................................................19 ARTICLE 56-AMERICANS WITH DISABILITIES ACT.........................................................................................................................19 ARTICLE 57-CLARIFICATION OF TERMS............................................................................................................................................20 ARTICLE 58-ENVIRONMENTAL MATTERS.........................................................................................................................................20 ARTICLE 59-PERSONAL INTEREST DISCLOSURE.............................................................................................................................21 ARTICLE 60-UNRELATED BUSINESS INCOME...................................................................................................................................21 ARTICLE 61-RULE AGAINST PERPETUITIES......................................................................................................................................21 ARTICLE 62-NO WAIVERS,AMENDMENTS........................................................................................................................................21 ARTICLE 63-ENTIRE AGREEMENT........................................................................................................................................................21 ARTICLE 64-SHOPPING CENTER RESTRICTIONS..............................................................................................................................21 ARTICLE 65-SUCCESSORS AND ASSIGNS...........................................................................................................................................22 ARTICLE 66-GUARANTOR......................................................................................................................................................................22 ARTICLE 67-AUTHORITY........................................................................................................................................................................22 ARTICLE 68-CONFIDENTIALITY...........................................................................................................................................................22 ARTICLE 69-TERMINATION...................................................................................................................................................................22 DocuSign Envelope lD:8E683D50-908C-424F-B968-OFCB10A2BE69 ARTICLE 70-NOTICE TO MORTGAGEE................................................................................................................................................22 ARTICLE 71-PATRIOT ACT.....................................................................................................................................................................22 ARTICLE 72—LIENS FOR IMPROVEMENTS..........................................................................................................................................22 ARTICLE 73—RADON GAS.......................................................................................................................................................................22 ARTICLE 74—COUNTERPARTS/ACCEPTANCE OF ELECTRONIC SIGNATURES ..........................................................................22 EXHIBITS EXHIBIT A SITE PLAN EXHIBIT LANDLORD'S WORK EXHIBIT C TENANT'S WORK EXHIBIT C-1 FORM OF LIEN WAIVER EXHIBIT D SIGNAGE&DISPLAY CRITERIA EXHIBIT E SHOPPING CENTER RESTRICTIONS EXHIBIT F FORM OF GUARANTY OF LEASE �' i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: July 12, 2022 CONSENT AGENDA AGENDAITEM: 11.1. SUBJECT: Ratification of the Insurance Broker of Record for Property and Casualty Insurance Program Contract SUMMARY: On December 14, 2021, Plastridge Insurance Agency, Inc. was awarded the contract for Insurance Broker of Record for Property and Casualty Insurance Program (Attachment 1). The original contract with signatures can not be found. Per legal counsel, the current CRA Board Chair needs to execute the agreement. The contract has been reviewed by legal counsel and is attached for the Board to ratify his signature as a precaution (see Attachment 11). The Executive Director of the CRA may renew the contract, at the same terms, conditions, and prices, for two (2) additional two (2) year periods subject to vendor acceptance, satisfactory performance, and determination that renewal will be in the best interest of the CRA. The terms of the contract are as follows: Initial Term: Fiscal Year(FY)2021-2022 and FY 2022-2023 First Renewal Term: FY 2023-2024 and FY 2024-2025 Second Renewal Term: FY 2025-2026 and FY 2026-2027 The broker will be authorized to submit requests for renewal/placement of insurance programs in insurance markets effective for fiscal year 2023-2024 and future years if the CRA chooses to exercise its options for renewal. FISCAL IMPACT: FY 2021-2022 Budget General Fund, Line Item 01-51410-213, not to exceed $170,000 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Ratify the Board Chair's signature on the contract with the Plastridge Agency, Inc. as the Broker of Record for the CRA's Property and Casualty Insurance Program. ATTACHMENTS: Description D Attachment I -CRA Board Meeting Minutes dated 12.14.2022 D Attachment II - Insurance Broker Contract Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida December 14, 2021 L. Update on 115 N. Federal Hwy Infill Mixed Use Redevelopment Project Negotiations with Affiliated Development, LLC (This item was heard earlier in the meeting.) 17. New Business A. Consideration of Contract Award for the Request for Proposal (RFP) for the Insurance Broker of Record for Property and Casualty Insurance Program Vicki Hill, Finance Director, advised staff issued an RFP and there was one response. The broker was present earlier in the meeting. The request was to approve the award and direct staff to commence negotiations with them and authorize the Chair to sign the contract subject to final legal approval. Motion Board Member Katz moved to approve. Vice Chair Hay seconded the motion. The motion passed unanimously. B. Discussion and Consideration of Interlocal Agreement between the CRA and the City for Partial Funding of Economic Development Plan Performed by Florida International University Motion Board Member Katz moved to approve. Vice Chair Hay seconded the motion. The motion passed unanimously. C. Consideration of the Revised CRA Human Resource Policies and Procedures Manual Ms. Hill advised staff needed to clear language with Legal and staff is now asking the Board to approve the change. Motion Vice Chair Hay moved to approve. Board Member Katz seconded the motion. The motion passed unanimously. 18. Future Agenda Items A. Consideration and Discussion of Extension of Time to Begin Construction on the Bride of Christ Daycare Center at NE 10th Avenue B. Project Update for the Boynton Beach Boulevard Complete Street Project 31 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY BROKER OF RECORD CONTRACT FOR PROPERTY AND CASUALTY INSURANCE PROGRAM THIS CONTRACT ("Contract") is entered into between the Boynton Beach Community Redevelopment Agency, hereinafter referred to as "the CRA", whose address is 100 E. Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435, and Plastridge Insurance Agency Inc., hereinafter referred to as "the Broker", whose address is 820 NE 6th Avenue, Delray Beach, FL 33483. The CRA and Broker may be referred to individually as a "party" and collectively as the "parties." In consideration of the mutual benefits, terms, and conditions hereinafter specified herein, the Parties agree as follows: 1. DESIGNATION OF BROKER SERVICES. The Broker is retained by the CRA to perform Broker Services in connection with the Broker Services as defined below and consistent with the Request for Proposals titled "Broker of Record For Property and Casualty Insurance Program" dated November 24, 2021 ("RFP"), a copy of which is attached hereto and is hereby incorporated herein. In the event of a conflict between the RFP and the remainder of this Contract, the remainder of the Contract shall control. 2. SCOPE OF SERVICES. The obligation of and services to be performed by Broker described in this paragraph shall be referred to herein as the "Broker Services." Broker agrees to perform the broker services in accordance with all applicable Florida Statutes. The Broker Services include, but are not limited to, surveying the insurance marketplace, identifying markets available and willing to underwrite, determining those markets which provide the most cost effective coverages to meet the insurance needs of the CRA, and procuring insurance as instructed by the CRA. The Broker Services also include loss prevention, loss control, claims administration, and risk management services to the CRA. The Broker shall be responsible for: recommending policies that provide appropriate levels of coverage; presenting to markets the CRA's insurance coverage requirements; obtaining bids from responsible insurers; evaluating bids and presenting the CRA the package of insurance policy terms, conditions and premiums; representing the CRA in any negotiations with insurers and other parties regarding insurance matters; meeting with the CRA at least semi-annually to review the current coverage; and soliciting quotes from multiple insurers at the time of any renewal. The Broker Services also include timely responding to CRA inquiries regarding insurance coverage and other matters that may arise from time to time. Companies reviewed and recommended by the CRA's selected Broker of Record, for insurance coverage for the CRA, shall have the most recent A.M. Best's Key Rating Guide rating of not less than A. The primary account representative and other account team members for the Broker shall be reasonably available to CRA staff to address questions related to the CRA account and provide such other services related to the insurance coverage as the CRA may reasonably request. 01576929-2 Broker of Record Contract for Property and Casualty Insurance Program Page 2 3. TIME FOR PERFORMANCE. Work under this Contract shall commence on December 15, 2021. Broker shall perform all services and provide all work product required for CRA insurance needs and requirements,pursuant to this Contract 4. TERM OF CONTRACT. Unless earlier terminated, this Contract will be for a two (2) year period. The CRA, at its sole discretion may renew the Contract upon written notice from the CRA's Executive Director without further action by the CRA Board, under the same terms and conditions for two (2) additional two-year terms. 5. PAYMENT. The CRA authorizes payment by various insurance companies or carriers to the Broker for completed work and for services rendered under this Contract after the effective date of CRA insurance products, in accordance with the Fee Schedule, pursuant to Exhibit B, which is attached hereto and is hereby incorporated herein. 6. PERSONNEL AND LICENSING. Broker represents that it has the knowledge, ability, licensing (if applicable), and equipment to provide Broker Services. Broker represents that Broker has, or will secure at Broker's own expense, all necessary personnel required to perform the Broker Services under this Contract. Such personnel shall not be employees of, or have any contractual relationship with, the CRA. All of the Broker Services shall be performed by the Broker, or under Broker's supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, licensed or permitted under state and local law to perform such Broker Services. Broker warrants that all Broker Services shall be performed by skilled and competent personnel in accordance with all applicable federal, state and local laws and professional and technical standards, and that Broker has all required licenses and permission required by state, local, and federal law to perform the Broker Services. 7. OWNERSHIP AND USE OF DOCUMENTS. The Broker agrees that the CRA shall be the owner of all materials and other documents created by the Broker on behalf of the CRA as part of its performance of the Broker Services. Any and all documents, files, reports, programs, developments and innovations, whether written or electronic, which are developed, maintained, utilized or conceived by Broker during the term of this Contract and in the course of the performance of Broker Services hereunder shall be the exclusive property of the CRA and shall be submitted to the CRA along with the final invoice in a format acceptable to the CRA. Broker hereby assigns all right, title and interest in same to the CRA. 8. COMPLIANCE WITH LAWS. Broker shall, in performing the services contemplated by this Contract, faithfully observe and comply with all federal and state laws and regulations, and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations, including any applicable ethics and procurement requirements. 01576929-2 Broker of Record Contract for Property and Casualty Insurance Program Page 3 9. INDEMNIFICATION. The Broker shall indemnify, save, and hold harmless the CRA, its agents, and its employees from any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed, or recovered against or from the CRA, its agents, or its employees, by reason of any property or other damages or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to the negligent or wrongful conduct or the faulty equipment (including equipment installation and removal) of the Broker or the performance of this Contract by Broker or Broker's employees, agents, partners, principals, or subcontractors. This paragraph shall not be construed to require Broker to indemnify the CRA for its own negligence, or intentional acts of the CRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 10. INSURANCE. It shall be the responsibility of the Broker to secure for itself and its employees, and maintain in force through the duration of this Contract, workers' compensation insurance, property damage insurance, general liability insurance, and vehicular liability insurance, during the time any CRA personnel are working on CRA property or in furtherance of CRA business. Said insured companies must be authorized to do business in the State of Florida and the CRA will not accept any company that has a rating less than A, in accordance to A.M. Best's Key Rating Guide, latest edition. 11. INDEPENDENT CONTRACTOR. The Broker agrees nothing contained in this Contract shall be deemed or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that the Broker is an independent contractor(s) and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Contract or the performance of Broker Services; and that Broker is an independent contractor and not an employee of the CRA for all purposes including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance Law. The Broker shall have exclusive control of the Broker Services provided by the Broker, including the method, manner, and means of executing the Broker Services. 12. COVENANT AGAINST CONTINGENT FEES. The Broker warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Broker, to solicit or secure this Contract, and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the Broker, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, the CRA shall have the right to annul this Contract without liability or, in its discretion, to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 01576929-2 Broker of Record Contract for Property and Casualty Insurance Program Page 4 13. DISCRIMINATION PROHIBITED. The Broker shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, familial status, gender identity, gender expression, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Contract. 14. ASSIGNMENT. The Broker shall not subcontract, assign or otherwise transfer this Contract or any portion thereof to any individual, group, agency, government, non-profit or for-profit corporation, or other entity without the express written consent of the CRA. 15. TIME IS OF THE ESSENCE. The Parties acknowledge that time is of the essence in the performance under in this Contract. 16. VOLUNTARY WAIVER OF PROVISIONS. The CRA may, in its sole and absolute discretion, waive any requirement of the Broker contained in this Contract. No waiver by the CRA shall be deemed a continuing waiver, unless expressly stated in writing, and no action or inaction by the CRA shall be deemed a waiver. All waivers by the CRA must be expressly stated in writing. 17. EFFECTIVE DATE. This Contract will become effective at the date and time that the last party signs this Contract("Effective Date"). 18. EARLY TERMINATION. The CRA may to terminate this Contract at any time, for any reason or no reason, by giving ten (10) days written notice to the Broker. 19. DEFAULT. The failure of a party to comply with the provisions set forth in this Contract shall constitute a default and breach of this Contract. If the defaulting or breaching party fails to cure the default within seven (7) days of notice from the other party, the party not in breach or default may terminate this Contract without further delay. 20. GOVERNING LAW, JURISDICTION, AND VENUE. The terms and provisions of this Contract shall be governed by and construed and enforced in accordance with the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be in Palm Beach County, Florida, for all purposes, to which the Parties expressly agree and submit. 21. NO INFRINGEMENT. The Broker represents that in performing the Broker Services under this Contract, the Broker will not infringe on the property right, copyright, patent right or any other right of anyone else; and if any suit is brought or a claim made by anyone that anything in conjunction with the ownership or the presentation of said Broker or appearance as part of the Broker Services is an infringement on the property right, copyright, patent right, or other rights, the Broker will indemnify the CRA against any and all loss, damages, costs, attorney fees or other loss whatsoever. 01576929-2 Broker of Record Contract for Property and Casualty Insurance Program Page 5 22. LIMITATION OF LIABILITY. To the extent permitted by law, the CRA's liability for all matters that occur as a result of, arise out of, or are otherwise related to this Contract, including negligent, grossly negligent, or willful misconduct or omission, shall be limited to the amount of payment (as authorized in Paragraph 5 of this Contract) that Broker could have received were it not for a default or breach by the CRA, or the direct out-of- pocket damages actually incurred, whichever is less. Nothing in this Contract shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA , including those set forth in Section 768.28, Florida 23. NOTICES. Whenever either Party desires to give notice to the other, such notice must be in writing and sent by United States mail, return receipt requested, courier, evidenced by a delivery receipt, or by overnight express delivery service, evidenced by a delivery receipt, addressed to the Party for whom it is intended at the place last specified; and the place for giving of notice shall remain until it shall have been changed by written notice in compliance with the provisions of this paragraph. For the present, the Parties designate the following as the respective places for giving of notice: Thuy Shutt, Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 Copy to: Lewis Longman & Walker, P.A. Tara Duhy, Esq. 360 Rosemary Avenue, Suite 1100 West Palm Beach, Florida 33401 Notices to Broker shall be sent to the following address: (Broker's info to be inserted) Coordination concerning execution of the Broker Services may be effectuated through electronic mail at such email addresses as the Parties may designate from time to time. 24. ENTIRE AGREEMENT. This Contract, together with attachments or addenda, represents the entire and sole agreement and understanding between the CRA and the Broker concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all Parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions, or representations, of any kind or nature, oral or written, concerning the subject matter 01576929-2 Broker of Record Contract for Property and Casualty Insurance Program Page 6 expressed herein, are merged into this Contract and the terms of this Contract supersede all such other agreements. No extraneous information may be used to alter the terms of this Contract. 25. COUNTERPARTS AND TRANSMISSION. To facilitate execution, this Contract may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e. via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 26. ELECTRONIC SIGNATURES. The parties agree that the electronic signature of a party to this Contract shall be as valid as an original signature of such party and shall be effective to bind such party to this Contract. 27. CONTRACT DEEMED TO BE DRAFTED JOINTLY. This Contract shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the Parties by virtue of the fact that one Party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Contract fairly and reasonably in accordance with the purpose of this Contract. 28. INDEPENDENT ADVICE. The Parties declare that the terms of this Contract have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 29. SEVERABILITY. If any part of this Contract shall be declared unlawful or invalid, the remainder of the Contract will continue to be binding upon the Parties. To that end, this Contract is declared severable. 30. SURVIVAL. The provisions of this Contract regarding indemnity, waiver, insurance, and public records shall survive the expiration or termination of this Contract and remain in full force and effect. 31. ATTORNEYS' FEES AND COSTS. Should it be necessary to bring an action to enforce any of the provisions of this Contract, each party shall be responsible for its own attorneys' fees and costs. 32. PUBLIC RECORDS. The CRA is public agency subject to Chapter 119, Florida Statutes. The Broker shall comply with Florida's Public Records Law. Specifically, the Broker shall: 01576929-2 Broker of Record Contract for Property and Casualty Insurance Program Page 7 a. Keep and maintain public records that ordinarily and necessarily would be required by the CRA in order to perform the Broker Services described in this Contract; b. Upon request from the CRA's custodian of public records, provide the CRA with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law; c. Ensure that public records that are exempt, or that are confidential and exempt, from public records disclosure requirements are not disclosed, except as authorized by law for the duration of the Contract term and following completion of the Contract if the Broker does not transfer the records to the CRA; and d. Upon completion of the Contract, transfer, at no cost to the CRA, all public records in possession of the Broker, or keep and maintain public records required by the CRA to perform the Broker Services. If the Broker transfers all public records to the CRA upon completion of the Contract, the Broker shall destroy any duplicate public records that are exempt, or confidential and exempt, from public records disclosure requirements. If the Broker keeps and maintains public records upon completion of the Contract, the Broker shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. The failure of the Broker to comply with the provisions set forth in this Section shall constitute a default and breach of this Contract, and the CRA shall enforce the Default in accordance with the termination provisions set forth in this Contract. IF THE BROKER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE INDEPENDENT CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 E Ocean Avenue, 4"Floor, Boynton Beach, Florida 33435; or BoyntonBeachCRAkbbfl.us. The Broker also understands that CRA may disclose any document in connection with performance of the Broker Services or this Contract, so long as the document is not exempt, or confidential and exempt, from public records requirements. 33. NON-SCRUTINIZED COMPANIES. The Broker certifies that it is not on the Scrutinized Companies that Boycott Israel List created pursuant to Section 215.4725, Florida Statutes (2019), and that it is not engaged in a boycott of Israel. The CRA may terminate this Contract at the CRA's option if the Broker is found to have submitted a 01576929-2 Broker of Record Contract for Property and Casualty Insurance Program Page 8 false certification as provided under Subsection (5) of Section 287.135, Florida Statutes (2018), as may be amended or revised, or been placed on the Scrutinized Companies that Boycott Israel List created pursuant to Section 215.4725, Florida Statutes (2018), as may amended or revised, or is engaged in a boycott of Israel. 34. E-VERIFY. Broker warrants for itself and its subcontractors that Broker and all subcontractors are in compliance with all federal immigration laws and regulations that relate to their employees. The Broker agrees and acknowledges that the CRA is a public employer that is subject to the E-verify requirements as set forth in Section 448.095, Florida Statutes, and that the provisions of F.S. Sec. 448.095 apply to this Contract. Notwithstanding any other provisions in this Contract, if the CRA has a good faith belief that Broker has knowingly hired, recruited or referred an alien who is not duly authorized to work by the immigration laws or the Attorney General of the United States for employment under this contract, the CRA shall terminate the contract. If the CRA that has a good faith belief that a subcontractor knowingly hired, recruited or referred an alien who is not duly authorized to work by the immigration laws or the Attorney General of the United States for employment under this Contract, the CRA shall promptly notify Broker and order Broker to immediately terminate the contract with the subcontractor. Broker shall be liable for any additional costs incurred by the CRA as a result of the termination of a contract based on Broker's failure to comply with E-verify requirements referenced herein. [SIGNATURES ON NEXT PAGE] 01576929-2 IN WITNESS WHEREOF, the Parties hereto have entered this Contract on the day and year written below. Boynton Beach Community Redevelopment Agency By: Ty Penserga, Board Chair Date: STATE OF COUNTY OF SWORN TO and subscribed before me this day of 2021, by Such person is [ ] personally known to me [ ] produced their current license [ ] produced as identification. (AFFIX SEAL) Notary Public My Commission Expires: 01576929-2 M Plastridge Insurance Agency Inc, y- Brendan Lynch, I esident Date: 6/30/2022 STATE O COUNTY OF SWORN TO and subscribed before me this I -day of , by Such person is vj personally known to me produced their current license produced as identification l (AFFIX SfrNotary Public a DONNA LDAN21G CWCUSIon IGf.R1166 My Comrrriss n �;xpire � �� � Jura 29,2023 ?...,m TW Tmy Fla Iran=WCOSVOil E71 4,.1421?.•.? EXMRIT A FEESCREDULE To Be Inserted Boynton Beach Community Redeuelo e t Agerxy Commission Premium Co [ %ori' Policy Type Percentage Paid Amount Package End. 1 $1.,076. $107.80 Package $101,92LOO $10,192.10 Package End. a -$234. in . in00 d 1 ,x61.0 6L $1,43:.2.56 $128.93 ipollution $3,69 . .36 10M, $109,942.S6 $10,9SI1.79 NotePollution S year policy renewed in 212020.. 27 EXHIBIT B INSURANCE REQUIREMENTS A. Worker's Compensation Insurance to apply to all of the Broker's employees in compliance with the "Worker's Compensation Law" of the State of Florida and all applicable Federal Laws. Employer's Liability with limits of $1,000,000 Each Accident, $1,000,000 per Disease Policy Limits, and $1,000,000 per Disease Each Employee. B. Comprehensive General Liability with minimum limits of one million dollars ($1,000,000.00) per occurrence combined single limit for Bodily Injury Liability and $1,000,000 minimum Property Damage Liability. Additionally, coverage shall also include $1,000,000 aggregate on products and completed operations; $2,000,000 general aggregate. Coverage must be afforded on a form no more restrictive than the latest edition of the Comprehensive General Liability policy, without restrictive endorsements other than ISO Endorsement GL 2106, as Filed by the Insurance Services Office and must include: 1. Premises and/or Operations 2. Independent Contractors 3. Broad form Contractual Coverage applicable to this specific contract, including any hold harmless and/or indemnification agreement. 4. Personal Injury Coverage with employee and contractual exclusions removed. C. Business Automobile Liability with minimum limits of one million dollars ($1,000,000.00) per occurrence combined single limit for Bodily Injury Liability and Property Damage Liability. Coverage must be afforded on a form no more restrictive than the latest edition of the Business Automobile Liability policy, without restrictive endorsements, as filed by the Insurance Services Office and must include: 1. Owned Vehicles 2. Hired and Non-Owned Vehicles 3. Employers' Non-Ownership D. Professional Liability Insurance with minimum limits of one million dollars ($1,000,000.00)per occurrence applicable to BBCRA undertakings. Coverage shall be afforded on a form acceptable to the CRA. Contractor shall insure that sub-contractors used for any portion of the Broker Services for the CRA maintain adequate levels of Professional Liability Insurance. E. The BBCRA and City of Boynton Beach shall be named as an additional insured on the Broker's policies and a waiver of subrogation shall be provided for all policies. 01576929-2 Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4t'Floor Boynton Beach, FL 33435 01576929-2 a..s;�s, i �Y V ` B E AC H !a sii C�d R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: July 12, 2022 OLD BUSINESS AGENDAITEM: 13.A. SUBJECT: Project Update on the Bride of Christ Daycare Center at NE 10th Avenue SUMMARY: On November 12, 2019, the CRA Board approved the Purchase and Sale Agreement with the Bride of Christ Tabernacle Church for the purchase of a CRA-owned vacant parcel located on E. Martin Luther King Jr. Boulevard for the appraised value of $49,000 (see Attachment 1). The Bride of Christ will be using the CRA lot, in combination with their existing property, to build a new children's daycare facility. The daycare facility will be open to the public (Mon. - Fri. from 7 a.m. - 7 p.m.) and will serve approximately 40 children from the ages of 2-5 years old. According to Paragraph 19, Property Reverter Clause, of the Purchase and Sale Agreement (see Attachment 11) the Bride of Christ was to commence construction of the daycare facility within twenty-four (24) months from the date of closing. The closing took place on January 16, 2020, therefore, construction of the daycare was to begin no later than January 16, 2022 (see Attachment 111). On November 1, 2021, CRA's legal counsel received a request from the Bride of Christ for a one (1)year extension to January 16, 2023, to commence construction of the daycare facility(see Attachment IV). The Bride of Christ has been working with an architect and lender and has provided preliminary engineering drawings as proof of their progress (see Attachment V). CRA staff reviewed the supportive documents which indicated that the church's consultants did not anticipate that zoning and site plan approvals were required for the proposed daycare facility prior to building permit application review. There are site and use specific design requirements that need to be addressed as part of the zoning approval process. If preliminary discussions were initiated with the Planning and Development Department, a one-year extension may be adequate or additional time and expenses may need to be considered by the church. On January 10, 2022, the CRA Board approved the Bride of Christ's request for a one (1) year extension (see Attachments VI & VI 1) and requested a six-month update on the permitting status based on CRA staff's advisement that the site requires zoning approval because a daycare facility is not a permitted use. Attachment VIII is the current permit status through the City's online permitting service (Sages). On March 14, 2022, the permit was disapproved and an email sent to the owner and engineer of the project (see highlighted portion of Attachment VIII). City staff has confirmed that there has been no further documented action on the project. CRA staff has informed the Bride of Christ representative of the reporting requirements and that the item will be presented to the CRA Board at the July 12, 2022 Board meeting. FISCAL IMPACT: N/A CRA P LAN/P ROJ ECT/P ROG RAM: 2016 Boynton Beach Community Redevelopment Plan CRAAB RECOMMENDATION: N/A CRA BOARD OPTIONS: No action required at this time unless otherwise determined by the Board. ATTACHMENTS: Description D Attachment I - November 12, 2019 CRA Board Meeting Minutes D Attachment II - Purchase and Sale Agreement D Attachment III -Warranty Deed D Attachment IV - November 1, 2021 1-Year Extension Request D Attachment V - Preliminary Drawings D Attachment VI - 1/10/22 CRA M inutes Approving 1 yr. Extension D Attachment VII - Fully Executed First Addendum to P&S Agreement D Attachment VIII - Permit Status-Sages Meeting Minutes Community Redevelopment Agency Board Boynton each, Florida November 12, 2019 ................. Chair Grant pulled this item and inquired how much was in the account. Vicki Hill, Finance Director, responded there was $13,947,604.68. Motion Board Member cCray moved to approve. Board Member Penserga seconded the motion. The motion unanimously passed. C. Approval of Commercial Property Improvement Grant Program in the amount of$35,339.73 for Guaca Go Corp. located in 500 Ocean at 510 E. Ocean Avenue, Unit 106 Board Member cCray pulled this item and asked about the company. An unidentified woman explained they have been a mobile company for three years. The have participated in events throughout South Florida making home-made guacamole bowls with different fresh toppings, to bring healthy fast casual food to Ocean Avenue, In addition to the guacamole bowls, they will have sweet potato, protein and other options as well as drink, desert options and smoothies. Mr. Simon explained the CRA has used the at CRA events and they are very good. Vice Chair Katz thanked the for selecting Boynton each, commenting it was good to see businesses upgrading and coming to the downtown. D. Approval of Commercial Rent Reimbursement Grant Program in the amount of $15,924.96 for Guaca Go Corp. located in 500 Ocean at 510 E. Ocean Avenue, Unit 106 Motion Board Member cCray moved to approve Items C and D. Board Member Romelus seconded the motion and welcomed the to the neighborhood. The motion unanimously passed. 13. Public Hearing 14. Old Business A. Consideration and Discussion of the Purchase and Sale Agreement with Bride of Christ Tabernacle Church for the CRA Owned Property Located on NE '11 Oth Avenue. Motion Vice Chair Katz moved to approve, Board Member Romelus seconded the motion. 9 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 12, 2019 Board Member McCray asked about the fence and learned the existing fence would be removed as part.of the new project. There will be access onto MLK Jr. Boulevard to enter their property. Board Member Romelus asked when the ground breaking would occur. Vera Marie Merna, representing the acting project manager for Bride of Christ Church explained an attorney in Boca has been representing them and they have been speaking with Mr. Grant. They discussed the starting date was extended because they could not meet the December 11th date. The Church would have a year to start, meaning to obtain the permit and would like to start as soon as possible. They have a lot to do and must get the plans to the City. Unity of Title was also needed. Chair Grant commented the reverter clause indicates the Church must commence construction within 12 months and asked for clarification of "commence construction." Attorney Rossmell explained it usually has a more physical impact, but the CRA can adjust the contract if more time was needed due to circumstances beyond their control. He would be happy to give then up to 24 months to break ground. The Board agreed. Board Member McCray was okay with extending the contract to two years. Ms. Merna also noted the attorney found two errors in the contract that were not corrected. One of them was just discussed by the Board, but the reverter language specified they had to be in possession. Ms. Merna agreed with the changes they suggested. Since it was listed as an exhibit, it did not have to be signed now. The contract they used was a more general contract. Any changes the Board makes would have to be re-signed. The Board could approve the contract subject to legal finalization for those two items. Chair Grant requested a motion to approve the property reverter clause to 24 months regarding commencement of construction from 12 months to 24 months, subject to legal approval. Vice Chair Katz agreed to amended his motion. Board Member Romelus seconded the amended motion. The motion unanimously passed. Board Member Romelus congratulated the Church and commented she viewed them as a community partner. She liked to see the Church being a community partner and having local businesses and non-profits expand the area they serve. She was touched the invocation was given in her native language. B. Consideration of a Purchase and Sale Agreement for the Property Located at 100 E. Martin Luther King Jr. Blvd fka Family. Dollar Mr. Simon explained the owner's response to the more recent offer approved in October offering to purchase the property for$1.2 million and a counter offer of$1.85 million. Chair Grant had spoken with the owner and explained the reason why Mr. Aiken was because of a settlement with of $1.3 million with Family Dollar. Part of the purchase and sale agreement specified he wou"d get that, in addition to the $1.2 million the CRA would pay for the property. It would cause 15% capital gains. Because his offer with Family Dollar was time certain, he took the $1.3 million, which would be considered ordinary income. The difference in tax at the 35% rate, which was $260K paid to the federal government, 10 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 BRIDE OF CHRIST TABERNACLE, INC. (hereinafter"PURCHASER") and BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 1.63, Part III, of the Florida Statutes (hereinafter "SELLER"). In consideration of the mutual covenants and agreements herein set forth, the Parties hereto agree as follows: 1. PURCHASE AND SALEPROPERTY. 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 Property located in Palm Beach County, Florida (the "Property") and more particularly described as follows: SEE ATTACHED EXHIBIT"A" 2. PURCHASE PRICE.AND PAYMENT. The Purchase Price to be paid for the Property shall be Forty-Nine Thousand Dollars ($49,000.00), 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 Five Thousand Dollars ($5,000.00) the "Deposit"). 3.2 A IicationlDisbursement of Deposit. The Deposit shall be applied and disbursed as follows: The Deposit shall be delivered to SELLER at Closing and the PURCHASER shall receive credit for such amount 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 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 1.2, 3.3 EscrowAent. PURCHASER and SELLER authorize Escrow Agent to receive, deposit and hold funds in escrow and, subject to clearance, disburse them upon proper PURCHASER INITIAM SELLER INITIALS: 01165713-2 Purchase and Sale Agreement Page 2 of 18 authorization and in accordance with Florida law and the terms of this Agreement. The parties agree that Escrow Agent will not be liable to any person for misdelivery of escrowed items to PURCHASER and SELLER, unless the misdelivery is due to Escrow Agent's willful breach of this Agreement or gross negligence. If Escrow Agent interpleads the subject matter of the escrow, Escrow Agent will pay the filing fees and costs from the deposit and will recover reasonable attorney's fees and costs to be paid from the escrowed funds which are charged and awarded as court costs in favor of the prevailing party. All claims against Escrow Agent will be arbitrated, so long as Escrow Agent consents to arbitrate. 4. EFFECTIVE DATE. The effective date of the Purchase Agreement is the date that the Escrow Agent receives the Escrow Deposit and Escrow Agent executes the Agreement. 5. CLOSING. The purchase and sale transaction contemplated herein shall close on or before sixty (60) days from the Effective Date (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 conveyto PURCHASER,by Special Warranty Deed complying with the requirements of the Title Commitment(hereinafter defined), valid,good,marketable and insurable title in fee simple to the Property,free and clear of any and all liens, encumbrances, conditions, easements, assessments, restrictions and other conditions except only the following (collectively, the "Permitted Exceptions"): (a) general real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; (b) covenants, conditions, easements, dedications, rights-of-way and matters of record included on the Title Commitment or shown on the Survey (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 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) 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�- PURCHASER MITIALS:�1 1 SELLER INITIALS: !! 0116571]-2 Purchase and Sale Agreement Page 3 of 18 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 arising out of PURCHASER's investigation of the Property. 7.1 Title Review. Within twenty (20) days of the Effective Date, SELLER shall obtain, at the SELLER's expense, from a Title Company chosen by SELLER (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 cure and remove the Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable or unwilling to cure and remove, or cause to be cured and removed, the 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 is then and closing pursuant to the Agreement, 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 PURCHASER INITIALS` t7l SELLER INITIALS: 01185713-2 Purchase and Sale Agreement Page 4 of 18 provisions of Section 7.1 concerning title objections. 7.3 SELLER Deliveries. SELLER shall deliverto 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. 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 Proceeding 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 Com fiance 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 SELLER 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: PURCHASER INITIALS: SELLER INITIALS. 01185713-2 �' S. Purchase and Sale Agreement Page S of 18 9.1 Deed. A Special Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple title to the Property free and clear of all liens, encumbrances and other conditions of title other than the Permitted Exceptions. i 9.2 Seller's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law; and that there are no parties in possession of the Property other than SELLER. SELLER shall also furnish to PURCHASER a non-foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits referenced above,the same shall be deemed an uncured title objection. 9.3 Closing Statement. A closing statement setting forth the Purchase Price, the Deposit, all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which PURCHASER shall also execute and.deliver at Closing. .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. PURCHASER INITIALSa r SELLER INITIALS; Purchase and Sale Agreement Page 6 of 18 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. 10.4 Closing Costs. SELLER shall be responsible for all documentary stamps on the deed, owner's title insurance expenses, recording the deed and half of all general closing expenses (settlement fee, courier fees, overnight package, etc.). PURCHASER is responsible for half of all general closing expenses, expenses associated with a mortgagee title insurance policy, if any, 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 Existing Mortgages and Other Liens. At Closing, SELLER shall obtain, or cause to be obtained, satisfaction or release of record of all mortgages, liens and judgments applicable to and encumbering the Property. 11. REPRESENTATIONS COVENANTS AND WARRANTIES. To induce PURCHASER to enter into this Agreement,SELLER makes the following representations, all of which, to the best of its knowledge, in all material respects and except as otherwise provided in this Agreement (i) are now true,and (ii)shall be true as of the date of the Closing unless SELLER receives information to the contrary, and (iii) shall survive the Closing. In that event, PURCHASER shall be provided immediate notice as to the change to the following representations: 11.1 At all times from the Effective Date until prior to Closing, SELLER shall keep the Property (whether before or after the date of Closing) free-and clear of any mechanic's or materialmen's liens for work or materials furnished to or contracted for, by or on behalf of SELLER prior to the Closing, and SELLER shall indemnify, defend and hold PURCHASER harmless from and against all expense and liability in connection therewith (including, without limitation, court costs and reasonable attorney's fees). 11.2 SELLER has no actual knowledge nor has SELLER received any notice of any litigation, claim, action or proceeding, actual or threatened, against SELLER or the Property by any organization, person, individual or governmental agency which would affect (as to any threatened PURCHASER INITIALS SELLER INITIALS. 01185717.2 4 Purchase and Sale Agreement Page 7 of 18 litigation, claim, action or proceeding, in a materially adverse fashion)the use, occupancy or value of the Property or any part thereof or which would otherwise relate to the Property. 11.3 SELLER has full power and authority to enter into this Agreement and to assume and perform its obligations hereunder in this Agreement. SELLER does not and will not conflict with or result in the breach of any condition or provision, or constitute a default under, or result in the creation or imposition of any lien,charge,or encumbrance upon any of the Property or assets of the SELLER by reason of the terms of any contract, mortgage, lien, lease, agreement, Indenture, instrument or judgment to which the SELLER is a party of which is or purports to be binding upon the SELLER or which affects the SELLER;no action by any federal,state or municipal or other governmental department, commission, board, bureau or instrumentality is necessary to make this Agreement a valid instrument binding upon the SELLER in accordance with its terms. 11.4 SELLER represents that SELLER will not, between the date of this Agreement and the Closing, without PURCHASER'S prior written consent, which consent shall not be unreasonably withheld or delayed, except in the ordinary course of business, create any encumbrances on the Property. For purposes of this provision the term"encumbrances"shall mean any 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 PURCHASER INITIALS; SELLER INITIALS; 01185713-2 Purchase and Sale Agreement Page 8 of 18 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)i1). 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). 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 fall to fully and timely PURCHASER INITIALS, SELLER INITIALS. 01185713-3 �- Purchase and Sale Agreement Page 9 of 18 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. 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: If to Seller: Michael Simon, Executive Director Boynton Beach Community Redevelopment Agency 710 N. Federal Highway Boynton Beach, FL 33435 With a copy to: Kenneth Dodge Lewis, Longman & Walker, PA 515 North Flagler Drive Suite 1500 West Palm Beach, FL 33401 If to Purchaser: Claude Maxime, President Bride of Christ Tabernacle, Inc. 300 NW 22nd Street Boca Raton, FL 33431 14. BINDING OBLIGATIONJASSIGNMENT. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of the successors and permitted PURCHASER INITIALS< SELLER INITIALS: I 01185713-2 Purchase and Sale Agreement Page 10 of 18 assigns of the Parties hereto. PURCHASER may not assign its interest in this Agreement without the prior written consent of SELLER,which shall not be unreasonably withheld. SELLER shall have the right to assign this Agreement to the City of Boynton Beach (the "City") without the prior consent of PURCHASER and the SELLER shall be released from any further obligations and liabilities under this Agreement. The SELLER may not assign this Agreement to any other party without the prior written approval of PURCHASER, which shall not unreasonably withheld. If SELLER 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. PURCHASER shall indemnify, defend and hold harmless the SELLER 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 PURCHASER on its behalf with any broker or finder in connection with this Agreement. The provisions of this Section shall survive Closing or termination of this Agreement. 16. ENVIRONMENTAL CONDITIONS. 16.1 For purposes of this Agreement, pollutant ("Pollutant") shall mean any hazardous or toxic substance, material, or waste of any kind or any contaminant, pollutant, petroleum, petroleum product or petroleum by-product as defined or regulated by environmental laws. Disposal ("Disposal")shall mean the release,storage, use, handling, discharge, or disposal of such Pollutants. Environmental laws ("Environmental Laws") shall mean any applicable federal, state,or local laws, statutes, ordinances, rules, regulations or other governmental restrictions. 16.1.1 As a material inducement to PURCHASER entering into this Agreement,SELLER hereby warrants and represents the following, as applicable: (1) That SELLER and occupants of the Property have obtained and are in full compliance with any and all permits regarding the Disposal of Pollutants on the Property or contiguous property owned by SELLER,to the best of SELLER'S knowledge. (2) SELLER is not aware nor does it have any notice of any past, present or future events, conditions, activities or practices which may give rise to any liability or form a basis for any claim, demand, cost or action relating to the Disposal of any Pollutant on the Property. SELLER is not aware nor does it have any notice of any past, present or future events, conditions, activities or practices on contiguous property that is owned by SELLER which may give rise to any liability or form a basis for any claim, demand, cost or action relating to the Disposal of any Pollutant affecting the SELLER'S property. PURCHASER INITIALS 01185713-2S SELLER INITIAL . Purchase and Sale Agreement Page 11 of 18 (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. SELLER is a public agency subject to Chapter 119,Florida Statutes. The PURCHASER is hereby notified that the SELLER 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 PURCHASER, either directly or as a third party, to prevent or prohibit SELLER 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, PURCHASER agrees that SELLER may either: 1) defend the claim up to and including final judgment,or 2)interplead the challenged documents into the court. In either event, PURCHASER agrees to pay SELLER"s reasonable attorneys' fees and costs, both trial and appellate. 18. RIGHT OF FIRST REFUSAL. For a period of twenty (20) years from the date of closing, Purchaser hereby grants to Seller a right of first refusal to purchase the Property pursuant to the terms and conditions set forth below in this Section: (1) If PURCHASER receives an offer to purchase the Property pursuant to a written contract or letter of intent (hereafter "Offer"), PURCHASER shall give SELLER notice of the Offer by delivering a copy to SELLER pursuant to the notice provisions set forth in Section 13 herein. (2) SELLER shall place the Notice on the next regularly scheduled CRA Board meeting. Within five (5) days of the CRA Board meeting where the Notice is considered,SELLER shall either waive or exercise its right of first refusal. If SELLER elects to exercise its right of first refusal, SELLER shall within ten (10) days after receipt of the Notice, deliver to PURCHASER an agreement to purchase the Property for an amount equal to the Offer and upon substantially similar terms. (3) If SELLER fails to exercise or waive its right of first refusal within the ten (10) day period above,then SELLER's right of first refusal shall be deemed to have been waived. (4) The provisions of this Section shall survive closing and delivery of the deed of conveyance of the Property and shall automatically expire and be of no further effect twenty (20) years from the date of closing. 19. PROPERTY REVERTER CLAUSE. The deed of conveyance shall contain a reverter clause that shall run with the Property, requiring the Property to be reconveyed to SELLER by quit claim deed should PURCHASER default in not commencing construction of the forty (40) child PURCHASER INITIALS SELLER INITIALS: t Of 185717-Z Purchase and Sale Agreement Page 12 of 18 daycare facility as described in the plans and correspondence submitted to SELLER and incorporated herein by this reference, within twenty-four (24) months from the date of closing unless otherwise agreed to in writing by both parties. in such event the Purchase Price set forth above, and the documented costs of improvements and expenses expended by PURCHASER in the development of the Property shall be reimbursed to PURCHASER. To carry out the terms of this paragraph, PURCHASER shall execute a reverter agreement in the form set forth on Exhibit "B". The provisions of this paragraph shall survive closing. 20. MISCELLANEOUS, 20.1 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. 20.2 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. 20.3 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. 20.4 Construction of Agreement. The Parties to this Agreement have PURCHASER INITIALS, SELLER INITIALS 01185713-2 Purchase and Sale Agreement Page 13 of 18 participated freely in the negotiation and preparation hereof. Neither this Agreement nor any amendment hereto shall be more strictly construed against any of the Parties. As used in this Agreement, or any amendment hereto, the masculine shall include the feminine, the singular shall include the plural, and the plural shall include the singular, as the context may require. Provisions of this Agreement that expressly provide that they survive the Closing shall not merge into the Deed. 20.5 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. 20;6 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initialed by PURCHASER and SELLER shall control all printed provisions in conflict therewith. 20.7 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. 19.8 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. 20.9 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. 20.10 Recording. This Agreement may not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 20.11 PURCHASER Attorneys' Fees and Costs. PURCHASER acknowledges and agrees that PURCHASER shall be responsible for its own attorneys' fees and all costs, if any, incurred by PURCHASER in connection with the transaction contemplated by this Agreement. [THE REMAINDER OF THIS PAGE IS LEFT BLANK INTENTIONALLY] PURCHASER INITIALS SELLER INITIALS: 01195717-2 4 Purchase and Sale Agreement Page 14 of 18 IN WITNESS WHEREOF,the Parties have executed this Agreement as of the Effective date. PURCHASER: SELLER: BRIDE OF CHRIST TABERNACLE, INC. BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Claude Maxime Printed Name: �. . Title: President Title: Chair Date: P b I Date: WITNESS: WITNESS: £i a L/ b Printed Name: OY- 0- C/Af-AJ9 Printed Name: L' s-11 E, MLL-L-i aj ESCROW AGENT Lewis, Longman &Walker, P,A. Printed Name: Date: PURCHASER INITIAL SELLER INITIAL 01185713-2 Purchase and Sale Agreement Page 14 of 18 IN WITNESS WHEREOF,the Parties have executed this Agreement as of the Effective date. PURCHASER: SELLER: BRIDE OF CHRIST TABERNACLE, INC. BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Claude Maxime Printed Name:-St4--mrr-0-.-Grw*jky�,, Title: President Title: Chair Date: a Date: C WITNESS: WITNESS: r s. •. b Printed Name: Printed Name: �:� milaa ,i� � E R6W A�ElOt I Lewis, Longman &Walk ;P.,A. h Printed Name Date: �- 1 PURCHASER INITIAL SELLER INITIAL 01185713-2 Purchase and Sale Agreement Page 15 of 18 EXHIBIT A LEGAL DESCRIPTION Parcel Control Number: 08-43-45-21-27-001-0260 Legal Description: Lot 26, Block 1. E. ROBERTS ADDITION, less the south 10 feet for road, Plat Book 1, Page 123, according to the Records of Palm Beach County Florida. PURCHASER INITIALS: SELLER INITIALS: l 01185713.2 Purchase and Sale Agreement Page 16 of 18 EXHIBIT B REVERTER AGREEMENT (See Next Page) PURCHASER INITIALS; SELLER INITIALS 01 1657 U-2 Purchase and Sale Agreement Page 17 of 18 Prepared by and return to: Kenneth Dodge, Esquire Lewis, Longman & Walker, P.A. 515 N. Flagler Drive,Suite 1500 West Palm Beach, FL 33401 REVERTER AGREEMENT This REVERTER AGREEMENT is dated as of this _ day of , 2019, by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY ("SELLER") and BRIDE OF CHRIST TABERNACLE, INC., or its affiliated assignee ("PURCHASER"); and together with the SELLER,the ("Parties"). RECITALS The SELLER has conveyed to the PURCHASER that certain real estate described on Exhibit "A" attached hereto (the "Property") pursuant to a Deed of even date herewith between the SELLER and PURCHASER. The PURCHASER has agreed to construct certain Improvements on the Property in accordance with the Purchase and Sale Agreement ("Agreement") executed by the Parties. The Deed shall provide that if the PURCHASER does not timely commence construction of the Improvements as set forth in the Agreement,then the Property shall revert to the SELLER. NOW THEREFORE, in consideration of the transfer of the Property to the PURCHASER and other consideration,the receipt and sufficiency of which are acknowledged,the parties agree as follows: PURCHASER agrees at its sole cost and expense to commence construction of the Improvements in accordance with the Agreement. In the event construction of the Improvements are not timely begun, the Property shall revert to and thereafter become fee simple real estate owned by the SELLER. Within thirty (30) days of the written request of the SELLER, the PURCHASER will provide a quit claim deed to the Property in form and substance acceptable to the SELLER evidencing the reconveyance of the Property. In the event the SELLER exercises its right of reverter, SELLER shall reimburse PURCHASER the purchase price of the property described herein as well as verifiable closing costs. During the construction of the Improvements, PURCHASER will not place any additional liens or encumbrances on the Property except as consented to by the SELLER. In that regard,the SELLER PURCHASER INITIALS:' SELLER INITIALS: 01165713.2 i� Purchase and Sale Agreement Page 18 of 18 agrees not to unreasonably withhold its consent to any construction loan financed with a commercial bank or similar lender intended to fund the construction and development of the Improvements.As required,the SELLER will enter into a Subordination Agreement satisfactory to such lender. Upon completion of the Improvements satisfactory to the SELLER and evidenced by a Certificate of Occupancy,the SELLER agrees to record a release of the reverter rights described herein. This Agreement shall be binding upon the parties hereto and shall be binding upon and inure to the benefit of their successors and assigns. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Florida. This Agreement shall be recorded In the Public Records and may only be modified or amended by a written agreement signed by authorized representatives of the parties hereto. WITNESS the following signatures as of the year and date first above written. PURCHASER: SELLER: BRIDE OF CHRIST TABERNACLE, INC. BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Claude Maxime Printed Name: Steven B. Grant Title: President Title: Board Chair Date: Date: WITNESS: WITNESS: Printed Name: Printed Name: PURCHASER INITIAL SELLER INITIALS. 1� 01185913-2 CFN 20200029137 OR BK 31176 PG 1578 RECORDED 01/23/2020 12:53:08 Palm Beach County, Florida AMT 49,000.00 DEED DOC 343.00 Sharon R. Bock CLERK&COMPTROLLER Figs 1578-1579; (2Pgs) Prepared b and return to: Ken . Dodge Lewis, l,o an & Walker, P.A. 515 No a�er Drive,Suite 1500 West Pa C. FL 33401 Telephon -640-0820 File Numbe 0-0081 Will Call No.: — ISpace Alimc This Linc For Recordmg Datal _. Special Warrant Deed P Y This Special Warn Deed made this 16th day of .January, 2020 between Boynton Beach Community Redevelopment Agency,a Ida Public Agency created pursuant to Chapter 163, fart III,of Florida Statutes. whose post office address is 710 deral Highway, Boynton Beach, FL 33435, grantor, and Bride of Christ Tabernacle, Inc., a Florida Not for Profil Corp Fall ton, whose post ollice address is 300 NW 22nd Street, Boca Raton, FL 33431, grantee: (Whencscr used herein the terms grantor anter include all the panics to this instrument and the heirs.legal represenlalnes.and assigns of indis idu.as. and the successors and assign,of corpor n osis and trustee.,) Witnesseth, that said grantor, for Consideration of the sum TEN AND NO,'100 DOLLARS ($10.00)and other good and valuable considerations to said b aa , hand paid by said grantee, the receipt whereof is hereby acknowledged, has granted, bargained, and sold to the saiand grantee's heirs and assigns forever, the following described land, situate, lying and being in Palm Beach County, a,to-wit: D Lot 26, Block I, E. Roberts Addt oynton, Fla., less the South 10.00 feet for road right-of-way, according to the Plat thereof as ed in Plat Book 1, Page 123, Public Records of Palm Beach County, Florida. Parcel Identification Number: 08-43-4. - 7-001-0260 4�a -nances Together with all the tenements, hereditaments athereto belonging or in anywise appertaining. To Have and to Hold, the same in Ice simple florever. And the grantor hereby covenants with said grantee that the grantor is lawfully seized of said land in fee simple; that the grantor has good right and lawful authority to sell and convey said land; that the grantor hereby fully warrants the title to said land and will defend the same against the lawful claims ol'all persons claiming by,through or under grantors. In Witness Whereof, grantor has hereunto set grantor's hand and seal the day and year first above written. DoubleTimel CFN 20200029137 BOOK 31176 PAGE 1579 20F2 Signed, sealed and delivered in our presence: Bovnton Beach C'ommunit) Redevelopment Agency, a public agency created pursuant to Chapter 163, Part III• of O Florida Statutes B}: Witness N• e: S1 et�nt C air �U�`l r S�Ft_Z TT 0� a me: v (Corporate Sea[) State of'Florida County of Palm Beach The foregoing instrument was ;� ledged before me this day of January. 2020 by Steven B. Grant of Boynton Beach Community Redevelopmen 1-y, a public agency created pursuant to Chapter 163, Part III, of Florida Statutes, on behalf of the corporation. Ile is M11v known to me or]X] has produced a driver's license as identification. [Notary Seal] �� Notary Public V4C Mercedes Coppin 0NOTARY PUBLIC O Printed Name:STATE OF FLORIDAComm#GG116242 My Commission Expires:E teExpires 6/19/2021 Q Spe,dal 11 i1rru1ily beed-Page 2 DoubleTimea JOEL M. COMERFORD,P.A. Attorney At Law 4800 N. Federal Hwy., Suite D306 Boca Raton,FL 33431 JOEL M. COMERFORD TELEPHONE (561)368-0500 FACSIMILE (561) 620-2565 E-MAIL joelgcomerfordlaw.net November 1, 2021 Via e-mail and facsimile Kenneth Dodge, Esq. Lewis, Longman & Walker 515 N. Flagler Drive, Suite 1500 West Palm Beach, FL 33401 Re: Bride of Christ Purchase from BBCRA Dear Ken: I have spoken with my client and they have asked me to relay this formal request for an extension of time, within which to commence construction. The pandemic set them back considerably, and they appreciate your client's consideration of this request. They are requesting a one year extension to January 16, 2023. They are currently working with an architect and a lender. I was able to see (and can confirm) that a preliminary set of engineering plans have been drawn up—and they are planning to submit to the City. However, they also wish to have me look into the possibility of a unity of title, so as to combine this lot with the adjacent lot they own on the west side (Lot 27). Please contact me to discuss. �'ncerely, Jo o I M. Comerford4� a 2IAIW30 A2JVOAVO ISI�JHO�O�XMIG 0 M, CL z ry Q X LU W U) 0 UJ W E LL Wuj T 0 . 0 U- Z 0 ui LL uj S z 0 99 0 a O. . . . E5 mul (0 LLJ ti 10 4c 15 sy� ssaaoadlo�roaa �� m wo Ow. U U s � �MN30 3UVOAdfl o x 5m k _ t mim I --dweb paddenpueH v c w ' w E I 3 m k IFiW '9 t - i z x,..; I d h 0 w;= wo oi- 0 u of co IL Entrance 2GE2'We m AUA0 emvgG pZO/ \ \ g \ ( \ ) } § |! - \ LLJ \ { d+! . ({/ wl - �. . . . . .� \� g \ � ( y , } � \ \(A ) ( \ � £ A§+m\!k§+; �\ HM§ 9, [ "I ! \b ) ; r ] ) ; � ƒ` ] / - �f] j\� «! —�) , e@=(D ^� � ( i °= w �\ . . ���: . 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ORR .1 "gN 5 L;JO-b 12 -- kkR; -5 z' 91 5 d 23 is ao j77777777 .1 ol H mH 21 Wg R w `9SNNns'(1/1_18 NHVd(1N'99N dO lS3M 4048 `o a a W U31N30 3U`d0 kVG 1SWHO d0 30PAS a" na sE W 11 MAIw S s Mai 19 gg2 e � R Ear : a9s s ey s s s 11R. RN$s$ l y o< dun It 111 11 1H slut x s- a ga s3 °a z ul j ass N �s�� IMI ae. a G,E as€ € g g w,a s � �roans � Jul FH P$ 8 ` 9 2 S EI �3a z8�8 HIN \ gNN p as # �g s` mini °z pgs r� �8, o UH ss a— H x 10"Us`a $O R �` � °$ s`� s aZug ye$ � z s s �g� l s n€P g EIS F� s loll ° 5 3 pry w}o 13 w 8 w w � p �S I L fII �� p lip 7 �} 3 � 2, °d 3 I � I Blip 177 Nil Hill g ' 2 ^ Ngo 0 o� 9 `u _3,as e it z q ° axon"„ .-NI gp;w o s o t m OM 110 °apo zd�opz� a -i yowwO° N in �w�� :I:'v.: a V `SSIMnS'anl9 MVd GNV INVO 1SMM Xt-9 o fr � s$.�£ ?l31N30 d�Jt/O,lF�t7 1SI�JHO d0 30189 � W VAN,-;N ; X ti I effi mo�:a� s A 9 + a as � � u tt'Ea: 1 IAO i 44 ' IV OR r IN s E ! a Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 10, 2022 17 I. Discussion and Consideration of a One-Year Extension of Time to Begin Construction on the Bride of Christ Daycare Center at NE 10th Avenue (TABLED 11/09/21) (Heard out of order) Motion Board Member Romelus moved to remove from the table. Vice Chair Hay seconded the motion. The motion passed unanimously. Chair Grant thanked the Church for the letter. It was explained the Church closed on the property two years ago and had 24 months to commence construction and then six to eight weeks later, the Corona virus arrived and the congregation took a hit. Over the last several months, they worked with Valley Bank to finance construction for the 40-space child care facility, got a contractor which the Board approved, and hired an engineer to develop preliminary plans they submitted to the City which were not yet approved. They are requesting a one-year extension to commence construction of the facility. Claude oxirTfe"waa plesent., V _ Chair Grant stated if the'one-year extension is granted, he would want an update after slx'1Ttor�ths . Ms. Shutt commented they will assist the applicant because they will need zoning approval and could get it done in a year. It would be a conditional use. Day care is not a permitted use in a,residential area. That is alsoa. three to four-month process-0 hen the site'plan approved,,they.have to-submit for approvals. Tory Orr, gave address, asked what percentage of District II youth will be allowed there and learned it was approximately 95% of local youth and the rest is for the community at large. Motion Board Member Katz moved to approve the one-year extension to commence construction, boots on ground with reasonable diligence shown through the permitting process, and a six-month update provided to the Board on the permitting status. Board Member Romelus seconded the motion. The motion passed unanimously. 11._CRA Advisory Board A. Pending Assignments B. Reports on Pending Assignments These items were heard after New Business. 6 First Addendum to Purchase and Sale Agreement Re: Seller(s): Boynton Beach Community Redevelopment Agency Buyer(s): Bridge of Christ Tabernacle,Inc. Property: PCN#08-43-45-21-27-001-0260 Legal Lot 26,Block 1, E.Roberts Addition, less the south 10 feet for road, Plat Book 1, Page 123,Public Description: Records of Palm Beach County,Florida i The parties hereby agree to amend the Purchase and Sale Agreement as follows: 1. Paragraph 19 is hereby amended to read as follows: 19. PROPERTY REVERTER CLAUSE. The deed of conveyance shall contain a reverter clause that shall run with the Property, requiring the Property to be reconveyed to.SELLER by quit claim ° deed should PURCHASER default In not commencing construction of the forty(40)child daycare facility as described in the plans and correspondence submitted to SELLER and incorporated hereby by this reference, b up "-'4 4neRdis from e-date of elosing,on or before January 16, 20 3 unless otherwise agreed to in writing by both parties. In such event the Purchase Price set forth above,and the documented costs of improvements and expenses expended by PURCHASER In the development of the Property shall be reimbursed to PURCHASER. All required permitting shall be puraued with reasonable daiyence and Purcbascr.aggrees to attend Sellerli_July meetin to u2date t e Board on periiplWag,and const -etio tus. To carry out the terms of this paragraph,PURCHASER shall execute a reverter agreement in the form set forth.on Exhibit"B". The provisions of this paragraph shaltsurvive closing. i Addendum supersedes contract: The provisions of this addendum are made a part of the subject Purchase and Sale j Agreement,and shall supersede,.govern and control all contract provisions in conflict therewith. A facsimile("fax")copy of the Agreement or this addendum and any signatures hereon shall be considered for all purposes as originals. This Agreement and/or addendum may be executed in several counterparts,each of which shall be construed as an original,but all of which shall constitute one instrument. References herein to "Seller" and 'Buyer" shall include singular or plural as context so requires or admits. Bridge of Christ Tabernacle,Inc. (Buyer) BY �/icc�Cl • it Date: � I I Boynton Beach Community edevelopment Agency (Seller) By: Its: Date f f 4 O15b6983 1 OoubleTimeo Case # COMB-2021.11.3891 Project Name: Bride of Christ Daycare 21-6093 Process: Commercial Permit Application Address: 202 NE 11TH AVE, Boynton Beach, FL 33435 Application Form Updated Prerequisite Checklist Contractor Registration Requirements Ifyou are applying as a Contractor,please confirm that you have available with you:<of><li>Copy ofcurrent state contractors license</li><fi>Copy oflocal business tax receipt</li><fi>Copy ofworkers comp</li></op<div> Not Applicable <strong>Note:</strong>Please choose NA ifyou are applying as an Owner Builder.</div> Files Hie Size Type Comment Application Form 47 KB Application Form The following files have been uploaded: Hie Size Type Comment SS BOC DAYCARE ELECTRICAL SET 2021.10.07(1).pdf 4 MB Electric Drawings SS 202 NE I IthAve,Boynton Beach,FL 33435 2021.10.26.pdf 4 MB Site Plan SS ARCHITECTURAL BINDER 2021-11-30.pdf 3 M Architectural Drawings SS PLUMBING BINDER 2021-11-30.pdf 2 MB Plumbing Drawings SS BOC DAYCARE HVAC SET 2021.10.09(1).pdf 3 MB Mechanical Drawings SS 20211006-0613 Project- Structural Set.pdf 5 MB Structural Drawings Form 0402-2020.pdf 2 MB Energy Calculations PAPA.pdf KB Proof of Property Owner SS BOC DAYCARE FIRE-SET 2021.10.07(1).pdf KB Fire Plans SS Structural Calculations Project 8401 WEST OAKLAND PARK BLVD. SUNRISE, 3 MB Supporting Documents FL 33351 (1).pdf Scan 0030.pdf KB Survey SS BOC DAYCARE Systems Design Report 2021.10.07.pdf 675 Supporting Document- KB Mechanical The following email was sent: To: { kyle@bluehorizonengineering com;maximeclaudebnde@yahoo.com Subject: NewProject Submission.COMB-2021.11.3891 Good Day, Thank you for submitting a permit application to The City of Boynton Beach.We have received your application and it is being reviewed for completeness.You will receive an email shortly with payment details. Your application will not be reviewed until full payment has been received. After payment has been processed you can track the progress and other information concerning your permit on our website. https://www.sagesgov.com/boyntonbeach-fl.We look forward to working with you on your project. The City of Boynton Beach Building Department is hosting its quarterly Building in Boynton Virtual Workshop on December 2,2021 at 10AM. This workshop will cover all of the new changes that will be implemented during the second phase of the SagesGov release. Please join us for more information and the opportunity to ask questions regarding the changes. Please copy this link to register: https://attendee.gotowebinar.com/register/39247486802825231. Regards, Building Division Cit of f Boynton Beach Coordinator Assigned: Boynton Beach Intake Team was assigned as the coordinator for this project/case. Intake Checklist General Has copy of current contractor registration been submitted? Yes Has address been verified? Yes Has legal proofofownership been submitted? Yes Complete permit application. Yes Owner/Builder Affidavit submitted. Not Applicable Plans have been submitted. Yes Coordinator Assigned: Boynton Beach Intake Teamwas assigned as the coordinator for this project/case. 1111;` �'rs i a1 aS a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 iS a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 a1 aLa1 i�i 1 aLa1 aLa1 aLa1 a i NaviLine Data Updated The following email was sent: To: kyle@bluehoriwnengineeringcorrmaximeclaudebnde@yahoo.com Subject: New Submittal/Fees Due Notification.COMB-2021.11.3891 i Good Day, Your SagesGov project application#COMB-2021.11.3891 has been accepted and is ready to move to plan review status. Please follow this link Click2Gov Building Permit-Select Permit to pay the fees required to move your project forward.Note-:11ay1.1nit ri st be received belbre yotir application will be reviewed, Please inse this permit application nen urber to nuke paynr nus online.,Year 21 and applic 6osn number 30006303 Input as shown below.You can follow the progress of the plan review in our SagesGov software. BOYNTON Building Per BEAICH \t 1 =Required Search Method: Application Number S Search Criteria :IND PERMIT 'Application Number: 21 917 The City of Boynton Beach Building Department is hosting its quarterly Building in Boynton Virtual Workshop on December 2,2021 at 10AM. This workshop will cover all of the new changes that will be implemented during the second phase of the SagesGov release. Please join us for more information and the opportunity to ask questions regarding the changes. Please copy this link to register: https://attendee.gotowebinar.com/register/39247486802825231. Regards, Building Division I Cit of f Boynton Beach +i ;. 1t i � i 1 s;;fs I,I ���' i s4 r, ,�,;t� i >> „1 $t t},,�, � 14,r, t,..,i.;li,�, I c � ;t �,1 S 1 t,1 t,1,i tl l �4it1 1 ) s�lf�:� til 1�;s•- i� ;)� {; :11 i,,�, -,s 1 Application Form Updated Field Old Value New Value Case Name Bride ofChrist Daycare Bride ofCbrist Daycare 21-6093 Files File Size Type Comment Application Fonn 47 KB Application Fonn � , � i � � Ittttttttttttttttttt � Due Date Set to 2/27/2022 r ,.; �J , ,, }' i J 6 It ,t4fi�,t tYl _tjl tYl tYl ��.tYl tYl _tYl•� tYl tYl _tjl tYl tYl ��.tYl tYl _tYl. tYl tYl t ii' 4� "i,",:`!, Y (', 7 ! � yt 1 ,,,, i� ,f`�• ,,,:.1,.; ,I,,,i,,.,1, ,1, ,1,..,,1, ,1, ,1.,; ,1,,,1,,..,1, ,1, ,1,..,,1, ,1, ,1.„ ,1,,,1,„.,1, ,1, ,1,,,. r �`It, ,, y � '-_i" x:.',„ �� 1 1fl � tt .tttttttt .ttttt .ttt � 1 Due Date Set to 2/27/2022 Due Date Set to 2/27/2022 01,}ii�;` Due Date Set to 2/27/2022 ,la ,,, " J� ,,r ,,I,!».,:, ,,�;,,t,, ,»)1 t\l t,y .t t,• t) t� ,.t� t� .t�, ,.;t� t� ,.t�,• t� t� ,.t� t� .t�, ,.;t� t� ,.t�,• t� t� t,,» ,1,I %, ,•r., „! �{,, , ! ,, t J x v ,7... ,,1, r (, r r,:.r r r:'r r r r., r r,:.r r r:'r r r r., r r,:.r r r' �,t,-. rl,+ , rs,x -:) J},,;•. � � 7 � tttttttttttttttttttt � k Due Date Set to 2/27/2022 Y ,,S%, � :t .,a"tit s'�i>!, , ,i,,,,i ,, ,,,�k`{,1 i .:l1= t,{ .tt ,.sl tt .t� ,...t� .t� ,.t�,.• t� .t� ,.s� t� .t� ,...t� .t� ,.t�,.• t� t� t,>» ,;,,,II ry ,)., ,i��1{,;. i „�,_ t J „ t t ,�, I I„. ,t ,! „ , , 4.,n,, l, r,:,r r r:; r r,,r., r r,:,r r r:; r r,,r., r r,:,r r r �,t,-. rl',f , rs”x ': 1},,;•. kfl � tttttttttttttttttt � k Due Date Set to 3/1/2022 � 4 � � tttttttttttttttttt � k Due Date Set to 2/27/2022 t����.'"� d ':::1,, T ',,i, l,.:r., r r,..r r r:; r r �r., r r,..r r r:; t t,,r., r r,,r r r , �,t,-. rl,+ , rs"x ': 1l,,;•. � , f � � tttttttttttttttttttt � k Due Date Set to 2/27/2022 t ,,, 1. r }, ! z ' 1 1 . 1 .:..1 . 1 . 1•. � . � .� � . � .;� . � . �. � It,, ,I r, ,k �}"+},, , ! t J ti7ltttttttttttttttttt � k it Due Due Date Set to 2/27/2022 i,,( 4• �;,1 ,tt,, �� . Ik,4s 1 t 1, � � � .;� � � � � � � � .;� � � � � t ,,� %, 'r ,i 1{, ! t J Due Date Set to 2/27/2022 {, , , t t , f r r., r r,:.r r r:; r r r., r r,:.r r r:; r r r., r r,:.r r r i,t,-. rl,+ , rs"x ': 1l,,;•. �t 4 } � ttttttttttttttttttttt � k Due Date Set to 2/27/2022 U, ,ln.:, 1 t. '' � ''£(f �� i,-. }+If r r % + r}} r_ !•;k t I 4}if rS,1�f tY ,;til '.r.Sl i� ,i'.• S' ,i' t+II- � til �t,I.`f y t 11 I � yk J Project Details Updated -'�f)! -1 1S4 rit \.. � ')til, % ':4)tril(i +ylr 1�in Syl S� ,.;.5� S� 5�,• S� S� f� S� S� ,.;.5� S� S�,• $+ 7 r i4 l,is ,Z+I ri +,44 f �-S,k ;7 )° ,-1 "'ir 7a J{ Review Checklist Data car s Have you verified/populated any applicable fields on the Staff Form? No Have you added inspections by completing a permit data form? No Comment: Site plan needs to indicate dumpster location.Enclosure to conform to CBB Std Engineering Details G3A&G313. �.: � ,,. � ,,.. � i } i, i,. i i i,.. i i } i, i,. i i i,.. i i } i, i,. i i (, �� �,,. � , , �J• Review Checklist Data car s Have you verified/populated any applicable fields on the Staff Form? No Have you added inspections by completing a permit data foam? No Review Time 1 hour Comment: John Moore[Fire Inspector] (561)436-1967 A detailed Letter of Response is required identifying how each comment has been addressed and identifying where in the documents the changes have been made.Letters shall be dated.The individual supplying the response shall be identified along with their contact infonnation.If the letter is generated by a licensed designer,the letter shall be signed and sealed.Every sheet affected by a revision shall be updated. 1.Provide all applicable fire code references and editions for the project.NFPA 1—2.2 2.Provide all applicable fire codes for occupancy classification,occupant load,and egress requirements.There is insufficient information provided to perform a proper fire review.Provide a life safety sheet with all required infonnaation.NFPA 1—1.14.2 3.An AC unit with over 2,000 CFM requires a duct detector on the supply side in accordance with NFPA 90A—6.4.2.1 which is to be connected to the fire alarm system 4.Provide tactile exit signs at each exit door opening in accordance with NFPA 101—7.10.1.3 5.Indicate on the plans that the building will have address numbers facing the street with a minimum 6-inch height.NFPA 1—10.11.1.1 6.Provide a note on the plans that the fire alarm system will require a separate permit.NFPA 1—1.12.6.1 7.Provide a note indicating in all new and existing buildings,mininu mradio-signal strength for fire department connrunications shall be maintained at a level determined by the AHJ in accordance with NFPA 1—11.10.1 8.Reflective Ceiling Plan is not showing the location of exit and encrgency lighting NFPA 101—7.9 and NFPA 101—7.10. 9.Mechanical room door is obstructing the egress pathway to the front entrance door.NFPA 101—7.2.1.4.3 10.Provide ditmnsions on the site plan for required fire department access roads.Dead-end fire department roads in excess of 150 feet in length shall be provided with an approved tum around feature.NFPA 1—18.2.3.5.4 Comment: Not Applicable Plumbing Custom Review Checklist Updated Plumbing Custom ReviewCheckfist Updated.-No changes. Review Checklist Data car s Have you verified/populated any applicable fields on the Staff Form? Not Applicable Have you added inspections by completing a permit data form? Not Applicable Review Time 1 hour Comment: Plans Examiner/Inspector:Anthony A.D'Auna Email DAuriaA@BBFL.us -Missing from Plumbing Plans,a complete Scope of Work,including but not limited to,Plumbing Derm,Existing and New Sanitary,Vent,and Water Lines,with a Riser Diagram,and show the Installation and Location of all Plumbing Fixtures; 107.2.1 BBA to FBC -Provide additional details to satisfy ADA/Accessibi ity Compliance for Restroom Facif ies,including but not limited to,Turning Space,Ditmnsions, Clear Floor Space and Accessible Plumbing Fixtures; FBC-Acc 304,603 and 604 - Size Piping on Plan View,P-1 page; 107.2.1 BBA to FBC -Clarify Occupancy Load and Classification for required and minimum number ofPlumbing Fixtures; FBC-P Table 403.1 and 403.2 � , �, � _� � � ttttttttttttttt � � � I Mechanical Custom Review Checklist Updated Review Checklist Data cur s Have you verified/populated any applicable fields on the Staff Form? No Have you added inspections by completing a permit data foam? No Review Time 1 hour Comment: Revision#:(0) Review#:(1) Plan Reviewer:Henry Glass Email:glassh@bbfl.us 1. (Advisory)When re-submitting with corrected drawings you must select revise next to the drawing/file you are replacing and upload the corrected drawing in its entirety.Failure to follow this method of file replacement will result in duplicate drawings being uploaded into the submittal and a failed plan review will follow which may result in delays.BBA to FBC 107.2.1 2. The Architect of Record did not seal the Energy Compliance Form.Please provide a digital seal signature,which complies with the Florida Board of Architecture and Interior Design Rule 61G 1-16.005.Procedures for Digitally Signing and Sealing Electronically Transmitted Plans. Specifications or Other Documents. 3. The Energy Compliance form is incomplete.Please provide information for the roof,walls and fenestrations.FBC-C303.1 4. The installation of the vertical air handler lacks maintenance clearance.Thirty inches of clearance is required per FBC-M 306.1.Please show the maintenance access to the control side,and for filter and belt access. 5. The roof jacks for the exhaust and ventilation penetrations are not detailed.The penetration of the structure shall not weaken the structure (FBC-M 302.1);shall be raised a minimum of 8-inches above the surface(FBC 1510.10);and shall be design to withstand wind loads(FBC 1609.1). 6. Anchoring for the condensing unit was not shown.All mechanical equipment exposed to wind shall be anchored against those wind loads. FBC-M 301.15 7. A motorized damper was not shown for the ventilation air.Outdoor air intake opening shall be provided with motorized damper per FBC-EC C402.2.4.3.Please show the motorized damper on the plans. 8. A suspended ceiling is implied on the reflected ceiling plan.Please specify insulation for the ductwork located above the ceiling.FBC-EC C403.2.9 9. (Advisory)The ventilation schedule references the International Mechanical Code.Please correct to read the Florida Building Code— Mechanical,Seventh Edition. 10. An AHRI certificate was not provided to verify the efficiency of the proposed equipment.Please provide an AHRI certificate to verify compliance with FBC-EC Table C403.2.3(2). .r �,j. ',yy,,,s ¢ ,t'::{l. t 41?ll"il ,j ,t l`,tl tj�,t js::sj �j�,�,'J sj ,�j�,?,j �j',�js::sj �j�,�,'J sj ,ls, ,ti t, '�;'•-: ; r ;s," } rf Assigned To Milot Emile 01 ,, � �sa, ,. 1111;` 1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1?�1�1�1�1�1�1�1�i Electrical Review Checklist Updated 01 1,t,..,.1 (,,s r .,1 V ('s, S .>.l 7.:, ,l,il. s »t�,:,,,, ,.,�i.:...a f 4 s•: ,r s I,.... ,, It � "�� 1111;` 1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1?�1�1�1�1�1�1�1�i Electrical Review Checklist Updated-No changes. Review Checklist Data car s Have you verified/populated any applicable fields on the Staff Fonn? Not Applicable Have you added inspections by completing a permit data fonn? Not Applicable Review Time 1 hour Comment: Plan Reviewer:Michael Baluyot,P.E. Email bahryot a bblus Phone:561-742-6367 See marked up plans. Review Checklist Data car s Have you verified/populated any applicable fields on the Staff Form? Not Applicable Have you added inspections by completing a permit data fonn? Not Applicable Comment: A Civil plan is required. �, , , „�,,,� ,, rt,, t„ ,r,,,� t r,:� t,,, , ,,,< 1,,�,,. t � ,+,, „,,.•� � ,��, r ,, ,, , , Comment Internal note by Engineer added. Staff Form Updated� Review Checklist Data car s Have you verified/populated any applicable fields on the Staff Fonn? Yes Have you added inspections by completing a permit data fonn? Not Applicable � � � i � tttttttttttttt ~ �, Review Checklist Data car s Have you verified/populated any applicable fields on the Staff Fonn? Not Applicable Have you added inspections by completing a permit data fonn? Not Applicable Review Time 30 urinates Comment: Reviewer:Luis Bencosn-r(Bencosn-rL@bblus/561-742-6262) Review Comments: Zhe proposed daycare requires an approved site plan application prior to building permit approval(Chapter 2,Art.11,Sect_2.).Please contact the Planning and Zoning Division at 561-742-6260 to inquire about the application process,required documnts and applicable fees. }, ft , ,.,�,, .flirt } V r, I• s, r , r14 !4r{„It, s?1 ,:1 1 1 , 1 1 .l 1 1 ;,1 1 1,, 1 1 ..1 I�vs1n +.,.its t, ,, {4 s r,t ,Ir,tli l ,. }, {,, , Assigned To Robert Coady Due Date Set to 3/26/2022 Comment: new construction �. � � ri_ ( � ttt_ ttt_ tt � tt_ ttt_ tt � t 1111;` Due Date Set to 3/26/2022 Comment: new connnercial construction Due Date Set to 3/26/2022 Comment: new cornmercial building 0i, 111;` �ti�S�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1,�5�1�1�1�1�1�1�i Comment: new construction 0i, 111;` �ti�S�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1,�5�1�1�1�1�1�1�i Assigned To Robert Coady 1111;` rr'ii>ti>S>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1,�S>1>1>1>1>1>1>i Staff Form Updated-No changes. }l+a 0i, ti>S>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1>1,�S>1>1>1>1>1>1>i Review Checklist Data car s Have you verified/populated any applicable fields on the Staff Fonn? Yes Have you added inspections by completing a permit data fonn? Not Applicable 1S,,n -,,aa,+t ({,{,1,,7��, ,rr,i,,., a11,,,y,t.,.,1 f t ,•in, t,i, r F ? (I,tV :r, ,s t ,,l ( r+\,1?at.1?at,1?at,1?rf,1?at,1?at,llatl,,,1s, ,,, .,,?„5,,. , „t, ,,tt;�.�,, ,„ref a+i li Comment: duplicate review ,l! ,�,- r,, ,+a n . t� (�,_ u a1 ttt J..t u( a• ,al,. r� r� �� r� r� ,.a� r� ,�,. r� r� �� r� r� ,.a� r� ,�,. ,,?s. ,, �1 ?. , ,�r y ., , a ,1',, s a ra �� a J � l � � ttttttttttttttttttt � � 1111;` Comment: missing updated survey Review Checklist Data car s Have you verified/populated any applicable fields on the Staff Form? Yes Have you added inspections by completing a permit data form? Not Applicable Comment: REVIEWER Robert Coady EMAIL:coadyr@bblus, 561-742-6354 Project/Case:COMB-2021.11.3891 PERMIT: 21- 6093 Review Cycle:(01),03-14-2022 ADDRESS: 202 NE 11TH AVE, Scope: construct new daycare center on the two adjacent lots owned by Bide of Christ Tabernacle Inc.per plans 1.Provide an updated,new survey with the following design information from the land surveyor,client and contractor of record. per ebb 17-029 for new commercial building zone X' location.(incomplete existing lot survey) *provide the design per 1988 N.A.V.D.with C/L crown ofroad elevations at the extended lot lines by address. *provide the proposed footprint of the new building on the survey with all setbacks,and utility easement locations. *provide a proposed HE on the submit with the averaged C/L crown of the road plus 12”minimum elevation for new build. per,FBCB- 1612.3.1 Design flood elevations., 1612.5 Flood hazard documentation. Structural Custom Review Checklist Updated I. ) , i +-I, , 1 ,s„,.+ ,},, 41� ya,t ::I r11 a r t,i .d,tt ia,i: �s ?�,In„1{Sti,<r i � 111 r'S 111 st 111 t`i„11,1 st,tf sia ,rt} t ✓a{ �,,, ,r, {gat z r:,1.:1 i} r, „ Application Form Updated Field Old Value New Value Contractor-Company Name (TBD) Files Hie Size Type Comment Application Fonn 48 KB Application Fonn (n �, i I;,.t� <<b�.r i 1"` ,'r tett� ih��, s.5 i t t.;t tl !t, "-..tl ttl t�.: t� t� t� t� t� ,.;.i� t� t�.: ijll,, 4Si ,� 1✓,5�: t1t s�<it.{ ,a,„4 tsd.ii � it(i. �i fi �, Structural Custom Review Checklist Updated-No changes. Structural Custom Review Checklist Updated-No changes. Structural Custom Review Checklist Updated-No changes. Structural Custom Review Checklist Updated-No changes. Structural Custom Review Checklist Updated-No changes. r t, Structural Custom Review Checklist Updated-No changes. Structural Custom Review Checklist Updated-No changes. Structural Custom Review Checklist Updated-No changes. Structural Custom Review Checklist Updated-No changes. Structural Custom Review Checklist Updated-No changes. f{,'+t, I .t(lttya }, ,l!+{,}I ,r.„ :, v, u , tIt ISI tt„y. ,,!,, {,\ itiltl itittl itittl:,ilt,l itittl itit�t itittl itittl a1S v: vl.,r,.. 1t..It,..,trt ,r, , 14iiSSr ,,,{r, ,(sri,r„1(. Structural Custom Review Checklist Updated-No changes. Structural Custom Review Checklist Updated-No changes. rpt, I ,,{tya �, ,It{t} tr,,, v, :,ars � ,tlt ISI rt.,,,. ,,!,, {,\ itiltl itittl ititr'i''itittl itittl itit+`t itittl ititr'i"iiS v: vl.,r,. 1 I,..,:rrt ,t . 14itSS „tir, ,1{t.:, Structural Custom Review Checklist Updated-No changes. r Structural Custom Review Checklist Updated-No changes. Review Checklist Data car s Have you verified/populated any applicable fields on the Staff Form? Yes Have you added inspections by completing a permit data form? Yes Comment: REVIEWER Robert Coady EMAIL:coadyr@bblus, 561-742-6354 Project/Case:COMB-2021.11.3891 PERMIT: 21- 6093 Review Cycle:(01),03-14-2022 ADDRESS: 202 NE 11TH AVE, Scope: construct new daycare center on the two adjacent lots owned by Bride of Christ Tabernacle Inc.per plans (see mark ups throughout): 1.Valuation documentation provide a copy of the valuation documentation between the contractor and the client for all work,materials and labor.per ebb 109.3(contractor TBD)as submit 2.structural foundation plan.(proposed FFE).provide the proposed FFE on the plans to meet-exceed averaged C/L crown ofroad plus 12"miniunun design zone X'location required on proposed survey from land surveyor ofrecord.per ebb 17-029 no submit_ 3.provide a cover page from the designer ofrecord with project information to include: *property owner,designer ofrecord,(MEP)designers ofrecord,Land Surveyor ofrecord,contractors ofrecord(budding and MEP)landscape,and site work(paving grading and parking),Index page with all plans submitted for this project_per ebb 107.3.5 commercial,*architectural design plans to include: *provide the type ofconstruction on the plans.per FBCB-601/602. * concise design cover page.provide the occupancy classification on the plans.per FBCB-301.,305.1 Educational Group E.,305.2Group E,and 466.1 day care occupancies.466.7 Detection and alarm systems. *provide the sq.It.calculations on the plans based on the USE throughout per ebb 107.2.1 . *provide the occupancy load calculations based on the occupancy classification and proposed USE throughout the daycare.per FBCB-1004 table. (curnulative occupant load based on seating/sq.It.calculations). *number and age of occupants,with staffing number load per ebb 107.2.1 *deferred submit list.provide a deferred submit list on the plans to include all design not submit to construct including product approvals(window- door-roofing),truss engineering shop drawings per ebb 107.3.4.1 no design submit. 4. provide design notes pages typical for a new connnercial building to include and not limited to: * glazing,,roofing,underlayment,drywall,light-ventilation,masonry,concrete,insulation,stucco, egress,per ebb 107.2.1 incomplete design *structural calculations design.provide,clarify the designed wind speed,exposure category and risk category for the design is site specific by address for the ebb location on the design submit..per FBCB-1603, 1604, 1609 5.site plan,civil,accessible parking.provide a accessibility plan to include the color/stripping and sign requirerrcnts on the design set ofplans per ebb 107.2.1,FBCBA 201.1,208.1, 501.1,502.1,502.6 Identification,(paven-crit and sign design-location) 6.structural calculations design.provide design reference throughout per the 2020 FBCB-7th edition per FBCB-102.1, (not 2017)as submit..update all code references as applicable. *opening design pressures for exterior openings.provide required designed opening design pressures on the plans from the engineer ofrecord per FBCB-1609.1 based on size,location,sq.It.incomplete submit * *window/door buck design.provide a window/door buck detail on the plans to transfer loads(typical reference on n.o.a.submit)all materials to construct.per ebb 107.2.1 *overhand,soffit design(stucco/latch,open,n.o.a.)provide a soffit design,complete framing design to construct per ebb 107.2.1,FBCB-1709.10 incomplete design. *roofventilation required.provide roofventilation design calculations and installation requirements on the plans per 1`13C131503.5Roofventiilation. Attic ventilation shall be provided in accordance with Section 1203.2 and the vent product manufacturer's installation instructions. *access to unoccupied spaces per design.provide design,construction and location design on the plans.per FBCB- 1209.2Attic spaces. 7.design information provide design information to include line item notes,and sectional details for the interior construction design/details on the plans: *provide the nrinirnun ceiling height on the plans.per FBCB-1208.2 Minirrum ceiling heights. *provide a sectional detail with all interior framing design on the plans,materials-spacing-wall covering, *provide a suspended acoustic ceiling design on the plans with all materials to construct.per FBCB-808.1.1.1 Suspended acoustical ceilings. Suspended acoustical ceiling systems shall be installed in accordance with the provisions ofASTM C635 and ASTM C636. *provide the fire rating design on the plans for materials.per FBCB801.21nterior wall and ceiling finish,803.1/table-table 803.11 9.Accessibility plans required: *accessible route to the building,accessible entrance threshold requirements,path of travel through the building,toilet facilities,drinking fountain,and sign design and locations.to verify compliance.per FBCBA-201.1 no design submit. *provide,verify design dimensions based on the ages of the occupants by design on the plans. per FBCBA-102 Zhe technical requirements are based on adult dimensions and anthropon-rtrics.In addition,this code includes technical requirements based on children's dinensions and anthropometrics for drinking fountains,water closets,toilet compartments,lavatories and sinks,dining surfaces,and work surfaces. *per FBCBA 604.9 Water Closets and Toilet Compartments for Children's Use.Water closets and toilet compartments for children's use shall comply with 604.9. note:this may be an incomplete list due to the lack of site specific design submit. tS,,n .,a�„t ({,{,1,,7��, r�ri , 11�,,,s,t,.r� � t •rn, t,i, F ,.� 4i,tV :r, ,s t ,,1 � �,\,1��t..1��t1��t1��t1��t1��t,14 i�,il,, ;I,,.4a„�„ sr.:., 14„+ 5., ,, � ,'sl ,tiri i; Comment: previously marked as not applicable will revisit on cycle 02 Comment: previously marked as not applicable will revisit on cycle 02 1111;` rils�l�S�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1iLi1iLi1iLi1iLiliLJ�i t�iLiliLiliLilij Comment: previously marked as not applicable will revisit on cycle 02 U +it' F f s , Ori,tr v{, t;�}r I t,�t Yl,,: ,t 4,',r', 1 t, 1 7 -A; R{ "-v;i}t 1,•1 1t 5 t ll1t r,)6 fl t ::t tga , iry, 1111;` rils�l�S�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1�1iLi1iLi1iLi1iLiliLJ�i t�iLiliLiliLilij Resubmittals wdl be routed to the following reviews: • 2022.02.2534-Electrical Review • 2022.02.2536-Fire Review • 2022.02.2537-Flood Review • 2022.02.2539-Mechanical Review • 2022.02.2540-Planning and Zoning • 2022.02.2541 -Plumbing Review • 2022.02.2542-Public Works Review • 2022.02.2543- Structural Review • 2022.02.2544-Utilities Review The following files were copied from cycle I to 2 • SS ARCHITECTURAL BINDER 2021-11-30.pdf • SS BOC DAYCARE_ELECTRICAL SET_2021.10.07(1).pdf • Fonn C402-2020.pdf • SS BOC DAYCARE_FIRE-SET_2021.10.07(1).pdf • SS BOC DAYCARE—HVAC SET_2021.10.09(1).pdf • SS PLUMBING BINDER 2021-11-30.pdf • PAPA.pdf • SS 202 NE 11th Ave,Boynton Beach,FL 33435 2021.10.26.pdf • SS 20211006-0613 Project- Structural Set.pdf • SS BOC DAYCARE Systems Design Report 2021.10.07.pdf • SS Structural Calculations Project 8401 WEST OAKLAND PARK BLVD. SUNRISE,FL 33351 (1).pdf • Scan 0030.pdf Comment: Auto dis-approving review cycle. Files Review Results File has been generated: He Size Type Comment Review Cycle 1 -RepoA.pdf 100 KB Review Cycle Report Review Cycle Report The following email was sent: To: { kyle@bluehonzonengineering com maximeclaudebnde@yahoo.com i Files: Review Cycle 1 -Report.pdf Subject: Plan Review completed Good Day, Permit Application#COMB-2021.11.3891 has completed the required plan review and received comments that must be corrected.You can view the comments at this link www.sagesgov.com or print a complied report of comments from our website.www.sagesgov.com When submitting corrections, please provide a narrative response letter to address all comments and to better assist with a more efficient plan review process. Please identify the sheet for which the design was revised. If the narrative response letter contains an engineer evaluation or an engineering statement to address the design comments,then the narrative response letter shall be signed and i sealed(mandatory). The City of Boynton Beach Building Department is hosting its quarterly Building in Boynton Virtual Workshop on March 3,2022 at 10AM. This workshop is aimed to familiarize the City of Boynton Beach customer's with the building permit processes and software. This session will include the following topics: What are Digital Signatures and Protected Files? Acceptable Product Approvals&Cover Sheets. Single Page Multi-discipline submittals. ( How to sort Worklists? i How to extract zip files? How to view and read plan review comments? Description of application types and examples. How to submit plan review corrections(keep, revise&delete)? i What are sub-permits? Learn the difference between Commercial vs. Residential application processes. We will also allow you to ask questions relative to our processes, procedures,as well as our software. We hope that you can join us and utilize this platform to become more familiar with SagesGov and learn helpful information that would make your permitting experience more user-friendly and efficient. Please copy this link to register: https://attendee.gotowebinar.com/register/1958362569999111439. Regards, Building Division I City of Boynton Beach The following email was sent: To: kyle@bluehorvonengineeringcom nraxmclaudebnde@yahoo.com Files: Review Cycle 1 -Report.pdf Subject: Plan Review completed Good Day, Permit Application#COMB-2021.11.3891 has completed the required plan review and received comments that must be corrected.You can view the comments at this link www.sagesgov.com or print a complied report of comments from our website.www.sagesgov.com When submitting corrections, please provide a narrative response letter to address all comments and to better assist with a more efficient plan review process. Please identify the sheet for which the design was revised. If the narrative response letter contains an engineer evaluation or an engineering statement to address the design comments,then the narrative response letter shall be signed and i sealed(mandatory). The City of Boynton Beach Building Department is hosting its quarterly Building in Boynton Virtual Workshop on March 3,2022 at 10AM. This workshop is aimed to familiarize the City of Boynton Beach customer's with the building permit processes and software. This session will include the following topics: What are Digital Signatures and Protected Files? Acceptable Product Approvals&Cover Sheets. Single Page Multi-discipline submittals. i How to sort Worklists? i How to extract zip files? How to view and read plan review comments? Description of application types and examples. How to submit plan review corrections(keep, revise&delete)? i What are sub-permits? Learn the difference between Commercial vs. Residential application processes. We will also allow you to ask questions relative to our processes, procedures,as well as our software. We hope that you can join us and utilize this platform to become more familiar with SagesGov and learn helpful information that would make your permitting experience more user-friendly and efficient. Please copy this link to register: https://attendee.gotowebinar.com/register/1958362569999111439. Regards, Building Division I City of Boynton Beach a..s;�s, i �Y V ` B E AC H !a sii C�d R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: July 12, 2022 OLD BUSINESS AGENDAITEM: 13.13. SUBJECT: Discussion and Consideration of Amendment to Exhibit A, Marina Rules and Regulations, of the Dockage Lease Agreement for the Boynton Harbor Marina SUMMARY: To assist in future storm event preparations, CRA Staff and the marina manager, Mr. Brian Smith, respectfully requests the CRA Board to review and approve the following language (as prepared by CRA legal counsel) to be added as a condition to the Rules and Regulations Governing Dockage which is Exhibit "A" to the Dockage Lease Agreement for the Boynton Harbor Marina tenants. The current Dockage Lease Agreement and Exhibit A, Rules and Regulations, are provided as Attachment I. The updated Exhibit A, Rules and Regulations, with the following language in Paragraph 19, is provided as Attachment 11. "LESSEE should take action to secure or remove their vessel(s) at least 48 hours before a named storm event. If, in response to anticipated weather or tidal events, the Dockmaster elects to take reasonable actions to better secure LESSEE's vessel or to take reasonable actions to protect LESSEE's vessel, the Boynton Harbor Marina, private property, or the environment, Dockmaster may invoice LESSEE for time and materials used to take such actions. LESSEE will adhere to any applicable guidelines set forth in any hurricane preparedness plan prepared by Dockmaster, as such plan may be amended from time to time." FISCAL IMPACT: N/A C RA P LAN/P ROJ E CT/P ROG RAM: 2016 Boynton Beach Community Redevelopment Plan - Downtown District CRAAB RECOMMENDATION: N/A CRA BOARD OPTIONS: 1. Approve the amendment to the Rules and Regulations of the Dockage Lease Agreements for the Boynton Harbor Marina. 2. Make no changes to the Rules and Regulations at this time. 3. Provide staff with an alternative direction and approve any amendments required to the 2021-2023 Rules and Regulations of the Dock Lease Agreements. ATTACHMENTS: Description D Attachment I -Current Dockage Lease Agreement for Boynton Harbor Marina D Attachment II - Revised Rules and Regulations to Dockage Lease Agreement 7 1'1F Ild Harbor ,_. Marina BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY "BOYNTON HARBOR MARINA" DOCKAGE LEASE AGREEMENT FY 2021 -2023 This Lease Agreement("Lease") is entered into between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, ("LESSOR") and the undersigned boat and/or owner, ("LESSEE"). hereinafter referred to as "Dockmaster" performs any and all duties of marina management on behalf of the LESSOR. (Print all information. All blank spaces must be completed.) LESSEE'S Name BUSINESS NAME LESSEE'S Address City State Zip Phone No. Alternate Phone No. Vessel Registration No. Vessel Name: (hereinafter"Vessel"). Make Year O.A. Length Beam Draft *The length of any vessel shall be measured from the end of pulpit to the end of the dive platform. Tenant vessels shall be measured twice annually. Power Sail Electricity: 110 220 Existing Lessee Yes No Slip No. Lease Rate: $19.50 per foot from October 1, 2021 until September 30, 2022 and $20.00 per from October 1, 2022 to September 30, 2023 1. Term. The term of this Dockage Lease shall be from October 1, 2021 until September 30, 2023. There is no option to renew and any additional term of lease shall be evidenced by a new Lease. 01539510-1 Page 1 of 17 2. Rent. From the time period of October 1, 2021 through September 30, 2022 the rental shall be the sum of $ per month based on the lease rate of nineteen dollars and 50/100 ($19.50) per vessel linear foot plus 7% sales tax in the amount of $ , for a total of$ per month. From the time period of October 1, 2022 through September 30, 2023 the rental shall be the sum of $ per month based on the lease rate of twenty dollars and 00/100 ($20.00) per vessel linear foot plus 7% sales tax in the amount of $ , for a total of$ per month. Rent for the first month shall be prorated if Lease is executed after the 1st of the month. Each subsequent rent payment shall be due on the first day of the month and past due on the tenth day of the month. Timely payment of rent is a material provision of this Lease and the late payment of rent constitutes grounds for termination of this Lease by LESSOR regardless of whether delinquent rent is accepted. LESSEE understands that LESSOR may accept late payment of rent without waiving LESSOR's right to declare a breach of Lease and terminate this Lease. 3. Security Deposit. At the time of execution of this Lease, LESSEE shall pay LESSOR an amount equal to $ . This payment (the "Security Deposit") shall be made by cash, cashier's check, or money order. The Security Deposit may not be paid by personal check. The Security Deposit is separate from payment of rent and utilities, and LESSEE may not use the Security Deposit to pay the last month's, or any month's, rent or other charges in arrears. LESSOR is not obligated to apply the Security Deposit on rents or other charges in arrears, or on other damage caused by LESSEE's failure to perform under this Lease, but LESSOR may choose to do so at LESSOR's option. If LESSOR repossesses the slip because of LESSEE's default or breach, LESSOR may, but is not required to, apply the deposit on all damages suffered as a result of the default or breach, regardless of whether the damages occurred before, during, or after repossession. Upon expiration or termination of this Lease, LESSOR shall inspect the slip and related facilities for any damage caused by LESSEE or LESSEE's use of the slip. If there is damage beyond normal wear and tear, LESSOR shall subtract the amount necessary to repair the damage from the Security Deposit and return the remainder of the Security Deposit to LESSEE within fourteen (14) days after LESSEE has vacated the slip. LESSOR shall not subtract any amount from the Security Deposit for normal wear and tear. LESSOR shall have sole discretion as to what constitutes normal wear and tear. Any interest generated on the Security Deposit shall accrue to LESSOR. LESSOR shall not be obligated to keep the Security Deposit as a separate fund, but may mix it with LESSOR's own funds. 4. Credit Report Authorization. By signing this Lease, LESSEE hereby authorizes the Boynton Beach Community Development Agency and/or its agent to obtain a copy of his/her credit report and/or scores for the purposes of assessing LESSEE's current or ongoing eligibility for tenancy. LESSEE's credit score will be considered when making 01539510-1 Page 2 of 17 final application approval decisions and LESSEE may be required to post an additional security deposit as part of his/her approval. The consents provided are effective as of the date of this Lease and will be valid for as long as required to fulfill the purposes described herein. LESSEE will be responsible for a non-refundable application fee of $100. Make check payable to: Boynton Beach CRA. 5. Utilities. LESSOR agrees to provide electricity and water hookups at each slip. Any equipment/connecting devices necessary to provide the connection from the dock to the Vessel shall be the responsibility of the LESSEE but the type and manner of connection are subject to approval by the LESSOR. LESSEE is responsible for the payment of their monthly electrical and water (individually or collectively, "utility") usage. The billing rate for utility consumption by the LESSEE shall be based on usage to the slip as determined by LESSOR and will be calculated based on the prevailing rate charged to the LESSOR by the utility provider. A utility statement will be hand delivered or mailed to the LESSEE on the 1st of each month and shall reflect the amount of utility usage for the previous month. Utility payments shall be considered additional rent under this Lease. LESSEE's utility payments shall be due to LESSOR no later than the tenth day of the following month. 6. Late Payment. There shall be a late payment fee in an amount equal to 25% of the amount due each month on all rent or utility payments received after the past due date. There shall be an additional one hundred dollar ($100.00) late fee when the delinquent rent payment is not made in full, including the initial late fees, by the fifteenth day of the subsequent month. Each month for which LESSEE fails to pay all or a portion of rent or utility payments owed shall constitute a separate violation of this Lease and shall incur a separate late fee. Interest shall accrue on any unpaid amounts owed under this lease at the rate of 1.5%per month. 7. Lien. LESSOR shall have a lien against the Vessel, its appurtenances, and its contents for unpaid sums due for rent, use of dock facilities, utility usage, other services, or for damage to any docks or property of LESSOR or any other person at the docks caused or contributed to by the Vessel, LESSEE or any individual the LESSEE allows to use the Vessel. The lien shall be in addition to all other remedies available at law or in equity. 8. Only for Approved Vessel. This Lease is valid only for the Vessel and LESSEE, and is not transferable to another vessel or lessee without the written authorization and approval of the LESSOR. This Lease does not allow for the sub-leasing of the slip by the LESSEE under any circumstances. This Lease grants the LESSEE a revocable license to use the subject dock space and does not create any interest for LESSEE in the underlying bottom lands or real property connected with the LESSOR. 9. Absences from Slip. LESSEE is required to notify the Dockmaster in writing if the Vessel will be absent from the above referenced slip for longer than a thirty (30) day period. Slips left empty for longer than thirty (30) consecutive days, or for twenty (20) days in a forty-five (45) day period, without written notification to the LESSOR shall be considered vacated by the LESSEE and the lease will be terminated. 10. Termination for Cause. This Lease shall be in effect until the end of the term unless sooner terminated by reason of one or more of the following conditions or events: 01539510-1 Page 3 of 17 a. By destruction of the dockage facilities by storm, Act of God, or other calamity. b. In the event LESSEE makes a bona fide sale of the boat or obtains a boat larger than can be safely berthed at the subject dockage. C. LESSEE terminates this Lease by providing thirty (30) day written notice to the LESSOR. LESSEE may terminate this Lease pursuant to this subsection only if all rents and fees are current and paid in full. d. By breach or default as provided below. e. Late payment of rent, including items deemed "additional rent," or penalty charges. f. Failure to maintain and provide proof to LESSOR of insurance coverage as required in paragraph 19 below. g. Other reason as provided for in this Lease. All termination proceedings shall be conducted in accordance with Florida law. 11. Additional Procedures for Termination for Late Payment of Rent. If LESSOR terminates this Lease pursuant to Section 9.e. of this Lease, LESSEE shall immediately vacate the dock space leased hereunder upon three days notice by LESSOR. Notice shall be considered given upon any of the following: (a) Mailing notice to LESSEE at the address provided above; or (b) Posting notice upon the Vessel. Should LESSEE fail to vacate within the three days set forth herein, the Parties agree that LESSOR shall be entitled to an immediate judgment for eviction and possession of the subject dock space, upon filing of a verified complaint for eviction/possession with the Palm Beach County Court, in and for the Fifteenth Judicial Circuit. The Parties expressly agree that said action for eviction/possession shall proceed under Summary Procedure pursuant to Section 51.011, Fla. Stat. 12. Compliance with Rules and Regulations. LESSEE agrees to comply with all posted Rules and Regulations along with those attached hereto as "Exhibit A," as amended from time to time in the LESSOR's sole discretion, as fully as though they were set forth herein, and should breach of this Lease or violation of the Rules and Regulations Governing Dockage set forth and attached hereto occur, LESSOR may immediately terminate this Lease. LESSEE shall be notified of such termination and required to immediately remove the Vessel at LESSEE's expense. LESSOR may take all legal steps to remove the Vessel and other property upon termination of the Lease. LESSOR may, in addition to or as an alternative to terminating the Lease, impose a penalty (including fines) on LESSEE for such violation, as provided for in the Rules and Regulations. If LESSOR determines, in its sole and absolute discretion, that the violation of the Rules and Regulations constitutes a danger to the health, safety, and welfare of LESSEE, other 01539510-1 Page 4 of 17 persons or property, or LESSOR or LESSOR's property, LESSOR may immediately take any steps it deems necessary to mitigate or alleviate such danger. 13. Required Trip Log Submittal. LESSEE will submit a completed copy of the appropriate log attached hereto as "Exhibit B" in accordance with the schedule below: • First Submittal shall be no later than January 5, 2022 for all trips that occurred October 1 to December 31, 2021 • Second Submittal shall be no later than April 5, 2022 for all trips that occurred January 1 to March 31, 2022 • Third Submittal shall be no later than July 5, 2022 for all trips that occurred April 1 to June 31, 2022 • Fourth Submittal shall be no later than October 5, 2022 for all trips that occurred July 1 to September 30, 2022. • Fifth Submittal shall be no later than January 5, 2023 for all trips that occurred October 1 to December 31, 2022 • Sixth Submittal shall be no later than April 5, 2023 for all trips that occurred January 1 to March 31, 2023 • Seventh Submittal shall be no later than July 5, 2023 for all trips that occurred April 1 to June 31, 2023. • Eighth Submittal shall be no later than October 5, 2023 for all trips that occurred July 1 to September 30, 2023. Failure to comply with this section shall be a default and breach of this Lease. If LESSEE fails to submit the trip log, LESSOR may, in addition to the other remedies provided for in this Lease, elect to discontinue LESSEE's fuel discount and exclude LESSEE from LESSOR's marketing collateral. 14. Voluntary Waiver. LESSOR may, in its sole and absolute discretion, waive any requirement of this Lease. Waiver of any conditions by LESSOR shall not be deemed to be a continuing waiver and shall not be considered a waiver of any other provision or condition of this Lease. 15. Weather. Weather conditions: In the event weather or tidal conditions exist during the term of this Lease that would either place the LESSEE's Vessel in danger of incurring damage to itself or LESSEE's Vessel causing damage to the LESSOR's property or other vessels within the dockage facilities, it shall be the LESSEE's responsibility to remove the Vessel from the LESSOR's property and dockage facility. Any damage caused by LESSEE's Vessel to the LESSOR's property, dockage facilities, LESSEE's Vessel or other vessels within the LESSOR's property and dockage facilities shall be the sole responsibility of the LESSEE. The LESSEE, by executing this Lease, expressly agrees that he/she shall be solely responsible for ascertaining when such threatening weather conditions may occur in order to allow adequate time for the LESSEE to remove the Vessel from the LESSOR's property and dockage facility as required above. The LESSEE expressly acknowledges that the LESSOR does not assume any obligation to contact the LESSEE with respect to impending weather conditions. 01539510-1 Page 5 of 17 NOTICE TO VESSEL OWNER The undersigned LESSOR hereby informs you that in the event you fail to remove your vessel from the marina promptly (within 24 hours) after the issuance of a tropical storm or hurricane watch for Palm Beach County or Boynton Beach, Florida, under Florida law, the undersigned or his or her employees or agents are authorized to remove your vessel, if reasonable, from its slip or take any and all other reasonable actions deemed appropriate by the undersigned or his or her employees or agents in order to better secure your vessel and to protect marina property, private property, and the environment. You are further notified that you may be charged a reasonable fee for any such action. Notwithstanding the foregoing, LESSEE shall be responsible for all damage caused by the Vessel to the LESSOR's dockage facilities or other vessels regardless of ownership. The LESSOR expressly reserves the right, but not the responsibility, to establish minimum requirements for the kinds of cleats, ropes, fenders and other measures that must be used on vessels as a condition of the use of the dockage facilities. In the event the LESSOR establishes such minimum measures, it shall be the LESSEE's obligation and liability to assure himself/herself that such minimum requirements are adequate to protect the LESSEE's Vessel from damage. LESSEE shall be required to adhere to the guidelines set forth in the annual Boynton Harbor Marina Hurricane Plan provided by the Dockmaster or the LESSOR at the signing of this Lease. 16. Telephone, Cable, etc. LESSOR represents and LESSEE understands that there is no telephone or cable television, provided to the dock or slip. Telephone service to the vessels must be by cellular phone at LESSEE's expense. No private telephone systems or satellite dishes may be installed within the dockage facilities without the prior written consent of the Dockmaster or the LESSOR. 17. Reassignment. LESSOR reserves the right to permanently reassign the LESSEE to a different slip in the event LESSOR deems it necessary, in its sole discretion, by providing LESSEE ten (10) days written notification of such intent. LESSOR reserves the right to temporarily reassign LESSEE to a different slip in the event LESSOR deems it necessary, in its sole discretion, for the purpose of health and safety concerns, maintenance, repairs, construction or any other reason LESSOR deems necessary. 18. No Additional Vessels Permitted. No other vessel may be placed in the water along with the Vessel without the prior written consent of LESSOR. Dinghies, rafts, wave runners or other small vessels may not be left in the slip overnight and must be stowed on the Vessel when not in use. 19. Caretaking and Security. This Lease is for the use of dock space only, and such space is to be used at the sole risk of LESSEE. LESSEE expressly acknowledges that LESSOR assumes no responsibility for the caretaking or security of LESSEE's Vessel, (including any gear, equipment or contents associated with the Vessel) or for any loss or damage of 01539510-1 Page 6 of 17 whatever kind or nature to the boat, its contents, gear or equipment howsoever occasioned. LESSEE has the sole responsibility for the caretaking and security of and at the Vessel, including the responsibility to insure the Vessel in accordance with this Lease. Any independent or caretaker or mechanic working on the Vessel (other than LESSEE) must register with the Dockmaster and provide copies of the business license and proof of their business insurance policy. 20. Insurance. The LESSEE hereby agrees to maintain, insurance providing complete marine coverage for the LESSEE's Vessel and public comprehensive liability insurance (Hull and Protection and Indemnity) with limits not less than $300,000.00 per occurrence for Non-Commercial Vessels and limits not less than $500,000.00 per occurrence for Commercial Vessels. The insurance must remain in force for so long as is necessary to cover any occurrence relating to, resulting from or arising out of this Lease or LESSEE's dockage or tenancy at the Boynton Harbor Marina. LESSOR is to be included as "Additional Insured" with respect to liability arising out of LESSEE's dockage or tenancy at the Boynton Harbor Marina, this Lease, or other acts or omissions of LESSEE in connection with this Lease. The LESSEE shall provide the LESSOR with a valid certificate of insurance as proof of such coverage at the time of executing the Lease and at each subsequent renewal. The Dockmaster and LESSOR reserve the right to request updated proof of LESSEE's insurance coverage at any time during the term of this Lease. Additionally, LESSEE is required to provide evidence of a minimum ten (10) pound ABC fire extinguisher to be maintained on the Vessel at all times. 21. Default. The failure of LESSEE to comply with the provisions set forth in this Lease shall constitute a default and breach of this Lease. If LESSEE fails to cure the default within seven (7) days of notice from LESSOR, LESSOR may terminate this Lease. If LESSOR determines, in its sole and absolute discretion, that the default or breach constitutes a danger to the health, safety, and welfare of LESSEE, other persons or property, or LESSOR or LESSOR's property, LESSOR may immediately terminate this Lease. 22. Indemnification. The LESSEE agrees to indemnify, save, and hold harmless LESSOR, its agents and its employees harmless for any and all liability, claim, demand, suit, loss, cost, expense, or damage, which may be asserted, claimed or recovered against or from LESSOR, its agents, and its employees by reason of any property damage or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to LESSEE's negligent or wrongful conduct, faulty equipment (including equipment installation and removal), use of LESSOR's dockage facilities, or use of LESSOR's property pursuant to this Lease, as well as from any and all acts or omissions of LESSEE, his/her crew, guests, invitees, or agents. The LESSEE's obligation for such indemnification shall include all reasonable defense costs including attorney's fees and attorney's fees at the appellate level. This paragraph shall not be construed to require LESSEE to indemnify LESSOR for its own negligence, or intentional acts of LESSOR, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 23. Entire Agreement. This Lease represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No 01539510-1 Page 7 of 17 terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Lease and the terms of this Lease supersede all such other agreements. No extraneous information may be used to alter the terms of this Lease. 24. Modification. No change, amendment, modification or alteration of this Lease shall be binding upon either party unless it is in writing and signed by both parties except for changes to rules and regulations as deemed necessary and appropriate by the LESSOR. 25. Interpretation. If any action at law or in equity is necessary to enforce or interpret the terms of this Lease, the prevailing party shall be entitled to reasonable attorney fees, expenses, and costs of appeal and necessary disbursements in addition to any other relief to which it may be entitled. 26. Severability. If any part of this Lease shall be declared unlawful or invalid, the remainder of the Lease will continue to be binding upon the parties. In the event any of part of this Lease shall be held to be invalid, this Lease shall be interpreted as if such invalid part were not contained herein. 27. Independent Advice. The Parties declare that the terms of this Lease have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 28. Agreement Deemed to be Drafted Jointly. This Lease shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Lease fairly and reasonably in accordance with the purpose of this Lease. 29. Governing Law, Jurisdiction, and Venue. The terms and provisions of this Lease shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be Palm Beach County, Florida, for all purposes, to which the Parties expressly agree and submit. 30. Counterparts and Transmission. To facilitate execution, this Lease may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 01539510-1 Page 8 of 17 IN WITNESS WHEREOF, the parties hereto have caused this Lease to be executed on the day and year written below. LESSEE Signature*: Date: Print Name *If Lessee is a corporation, an officer of the corporation must sign this lease and must also provide a resolution of the corporation authorizing signature. BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Signature: Date: By: Title: CERTIFICATION AND WAIVER OF PRIVACY: I, the undersigned, applicant(s) certify that all information presented in this Lease, and all of the information furnished in support of this Lease, is given for the purpose of obtaining a marine vessel slip within the Boynton Beach Community Redevelopment Agency Boynton Harbor Marina, and is true and complete to the best of the LESSEE's knowledge and belief. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Harbor Marina Dockage Agreement as well as the Rules & Regulations Governing Dockage. I hereby acknowledge that the marina is a public area and that I have no expectation of privacy with respect to activity which occurs in plain view on the Vessel. I waive my rights under any privacy laws, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any information given herein. I further grant permission, and authorize any bank, employer or other public or private agency to disclose information deemed necessary to complete this Lease. I hereby give permission to the Community Redevelopment Agency or its agents to take photos of myself, my invitees, and/or my Vessel to be used to promote the Boynton Harbor Marina. I consent to the use of the image of the Vessel in conjunction with any promotional activity by the Agency or its employees or contractors. I understand that any misinformation furnished by me in to obtain the Lease is grounds for termination of the Lease by LESSOR. LESSEE Signature*: Date: Print Name *If Lessee is a corporation, an officer of the corporation must sign this lease and must also provide a resolution of the corporation authorizing signature. 01539510-1 Page 9 of 17 STATE OF COUNTY OF The foregoing instrument was acknowledged before me, the undersigned authority, this day of 2021, by who is personally known to me or who has produced as identification and who did/did not take an oath. NOTARY PUBLIC — State of My commission expires: 01539510-1 Page 10 of 17 ct it} jt�t"3 k oyntonr "EXHIBIT A" BOYNTON HARBOR MARINA RULES AND REGULATIONS GOVERNING DOCKAGE In an effort to provide an inviting atmosphere for boat owners docking at the LESSOR's docks, patrons, and visitors to the marina area, the following rules and regulations are provided for your protection. LESSEE, and if LESSEE is not the Vessel Captain, the Vessel Captain are required to obey the following rules and regulations as a condition of this Lease and will be strictly enforced. Any violation of these Rules and Regulations shall be deemed as grounds for immediate termination of the Dockage Lease and removal of the vessel in the sole discretion of the LESSOR. 1. When a boat enters the basin, it immediately comes under the jurisdiction of the LESSOR's Dockmaster. 2. Only boats in good working condition, and operating under their own power, shall be admitted to or remain in berthing areas. 3. Pets shall be leashed within the confines of the LESSOR's property. Pets are permitted only if they do not disturb other Lessees,patrons, visitors, and guests. 4. Under no circumstances will live-aboard status be allowed. No overnight stay by the LESSEE, his/her crew or guests, shall be permitted. 5. Refuse shall not be thrown overboard. Garbage shall be deposited in cans or dumpster supplied for that purpose. No person shall discharge fish carcasses or waste, oil, spirits, solvents, inflammable liquid or oily bilges into the basin or on the property of the LESSOR. In the event of any accidental spills of oil, spirits, solvents, flammable liquids, fuel products or other toxic substances or waste, the LESSEE shall immediately notify the LESSOR's Dockmaster of the existence of such condition. 6. There shall be no discharge of fish waste into waters of the marina under any circumstances. Fish waste shall be disposed of offshore or placed in sealed garbage bags and disposed of in the on-site dumpster or taken to your place of residence or legal off- site disposal location. 7. Under no circumstances shall vessel sewage be disposed of into the marina basin. Vessel sewage shall be disposed of appropriately and in conformance with all pertinent health codes and state statutes. 8. Noise shall be kept to a minimum at all times. LESSEE shall use discretion in operating engines, generators, radios and television sets, so as not to create a nuisance or 01539510-1 Page 11 of 17 disturbance. Upon request by the Dockmaster or LESSOR, LESSEE will immediately lower the volume of any source of noise that may be causing a disturbance. 9. The consumption alcohol on Boynton Beach Community Redevelopment Agency or Boynton Harbor Marina property is strictly prohibited. 10. Swimming, diving, or fishing shall not be permitted from the docks or finger piers or boats except for the cleaning of the underside of the vessel by LESSEE or properly licensed professional. 11. Boat owners shall not store supplies, materials, accessories or debris on walkway, and shall not construct thereon any lockers, chests, cabinets, or similar structures, except with written approval of the Dockmaster and the LESSOR. Painting, scraping, or repairing of gear shall not be permitted on the docks or finger piers. Extent of repairs and maintenance shall be at the discretion of management. 12. Fueling of gasoline or diesel-powered vessels from fuel trucks, portable cans or containers without prior written approval from the Dockmaster shall be strictly prohibited in the slip or marina basin. Storage of portable gasoline cans or containers is prohibited in the marina and slip areas. 13. Laundry shall not be hung on boats, docks or finger piers in the basin, nor shall "for sale" signs be put on boats without written permission from the LESSOR. 14. The washing or maintenance of any vehicle or vessel, on a trailer or otherwise, is prohibited on Boynton Harbor Marina property including in the drop off lane North of the slip area. LESSEE is allowed to wash vessels and perform minor maintenance to their vessel within their designated slip area. 15. The LESSOR reserves the right to limit and govern all marina slip parking spaces in the LESSOR parking areas as shown in "Appendix A." The Boynton Harbor Marina slip spaces designated as "loading and unloading only" are for the express and exclusive use of the LESSOR and LESSEE between the hours of 6 am to 6 pm seven days a week. From 8 am to 10:30 am Monday through Friday and from 7 am to 10:30 am on Saturday and Sunday, LESSEES with dive boats may use these spaces for a period no longer than 30 minutes for the sole purpose of the "loading and unloading" of the LESSEE dive boats' supplies, guests, and crew. Otherwise, these spaces shall be limited to use for a period no longer than 15 minutes for the sole purpose of the "loading and unloading" of the LESSEE's supplies, guests, and crew. NO LONG-TERM PARKING WILL BE ALLOWED in this location. The LESSOR reserves the right to tow or remove any vehicle which is found to be in violation of the parking conditions as stated in this paragraph at the sole expense of the owner of said vehicle. Overnight or long-term parking can be accommodated within the Marina Village Parking Garage by written approval of the Dockmaster and Marina Village Property Manager. Failure to obtain such approval may result in the vehicle being towed by Marina Village Master Association. Please contact the Dockmaster for instructions on obtaining the required overnight parking pass. 01539510-1 Page 12 of 17 16. Each LESSEE shall be issued a maximum of two (2) Boynton Harbor Marina vehicle identification sticker(s) to be placed on the rear window of the LESSEE's vehicle. No temporary parking passes will be issued to LESSEES for any purpose. 17. All contractors, mechanics, or caretakers ("Contractors") working on any vessel in the Boynton Harbor Marina must register with the Dockmaster, provide Dockmaster with proof of insurance and proof of business licensing before commencing work, and work pursuant to the terms of the Lease. The Dockmaster will provide a one-day "Contractor Parking Pass" to Contractors upon registration. Dockmaster will only issue parking passes for Contractors that have proof of insurance and proof of business licensing on file with the Dockmaster. If more than one day of work is required, the Contractor shall check in with the Dockmaster each day prior to commencing work. 18. Each LESSEE shall provide an executed Dockage Lease Agreement along with all of the documents listed below to the Dockmaster no later than September 30, 2021. If the LESSEE does not provide an executed Dockage Lease Agreement along with all of the documents listed below by September 30, 2021 LESSEE will be charged a $500 fee. The LESSEE will then have 30 days from September 30, 2021 to provide the Dockmaster with the $500 fee, an executed Dockage Lease Agreement (along with all of the documents listed below). If at that time the executed Dockage Lease Agreement, (along with all of the documents listed below) and the $500 fee is not provided to the Dockmaster, the Dockage Lease Agreement will not be considered for renewal and the LESSEE will be required to leave the space. Each LESSEE is required to provide the Dockmaster with the below listed documentation along with the executed Dockage Lease Agreement: • Current Boynton Beach Business Tax Receipt • Current Palm Beach County Local Business Tax Receipt • Current documentation or title to boat being docked • Current vessel registration • Captains licensing for all boat operators • Current US Coast Guard vessel inspection • Current hurricane protection plan • Current insurance policy, written as per section 19 in the dockage agreement and naming Boynton Beach CRA additionally insured 19. Violation of the above rules and regulations, or other conduct by any LESSEE, or his/her crew or guests, that might injure any person, cause damage to property or harm the reputation of the LESSOR shall be cause for immediate removal from Boynton Harbor Marina. Such conduct shall include, but not be limited to: harassment of any person; aggressive behavior; engagement in any illegal activity; or any conduct that the Dockmaster or LESSOR determines, in their sole and absolute discretion, endangers the health, safety, welfare, or property of any other person or entity. 01539510-1 Page 13 of 17 LESSEE acknowledges by signing below, that they have read and understand the BOYNTON HARBOR MARINA RULES AND REGULATIONS GOVERNING DOCKAGE and hereby agree to the terms of the Dockage Lease Agreement. LESSEE Signature*: Date: Print Name *If Lessee is a corporation, an officer of the corporation must sign this lease and must also provide a resolution of the corporation authorizing signature. 01539510-1 Page 14 of 17 "Appendix A" I 1 �l't�11+1h j1 sJ s v v . `r� ft i 1 1 SII i Manna Ways tlPA ae�n�� IC ■ )1 ` k ) IN % 1 Pt, \' a i Ir i I! a ` r� v ) x 1St,' l r yk}1)1 it���tSll�s �1%,� t �� 11!1 t � rl��l�s li t s17 1l'r e-, k { - ,] •• i n�Y )4't'� I;n 1 � t )j1 t1)�4(Ih}��1�1� 1� b, 1{I2)�s;at tss 41 s4 It 1 R 111 a 1 � ��� •l i �, ldtv1 �;�; 01539510-1 Page 15 of 17 "Exhibit B" BOYNTON HARBOR MARINA Dockage Lease Agreement Tenant's Monthly Trip Log SLIP No. VESSEL NAME CAPTAIN NAME CAPTAIN NAME TOTAL NUMBER OF CAPTAIN'S MONTH TOTAL NUMBER OF TRIPS PASSENGERS INITIALS Oct-21 Nov-21 Dec-21 Jan-22 Feb-22 Mar-22 Apr-22 May-22 Jun-22 Jul-22 Aug-22 —Sep-22 01539510-1 Page 16 of 17 "Exhibit B" BOYNTON HARBOR MARINA Dockage Lease Agreement Tenant's Monthly Trip Log SLIP No. VESSEL NAME CAPTAIN NAME CAPTAIN NAME TOTAL NUMBER OF CAPTAIN'S MONTH TOTAL NUMBER OF TRIPS PASSENGERS INITIALS Oct-22 Nov-22 Dec-22 Jan-23 Feb-23 Mar-23 Apr-23 May-23 Jun-23 Jul-23 Aug-23 —Sep-23 01539510-1 Page 17 of 17 � 1 Boynton arbor Marina i'�`�`4 • i �il�f� �ei±i 11/12/21 REVISED BOYNTON HARBOR MARINA RULES AND REGULATIONS GOVERNING DOCKAGE In an effort to provide an inviting atmosphere for boat owners docking at the LESSOR's docks, patrons, and visitors to the marina area, the following rules and regulations are provided for your protection. LESSEE, and if LESSEE is not the Vessel Captain, the Vessel Captain are required to obey the following rules and regulations as a condition of this Lease and will be strictly enforced. Any violation of these Rules and Regulations shall be deemed as grounds for immediate termination of the Dockage Lease and removal of the vessel in the sole discretion of the LESSOR. 1. When a boat enters the basin, it immediately comes under the jurisdiction of the LESSOR's Dockmaster. 2. Only boats in good working condition, and operating under their own power, shall be admitted to or remain in berthing areas. 3. Pets shall be leashed within the confines of the LESSOR's property. Pets are permitted only if they do not disturb other Lessees,patrons, visitors, and guests. 4. Under no circumstances will live-aboard status be allowed. No overnight stay by the LESSEE, his/her crew or guests, shall be permitted. 5. Refuse shall not be thrown overboard. Garbage shall be deposited in cans or dumpster supplied for that purpose. No person shall discharge fish carcasses or waste, oil, spirits, solvents, inflammable liquid or oily bilges into the basin or on the property of the LESSOR. In the event of any accidental spills of oil, spirits, solvents, flammable liquids, fuel products or other toxic substances or waste, the LESSEE shall immediately notify the LESSOR's Dockmaster of the existence of such condition. 6. There shall be no discharge of fish waste into waters of the marina under any circumstances. Fish waste shall be disposed of offshore or placed in sealed garbage bags and disposed of in the on-site dumpster or taken to your place of residence or legal off- site disposal location. 7. Under no circumstances shall vessel sewage be disposed of into the marina basin. Vessel sewage shall be disposed of appropriately and in conformance with all pertinent health codes and state statutes. 8. Noise shall be kept to a minimum at all times. LESSEE shall use discretion in operating engines, generators, radios and television sets, so as not to create a nuisance or 00864234-1 Page I of 5 disturbance. Upon request by the Dockmaster or LESSOR, LESSEE will immediately lower the volume of any source of noise that may be causing a disturbance. 9. The consumption alcohol on Boynton Beach Community Redevelopment Agency or Boynton Harbor Marina property is strictly prohibited. 10. Swimming, diving, or fishing shall not be permitted from the docks or finger piers or boats except for the cleaning of the underside of the vessel by LESSEE or properly licensed professional. 11. Boat owners shall not store supplies, materials, accessories or debris on walkway, and shall not construct thereon any lockers, chests, cabinets, or similar structures, except with written approval of the Dockmaster and the LESSOR. Painting, scraping, or repairing of gear shall not be permitted on the docks or finger piers. Extent of repairs and maintenance shall be at the discretion of management. 12. Fueling of gasoline or diesel-powered vessels from fuel trucks, portable cans or containers without prior written approval from the Dockmaster shall be strictly prohibited in the slip or marina basin. Storage of portable gasoline cans or containers is prohibited in the marina and slip areas. 13. Laundry shall not be hung on boats, docks or finger piers in the basin, nor shall "for sale" signs be put on boats without written permission from the LESSOR. 14. The washing or maintenance of any vehicle or vessel, on a trailer or otherwise, is prohibited on Boynton Harbor Marina property including in the drop off lane North of the slip area. LESSEE is allowed to wash vessels and perform minor maintenance to their vessel within their designated slip area. 15. The LESSOR reserves the right to limit and govern all marina slip parking spaces in the LESSOR parking areas as shown in "Appendix A." The Boynton Harbor Marina slip spaces designated as "loading and unloading only" are for the express and exclusive use of the LESSOR and LESSEE between the hours of 6 am to 6 pm seven days a week. From 8 am to 10:30 am Monday through Friday and from 7 am to 10:30 am on Saturday and Sunday, LESSEES with dive boats may use these spaces for a period no longer than 30 minutes for the sole purpose of the "loading and unloading" of the LESSEE dive boats' supplies, guests, and crew. Otherwise, these spaces shall be limited to use for a period no longer than 15 minutes for the sole purpose of the "loading and unloading" of the LESSEE's supplies, guests, and crew. If LESSEE's vehicle remains in a space, designated as "loading and unloading only," for longer than the period of time described above, a $0.50 per minute fine will be will be imposed on the LESSEE until the vehicle is moved. Fines will be billed to the LESSEE on a monthly basis and be due with the next months rent. NO LONG-TERM PARKING WILL BE ALLOWED in this location. The LESSOR reserves the right to tow or remove any vehicle which is found to be in violation of the parking conditions as stated in this paragraph at the sole expense of the owner of said vehicle. 00864234-1 Page 2 of 5 Overnight or long-term parking can be accommodated within the Marina Village Parking Garage by written approval of the Dockmaster and Marina Village Property Manager. Failure to obtain such approval may result in the vehicle being towed by Marina Village Master Association. Please contact the Dockmaster for instructions on obtaining the required overnight parking pass. 16. Each LESSEE shall be issued a maximum of two (2) Boynton Harbor Marina vehicle identification sticker(s) to be placed on the rear window of the LESSEE's vehicle. No temporary parking passes will be issued to LESSEES for any purpose. 17. All contractors, mechanics, or caretakers ("Contractors") working on any vessel in the Boynton Harbor Marina must register with the Dockmaster, provide Dockmaster with proof of insurance and proof of business licensing before commencing work, and work pursuant to the terms of the Lease. The Dockmaster will provide a one-day "Contractor Parking Pass" to Contractors upon registration. Dockmaster will only issue parking passes for Contractors that have proof of insurance and proof of business licensing on file with the Dockmaster. If more than one day of work is required, the Contractor shall check in with the Dockmaster each day prior to commencing work. 18. Each LESSEE shall provide an executed Dockage Lease Agreement along with all of the documents listed below to the Dockmaster no later than September 30, 2021. If the LESSEE does not provide an executed Dockage Lease Agreement along with all of the documents listed below by September 30, 2021 LESSEE will be charged a $500 fee. The LESSEE will then have 30 days from September 30, 2021 to provide the Dockmaster with the $500 fee, an executed Dockage Lease Agreement (along with all of the documents listed below). If at that time the executed Dockage Lease Agreement, (along with all of the documents listed below) and the $500 fee is not provided to the Dockmaster, the Dockage Lease Agreement will not be considered for renewal and the LESSEE will be required to leave the space. Each LESSEE is required to provide the Dockmaster with the below listed documentation along with the executed Dockage Lease Agreement: • Current Boynton Beach Business Tax Receipt • Current Palm Beach County Local Business Tax Receipt • Current documentation or title to boat being docked • Current vessel registration • Captains licensing for all boat operators • Current US Coast Guard vessel inspection • Current hurricane protection plan • Current insurance policy, written as per section 19 in the dockage agreement and naming Boynton Beach CRA additionally insured 19. Violation of the above rules and regulations, or other conduct by any LESSEE, or his/her crew or guests, that might injure any person, cause damage to property or harm the reputation of the LESSOR shall be cause for immediate removal from Boynton Harbor Marina. Such conduct shall include, but not be limited to: harassment of any person; aggressive behavior; engagement in any illegal activity; or any conduct that the 00864234-1 Page 3 of 5 Dockmaster or LESSOR determines, in their sole and absolute discretion, endangers the health, safety, welfare, or property of any other person or entity. LESSEE acknowledges by signing below, that they have read and understand the BOYNTON HARBOR MARINA RULES AND REGULATIONS GOVERNING DOCKAGE and hereby agree to the terms of the Dockage Lease Agreement. LESSEE Signature*: Date: Print Name *If Lessee is a corporation, an officer of the corporation must sign this lease and must also provide a resolution of the corporation authorizing signature. 00864234-1 Page 4 of 5 "Appendix A" I .v' Mild y' 1 t !� � t t is yt tl Manna Way ,:-,`�t Mann?-;•• `. i , tsy� +'r' l){y{ 41 F Sys{. �. i t +t n 2} �t 11 � j y� y r'76 F-I n IN, 00864234-1 Page 5 of 5 � 1 Boynton arbor Marina i'�`�`4 • i �il�f� �ei±i 07/12/22 REVISED BOYNTON HARBOR MARINA RULES AND REGULATIONS GOVERNING DOCKAGE In an effort to provide an inviting atmosphere for boat owners docking at the LESSOR's docks, patrons, and visitors to the marina area, the following rules and regulations are provided for your protection. LESSEE, and if LESSEE is not the Vessel Captain, the Vessel Captain are required to obey the following rules and regulations as a condition of this Lease and will be strictly enforced. Any violation of these Rules and Regulations shall be deemed as grounds for immediate termination of the Dockage Lease and removal of the vessel in the sole discretion of the LESSOR. 1. When a boat enters the basin, it immediately comes under the jurisdiction of the LESSOR's Dockmaster. 2. Only boats in good working condition, and operating under their own power, shall be admitted to or remain in berthing areas. 3. Pets shall be leashed within the confines of the LESSOR's property. Pets are permitted only if they do not disturb other Lessees,patrons, visitors, and guests. 4. Under no circumstances will live-aboard status be allowed. No overnight stay by the LESSEE, his/her crew, or guests shall be permitted. 5. Refuse shall not be thrown overboard. Garbage shall be deposited in cans or dumpster supplied for that purpose. No person shall discharge fish carcasses or waste, oil, spirits, solvents, inflammable liquid or oily bilges into the basin or on the property of the LESSOR. In the event of any accidental spills of oil, spirits, solvents, flammable liquids, fuel products or other toxic substances or waste, the LESSEE shall immediately notify the LESSOR's Dockmaster of the existence of such condition. 6. There shall be no discharge of fish waste into waters of the marina under any circumstances. Fish waste shall be disposed of offshore or placed in sealed garbage bags and disposed of in the on-site dumpster or taken to your place of residence or legal off- site disposal location. 7. Under no circumstances shall vessel sewage be disposed of into the marina basin. Vessel sewage shall be disposed of appropriately and in conformance with all pertinent health codes and state statutes. 8. Noise shall be kept to a minimum at all times. LESSEE shall use discretion in operating engines, generators, radios and television sets, so as not to create a nuisance or 01677934-1 Page 1 of 5 disturbance. Upon request by the Dockmaster or LESSOR, LESSEE will immediately lower the volume of any source of noise that may be causing a disturbance. 9. The consumption alcohol on Boynton Beach Community Redevelopment Agency or Boynton Harbor Marina property is strictly prohibited. 10. Swimming, diving, or fishing shall not be permitted from the docks or finger piers or boats except for the cleaning of the underside of the vessel by LESSEE or properly licensed professional. 11. Boat owners shall not store supplies, materials, accessories or debris on walkway, and shall not construct thereon any lockers, chests, cabinets, or similar structures, except with written approval of the Dockmaster and the LESSOR. Painting, scraping, or repairing of gear shall not be permitted on the docks or finger piers. Extent of repairs and maintenance shall be at the discretion of the Dockmaster . 12. Fueling of gasoline or diesel-powered vessels from fuel trucks, portable cans or containers without prior written approval from the Dockmaster shall be strictly prohibited in the slip or marina basin. Storage of portable gasoline cans or containers is prohibited in the marina and slip areas. 13. Laundry shall not be hung on boats, docks or finger piers in the basin, nor shall "for sale" signs be put on boats without written permission from the LESSOR. 14. The washing or maintenance of any vehicle or vessel, on a trailer or otherwise, is prohibited on Boynton Harbor Marina property including in the drop off lane north of the slip area. LESSEE is allowed to wash vessels and perform minor maintenance to their vessel within their designated slip area. 15. The LESSOR reserves the right to limit and govern all marina slip parking spaces in the LESSOR parking areas as shown in "Appendix A." The Boynton Harbor Marina slip spaces designated as "loading and unloading only" are for the express and exclusive use of the LESSOR and LESSEE between the hours of 6 am to 6 pm seven days a week. From 8 am to 10:30 am Monday through Friday and from 7 am to 10:30 am on Saturday and Sunday, LESSEES with dive boats may use these spaces for a period no longer than 30 minutes for the sole purpose of the "loading and unloading" of the LESSEE dive boats' supplies, guests, and crew. Otherwise, these spaces shall be limited to use for a period no longer than 15 minutes for the sole purpose of the "loading and unloading" of the LESSEE's supplies, guests, and crew. If LESSEE's vehicle remains in a space, designated as "loading and unloading only," for longer than the period of time described above, a $0.50 per minute fine will be will be imposed on the LESSEE until the vehicle is moved. Fines will be billed to the LESSEE on a monthly basis and be due with the next month's rent. NO LONG-TERM PARKING WILL BE ALLOWED in this location. The LESSOR reserves the right to tow or remove any vehicle which is found to be in violation of the parking conditions as stated in this paragraph at the sole expense of the owner of said vehicle. 01677934-1 Page 2 of 5 Overnight or long-term parking can be accommodated within the Marina Village Parking Garage by written approval of the Dockmaster and Marina Village Property Manager. Failure to obtain such approval may result in the vehicle being towed by Marina Village Master Association. Please contact the Dockmaster for instructions on obtaining the required overnight parking pass. 16. Each LESSEE shall be issued a maximum of two (2) Boynton Harbor Marina vehicle identification sticker(s) to be placed on the rear window of the LESSEE's vehicle. No temporary parking passes will be issued to LESSEES for any purpose. 17. All contractors, mechanics, or caretakers ("Contractors") working on any vessel in the Boynton Harbor Marina must register with the Dockmaster, provide Dockmaster with proof of insurance and proof of business licensing before commencing work, and work pursuant to the terms of the Lease. The Dockmaster will provide a one-day "Contractor Parking Pass" to Contractors upon registration. Dockmaster will only issue parking passes for Contractors that have proof of insurance and proof of business licensing on file with the Dockmaster. If more than one day of work is required, the Contractor shall check in with the Dockmaster each day prior to commencing work. 18. Each LESSEE shall provide an executed Dockage Lease Agreement along with all of the documents listed below to the Dockmaster no later than September 30, 2021. If the LESSEE does not provide an executed Dockage Lease Agreement along with all of the documents listed below by September 30, 2021 LESSEE will be charged a $500 fee. The LESSEE will then have 30 days from September 30, 2021 to provide the Dockmaster with the $500 fee, an executed Dockage Lease Agreement (along with all of the documents listed below). If at that time the executed Dockage Lease Agreement, (along with all of the documents listed below) and the $500 fee is not provided to the Dockmaster, the Dockage Lease Agreement will not be considered for renewal and the LESSEE will be required to leave the space. Each LESSEE is required to provide the Dockmaster with the below listed documentation along with the executed Dockage Lease Agreement: • Current Boynton Beach Business Tax Receipt • Current Palm Beach County Local Business Tax Receipt • Current documentation or title to boat being docked • Current vessel registration • Captains licensing for all boat operators • Current US Coast Guard vessel inspection • Current hurricane protection plan • Current insurance policy, written as per section 19 in the dockage agreement and naming Boynton Beach CRA additionally insured 19. LESSEE should take action to secure or remove their vessel(s) at least 48 hours before a named storm event. If, in response to anticipated weather or tidal events, the Dockmaster elects to take reasonable actions to better secure LESSEE's vessel or to take reasonable actions to protect LESSEE's vessel, the Boynton Harbor Marina, private property, or the environment, Dockmaster may invoice LESSEE for time and materials used to take such 01677934-1 Page 3 of 5 actions. LESSEE will adhere to any applicable guidelines set forth in any hurricane preparedness plan prepared by Dockmaster, as such plan may be amended from time to time. 20. Violation of the above rules and regulations, or other conduct by any LESSEE, or his/her crew or guests, that might injure any person, cause damage to property or harm the reputation of the LESSOR shall be cause for immediate removal from Boynton Harbor Marina. Such conduct shall include, but not be limited to: harassment of any person; aggressive behavior; engagement in any illegal activity; or any conduct that the Dockmaster or LESSOR determines, in their sole and absolute discretion, endangers the health, safety, welfare, or property of any other person or entity. LESSEE acknowledges by signing below, that they have read and understand the BOYNTON HARBOR MARINA RULES AND REGULATIONS GOVERNING DOCKAGE and hereby agree to the terms of the Dockage Lease Agreement. LESSEE Signature*: Date: Print Name *If Lessee is a corporation, an officer of the corporation must sign this lease and must also provide a resolution of the corporation authorizing signature. 01677934-1 Page 4 of 5 "Appendix A" tr' 5 I � k � I ) IOU, t � �tUtjf)1 fly) „"" �Oki fig •xi 4 r. i f � 16 444 � s t — h a r Ia � t ,l. 01677934-1 Page 5 of 5 a..s;�s, i �Y V ` B E AC H !a sii C�d R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: July 12, 2022 OLD BUSINESS AGENDAITEM: 13.C. SUBJECT: Discussion and Consideration of Letters of Intent for the Cottage District Infill Housing Redevelopment Project SUMMARY: The CRA owned vacant parcels identified as the Cottage District Project site is approximately 4.6 acres and is located between N. Seacrest Boulevard and NE 1st Street and NE 4th and NE 5th Avenues (see Attachment 1). It has long been thought that the best use for the site would be owner-occupied, single family detached, workforce-affordable homes or a mix of detached homes and townhouse style attached units under fee-simple ownership. On August 11, 2020, the C RA Board approved the issuance of the Cottage District I nfill Housing Redevelopment Project RFP/RFQ (see Attachment 11) for the development of owner-occupied, single family detached, workforce-affordable homes or a mix of detached homes and townhouse style attached units under fee-simple ownership. As required, the CRA obtained a property appraisal of the project site dated August 10, 2020, with an estimated market value of $1,893,000. The CRA recently purchased the remaining properties 115 NE 4th Avenue and 133 NE 4th Avenue and an updated appraisal was obtained on March 15, 2022, indicating an estimated market value of$2,472,000 (see Attachment 111). At the December 8, 2020 meeting, the CRA Board established the top three submissions as Boynton Beach Cottage District Development, LLC (BBCD); Pulte Home Company, LLC; and Azur Equities, LLC. The Board selected Azur Equities, LLC and directed staff to commence negotiations on April 13, 2021, after the first two developers withdrew from the process. On January 10, 2022, the CRA Board voted to terminate negotiations with Azur Equities, LLC for the Cottage District I nfill Housing Redevelopment Project. CRA staff received the following Letters of I ntent (LOI)from four developers: 1. East to West Development Corporation on April 5, 2022 (see Attachment IV) 2. Centennial Management Corp. on April 11, 2022 (see Attachment V) 3. Pulte Group on April 26, 2022 (see Attachment V I) 4. Neighborhood Renaissance on May 4, 2022 (see Attachment VI 1) On May 10, 2022, the CRA Board selected Centennial Management Corp.'s revised LOI offering the market value for the land and directed staff to issue a 30-day Public Notice to Dispose (see Attachment VI 11). During the 30-day period, other interested parties may submit a proposal or the four developers may update their LOI s and all proposals received shall be presented to the CRA Board at its July 12, 2022 meeting, the earliest agenda after the 30-day period. On June 14, 2022, CRA staff received a fifth Letter of Intent (LOI) from Blackonyx Capital (see Attachment IX). As of June 28, 2022, the CRA's agenda submission deadline, CRA staff received updated LOI s and supportive documents from all five developers. A comparison spreadsheet highlighting the latest proposals has been developed for the Board's review (see Attachment X). FISCAL IMPACT: FY2021-22 Budget, Project Fund, Line Item 02-58200-406 (Cottage District Project), $385,825 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: The Board may select one of the following options in accordance with the approved CRA Guidelines for Processing Letters of I ntent to Purchase or Lease Property(see Attachment XI). Option I — The CRA Board may determine that it is in the best interest of the CRA to reject the terms and conditions of any and all LOI s received and to take no further action with regard to the subject CRA property or, Option II — The CRA Board may determine that it is in the best interest of the CRA to solicit additional offers to purchase or lease the subject property, in which case the CRA Board may direct CRA staff and legal counsel to develop a request for proposal for the subject property to be presented to the CRA Board at a future meeting consistent with CRA procedures for issuing requests for proposals, evaluating responses, and selecting a proposal(s); or, Option III — The CRA Board may direct the CRA staff and legal counsel to negotiate the terms and conditions of a Purchase Development Agreement with Centennial Management Corp. (CMC); or Option IV -The CRA Board May reject the CMC LOI and accept one of the otherfour LOIs and direct the CRA staff and legal counsel to negotiate the terms and conditions of a Purchase Development Agreement with one of the selected proposers to be presented at a future meeting; or, Option V -Alternative direction as determined by the CRA Board. ATTACHMENTS: Description D Attachment I -Cottage District Location Map D Attachment II -2020 Cottage District RFP/RFQ and Addenda D Attachment III - March 15, 2022 Vance Cottage District Appraisal D Attachment IV - East to West Development Corporation Revised LOI D Attachment V -Centennial Management Corporation Revised LOI D Attachment VI - Pulte Group LOI D Attachment VII - Neighborhood Renaissance, Inc. LOI D Attachment VIII -30-Day Public Notice to Dispose D Attachment IX - Blackonyx Capital LOI D Attachment X - LOI Comparison Spreadsheet as of July 5, 2022 D Attachment XI -CRA LOI Guidelines to Purchase or Lease Property , r' t ! t — — r uj 4o m fib'"y a. .: — a y 1Jr ; CL ' 0 a -- — — W CL — _ala a i n. yF iii� r i f� 61, 1 B Toi ,OYN =BEACH SiF RA BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY REQUEST FOR PROPOSALS AND DEVELOPER QUALIFICATIONS COTTAGE DISTRICT INFILL HOUSING REDEVELOPMENT PROJECT Location: Between N.E. 4th and N.E. 5th Avenues and N. Seacrest Boulevard and N.E. 1St Street Boynton Beach, Florida Issue Date: August 17, 2020 Submittal Date: October 23, 2020, no later than 3:00 p.m. (EST) 4A��t { }�?�' ti,;rrR�\ t irlt�}u "!i s t 1f ,v S'�,J i }Q$i �� "A ':w i� v f � ) I Milli, s 4 11� 01353549-2 Page 1 of 36 The Boynton Beach Community Redevelopment Agency (BBCRA) is issuing a Request for Proposals and Developer Qualifications (RFP/RFQ) for the acquisition and redevelopment of the BBCRA-owned properties within the Heart of Boynton District. These properties, collectively known as the Cottage District Infill Housing Redevelopment Project Site, are located between N.E. 4th and N.E. Sth Avenues and N. Seacrest Boulevard and N.E. 1St Street,Boynton Beach,Florida (the"property"or"Project property"). The BBCRA will accept sealed proposals at its office located at 100 E. Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 ON OR BEFORE October 23, 2020, no later than 3:00 p.m. Eastern Standard Time,as determined by the time stamp or clock at the BBCRA's reception area. Proposals 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 FOR CONSIDERATION. The RFP/RFQ documents, including all related attachments must be obtained from the BBCRA office or website at www.boyntonbeachcra.co (Click RFPs/RFQs/ITBs Tab on right hand side). 1. Community and Economic Setting The City of Boynton Beach (City),with a population of 72,000,is the third largest city in Palm Beach County, Florida. It is located approximately 4S miles north of Miami and 1S 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 9S (I-9S) and the Florida Turnpike. It also has a market of more than 6 million people within a two-hour radius and ready access to three international airports, two major rail lines, as well as the Tri-Rail regional commuter rail system. The Heart of Boynton District is bounded by I-9S to the west, Federal Highway to the east, the Boynton Beach Canal (C-16) to the north and Boynton Beach Boulevard to the south. Seacrest Boulevard runs north-south through the center of the community. Over the past 14 years there has been approximately$100 million of public investment into the Heart of Boynton and Cultural Districts in furtherance of the 2016 Boynton Beach Community Redevelopment Plan ("BBCRA Plan") with respect to property acquisition, infrastructure improvements, parks, construction of new affordable housing and rehabilitation of existing homes. Some of the projects are: • The City completed the redevelopment of the Carolyn Sims Center and Denson Pool for a total of$10 million in 2006. The Center is located at NW 12th Avenue and is the center of neighborhood activities. 01353549-2 Page 2 of 36 • The City invested $1.S million of federal stimulus dollars into the Seacrest Boulevard corridor from Boynton Beach Boulevard north to the C-16 canal to create an attractive streetscape with new lighting, landscaped medians, and public art. • The City and BBCRA are currently partnering on the Model Block Project, redeveloping a block of new single-family homes at NW 11th Avenue and N. Seacrest Boulevard. The project includes upgraded streetscapes, utilities and ten new affordable single-family home sites. Home construction began in June 2018. • The BBCRA partnered with the City to combine funding to complete a $1.3 million renovation project to improve Sara Sims Park, an eight acre park located at the SW corner of Martin Luther King Jr. Blvd. and N. Seacrest Boulevard. A master plan was developed with community input and the project was completed in October 2019. • The BBCRA, in partnership with Centennial Management Corp., is in the process of redeveloping a 4.3 acre site between N. Seacrest Boulevard and NE 1st Street and between NE 6th and 7th Avenues. The $26 million dollar project will consist of 123 multi-family affordable 1-3 bedroom rental units with residential and site amenities, including a small flex and community space. The project is currently underway and scheduled to be completed in December 2020. • The BBCRA, in partnership with Centennial Management Corp., will also be redeveloping a 3.6 acre site on E. Martin Luther King Jr. Boulevard into an affordable mixed-use project consisting of 124 residential units and 8,500 square feet of commercial space. The $30 million dollar project is fully funded and construction is scheduled to begin in the spring of 2021. • As part of the 16.5 acre mixed-use P3 Town Square Project, the BBCRA and the City partnered to fund and complete the construction of a new municipal complex consisting of a City Hall/Library building, District Energy building, Fire Station, amphitheater and public spaces, a fully inclusive playground, and the $11 million renovation of the historic High School building into a Cultural Center with a meeting and convention space for use by the public and a future hotel. The Town Square Project is located at the SE corner of E. Boynton Beach Boulevard and N. Seacrest Boulevard and will feature private development of a hotel along with residential and commercial components to complement the public facilities. The publicly owned elements were completed in July 2020. 2. Property Disposal and Project Description This RFP/RFQ is being issued for a project known as the Cottage District Infill Housing Redevelopment Project (the "Project"), and is seeking proposals for the acquisition and redevelopment of a BBCRA-owned property identified in this RFP/RFQ. The Project site is approximately 4.2 acres of vacant property located between N.E. 4th and N.E. Sth Avenues and N. Seacrest Boulevard and N.E. 1St Street, Boynton Beach, Florida. The Project site lies within the BBCRA Heart of Boynton District boundaries and is identified in the BBCRA Plan as a priority residential site. 01353549-2 Page 3 of 36 Additionally, the property is also located in the PBC Qualified Opportunity Zone. For more information, see httl2:-/-/mal2s.co.12alm-beach.fl.us-/cwgis/?al2l2=12bc interactive. All proposals must be in conformance with and in furtherance of the BBCRA Plan.The BBCRA Plan may be accessed on the BBCRA website: www.boyntonbeachcra.co The proposed redevelopment of this site shall be consistent with the recommendations made within the BBCRA Plan. The BBCRA Plan's goals are to leverage this publicly owned real estate asset to support the overall redevelopment of the Heart of Boynton community and surrounding area, to increase affordable home ownership opportunities for low and moderate income households within 80-140% Palm Beach County Area Medium Income (AMI), and to provide quality public enhancements that improve the economic, cultural and aesthetic quality of life for residents of the community. For more information on the annual published Palm Beach County AMI see http://discover.pbc ov.or HES/ a es Housing ortgaue- roara s.aspx. Development proposals should include traditional residential amenities, as well as those to enhance or improve existing community assets. Overriding goals for the future Project include quality design through the use of urban design principles, and the use of alternative energy sources where possible. Proposals shall incorporate a publicly accessible neighborhood pocket park to be located along the eastern portion of the site. Firms or entities responding to this RFP/RFQ ("Proposers") are encouraged to exercise creativity in defining a concept that satisfies the vision of the BBCRA Plan, use of applicable and appropriate zoning or entitlements, and sound real estate development practices. Pursuant to Section 163.380(2), Florida Statutes, offers for the acquisition of the properties for less than fair value shall require approval by the Boynton Beach CRA Board and the Boynton Beach City Commission. 3. Land Use Regulations. The Heart of Boynton District section of the BBCRA Plan provides information on the vision for future redevelopment within this area, which includes the Project site. The recommended future land use Land Use designation for the property is High Density Residential (HDR) with a corresponding Zoning designation of Multi-family Residential District(R-4) or Infill Planned Unit Development District(IPUD) which supports a maximum density of 1S units/acre (plus a 2S% density bonus for the creation of workforce housing) and maximum built height of 4S feet. It is the responsibility of each Proposer to review the City of Boynton Beach Land Development Regulations and Workforce Housing Ordinance for applicable guidelines and limitations. As stated in the BBCRA Plan,the community supports construction of one and two story units with a maximum height of three stories, if located within the interior of the site. 01353549-2 Page 4 of 36 4. Palm Beach County Impact Fees. Development of the property will be subject to Palm Beach County Impact Fees. Please contact Impact Fee Coordinator for PBC, Willie Svvoope at [561) 233'SU2S, for specific information regarding impact fees and/or credits applicable to the proposed development, or to download relevant information go to: 5. Survey and Appraisal. Amaerial boundary and parcel map along with acopy o[the property survey isincluded with this FlFP'OF0 an Attachments 'A" and "B." An appraisal of the subject properties was completed and is available in electronic form upon written request to the BBCRA. Proposers should not rely solely outhe information in the appraisal when compiling proposal. The appraised value should be considered with all offers and requests for BBCRA incentives 6. Architectural and Design Considerations. The Project should include quality architectural design and site development standards that enhance the area and adjacent neighborhoods. Proposers should review the BBCRAPlan for Project development and design guidance. Proposals will be evaluated outheir adherence and incorporation of architectural and design elements presented in the BBCRA Plan listed above and the design examples under Attachment"k." ' ' 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 funding. To support the Project under this RFP/RFQ,the following incentives are available: • The BBCRA may provide financial incentives to enhance home ownership opportunities, such as but not limited to, infrastructure improvements, second mortgage subsidies, and/or assistance with County and State grant or funding applications. • The BBCRA may provide support and assistance with obtaining Palm Beach County Impact Fee credits, City of Boynton Beach Utility Cap fees or any other applicable fee credits or waivers that do not involve additional BBCRAhuudiug. • The BBCRA may provide support and assistance in pursuing any permits or approvals that may berequired toexpedite the selected site development plan. • The BBCRAhas allocated $38S,82Siuthe FY2U2U'2U2lBudget for the Project. 8. Proposer Registration. All entities interested in responding to this RFP/RFQ must register their name, address, telephone number, and an email address with the BBCRA by emailing Michael Simon, Executive Director, at SimonM@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. 9. Additional Information. After the proposals are received by the BBCRA,the BBCRA may make requests to Proposers for clarifications, assurances, or for other details including, but not limited to, financial and disclosure data relating to the proposal or proposer (including all affiliates, officers, directors, partners and employees). Any inquiries of a general nature applicable to all proposers will be directed to all proposers. Following submission of a bid, the proposer agrees to promptly deliver such further details, information and assurances, including, but not limited to, financial and disclosure data relating to the bid and/or the proposer (including the proposer's affiliates,officers,directors,partners and employees),as requested by the BBCRA. 10. Requirements for the Proposed Project All proposals must include the following: • Construction of single family fee simple, owner occupied dwelling units consisting of either detached, attached or combination of the two. • Height limitations for the units should be maintained at one, two or three story units with strong consideration given to the placement of any proposed three story units within the interior of the Project and a two story limitation along the perimeter of the proposed Project site. • Street lights installed along the entire perimeter of the Project that are complimentary to those existing along N. Seacrest Boulevard adjacent to the Project site. • On-street parking spaces where feasible. • Minimum five-foot sidewalk width along the entire perimeter of the Project. • Use of street and site trees that "exceed the minimum size and caliper requirement" of the City's Land Development Regulations to be installed as part of the proposed Project. • Creation of a neighborhood pocket park on the east portion of the site along NE 1St Street. The pocket park must be included in the Project's site plan and must include landscape,hardscape and accent lighting features.Once constructed by the successful Proposer, the pocket park will be open to the public and therefore will be deeded to 01353549-2 Page 6 of 36 the City of Boynton Beach. The successful proposer may be required to enter into a maintenance agreement with the City of Boynton Beach for the pocket park. • Plan for inclusion of workforce housing units, for households within 80-140% Palm Beach County Area Medium Income (AMI) • Housing should be constructed with maximum efficiency and sustainability in mind (Attachment F). 11.Deed Restriction and Homeowners and Property Owners Associations The BBCRA may require a deed restriction on the use of the properties as fee-simple residential development to preserve the home ownership opportunities in the neighborhood and/or require the establishment of a Homeowners or Property Owners Association. 12.Required Elements of Proposals. Proposals must contain all of the following documents and information in order to be deemed complete. Proposals not deemed complete may be rejected. a. Provide a general written statement describing the qualifications of the proposer and background information on the principals. If the selected developer is a public corporation, provide copies of its annual report or SEC filings as appropriate. b. Provide a certificate of good standing from the Secretary of State of Florida and the state in which the corporation is headquartered, if not Florida. c. Provide a copy of the commercial lease agreement, if applicable, or proof of property ownership at the location the proposer is currently licensed to do business. If the Proposal is submitted by more than one entity, each entity much provide the requested information separately. d. Provide a list of key personnel that will be directly involved in proposed Project's development or management team, along with their professional qualifications and a list of similar projects on which they have actively participated. Provide no less than three and no more than ten related projects for this item. e. Provide a written list of similar projects developed by the proposer that were completed, including photographs, addresses, dates the projects were completed, and general project description. Provide no less than two and no more than ten projects for this item. If the Proposal is submitted by more than one entity, each entity must provide the information requested separately. f. Provide a detailed description of the proposed Project, with text and graphics. This should include but not limited to a schematic site layout plan; proposed density, intensity, and height; parking locations; a breakdown of the proposed total number of housing units and housing unit types (attached or detached), including number of bedrooms and bathrooms, and square footage for each unit type and elevations, as well as the items listed in Paragraph 6, "Architectural and Design Considerations," and Paragraph 10, "Requirements for the Proposed Project," of this RFP/RFQ document. 01353549-2 Page 7 of 36 g. Provide a proposed project pre-development, construction development and sales pro forma. The pro forma shall include and clearly identify the funding sources and costs of the Project including those of property acquisition from the BBCRA along with any proposed funding assistance being requested of the BBCRA, if applicable. h. Within the list of funding sources, provide the dollar amount of any proposer equity and investment contributed to the proposed Project. L If the Project is proposed to use subsidies from other qualified entities, proposer must provide a list of those entities and demonstrate experience with obtaining such project-based subsidies for affordable housing by listing projects and the amount and type of subsidy utilized. j. Provide a description that will indicate how the units will be sold, strategies of outreach to the end users and community, proposed sale price ranges that are supported by the financial plan and pro forma, and the Project's proposed absorption rate. k. Provide a description of how the proposer will make attempts to utilize local qualified contractors, and sub-contractors as part of the completion of the proposed Project. Documentation of this effort will be required as part of the project monitoring. 1. Provide a strategy of how the proposer will engage the adjacent homeowners in the overall development of the Project. Engagement may consist of, but is not limited to improvements to common neighborhood elements such as contiguous public sidewalks, decorative pedestrian scale lighting, landscape design, or assistance with grant funding for architectural elements that would enhance the curb appeal and contribute to the cohesive design of the neighborhood. m. Provide proof of financial capability to complete the proposed Project. Financial capability may be demonstrated by submitting a current (audited, if available) financial statement of the proposing entity which includes a balance sheet, a three-year statement of past income, and a projected one-year income statement for the current fiscal year for the proposer (and its parent entity if proposer is a subsidiary). Tax returns may be substituted for financial statements. When possible, the proposer should also submit third party evidence of the ability to secure financing such as a preliminary financing commitment letter or letter of interest from a lending institution or other primary source of investment financing. A firm financing commitment from a lending institution or other source of investment financing may be required prior to the closing of the sale of the Project property, or as otherwise stipulated in negotiated agreements 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. n. 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 01353549-2 Page 8 of 36 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. o. 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 Attachments "G" and "H" Disclosure and Authorizations to Perform Credit Check forms). p. 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 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. q. Provide a PowerPoint presentation of the proposal, consisting of no more than 1S slides. r. All other requirements contained in this RFP/RFQ, including all attachments that request a proposal or information from the Proposer. s. An acknowledgement letter attesting that the proposer has read and understands all procedures and requirements of this RFP/RFQ (see Attachment"D"). 13.Submittal Requirements. a. Location and Deadline. Proposals must be received by the BBCRA at 100 E. Ocean Avenue,Boynton Beach, FL 33435 on or before October 23,2020,no later than 3:00 p.m. Eastern Standard Time (the Deadline). Proposals received after to the date and time set forth above will NOT BE ACCEPTED FOR CONSIDERATION. Proposers may withdraw submitted proposals and resubmit at any time prior to the Deadline. b. Form and Number of Copies. Proposals must be delivered in a sealed box or envelope. Faxed and emailed proposals will not be accepted. In total, one 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 unbound but clipped copies of the proposal and one 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: 01353549-2 Page 9 of 36 Request for Proposals and Developer Qualifications Cottage District Infill Housing Redevelopment Project Issue Date: August 17, 2020 Submittal Deadline: October 23, 2020, no later than 3:00 p.m. c. Completeness.All proposals must be complete upon submittal to the BBCRA. d. Signature. The proposal, and any documents submitted with the proposal that require a signature, must be signed by an individual authorized by proposer to legally bind and represent Proposer. e. Failure to Meet Submittal Requirements. The failure to meet the Deadline, submit a proposal that complies with the form and number of copies requirements, or submit a complete proposal may result in the proposal being rejected and returned at the sole discretion of the BBCRA. f. Proposal validity.Proposals shall remain valid and binding on Proposers for 180 days after the submittal date. 14.RFP f RFQ Documents. The following planning and site documents are included in this RFP/RFQ and may be obtained from www.boyntonbeachcra.co (click RFPs/RFQs/ITBs Tab on right hand side). • Geo-technical Report • Project Site Survey • Property Appraisal • 2016 BBCRA Redevelopment Plan • 2009 The Downtown Vision and Master Plan In addition, all Proposers are encouraged to walk the Project location and will be assumed to have performed all necessary inspections on the property. 15.RFP f RFQ Proposal Evaluation and Selection Process. The BBCRA staff shall review each proposal and make a determination as to whether each proposal meets the minimum submission requirements for review, including whether the proposal is complete, and whether it fully complies with the terms and conditions outlined in this RFP/RFQ.A Proposer's failure to provide a substantially complete RFP/RFQ proposal submission may result in the submission not being evaluated. The BBCRA may request clarification of submitted information from any Proposer. The confidentiality of proprietary information from competing Proposers shall be maintained to the extent permitted by law. a. In addition to meeting the minimum requirements of this RFP/RFQ,each proposal will be evaluated based on the information provided and on the following criteria, which are listed below in order of importance: 01353549-2 Page 10 of 36 L Experience in completing comparable development projects within markets similar to the project area. ii. Experience in development of affordable or workforce attached and detached single family fee simple products and/or developments. iii. Project's adherence to the goals and objectives of the RFP/RFQ and referenced BBCRA planning documents, adherence to items listed in Paragraph 6, "Architectural and Design Considerations," and Paragraph 10, "Requirements for the Proposed Project,"resident amenities, and public benefits. iv. Proposed financial terms, purchase price, development and operating pro forma. v. Proposed plan or program to use local contractors, sub-contractors and laborers in the Project. b. After the BBCRA staff reviews the proposals for completeness and evaluates the proposals based on the criteria above, the BBCRA staff will present the results of the review and evaluation process to the BBCRA Board at a public meeting. The BBCRA Board will then consider all proposals that meet the minimum submission requirements for review. c. The Proposers may be asked to present their PowerPoint slide presentation before the BBCRA at their regularly scheduled meeting in the City Commission Chambers at City Hall located at 100 E. Ocean Avenue. In addition to a presentation to the BBCRA Board, the Proposers may be asked to present their Proposals before the BBCRA Advisory Board at their regular meeting. The BBCRA Advisory Board acts as a recommendation body to the BBCRA Board. d. At the conclusion of the public presentations, a proposer may be selected by the BBCRA Board. However, the BBCRA Board is under no obligation to select a proposer regardless of their ranking, and can, at its sole discretion, opt to terminate the RFP/RFQ process or continue the process to a subsequent meeting. e. The existence of a contractual relationship between a proposer and the BBCRA is contingent upon successful negotiations between the BBCRA and a selected Proposer, and execution of an agreement by both parties. Therefore, upon selection of a successful Proposer, the BBCRA and the successful proposer will then enter into negotiations for a Purchase and Development Agreement that will contain terms substantially similar to those contained in the successful proposal and this RFP/RFQ. L Any Purchase and Development Agreement must be in a form approved by the BBCRA Board and BBCRA legal counsel. ii. If the BBCRA and the successful proposer are not able to agree upon a Purchase and Development Agreement satisfactory to both parties within 90 days of the selection of the successful proposer, the proposer shall have the right to terminate the negotiations. The BBCRA may terminate negotiations at any time for any reason. 01353549-2 Page 11 of 36 iii. 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 the 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. iv. The BBCRA may withdraw its offer of agreement,including a final offer,at any time prior to acceptance of such agreement. v. Upon termination of negotiations or withdrawal of the offer of 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. f. Any transfer of the property from the BBCRA to a proposer may be subject to approval of the City of Boynton Beach. 16.Tentative Schedule. The following tentative schedule is anticipated for actions related to this RFP/RFQ.All dates, times, and locations are subject to change.All changes will be posted to the BBCRA's website at www.boyntonbeachcra.co . Issue Date: August 17, 2020 Request for Information Deadline: October 12, 2020, 5:00 p.m. Submittal Deadline: October 23,2020,by 3:00 p.m.,BBCRA Office Presentation to the BBCRA Advisory Board*: November S, 2020, at 6:30 p.m., City Hall Presentation to BBCRA Board*: November 10, 2020, at 5:30 p.m., City Hall Purchase & Development Agreement to BBCRA Board*: January 12, 2021, at 5:30 p.m., City Hall (*Note:Dates above subject to change—registered interested parties will be notified by email of changes, if any) 17.Contact and Questions a. Contact Information. All correspondence, questions, and requests for clarifications related to this RFP/RFQ must be directed to the person designated as the procurement officer for this RFP/RFQ: 01353549-2 Page 12 of 36 Michael Simon, Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, Florida 33435 Phone: (S61) 600-9091 Email: Si on @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., on October 12, 2020.All answers to questions, clarifications,and interpretations will be issued in the form of addenda, which become part of this RFP/RFQ. The proposer must acknowledge receipt of each addenda by completing the Addenda Acknowledgement Form and including it with the submitted Proposal (see Attachment "U). 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 proposals 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 proposal. Further, during the same time period, proposer or persons acting on Proposer's behalf may not contact any BBCRA Advisory Board Member, or any other person working on behalf of the BBCRA on any matter related to this RFP/RFQ. Communication prohibited by this RFP/RFQ,or by any other state,federal,or local law or regulation, may cause an individual or firm to be disqualified immediately from participating in the proposal or selection process. Any violation of this condition may result in rejection and/or disqualification of the Proposer's proposal. For purposes of this section,persons acting on Proposer's behalf shall include,but not be limited to, the Proposer's employees, partners, attorneys, officers, 01353549-2 Page 13 of 36 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 1) at the time the BBCRA Board selects a Proposer, rejects all proposals, or otherwise takes action which ends the solicitation process; or 2) at the end of the 72-hour period following the BBCRA posting the notice of intended award, excluding Saturdays, Sundays, and state holidays,whichever is later. 18.Disclosure and Disclaimer. Proposer understands and acknowledges that to the extent permitted by law, the BBCRA retains all rights, at its sole and absolute discretion,to: a. Withdraw this RFP/RFQ at any time; 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; L 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; 1. 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 proposal 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. 01353549-2 Page 14 of 36 19.Protests. The BBCRA Bid Protest Policy is available upon request. Submittal of a proposal constitutes acceptance of this policy. 20.Non-Discrimination. The selected Proposer,on behalf of itself,its successors and its assigns,agrees that no person shall,on the ground of race, color, disability,national origin,religion,age,familial status,sex, or sexual orientation, be subjected to discrimination in any way that is associated with the RFP/RFQ, the BBCRA, the proposal, any agreement resulting from this RFP/RFQ, or the Project. 21.Permits, Taxes. Licenses and Laws. The successful proposer will be required to pay for and/or obtain, at its own expense, all permits, licenses, fees, and taxes required, and to comply with all federal, state, and local laws, ordinances, rules, and regulations applicable to responding to this RFP/RFQ and carrying out the Project. 22.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 proposal to this RFP/RFQ to be of non-confidential and or non- proprietary nature and therefore subject to public disclosure under Chapter 119 of the Florida State Statutes. 23.Public Records. The BBCRA is public agency 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. 01353549-2 Page 15 of 36 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) 600- 9091; 100 E.Ocean Avenue,41h Floor,Boynton Beach,Florida 33435,SimonM@bbfl.us. 24.Public Entity Crimes Statement. A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid,proposal,or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. In order to qualify for consideration under this RFP/RFQ, proposer must complete and attach Attachment"J,"Public Entity Crimes Statement. 25.Drug Free Workplace Certification Preference shall be given to Proposer(s)with drug free work programs,under the standards described in Section 287.087, Florida Statutes.Whenever two (2) or more proposals that are equal with respect to price, quality and service are received by the BBCRA or by any political subdivision for the procurement of commodities or contractual services,a proposal received from a business that certifies that it has implemented a drug-free workplace program shall be given preference in the award process. In order to receive such preference, the proposer shall complete and submit with its proposal the attached certification,Attachment"K," Drug Free Workplace Certification. END OF MAIN DOCUMENT PROCEED TO ATTACHMENTS 01353549-2 Page 16 of 36 List of Attachments: A. Project Location Map B. Project Location Survey C. Proposer Information D. Acknowledgement Letter E. Design Examples F. Energy Efficiency Guidelines Checklist G. Disclosure and Authorization to Perform Credit Check H. Authorization to Perform Credit Check I. Authorization for Release of Information J. Public Entity Crimes Statement K. Certification of Drug Free Workplace Program L. Addenda Acknowledgement M. Certification of Non-Scrutinized Entity 01353549-2 Page 17 of 36 ATTACHMENT "A" PROJECT SITE LOCATION MAP ai 70 ��{Ad (� SII C• \ i 9' C1 I' n v , 01353549-2 Page 18 of 36 +vm - - ac ry ma 4 dQ 4 -(b' dd 9t 30vd'SZ'e �d)NO 33015 ANNI76 tN0018'S45101 ...9Zl tStl .... (h (-aJ8d 6939tld ZEdtN'I 1.310AO SIDII4d d3HS Y < _ f £N0018'B 8 4'E Z't 510130 ShOI1t30d N W W 9NIddVkV?5NIA3AHns a�Og Btl'6��� — 8LpZ1LtiEp � 'ON7`S31V700SSd8WOt1(hV A3ANns DINdvN'JOd014 AWGNn(>e d � 3N1S lS 43N xs) t9'2tE .t. 3A&Mws < o i Lt 66 L, t a 121 w t 0 S6'fitrl *�M..SZ.tE,40NLu rr a � i — ____ —,----� _,:. .9B'Btrl 3-RAMS ti ix t xE H Z 09 x 66 LL M,9Z.tE,tON M.SZ 6E LON r F L� A d 0 1Y" i 3.97H1£>tOS b 1 �$ r _ — to A to m r� i iA w iS.tE>t t w Yf ,r I w r" a yr-ae, _ ... -- -- OtlVA3l(1O91S3NOV3S �S v . - m ¢ � 5 " � � 6 —77 $ £ _ EU" & P 2 5 $ po 21 m}, Sp g. V c a TZ g am ATTACHMENT "C" PROPOSER(S) INFORMATION Name: Street Address: Mailing Address (if different): City, State, Zip: Telephone No. : Fax No: Email Address of Contact Person: Ownership Status - Is the company currently for sale or involved in any transaction to expand or to be acquired by another business entity? If yes, please explain the impact to the organization and management efforts. Age of Organization - In continuous business since: Leadership - List Corporate Officers, Principals, Partners or owners of your Organization with titles and addresses. If a publicly held company, list Chairman of the Board, CEO, and President: Federal Identification No.: State of Incorporation & Registration No.: If not a corporation, explain your status: 01353549-2 Page 20 of 36 ATTACHMENT "D" ACKNOWLEDGMENT LETTER PROPOSER(S) SHALL INCORPORATE THIS ACKNOWLEDGEMENT LETTER IN THEIR SUBMITTAL PACKAGE ********************************************************************************** Re: Boynton Beach Community Redevelopment Agency Request for Proposal/Request for Qualifications (RFP/RFQ) dated August 17, 2020 Cottage District Infill Housing Redevelopment Project To Whom It May Concern: The undersigned has read the Boynton Beach CRA (BBCRA) Request for Proposal/Request for Qualifications (RFP/RFQ) for the Cottage District Infill Housing Redevelopment Project, dated August 17, 2020. On behalf of proposer identified below and our proposal team, we agree to and accept the terms, specific limitations, and conditions expressed therein. We have read, rely upon, acknowledge and accept the BBCRA's disclosure and disclaimer, which is fully incorporated by reference into this letter, and certify that all of the requirements as described in the RFP/RFQ are met and all required documents are enclosed. We further certify that all information presented in this proposal,and all of the information furnished in support of the proposal,is true and complete to the best of our knowledge and belief, and we are aware of the fact that making false statements or presenting false information that results in an Agreement may be penalized to the maximum extent allowed by law. Sincerely, Name of Proposer Print Name and Title Authorized Signature Date 01353549-2 Page 21 of 36 ATTACHMENT "E" DESIGN EXAMPLES LOCAL HISTORIC ARCHITECTURAL EXAMPLES du i Id �a k £ 11;q 1 t� r s t` urr F, s c(it d 4 r S dit - 01353549-2 Page 22 of 36 ATTACHMENT "E" (continued) SAMPLE ELEVATIONS . s ti # �.. . [ ry , �rr �I TT _: e Z17 � r y ( I W.. f u , 51 ri4 In 01353549-2 Page 23 of 36 ATTACHMENT "E" (continued) Alternative Carport Options and Urban Neighborhood Site Plan Concepts s r. aa ' graphics below by Looney Ricks Kiss Architects, Inc. ir as S111. PLANNINt-4 F1,11 N M8i:WFtl pp n �,a� ��a ra acav aw t�afi�o�mi aRw,ua tlx.x+=asma� .. R••� ��-Yi+ vo-�§ �c� rW'.e&4z,�'s� �u ku ar3.epEa 4,la4 pMVe="#rMt�x dr @m,�'�bt i - i� i" M uy�B N W 4 s IJ � 4 i ti �m aarz �. +n rea fie' i •� � + ax n�v re +„ �' YMaw`±++xa yN ek4§�.4tL lhd r'sFi S'f eatlaravA�a N's a Uoe t'a tl mue ya+areer "ir � { i' I A na lJ4. 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Xll 01353549-2 Page 26 of 36 graphics below by Looney Ricks Kiss Architects, Inc. all MEMANNOOMM �b ea t ... K= 5 T11 , w �icy �ISI it � r:�•� I\ � d1h : r "T GE1UYI1° Tn I jw�.�,� is, � a �F-4,s ] sW �, - -s� �a'� n, a,A�,?� x� � e 6�Ww A t r -k'�'��� .� � I � - I� rf", waw ll 1.a�7- rw �srwz u�ll mew a,xa��r�^r�.e•s>x4 H eat ,.drd ,daael.�z-,x..no- A i '��'�rt ec>nn c� �.,S01 1 44'4 Faa� xxV=r'4� X �xd acr vx�l:1 i=�" K`rr; f x rte° t -. �µ w graphics below by Looney Ricks Kiss Architects, Inc. 01353549-2 Page 27 of 36 e :ten „ i ll..III. I aaFs-k A-fs r i t r t j � 10 F 1 9 p f s a �s{ 4 E _ , , E f 1' k l�� i -- � 3� ''"3 �s r�raa��w�- .m+��3 d➢r Gu�.x��k.a,m� { a tt t yAll 01353549-2 Page 28 of 36 ATTACHMENT 7" ENERGY EFFICIENCY GUIDELINES CHECKLIST The respondent will ensure that, to the greatest extent possible, all construction within the proposed Cottage District development meets the following minimum standards. Through the execution of this Exhibit, the proposer is certifying that the following elements checked below will be incorporated into their development plan. Energy-efficient Construction Techniques and Products ❑ Proper installation of insulation to ensure even temperatures throughout the house per FBC-Residential requirements ❑ Installation of high performance impact windows per Florida Building Code (FBC)- Residential requirements ❑ Installation of energy-efficient HVAC systems - Energy Star compliant ❑ Installation of new Energy Star compliant products including light fixtures, LED bulbs, ventilation and exhaust fans and appliances (refrigerators, dishwashers, and washer/dryer machines) Improved Indoor Environments ❑ Building envelope, duct systems and vents must be properly sealed to prevent cracks and holes ❑ Carpet, pads, and other surface materials and installation must comply with the Carpet and Rug Institute's Green Label Certification ❑ Utilization of only low Volatile Organic Carbon paints, finishes, and sealants ❑ Utilization of proper water vapor barrier and other applicable sealing methods to eliminate any possibility of mold ❑ Installation of programmable thermostats in all units Increased Water Efficiency ❑ Installation of low volume, non-spray irrigation system ❑ Incorporation of landscape practices recommended by the University of Florida's Florida Friendly Landscape Program (http://fyn.ifas.ufl.edu/) and compliance with the Landscape Regulations of the City of Boynton Beach. ❑ Installation of low flow toilets and sink faucets 01353549-2 Page 29 of 36 ATTACHMENT "G" DISCLOSURE AND AUTHORIZATION TO PERFORM CREDIT CHECK An authorization to Perform Credit Check will need to be completed by each Principal/Owner. For Principal f Owner: (Please use a separate form for each principal/owner) As Principal/Owner of Proposer, I (name) hereby affirm I have read the above disclosure, and consent to and authorize the Boynton Beach Community Redevelopment Agency's (`BBCRA") investigation into my credit worthiness. Such consent and authorization is given with respect to any and all persons who may conduct an investigation of my credit worthiness on behalf of the BBCRA, including independent contractors and credit agencies retained by the BBCRA for such purpose. Any information provided to the BBCRA is a public record subject to the provisions of Ch. 119 F.S., and I may request a copy of any information provided to the BBCRA as part of the BBCRA's investigation into my creditworthiness. I grant such consent and authorization to the BBCRA for the period commencing as of the date of this authorization and terminating at the time a Proposal is selected by the BBCRA Board. I hereby waive any and all claims,past present or future,which I may have against the BBCRA by reason of any credit investigation made pursuant to my consent and authorization herein given to the BBCRA. Proposer Name: Principal/Owner Name: Date of Birth: Current Home Address: Previous Home Address: Email: Phone #: Signature: Date: Print Name: 01353549-2 Page 30 of 36 ATTACHMENT "H" AUTHORIZATION TO PERFORM CREDIT CHECK For Proposer (Business EntitXL. The proposer hereby consents to and authorizes the Boynton Beach Community Redevelopment Agency's ("BBCRA") investigation into the creditworthiness of the Proposer. Such consent and authorization is given with 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: 01353549-2 Page 31 of 36 ATTACHMENT "I" AUTHORIZATION FOR RELEASE OF INFORMATION To whom it may concern: The undersigned hereby authorizes you to release to the Boynton Beach Community Redevelopment Agency (BBCRA) or the City of Boynton Beach any information in your possession regarding the undersigned either of a professional credit or personal nature including the statement of your opinions with regard to the undersigned's professional credit and personal character, or of the proposer identified below. The undersigned also authorizes you to release to the Boynton Beach Community Redevelopment Agency (BBCRA) or the City of Boynton Beach any information in your possession regarding the business identified as "proposer"below. By: STATE OF FLORIDA COUNTY OF PALM BEACH THE FOREGOING INSTRUMENT was acknowledged before me this day of 2020,by who is personally known to me or who has respectively produced as identification and did not take an oath. Notary Public: Print Name: Commission No: (Seal) My Commission Expires: Name: Home Address: Home Telephone Number: Business Telephone Number: Fax Number: Date of Birth: Professional License Number: Proposer (Business) Name: 01353549-2 Page 32 of 36 ATTACHMENT "J" PUBLIC ENTITY CRIMES STATEMENT A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not: submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; submit 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 36 months following the date of being placed on the convicted vendor list. As the person authorized to sign the Statement, I certify that proposer has not been placed on the convicted vendor list within the past 36 months and complies fully with the above requirements. Proposer Name Authorized Signature Print Name Title Date 01353549-2 Page 33 of 36 ATTACHMENT "K" CERTIFICATION OF DRUG FREE WORKPLACE PROGRAM I certify that , the proposer responding to this RFP/RFQ, maintains a drug-free workplace program, and that the following conditions are met: (1) Proposer publishes a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace; and specifying the actions that will be taken against employees for violations of such programs. (2) Proposer informs employees about the dangers of drug abuse in the workplace, the company's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. (3) Proposer gives each employee engaged in providing the commodities or contractual services included in this RFP a copy of the statement specified in Subsection (1). (4) In the statement specified in Subsection (1), proposer notifies the employee that, as a condition of working in the commodities or contractual services covered under this RFP/RFQ, he/she will abide by the terms of the statement; and will notify the employer (Proposer) of any conviction of, or plea of guilty or nolo contendere to any violation of Chapter 893 or any controlled substance law of the United States or any state,for a violation occurring in the workplace no later than five days after such conviction. (S) Proposer imposes a sanction on,or requires the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community by,any employee who is convicted. (6) Proposer makes a good faith effort to continue to maintain a drug-free workplace through implementation of this Section 287.087, Florida Statutes. As the person authorized to sign the statement, I certify that proposer complies fully with the above requirements. Authorized Signature: Date Name &Title (typed) 01353549-2 Page 34 of 36 ATTACHMENT "L" ADDENDA ACKNOWLEDGEMENT Receipt is hereby acknowledged of the following addenda to the The Boynton Beach Community Redevelopment Agency Request for Proposals and Developer Qualifications Cottage District Infill Housing 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. S ❑ Yes ❑ No Date RFP/RFQ INFORMATION WAS OBTAINED FROM: ❑ BBCRA Website ❑ Newspaper Ad ❑ City Hall ❑ Other, please specify: Authorized Signature Print Name Title Date 01353549-2 Page 35 of 36 ATTACHMENT "M" CERTIFICATION OF NON-SCRUTINIZED COMPANY . as Proposer, hereby certifies that it is not on the Scrutinized Companies that Boycott Israel List created pursuant to Section 215.4725, Florida Statutes, and is not engaged in a boycott of Israel. If the BBCRA determines that this certification is falsified or contains false statements, or that proposer is placed Scrutinized Companies that Boycott Israel List or engages in a boycott of Israel after the submittal of the Proposal or the execution of any agreement arising out of this RFP/RFQ, the BBCRA may disqualify the Proposal and/or terminate the agreement. Proposer Name By: Authorized Representative of Proposer Date: STATE OF COUNTY OF SWORN TO and subscribed before me this day of , 20 , by . Such person (Notary Public must check applicable box): [ ] is personally known to me [ ] produced their current driver license [ ] produced as identification. (NOTARY PUBLIC SEAL) Notary Public (Printed, Typed or Stamped Name of Notary Public) 01353549-2 Page 36 of 36 B'C-)YRC)N ,. .WWWBEACH '�CRA C1 . L ADDENDUM NO. 1 TO REQUEST FOR PROPOSALS AND DEVELOPERS QUALIFICATIONS (RFP/RFQ) COTTAGE DISTRICT INFILL HOUSING REDEVELOPMENT PROJECT October 14, 2020 TO ALL PROPOSERS AND OTHERS CONCERNED The Boynton Beach Community Redevelopment Agency (BBCRA) is issuing a Request for Proposals and Developer Qualifications (RFP/RFQ) for the acquisition and redevelopment of the BBCRA-owned properties within the Heart of Boynton District. These properties, collectively known as the Cottage District Infill Housing Redevelopment Project Site, are located between N.E. 41h and N.E. 51h Avenues and N. Seacrest Boulevard and N.E. 1St Street, Boynton Beach, Florida (the "property" or"Project property"). The intent of this RFP/RFQ Addendum is to address to address any errors or misprint, provide supplement 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: On pages 7-9 in Section 12. Required Elements of Proposals, there are multiple instances of"If the Proposal is submitted by more than one entity, each entity much provide the requested information separately." Does separately mean that the CRA would like each team member to include this requirement in the proposal package or does the CRA intend each team member to submit this requirement separately to the CRA under separate cover? Answer: It is the intent of Section 12 to request information from the Proposer(s)where specified. The Proposer is the entity that will be entering into a Developer's Agreement with the BBCRA, not each of the professions that contribute to the Project. An example of a two Proposer submission where this would be applicable would be if a townhouse builder and a detached single-family housing builder"teamed" up to submit one proposal under one legal entity such as, but not limited to, a joint venture, LLC, or partnership. All necessary information from each builder will need to be combined into one proposal packet. Question #2: Would the CRA please specify which forms, if any, are required to be submitted by team members other than the Proposer? Answer: See response given to Question 1 above. Question #3: 3.a. Section 12, letter q. requires the inclusion of a PowerPoint presentation in the proposal. Would the CRA please explain the purpose of this/intended audience? Answer: The PowerPoint presentation will be used during the CRAAB and BBCRA Board meetings. 3.b. If the PowerPoint presentation is intended to be used in a shortlist presentation, are we able to make changes to the presentation after the submittal date and before the presentation or supplement the presentation? Answer: No. 1 Addendum No.01 Question #4: In the included Geo-technical Report, is the stated 2000 psi the maximum soil bearing capacity, or did the CRA specify this as the limit? Answer. The BBCRA did not provide any specifications prior to the performance of the Geo- technical Report. Question #5: Will the CRA consider alternatives to on-street parking? Answer. Any and all alternatives submitted by a Proposer may be presented to the BBCRA Board for their consideration as part of the Proposal. Question #6: Due to the circumstances surrounding COVID-19, would you consider permitting the submission of electronic copies instead of hard copies? Answer: No. Question #7: Please provide a list of all registrants. Answer. The following entities/individuals have registered as of the publication date of this Addendum: • Ace Development • Centennial Management Corp • Franck Gotsman • Boynton Beach Cottage District Development, LLC • Fox Ridge Capital • Aina Development, LLC • Lavoid Johnson • KHovmanian Homes • Pulte Group • WGI, Inc. Question #8: Can the CRA share any community comments with respect to previous development proposals and/or CRA development of the site? Answer. All of the meeting minutes and meeting videos for BBCRA Board meetings can be found on the BBCRA's website: www. oyntoneachcra.com Questions #9-13: Drainage 9. Can we continue to sheet flow or pipe connect runoff to road right-of-way? 10. Can we use a pre-post reduction approach? 11. The road abutting lots, can we isolate them and do a pre-post for each? 12. Can we eliminate the 25 yr berm for these perimeter lots? 13. Is Legal Positive Outfall required? Answer: As part of a Proposer's due diligence, all of the above questions regarding drainage may be directed to the City of Boynton Beach Utilities Department. Questions #14-18: Water Distribution 2 Addendum No.01 14. Can we feed the buildings from the rear? Where does the meter need to be? 15. Is there WM along NE 5th Avenue? 16. Can we have As-builts /Atlas Sheets 17. Do we need to sprinkle the buildings? 18. Meter bank or individual meters and service runs for Townhome Lots? Answer: As part of a Proposer's due diligence, all of the above questions regarding water distribution may be directed to the City of Boynton Beach Utilities Department. Questions #19-20: Sanitary Sewer 19. Is there capacity in the gravity system(s) surrounding the property (or is a lift station needed)? 20. Can SF units be served from the rear to avoid multiple roadway open cuts and new service taps in existing mains. Answer: As part of a Proposer's due diligence, all of the above questions regarding sanitary sewer may be directed to the City of Boynton Beach Utilities Department. Questions #21-25: Roadway 21. Is a 32-ft Road Right-of-Way acceptable for the interior proposed loop road? 22. Sidewalk along NE 4th Avenue is not continuous? 23. Does it span the private lots that are remaining? 24. If the above is the case, the SWK would be on private property; how do we go about this? 25. Utility taps: what are the City's restoration requirements (limits of reconstruction and milling & resurfacing)? Answer: As part of a Proposer's due diligence, all of the above questions regarding roadways may be directed to the City of Boynton Beach Utilities & Public Works/Engineering Departments. Question #26: Site Plan 26. What are the setback requirements for the various products? Answer: As part of a Proposer's due diligence, all site specific questions regarding development regulations for the proposed product may be directed to the City of Boynton Beach Planning & Development Department. END OF ADDENDUM No. 1 3 Addendum No.01 A, "14 s rtS'»3jWAISM Y q �' g RA �-;�a'&AMIUCITY` L€.,7�.�.`pYia��''i1d.6w°TAGENCY BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY REQUEST FOR PROPOSALS AND DEVELOPERS QUALIFICATIONS (RFP/RFQ) COTTAGE DISTRICT INFILL HOUSING REDEVELOPMENT PROJECT Issued Date: August 17, 2020 Submission Date: October 23, 2020 Date: March 12, 2021 Corrected REQUEST FOR INFORMATION FROM SELECTED PROPOSERS At their March 9, 2021, meeting and as provided for under Section 18.M. of the Boynton Beach Community Redevelopment Agency (BBCRA) Request for Proposals and Developer Qualifications (RFP/RFQ) for the Cottage District Infill Housing Redevelopment Project, attached hereto as Exhibit A, the BBCRA Board selected three (3) Proposers and asked that each provide the additional information detailed below. The BBCRA Board Selected Proposers are: 1) Boynton Beach Cottage District, LLC; 2) Pulte Home Company, LLC; and 3) Azur Equities, LLC. The BBCRA Board is requesting additional information and providing revisions to the criteria set forth in the original RFP/RFQ's housing affordability criteria as described below: • Unless already articulated in the Proposer's original response submission, please provide a proposed plan for inclusion of Boynton Beach residents as potential buyers and provide the proposed maintenance of affordability mechanism for the housing units sold within the proposed development. • Replace 2020 Palm Beach County Area Median Income (AMI) income levels with the Boynton Beach Median Household Income (BBMHI) income levels for households within 80-140% of median income as provided below. Moderate income (80% to 120%) $52,146 to $78,218 Middle income (120% to 140%) $78,218 to $91,255 • If deviating from your original submission, provide a detailed description of the breakdown of the proposed total number of housing units and housing unit types (attached or detached), including number of bedrooms and bathrooms, and square footage for each unit type and elevations, as well as the items listed in Paragraph 6, "Architectural and Design Considerations." • Provide a breakdown of proposed unit sales prices for each unit type or model and identify the corresponding income levels of the potential homeowner based on the Attainable Housing Formula assuming that not more than thirty percent (30%) of gross household income should be expended for housing costs. Consider providing a wide range of sales prices attainable for those whose household income falls within the 80%-140% of BBHMI. Please include the costs associated with any proposed Homeowner Association fees. 1 • Proposals must be received by the BBCRA at 100 E. Ocean Avenue, Boynton Beach, FL 33435 on or before Monday, April 5, 2021, 12:00 p.m., Eastern Standard Time (the Deadline). 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. • Corrected: The requested information will be presented to the BBCRA Board at their regular meeting on April 13, 2021 at 5:30p.m. in Commission Chambers located at 100 E. Ocean Avenue. • Proposals must be delivered in a sealed box or envelope. Faxed and emailed proposals will not be accepted. In total, one unbound original proposal document must be submitted with a title page listing the name of the RFP/RFQ and the submitting proposer and one digital copy of the complete proposal in PDF format on a labeled CD/DVD or thumb drive. • All correspondence, questions, and requests for clarifications related to this RFP/RFQ must be directed to the person designated as the procurement officer for this RFP/RFQ: Michael Simon, Executive Director, Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, Boynton Beach, Florida 33435 Phone: (561) 600-9091 Email: SimonMabbfl.us • The terms and conditions as described under RFP/RFQ Section. 17. Limitations on Communications; Cone of Silence; No Lobbying; shall remain in full force and effect. 2 APPRAISAL REPORT BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY PROPERTY OWNERSHIP of 4.65 Acres of Land between NE 4th AVENUE & NE 5th AVENUE, east of SEACREST BLVD& NE 1St STREET BOYNTON BEACH,FLORIDA 33435 by Vance Real Estate Service 7481 Northwest Fourth Street Plantation,Florida 33317-2204 for Boynton Beach Community Redevelopment Agency 100 East Ocean Avenue Boynton Beach, FL 33435 March 15, 2022 i r E Vance Real Estate Service {3(1 U March 15, 2022 Boynton Beach Community Redevelopment Agency ,`�sf, 100 East Ocean Avenue Boynton Beach, FL 33435 i RE: 4.6513 acres of land,between NE 4t'Avenue&NE 5"'Avenue,between Seacrest Blvd& NE 1st Street, Boynton Beach, FL 33435 (Legal description is in the report) Ladies and Gentlemen: ! In fulfillment of our agreement, we transmit our Appraisal Report, in which we develop an opinion of market value for the fee simple estate in the referenced real property as of March 15, 2022. The report sets forth our value conclusion, along with data and reasoning supporting our value opinion. This report was prepared for and our professional fee billed to Boynton Beach Community Redevelopment Agency. Our analyses have been prepared in conformance with the Uniform Standards of Professional Appraisal Practice (USPAP 2020-2022). This report is for exclusive use of the client for possible disposition of the appraised property. i Jesse B. Vance, Jr. and Claudia Vance visited the property. If you have questions or further needs, please contact the undersigned. As a result of our analyses, we have developed the following opinion of market value of the appraised property, subject to definitions, certifications, and limiting conditions set forth in the attached report. TWO MILLION FOUR HUNDRED SEVENTY-TWO THOUSAND DOLLARS 2 472 000 I (THIS LETTER MUST REM4 INATTACHED TO THE REPORT WITH EIGHTY-EIGHT(88)NUMBERED PAGES FOR THE VALUE OPINION SET FORTH TO BE CONSIDERED VALID) Respectfully submitted, Jesse B. Vance, Jr., MAI, SRA, ASA State-Certified General Real Estate Appraiser RZ-85 Claudia Vance, MAI State-Certified General Real Estate Appraiser RZ-173 MBA in REAL ESTATE DEVELOPMENT&MANAGEMENT 7481 Northwest 41h Street,Plantation,FL 33317-2204 954/583-2116 -- TABLE OF CONTENTS Pate Number Title Page i Letter of Transmittal ii Table of Contents iii INTRODUCTION 4 Photos of the ppraised Property 5 1-3-5 Mile Location Map 7 1-3-5 Mile Demographic Statistics 8 Sketch of Survey 10 Parcel Identification No. Map 11 Zoning Map & Land Use Map 13 Summary of Important Facts and Conclusions 14 DESCRIPTIONS ANALYSES & CONCLUSIONS 15 I entity of Client and Intended User 16 Intended Use 16 Identification of Real Estate Appraised 16 Ownership 16 Legal Description 17 Real Estate Tax Data 17 Market Area Description 18 Land Use & Zoning 24 Site Description 24 Real Property Interest Appraised 26 Appraisal Purpose and Definition of Market Value 26 Effective Dates of the Appraisal and Report 27 Scope of the Work 27 Summary of Information Considered 28 Property History 29 Highest and Best Use 29 SALES COMPARISON APPROACH-LAND VALUATION 32 Land Sales es Location map 33 Land Sales documentation 34 Land Sales Comparison and Adjustment Chart 60 Valuation by the Sales Comparison Approach 61 FINAL VALUE OPINION 64 Certification and Limiting Conditions 65 ADDENDA 67 Zoning information 68 USPAP Standards Rule 2-2a 76 Qualifications of the Appraisers 80 INTRODUCTION t�i irf� R, Southeast corner of the appraised land NE 4 Avenue,looking west 1 ti Uy� NE 1 Street,looking north Northeast corner of the appraised land Photos of the Appraised Land 5 }oil ��� Y't p loki 1 r��at fir{ Mf 1� jJ n 4 ; Jk W� E� a dtit tili� ��„z•," y�zSY j���r� _ _ 1 r �'4w{ House at 115 NE 4 Avenue to be demolished Northwest corner of appraised land �yi1�� 1{ eta, i},,, ;. IIS ;f 1 gg { - 4 NE 5 Avenue,looking east House at 133 NE 4 Avenue to be demolished Photos of the Appraised Property 6 p ttI•, Laky m%lo li �ka 1d4'arE i Florida � s Lantans �.� - aw Sam M 73 E €v Wirt IF- 15 T' f t 1-3-5 MILE RADII FROM THE VALUED PROPERTIES 145 NE 4 Avenue Boynton Beach, Florida • Gesn" . 145 NE 4th Ave, Boynton Beach, Florida, 33435 Prepared by Esri Rings: 1, 3, 5 mile radii 1 mile 3 miles 5 miles Population 2000 Population 13,932 68,694 157,913 2010 Population 14,117 77,541 176,201 2021 Population 16,017 86,444 194,720 2026 Population 17,668 92,744 206,530 2000-2010 Annual Rate 0.13% 1.22% 1.10% 2010-2021 Annual Rate 1.13% 0.97% 0.89% 2021-2026 Annual Rate 1.98% 1.42% 1.18% 2021 Male Population 49.1% 47.8% 47.7% 2021 Female Population 50.9% 52.2% 52.3% 2021 Median Age 42.0 45.0 47.3 In the identified area, the current year population is 194,720. In 2010, the Census count in the area was 176,201. The rate of change since 2010 was 0.89% annually.The five-year projection for the population in the area is 206,530 representing a change of 1.18% annually from 2021 to 2026. Currently, the population is 47.7% male and 52.3%female. Median Age The median age in this area is 42.0, compared to U.S. median age of 38.5. Race and!Ethnicity 2021 White Alone 42.6% 59.4% 63.7% 2021 Black Alone 50.1% 31.5% 26.6% 2021 American Indian/Alaska Native Alone 0.4% 0.3% 0.3% 2021 Asian Alone 1.0% 2.0% 2.3% 2021 Pacific Islander Alone 0.0% 0.0% 0.0% 2021 Other Race 3.3% 3.8% 4.2% 2021 Two or More Races 2.6% 2.9% 2.8% 2021 Hispanic Origin (Any Race) 14.3% 18.5% 19.4% Persons of Hispanic origin represent 19.4% of the population in the identified area compared to 18.9% of the U.S. population. Persons of Hispanic Origin may be of any race.The Diversity Index, which measures the probability that two people from the same area will be from different race/ethnic groups, is 67.2 in the identified area, compared to 65.4 for the U.S. as a whole. Households 2021 Wealth Index 74 87 105 2000 Households 5,207 30,053 69,062 2010 Households 5,306 33,321 75,787 2021 Total Households 6,090 37,141 83,331 2026 Total Households 6,801 39,913 88,346 2000-2010 Annual Rate 0.19% 1.04% 0.93% 2010-2021 Annual Rate 1.23% 0.97% 0.85% 2021-2026 Annual Rate 2.23% 1.45% 1.18% 2021 Average Household Size 2.62 2.29 2.31 The household count in this area has changed from 75,787 in 2010 to 83,331 in the current year, a change of 0.85% annually. The five-year projection of households is 88,346, a change of 1.18% annually from the current year total. Average household size is currently 2.31, compared to 2.30 in the year 2010.The number of families in the current year is 47,869 in the specified area. Data Note:Income is expressed in current dollars. Housing Affordability Index and Percent of Income for Mortgage calculations are only available for areas with 50 or more owner-occupied housing units. Source:U.S. Census Bureau,Census 2010 Summary File 1. Esri forecasts for 2021 and 2026. Esri converted Census 2000 data into 2010 geography. March 30, 2022 8 • Gesn" . 145 NE 4th Ave, Boynton Beach, Florida, 33435 Prepared by Esri Rings: 1, 3, 5 mile radii 1 mile 3 miles 5 miles Mortgage';Income 2021 Percent of Income for Mortgage 23.4% 19.6% 19.9% Median Household Income 2021 Median Household Income $50,234 $57,677 $60,365 2026 Median Household Income $56,043 $64,969 $69,122 2021-2026 Annual Rate 2.21% 2.41% 2.75% Average Household Income 2021 Average Household Income $73,439 $81,251 $87,839 2026 Average Household Income $84,612 $92,827 $100,561 2021-2026 Annual Rate 2.87% 2.70% 2.74% Per Capita Income 2021 Per Capita Income $29,107 $35,117 $37,601 2026 Per Capita Income $33,841 $40,174 $43,020 2021-2026 Annual Rate 3.06% 2.73% 2.73% Households by Income Current median household income is$60,365 in the area, compared to $64,730 for all U.S. households. Median household income is projected to be $69,122 in five years, compared to $72,932 for all U.S. households Current average household income is$87,839 in this area, compared to $90,054 for all U.S. households. Average household income is projected to be $100,561 in five years, compared to $103,679 for all U.S. households Current per capita income is $37,601 in the area, compared to the U.S. per capita income of$34,136. The per capita income is projected to be $43,020 in five years, compared to $39,378 for all U.S. households Housing 2021 Housing Affordability Index 101 117 114 2000 Total Housing Units 6,249 36,098 82,216 2000 Owner Occupied Housing Units 3,456 21,704 52,283 2000 Renter Occupied Housing Units 1,751 8,349 16,778 2000 Vacant Housing Units 1,042 6,045 13,155 2010 Total Housing Units 6,938 42,468 94,117 2010 Owner Occupied Housing Units 3,266 21,558 53,222 2010 Renter Occupied Housing Units 2,040 11,763 22,565 2010 Vacant Housing Units 1,632 9,147 18,330 2021 Total Housing Units 7,871 46,119 101,168 2021 Owner Occupied Housing Units 3,511 21,936 54,254 2021 Renter Occupied Housing Units 2,579 15,206 29,077 2021 Vacant Housing Units 1,781 8,978 17,837 2026 Total Housing Units 8,625 49,097 106,423 2026 Owner Occupied Housing Units 3,702 23,081 56,874 2026 Renter Occupied Housing Units 3,099 16,832 31,472 2026 Vacant Housing Units 1,824 9,184 18,077 Currently, 53.6% of the 101,168 housing units in the area are owner occupied; 28.7%, renter occupied; and 17.6% are vacant. Currently, in the U.S., 57.3% of the housing units in the area are owner occupied; 31.2% are renter occupied; and 11.5% are vacant. In 2010, there were 94,117 housing units in the area - 56.5% owner occupied, 24.0% renter occupied, and 19.5% vacant. The annual rate of change in housing units since 2010 is 3.26%. Median home value in the area is$286,848, compared to a median home value of$264,021 for the U.S. In five years, median value is projected to change by 2.45% annually to$323,749. Data Note:Income is expressed in current dollars. Housing Affordability Index and Percent of Income for Mortgage calculations are only available for areas with 50 or more owner-occupied housing units. Source:U.S. Census Bureau,Census 2010 Summary File 1. Esri forecasts for 2021 and 2026. Esri converted Census 2000 data into 2010 geography. 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The property is identified by the Palm Beach County Property Appraiser as 20 parcels and a vacated alley. The Boynton Beach CRA has assembled the parcels to function as one property and constitute the larger parcel of this appraisal. All of the land is listed as having one owner. The parcels are adjacent to each other, with no physical barriers separating them. The highest and best use for the larger parcel is for one unified use of residential. The subject of this appraisal will be referred to as one property. Therefore, the opinion of value is developed for the larger parcel. BUILDING IMPROVEMENTS: None contributing to the highest and best use of the property CURRENT ZONING: "R-2", One & Two Family Residential District FUTURE LAND USE: "MDR", Medium Density Residential APPRAISAL PURPOSE: To develop an opinion of market value INTEREST APPRAISED: Fee simple CURRENT USE: Vacant, with the two single family residences projected to be demolished and removed. HIGHEST AND BEST USE: Low density residential use of either detached single family dwellings or townhouses or a mix, with a density of approximately 10 dwelling units per acre VALUE: TWO MILLION FOUR HUNDRED SEVENTY-TWO THOUSAND DOLLARS 2 472 000 VALUATION DATE: March 15, 2022 Exposure Time: 12 months prior to selling at the appraised value Marketing Time: 12 months immediately following the effective date of appraisal during which time the subject property could sell at the appraised value 14 DESCRIPTIONS, ANALYSES, CONCLUSIONS APPRAISAL REPORT This is an APPRAISAL REPORT that complies with Standard Rule 2-2(a) of the Uniform Standards of Professional Appraisal Practice (USPAP 2020 - 2022) 2-2(a)(i) State the identity of the client; The client and intended user of this report is the Boynton Beach Community Redevelopment Agency. 2-2(a)(ii) State the identity of any other intended users by name or type; None 2-2(a)(iii) State the intended use of the appraisal; The intended use of the appraisal is for possible sale of the appraised property. 2-2(a)(iv) Contain information, documentation, and/or exhibits sufficient to identify the real estate involved in the appraisal, including the physical, legal and economic property characteristics relevant to the assignment; Ownership: Boynton Beach Community Redevelopment Agency 100 East Ocean Avenue Boynton Beach, FL 33435 Property Appraised: 4.6513 acres of vacant land between NE 4th Avenue & NE 5th Avenue, east of Seacrest Boulevard to NE 1st Street, Boynton Beach, FL 33435 16 APPRAISAL REPORT (continued) Legal Description: Legal description on the sketch of survey of 18 parcels in the larger parcel of the appraised property. Plus the two recent purchases identified as: the southeast 1/4 of Lot 3, Block 3 and the east 50 feet of the south 100 feet of Lot 5, Block 3, SHEPARD'S ADDITION TO BOYNTON, Plat Book 2, page 59. Census Tract No. 61 Real Estate Tax: Boynton Beach Community Redevelopment Agency (BB CRA) owns the appraised property, exempting it from taxation. Thus, no real estate tax is paid by the property owner. When a property is exempt from taxation, the market value assigned to it by the county appraiser may not be current or accurate. Following are real estate tax data for the 20 parcels in the appraised property. Parcel Control Number Appraised Value Assessed Value 08 43 45 2128 0010010 $40,215 $14,663 08 43 45 2128 0010020 47,696 11,693 08 43 45 2128 0010031 47,640 11,693 08 43 45 2128 0010041 47,576 11,693 08 43 45 2128 0010061 47,524 11,693 08 43 45 2128 0010071 46,956 11,693 08 43 45 2129 003 0011 60,056 20,313 08 43 45 2129 003 0013 44,028 20,313 08 43 54 2129 003 0012 46,024 14,148 08 43 45 2129 003 0020 100,000 58,949 08 43 45 2129 003 0032 50,040 11,318 08 43 45 2129 003 0033 100,000 38,974 08 43 45 2129 003 0034 68,032 38,855 08 43 45 2129 003 0041 68,032 33,855 08 43 45 2129 003 0051 61,236 11,693 08 43 45 2129 003 0081 48,864 11,693 08 43 45 2129 003 0071 22,000 14,148 08 43 45 2129 003 0014 20,000 20,000 08 43 45 2129 003 0052 137,764 49,217 08 43 45 2129 003 0031 207,658 168,786 Total $1,311,341 $580,290 17 APPRAISAL REPORT (continued) Flood Zone: Zone "X", according to Map Numbers 12099C0787F, 789F, 791F, 793F. Zone "X" is not in a Special Flood Hazard Area. Market Area Description: Boundaries and Market Composition & Transportation Infrastructure The general market area is the City of Boynton Beach in eastern-central Palm Beach County. Population of the city is about 79,000 residents; land area of the municipality is about 16 square miles situated between Delray Beach on the south and Lake Worth on the north. The town was named for an early developer, Nathan Boynton, a former major in the Union Army in the Civil War. The city was founded in 1898 and incorporated in 1920. Most of the original buildings were destroyed in the hurricane of 1926, though a few remain. Those few which were constructed in the early 1920s that are still in use have had repairs and replacements over the decades changing their historical significance. Time and economic trends take a toll on properties; thus, in 1984 a redevelopment plan was adopted for the Community Redevelopment Area (CRA) in the city. It covers 1,650 acres in the central part of the municipality west of the Intracoastal Waterway. Agriculture and farming had been important activities in past centuries in Boynton Beach. Commerce came to the area when Henry Flagler extended the Florida East Coast Railway from West Palm Beach to Miami in 1896. The railroad was the main mode of transportation to bring visitors and manufactured products to the town as well as transporting produce grown in the vicinity out of the area to other cities in the southeastern United States. Freight trains still run through the subject market area on the FEC tracts. Higher speed, passenger Brightline train runs along the FEC tract, but does not stop in Boynton Beach. There are three depots with one in downtown Miami, one in downtown Fort Lauderdale and the third in downtown West Palm Beach. Boca Raton, Palm Beach County, and Aventura and the Port of Miami, Miami-Dade County will be the next depots. In the future, there may be commuter rail service along the FEC tracks with a station in downtown Boynton Beach; however, no plans have been announced. 18 APPRAISAL REPORT (continued) The immediate subject market area is one of the Boynton Beach CRA redevelopment districts known as the Heart of Boynton (HOB), containing 380 acres. This area is the historic, older part of the district with the following boundaries: Boynton Beach Canal (C-16) on the north, Florida East Coast (FEC) Railroad on the east, Interstate 95 on the west, and jagged line a few blocks north of Boynton Beach Boulevard as the south boundary, at about NE 3 Avenue. Within the HOB, is the "Cottage District", named for the architectural style of a few remaining older homes, and is the location of the appraised property. Boynton Beach Boulevard is the principal east-west artery in the subject market area, having an interchange with Interstate 95 on the west side of the neighborhood. The boulevard continues west through Palm Beach County to its terminus at State Road 7/ U S Highway 441. Two miles east of State Road 7, it has an interchange with Florida's Turnpike. Boynton Beach Boulevard commences on the east at U S Highway 1, just to the east of the FEC Railroad. Boynton Beach Boulevard streetscape project is underway with the wider sidewalks, landscaping, lighting, et cetera. To the east of the FEC Railroad is U S Highway 1, also known as Federal Highway, the main north-south artery through eastern Palm Beach County and extends along the eastern seaboard of the United States. Heavily trafficked Federal Highway is a catalyst to redevelopment of the general market area, with over 2,300 residential dwelling units in five projects either built or planned. Highway beautification projects enhanced the aesthetics of the market area. Individual properties on the east and west side of the highway have shallow depths, inhibiting redevelopment of the sites with larger commercial projects. Assemblages of adjacent properties and rezoning to mixed use will continue to facilitate revitalization of the subject market area. Seacrest Boulevard is a main north-south artery through the City of Boynton Beach and south into Delray Beach. Martin Luther King, Jr. Boulevard is an east-west thoroughfare through the Heart of Boynton. The immediate subject market area is easily accessible by main roads and Interstate 95. 19 APPRAISAL REPORT (continued) Property types in the Heart of Boynton are smaller commercial establishments along the main roads, light industrial close to the FEC Railroad, municipal facilities, single family residential, small multi-family dwellings, a few apartment buildings and places of worship. As mentioned, some structures date back to the 1920's, but most which are still usable were built in the mid-twentieth century. Municipal facilities in the immediate subject market area include parks, two elementary schools and a community center. Projects completed in the Heart of Boynton are: • Seacrest Boulevard Streetscape • Carolyn Sims Center • Ocean Breeze West - 21 homes joint venture with Habitat for Humanity • Construction of single family residences on Martin Luther King, Jr. Boulevard and on NW 11 Avenue, west of Seacrest Boulevard Projects in progress are: • Higher density residential buildings and commercial buildings on Martin Luther King, Jr. Boulevard • Redevelopment of the Public Works site • Establishment of mixed use districts of residential and commercial • Expansion of light industrial near the FEC Railroad • Enhancements to Sara Sims Park including landscaping, pavilions, picnic facilities, lighting and security. Population Trends The demographic survey in the beginning of the report of 1, 3, and 5 mile radial circles from the appraised property shows the median household income for 2020 in the one-mile radius is $50,234, for three miles it is $57,677, and $60,365 for the five mile circle. Median household income for Palm Beach County is $65,000. In the one-mile circle, population is 16,017. In three miles, population increases to 86,444; at five miles, it is 194,720. However, about one-third of the three and five mile circles are over the Atlantic Ocean and waterways. 20 APPRAISAL REPORT (continued) Annual growth rate is anticipated to be 1.18% to 1.42% in the 3 and 5 mile circles, during the next five years as the economy grows and job market stabilizes. Growth rate is projected to be 1.98% in the one mile circle due to the construction of several new residential projects. In the market area, 54% of the housing units are owner occupied, with 29% rented. This percentage of renters is high for Palm Beach County because there are numerous multi- family dwellings in this vicinity. Vacancy is reported to be 17%; however, this amount is elevated due to the undercount of the other two categories as some residents are seasonal and not counted. Median home value in the five- mile area is $286,848 from the mix of highly priced homes fronting the Atlantic Ocean and Intracoastal Waterway and the small residences west of Federal Highway, compared to median home value of $264,021 in the United States. Economic Trends In South Florida, as in the rest of the United States, real estate prices climbed from 2003-2006. In 2007-2008, concerns were expressed about an unsustainable upward price trend in the market. Then, the economic collapse came in fall of 2008 along with the crash in real estate prices. In 2009, there were very few sales of any type of real estate. By 2010, it appeared that the worst was over. Cash buyers started making purchases. From 2013 to present, sales activity and prices recuperated. The upswing in prices is due in part to scarcity of developable land, especially in the eastern part of the county. Properties are back to pre-crash prices; even properties with secondary characteristics attract buyers. The life cycle stage of the market area is revitalization, a period of renewal, modernization, and increasing demand. The catalyst of the revitalization was 500 Ocean fronting Federal Highway, consisting of 341 residential units, 20,000 square feet of retail space and 6,000 square feet of office. Several other mixed-use projects are planned along Federal Highway. Ocean One at 114 N Federal Highway is planned for 358 apartments, 12,075 square feet of retail, 120 hotel rooms, and 439 parking spaces. Davis Camalier recently sold the land to Hyperion Group, with the buyer taking over the construction of the project. 21 APPRAISAL REPORT (continued) Boynton Beach Community Redevelopment Agency (CRA) accepted the proposal from Affiliated Development from five submissions to build a mixed- use project at 115 North Federal Highway. The CRA had purchased the property when improved with a church and subsequently demolished it. The size of the land offered by the CRA is 2.28 acres, including parking lots and the recent purchase of 508 East Boynton Beach Boulevard. There are other surrounding privately owned parcels around the project which could be purchased for enlargement of the redevelopment site. Details of the land purchase by Affiliated Development are to be finalized. The proposed project will be called the Pierce, for the legendary Barefoot Mailman, Charlie Pierce. Project size will be 236 apartments, 16,800 square feet of restaurant, retail and office, and 600 space parking garage. Boynton Beach CRA will purchase the property at 511-529 East Ocean Avenue where Hurricane Alley Raw Bar & Restaurant is located. This property consists of three buildings on a site of 17,903 square feet. Future plans for the property have not been revealed. It is in the block to the south of 115 North Federal Highway where the Pierce will be constructed. Town Square, a major redevelopment project to the west of Federal Highway covers three blocks from the south side of Boynton Beach Boulevard south to SE 2 Avenue, encompassing 16.5 acres of land. The north section covers the area of the old city hall and police station which were demolished and removed. The project is planned for the construction of the following: • North parcel —225 residential units, 120 hotel rooms, 65,000 square feet of office/ retail space and 927 space parking garage • Middle parcel—200 residential units, 18,887 square feet of retail space • South parcel — 280 residential units, 820 space parking garage, 4,000 public space As of the writing of this report, there are no structures on the north parcel fronting Boynton Beach Boulevard. The existing structure is on the middle parcel; however, there is no new building on the east side. The new city hall is completed on the west side of the south parcel, along with an outside venue; although, there are no residential units or parking garage. Reportedly, the cause of the construction delay is a dispute about the parking garages. To the east of the north parcel is the new Boynton Beach Rescue Services building. 22 APPRAISAL REPORT (continued) In the Heart of Boynton CRA district, Ocean Breeze East is completed at 700 North Seacrest Boulevard. The development is an affordable apartment project containing 123 units, retail space, clubhouse and swimming pool. The project came about by the Boynton Beach Community Redevelopment Agency selling the land and the Florida Housing Finance Corporation and TD Bank providing the financing. Also in the Heart of Boynton CRA district will be apartments and retail buildings on Martin Luther King, Jr. Boulevard east of Seacrest Boulevard. There will be 125 residential units, 8,530 square feet of commercial space and 218 surface parking spaces. Part of the land was transferred from the Boynton Beach CRA to Wells Landing Apartments, LLC. Wells Landing purchased four parcels from a private property owner to complete the site for the new project. Funding for the project was awarded to the property owner from the Florida Housing Finance Corporation. Wells Landing is anticipated to bring about more development along MLK Boulevard and surrounding avenues. At the southeast corner of Seacrest Boulevard and East Martin Luther King, Jr. Boulevard, the store was purchased and will open as Dollar Tree. The section of the Cottage District from NE 4 Avenue to NE 5 Avenue, between Seacrest Boulevard and NE 1 Street (the appraised property) will be offered for construction of a housing project in keeping with the plan to revitalize the Heart of Boynton. Parcel size is 4.6513 acres, comprised of smaller lots acquired over many years to assemble a large tract of land for a transformation of a substantial part of the Heart of Boynton. Conclusion The town's redevelopment goal is to transform Boynton Beach from a retirement community to a vibrant city where residents can enjoy living and working in an attractive setting. Boynton Beach Community Redevelopment Agency is instrumental in the renaissance of the city. The immediate subject market area of the Heart of Boynton (HOB) has the components of an appealing neighborhood with schools, parks and recreation. HOB is easily accessible by main roads and Interstate 95. Goods and services are nearby on Boynton Beach Boulevard and U S Highway 1. With the involvement of the City of Boynton Beach and the Community Redevelopment Agency, Heart of Boynton Community Redevelopment Plan can continue to succeed in revitalizing the area. 23 APPRAISAL REPORT (continued) The transformation of the area is in progress. Development of real estate takes time and the right market conditions which have been positive. Upward price trend for property in the subject market area should continue as the economy remains strong. Land Use: "MDR", Medium Density Residential, maximum density 9.58 dwelling units per acre Zoning: "R-2", One & Two Family Residential District in the city of Boynton Beach, with the purpose to implement the medium density residential future land use map classification of the comprehensive plan. Excerpts from zoning ordinances are in the Addenda. The intent of the district is to stabilize and protect existing residential neighborhoods with density no greater than 10 dwelling units per acre, and allow limited types of non-residential uses. Minimum lot area is 4,500 square feet per unit for a duplex; minimum lot frontage is 75 feet. However, there is a provision for a site with two lots platted prior to the enacting of the current zoning regulation to be improved with a duplex. Single family dwellings shall be constructed on lots that are no less than 6,000 square feet with a width of at least 60 feet and follow the building and site regulations of the "R-1", Single Family District. Site Description: Size and dimensions of 18 of the 20 parcels in the appraised land are from the sketch of survey included earlier in the report prepared by Avirom & Associates, Inc., dated May 4, 2020. Data for the two recently purchased properties are from the Palm Beach County Property Appraiser. 24 APPRAISAL REPORT (continued) The shape of the site is irregular. North boundary of the site is NE 5 Avenue. East boundary of the site is NE 1 Street. South boundary of the site is NE 4 Avenue. West boundary of the site is Seacrest Boulevard. Land size is 201,778 square feet or 4.6513 acres. Utilities: All utilities are available to the site. Access: The site is accessible via NE 1 Street, NE 4 Avenue and NE 5 Avenue, each being two-laned local roads. Seacrest Boulevard is on the west side of the site, with four traffic lanes, sidewalks, curbs, and landscaped median. Easements: Easements are noted on the sketch of survey. Improvements: There are no structural improvements on the site which have a contributory value to the property. Houses at 115 and 133 NE 4 Avenue will be demolished and removed. Environmental Assessment: The appraisers were not provided with a Phase I Environmental Site Assessment to review. 25 APPRAISAL REPORT (continued) 2-2(a)(v) State the real property interest appraised; A person who owns all the property rights is said to have fee simple title. A fee simple title implies absolute ownership unencumbered by any other interest or estate. Partial interests in real estate are created by selling, leasing, et cetera. Partial estates include leased fee and leasehold estates. The interest appraised is fee simple. 2-2(a)(vi) State the type and definition of value and cite the source of the definition; The purpose of the appraisal is to develop an opinion of market value of the subject property as of March 15, 2022. MARKET VALUE: a type of value, stated as an opinion, that presumes the transfer of a property (i.e., a right of ownership or a bundle of such rights), as of a certain date, under specific conditions set forth in the definition of the term identified by the appraiser as applicable in an appraisal. The conditions included in market value definitions establish market perspectives for development of the opinion. These conditions may vary from definition to definition but generally fall into three categories: 1. the relationship,knowledge, and motivation of the parties(i.e.,seller and buyer); 2. the terms of sale(e.g.,cash,cash equivalent,or other terms);and 3. the conditions of sale(e.g., exposure in a competitive market for a reasonable time prior to sale). Market value appraisals are distinct from appraisals completed for other purposes because market value appraisals are based on a market perspective and on a normal or typical premise. These criteria are illustrated in the following definition of Market Value*, provided here only as an example. Market value means 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 is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions as follows. 1. buyer and seller are tvpically motivated; 2. both parties are well informed or well advised and acting in what they consider their own best interests; 3. a reasonable time is allowed for exposure in the open market; 4. payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and 5. the price represents the normal consideration for the propertv sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. 26 APPRAISAL REPORT (continued) * This example definition is from regulations published by federal regulatory agencies pursuant to Title XI of the Financial Institutions Reform,Recovery, and Enforcement Act(FIRREA)of 1989 between July 5, 1990, and August 24, 1990, by the Federal Reserve System (FRS), National Credit Union Administration(NCUA), Federal Deposit Insurance Corporation (FDIC), the Office of Thrift Supervision (OTS), and the Office of Comptroller of the Currency (OCC). This definition is also referenced in regulations jointly published by the OCC, OTS, FRS, and FDIC on June 7, 1994,and in the Interagency Appraisal and Evaluation Guidelines,dated December,2010. Florida Court Definition: "Market Value is the price that a seller willing, but not compelled to sell, and a buyer willing, but not compelled to buy, would agree to in fair negotiations with knowledge of all the facts." [Source: Fla. Power & Light Co., v. Jenninzs, 518 So.2d 895 (Fla. 1987)] 2-2(a)(vii) State the effective date of the appraisal and the date of the report; A) Effective Date of the Appraisal: March 15, 2022 B) Date of the Report: March 22, 2022 2-2(a)(viii) Summarize the scope of work used to develop the appraisal; The appraisal problem is to develop an opinion of value of the property based on its highest and best use. The appraisers inspected the property and photographed it. A thorough investigation was made into the physical characteristics of the property that could affect its value. The market area was surveyed to determine its stage of the life cycle. Research was conducted to ascertain economic factors that might influence value. Data research consisted of collecting, confirming, and reporting sales of land sales. The process included searches and analyses, inspections and confirmations, and final reporting. The appraiser examined several sources of sales data, including Costar Group, Corelogic, Realquest, Loopnet, Palm Beach County Property Appraiser records, the public records, and data from the appraisers' plant. 2-2(a)(ix) Summarize the extent of any significant real property appraisal assistance; The two signatory appraisers are the only people involved in the appraisal process. 27 APPRAISAL REPORT (continued) 2-2(a)(x)(I) Summarize the appraisal methods and techniques employed; (2) State the reasons for excluding any of the valuation approaches; (3) Summarize the results of analyzing the subject sales, options and listings; (4) State the value opinion and conclusion (5) Summarize the information analyzed and the reasoning that supports the analyses, opinions, and conclusions For Sales Comparison Approach, land sales are compared to each other and to the property under appraisement to arrive at an opinion of value. The information analyzed and the appraisal method used is detailed in the valuation section of the report. Further, the reasoning that supports the analyses, opinions, and conclusions is explained in the valuation section. Cost Approach is not used because no structures were considered in the valuation. The Income Approach is not employed in this appraisal because most sites like the subject are purchased and not leased. Exclusion of these approaches to value still produces a creditable report. The value opinion and conclusion is stated at the end of the Sales Comparison Approach—Land Valuation. SR I-5 When the value opinion to be developed is market value, if such information is available in the normal course of business: a) analyze all agreements of sale, options, or listings of the subject property current as of the effective date of the appraisal; and There are no known agreements of sale or options of the subject property as of the effective date of the appraisal. Boynton Beach Community Redevelopment Agency (BB CRA) will offer the entire property for sale by issuing an RFP (Request for Proposal). BB CRA issued RFPs for this property in the past. The CRA Board accepted a proposal for a 39 affordable housing units. The proposal did not progress as planned, with the Board voting to terminate the project in January, 2022. 28 APPRAISAL REPORT (continued) b) analyze all sales of the subject property that occurred within the three (3) years prior to the effective date of the appraisal. Boynton Beach Community Redevelopment Agency acquired the 17 of the 18 parcels constituting the appraised property from April, 2007 to May, 2015 for a total of $3,101,500. When purchased some of these properties were improved with residences that were later demolished. A recent acquisition for the assemblage was 145 NE 4 Avenue for $205,000. The property was improved with a duplex which was converted to a private community help center. 115 NE 4 Avenue was acquired in July, 2021 for $275,000. 133 NE 4 Avenue was purchased in July, 2021 for $300,000. Total of these purchases is $3,881,500. The timeframe of the acquisitions is over too long of a stretch to be an indication of current value for the entire property. 2-2(a)(xi) State the use of the real estate existing as of the effective date and use of the real estate reflected in the appraisal; The use of the real estate on the date of valuation is vacant land, and it is this use which is reflected in the appraisal. No personal property is included in the valuation. 2-2(a)(xii) When an opinion of highest and best use was developed by the appraiser, state that opinion and summarize the support and rationale for that opinion; HIGHEST AND BEST USE OF THE PROPERTY AS VACANT Physically Possible as Vacant The land appraised consists of most of a large block with roads bordering the four sides. One property is excluded from the block, making it almost rectangular. Land size is 201,778 square feet or 4.6513 acres. The parcel is level and filled to street grade. All utilities are available to the site. Physical constraint to develop the site is its size which governs the number of potential improvements which can be placed on it. 29 HIGHEST AND BEST USE OF THE PROPERTY AS VACANT Legally Permissible as Vacant Legal restrictions to the development of the site consist of land use designation, building and zoning codes, platting restrictions and restrictive covenants. Current Land Use designation is medium density residential, maximum density of 9.58 dwelling units per acre. Zoning is "R-2", One- family and Two-family Residential District in the City of Boynton Beach. Maximum number of dwelling units per lot in "R-2" district is two if the lot size meets current code. There is another zoning provision permitting two dwellings to be constructed if there are two lots platted prior to the current code. The entire site may have the potential of being improved with 46 total dwellings, of attached unit, detached units or possibility is a mix of types. Boynton Beach officials make the decisions as to permitted density. The Boynton Beach CRA future land use plan for the appraised land and surrounding blocks is for High Density Residential of 11 dwelling units per acre. A change in the comprehensive plan is required for the implementation of a new land use. Financially Feasible as Vacant The third test of Highest and Best Use is economic feasibility. Demand for a certain property type must be evident for it to be feasible. For it to be financially feasible, the use must be marketable and provide the investor with a competitive return when compared with alternate uses. The immediate subject market area has been improved with single-family residences and small multi- family dwellings for almost 100 years. Residences come to the end of their economic lives, improvements are razed and the sites are redeveloped with modern structures. There are examples of this cycle throughout the subject market area. Redevelopment projects in the subject vicinity are Ocean Breeze West with 21 homes, Eastview Park by D R Horton, and new houses on West Martin Luther King, Jr. Boulevard. Habitat for Humanity will be constructing single family residences on NW 11 Avenue. Further, there are the new multi- family residential projects on Martin Luther King, Jr. Boulevard and Ocean Breeze East on Seacrest Boulevard. 30 HIGHEST AND BEST USE OF THE PROPERTY AS VACANT Financially feasible use of the land under appraisement is to improve it with a unified project of approximately 46 dwelling units. The most probable buyer would be a regional investor in affordable housing who is capable of qualifying for financing for the project from the Florida Housing Finance Corporation or other sources of funds based on past performance. As will be cited in the Sales Comparison Approach, purchasers of the four land sales are national or regional developers: Lennar Homes LLC, Pulte Homes Company LLC, Stellar Communities. Such companies have the capabilities and finances to construct residential projects in a timely manner. Time for development is now while the market area is in the life cycle stage of revitalization, and the Boynton Beach CRA is in support of new projects. Maximally Productive as Vacant In summary, the Highest and Best Use of the property appraised is for a residential project of approximately 46 dwelling units. Such uses would be physically possible, probably legally permissible, financially feasible and maximally productive. 2-2(a)(xiii) Clearly and Conspicuously: State all extraordinary assumptions and hypothetical conditions; and state that their use might have affected the assignment result. There are no extraordinary assumptions or hypothetical conditions in this report. 2-2(a)(xiv) Include a signed certification in accordance with Standards Rule 2-I See signed certification in report. 31 SALES COMPARISON APPROACH LAND VALUE Ire� ri} •Patin Beach Shores'. � �ixr�ra°Beach• . (I M or Mangama Park I I centum va€ag V4reat Palm Beach r -'7Qa ( ll. )r � Palm Beach west- Gate -- �Goftlen Lakes I I Haver ffl Pahl 9 chr Loxahatchee ,Royal Palm Beach -i1 02 — Lake' I�r •Glen Rrdge wellington LAND SALEN LAND SALE-,prrngs;�., �L�.ke Cia�rke Shores i Greenacres.(�ty— B r Lke�a �I [ wnrth ago at ea uz }}r I 1� 1 ISouth'PaEm Beach '.._...... :Lantana Oat � l ,+ (' _ I Hypo[uxo -. Aanafalran' �I l 'r- -1, i SUBJECT , > I rf I, Boynton Beach®I tl y`{leean Rwge LAND SALE I y Bnny Breezes t I snB � �,IGu6f SCfea�tr bpi LANE ll SAL II � �$Qefray Beach i �� l }(cngs�Pornt' I II II I I I I I 3" whesper walk ## Htghla ndBeach ' Hamptons at rBoca Rahn, rt BOOB BOB .J i I ca Rat6rn �sz7 t bel P,d ar I -- _ � - �•Sandaffoot Cove - J� Br Ir t} rfi4id Beach,,_ _ Parktaud -� •-"l +(I �-�,— SeB ,1 F� •La kev wy ({ rt y ale{ baro Beach Data use subject to license Hsi b Del-orme ©eborme Street Atlas USAV 2449. ® 1 2 3 4 5 15 www delorme.ccm MN(7 4°W) Data Zoom 9-7 LAND SALES MAP 33 VACANT LAND SALE SALE NO. 1 LEGAL DESCRIPTION All of the plat of COUNTRY TRAIL, PUD, Plat Book 131, page 60 RECORDED O. R. Book 32055,page 653,Palm Beach County,FL GRANTOR Country Trails 25 Boynton LLC/Stellar Communities GRANTEE Lennar Homes LLC DATE OF SALE December 23,2020 LOCATION 2600 County Lakes Trail Boynton Beach,FL ZONING Residential, low density DENSITY 5 dwelling units per acre SALE PRICE $2,600,000 PROPERTY DESCRIPTION Land size: 225,379 square feet, 5.174 acres UNITS OF COMPARISON $11.54 per square foot PARCEL CONTROL NO. 08 43 45 3100 000 5050+ CONDITIONS OF SALE Cash sale. Arm's length transaction. CONFIRMATION Don Ginsburg, listing real estate broker COMMENTS The grantor platted the land for 25 single family dwellings prior to this sale. Lot sizes are 4,725 or 5,175 square feet. Project name is County Trails. Grantor purchased the property in November, 2019 for $1,950,000 prior to platting. 34 " Rr,MEr COUNTRY TRAIL PUD THE WEST HALF OF THE NORTHEAST ONE QUARTER OF THE SOUTHWEST ONE QUARTER OF THE SOUTHEAST ONE �1 v,.ay.e M isi a weRv,vau. QUARTER OF SECTION 31 TOWNSHIP 45 SOUTH,RANGE 43 r�@ EAST,CITY OF BOYNTON BEACH,PALM BEACH COUNTY, f¢(Y¶N1b1B] FLORIDA. ,s SHEET 2 OF 2 AREA TABLE K ABBREVIATIONS ( _- —_.-__ Ina "", .xt f I�os F 123 3 � LEGEND c a _� t✓_ r-.� -.,1 m'T,.I—b woa .sm m �°° s r I - COUWRY LWe IT,t�s+,A,ro> /,,,L 1M..�i4Y rmx iIYCfA Y,YaP til +S ra aRe al� � — -I— e0':l SI I NOTES PI _1_am �m t n um i 35 - 00 Q 315V ti�IIIMEtF COUNTRY TRAIL PUD �� Q A THE WEST HALF OF THE NORTHEAST ONE QUARTER OF THE SOUTHWEST ONE QUARTER OF THE SOUTHEAST ONE "a.-OQUARTER OF SECTION 31 TOWNSHIP 45 SOUTH,RANGE 43 EAST,CITY OF BOYNTON BEACH,PALM BEACH COUNTY, M 8C I g FLORIDA. ` 0 DESCRIPTION DEDICATK)NS AND RESERVATIONS HOMEOWNERS ASSOCIATION ACCEPTANCE o ,no 6 .r. SHEET 1 OF 2 to ACKNOWLEDGEMENT LOCATION,MAP NOTES , c_ TITLE CERTIFICATION - iw aumc"u,m"or r„,suso.rsc" "s OF BOYNTON BEACH APPROVAL . SURVEYOR'S CERTIFICATE IC-11 av -,n,." ."c ar . N cal! 6- r u r _ .a. m - 9 .fig , �a1d. IE eW � ACKNOWLEDGEMENT "f.s REVIEWING SURVEYOR w w 77 �,r,�s b�4�7.o11w .• �Qf cw.,�xr�,sro: � re._I�S�ozo J .c«�riUrE a,i,rwav+n�..weca'eji.vo euI" i vvc . eMewwc sue�:.oe soxn-ro" 36 a, 1 •fir tJ s r { it td�_ I, tt z4 Y I t A �f,�C�untry Rd S t f� r i i 4 LA D SALE 1 2600 COUNTRY LAKES TRAIL BOYNTON BEACH, FL 37 VACANT LAND SALE SALE NO. 2 LEGAL DESCRIPTION Lengthy legal description. See deed. RECORDED O. R. Book 32784,page 663,Palm Beach County,FL GRANTOR Elona Henry et al GRANTEE Pulte Homes Company LLC DATE OF SALE August 11, 2021 (Contract date: August 3, 2020) LOCATION 1351, 1283 & 1281 Ranchette Road Greenacres,FL ZONING Residential, low density DENSITY 7 dwelling units per acre SALE PRICE $2,930,000 PROPERTY DESCRIPTION Land size: 460,908 square feet, 10.581 acres UNITS OF COMPARISON $6.36 per square foot PARCEL CONTROL NO. 00 42 44 10 00 000 1070 and 0120 CONDITIONS OF SALE Cash sale. Arm's length transaction. CONFIRMATION David P. Barker, closing attorney COMMENTS The grantee purchased the land unplatted, with three older single family homes on it. While the property was under contract, the grantee platted the land, then closed the sale. The land will be improved with 74 townhouses in a project called Ranchette Square. Projected sale prices of the end product will be in the $300,000s, with three bedrooms, 2.5 baths and a garage. 38 CFN 20210380935 OR BK 32784 PG 663 RECORDED 08/16/2021 10:29:33 Palm Beach County, Florida AMT 1,425,000.00 DEED DOC 9,975.00 This Instrument Was prepared Joseph Abruzzo By And Should Be Returned To: Clerk Pgs 0663-0666; (4Pgs) Dav%P.Barker,Esq. end,Egerton,Bloodworth, o dt Bozarth,P.A. 4 ge Avenue,Suite 700 Orl L 32801 (407) 200 0 Property users Parcel Identifica olio)Number.00-4244-10-00-000-1070 SPECIAL WARRANTY DEED THIS QMAL WARRANTY DEED (this "Deed"), executed as of the -A!�7day of August, 2021, by I. Henry, individually and as Trustee of the James H. Henry and Elona 1. Henry Revocable(Jt as amended and restated U/A/ dated February 23, 2018 (collectively, "Grantor"), whoseing address is 929 Drury Place, West Palm Beach, Florida 334I1 to PULTE HOME CO Y, LLC, a Michigan limited liability company ("Grantee"), whose mailing address is 147 k Blvd., Suite 140, West Palm Beach, Florida 33401. �7WITNESSETH: That Grantor, for an nsideration of the sum of ten dollars ($10.00) and other good and valuable consideration to in hand paid by Grantee, the receipt and sufficiency of which is hereby acknowledged, granted, bargained, and sold to Grantee and Grantee's heirs and assigns forever, the real prope ituate, lying, and being in Palm Beach County, Florida, and described in Exhibit "A" atta o this Deed (the "Property"), subject to the Permitted Exceptions listed in Exhibit"B" atta Oo this Deed (the "Permitted Exceptions'). TO HAVE AND TO HOLD then fee simple forever. And Grantor covenants with Grantee that, at the time of the delivery of this Deed the Property was free from all encumbrances made by Grantor, other than the Permitted Exceptions, and that Grantor hereby specially warrants the title to the Property and will defend it against the lawful claims of all persons claiming by,through, or under Grantor, but not otherwise,subject to Permitted Exceptions. 03375133.vl 39 CFN 20210380935 BOOK 32784 PAGE 664 2OF4 IN WITNESS WHEREOF, Grantor has executed this Deed as of the day and year first above written. Si d, sealed, and delivered resence of: 0 0 Elona I. Henry,individually and as T tee of the Signature o Witness James H. Henry and Elona I. Henry Revocable Trust Q as amended and restated U/A/dated February 23, 2018 Print Name of F' fitness Signai&of Second ss r 4��a Print Name of Second Wi TR STATE OF FLORIDA ) S.: COUNTY OF J , The foregoing instrumentcknowledged before me by means of [f] physical presence or [ ] online notarizatio �U day of August, 2021, by Elona 1. Henry, individually and as Trustee of the Henry and Elona 1. Henry Revocable Trust as amended and restated U/A/ dated Febxua23, 2018, who is personally known to me or who produced el- D. — H 1-60-.20 Y - as identification. [Official Notarial Sea[] No ublic 6t1" �•"M (Print or type name) COig!{8�1011it�08�1 ��NoNmbK1.� eoneeattwfunAereta , Commission No.: My Commission Expires: 2 03375133.v 1 40 CFN 20210380935 BOOK 32784 PAGE 665 3OF4 Exhibit"A" (to Special Warranty Deed) Legal Description IThe North Half of the Northwest Quarter of the Southeast Quarter of the -iortheast Quarter of Section 10, Township 44 South, Range 42 East, LESS the st 30 feet thereof heretofore conveyed to the County of Palm Beach, in the S of Florida, for road right-of-way. LESS AND EXCEPT the following: West 7t six inches of the North Half(N1/2) of the Northwest Quarter(NW 1/4) of th S theast Quarter (SEI/4) of the Northeast Quarter (NEI/4) of Section 10, To 44 South, Range 42 East, lying and situate in Palm Beach County, Flori SS AND EXCEPT the North 14 feet six inches thereof. �o 3 03375133.vl 41 � b �QtiRg . RANCHETTE ROAD TOWNHOMES A PORTION OF THE NORTHWEST ONE-QUARTER OF THE SOUTHEAST ONE-QUARTER I ScQ a PSM OF THE NORTHEAST ONE-QUARTER OF SECTION 10 TOWNSHIP"SOUTH RANGE 42 EAST CITY OF GREENACRESZ 1.1,11.11m ,PALM BEACH COUNTY,FLORIDA. B YEIFF?A MBE.Cx DEDICATIONS AND RESERVATIONS c,r --`�'-°v°—'-- v_. "jjA,11T 11 «.".11—. Tal E�?o `"� : xSHEET I OF 3 11.51ITI.II-10t�apxp aMO, iofi[ r :�04-4171 �r7 «:«+xal[. l(yxq I ,c«[s.�xf.«.ass. ••"°[..«am«...,cox,°...�c cD».,,«s ACKNOWLEDGEMENT :aBfaTIA4 ,r_o.11 Pc..*so.s sw«xa.am.w m TI aoaxo 11 Ilxc«01,o�°Kcs �I, of 02s �« TITLE CERTIFICATION ;T. ,�( «:aB«.°r•m x,s Pnmxcfo_________. a F,_ lF Tl Li-LI11 1-1. u s°oe�Fianan, LOCATION AND KEY MAP _ ° ":"»im 11 Tl.x. s maczsso s w.ss;cxs. PD1os lora»*xn»,x;s«as[»x.T[a».w:s ,«a..°P[,u.. np a. .xa nafx,.;a vasreo;n Pore»mc cowo iirW un y ar.«ncB[s alx x,, a o1s s va [a »mM;a:;°»f.F:x[I' — --- ------- o:a t' .P s.""::,° io F° :"x..E`L §gEf «o'TMT amu; wa «l °nt.wSx:`F°�«x.4,0..`DTT°x ' M. r—I - s °'°e.Aii:i;oa°f.°i:%"'.�sssxdEsis»`,` ACCEPTANCE OF RESERVATIONS _ o e.rx;s AREA TABLE jp* fxcu �ECSf" oa`xtcxf.k"o«K ,s s°P.assms ,x ., .. `OS,a„ra ml. ox.o.,e°,xis»gym`, T-1 .ao.,sa ss �`�'�p0oaTxF`s°c"o�:B.aw x` .;Ts s°cc.ssms.,m sss;axs..;Txmr Bfcmns. ,,�« n ;«c.. SURVEYOR AHO MAPPEWS NOTES: s��yym``.SO..`n'Lv'iry�°x�'` «fnsbE4i6-aeF'�F"FA€-si6€Fi ;Ts 111—All III—nf<Buasa,°Txe.;:1 os s CITY APPROVAL a o"6 ST TI 4 i°I I. al ACKNOWLEDGEMENT �` °ut `«":;4a` fm Pxos;,.;rz smcfsscas.w......»`'A`c[ss m sranr,T.B wx.aKyr ;4ir v ,«o o«e;x,u F,cu;nas.o<.rzo ssmsx,co x.,[n x,«,°[xa«, s. "s°B°"x°I—E'riKa"" o ax."w':`[sfxi':�4:W, °"en1,10ass I a F;"o:sso�';:xia'"I I wcai's`onss",,«ox12:'_ .i' 41TI»+°a»ar;c;uv;[s.x°..c.Px; n.rP«°vns wS G`ILII I,. IAT1I 11 1 1111 a Tr .cM ; er._. .___ _______ wffru FgmK. - - t-x t-A ��jQ( RV cio°1,1 ` TI lf DIFFERENT TIFES1(FI° f.sascx,s.«°Px:v s,acan.ssoc;.no r. DA�i . aBEcxoII «�fBBfxfm»oi:a:�z`,r.a. aAll III% t� x R° f F °I is 1 °Y w ux--a:-c irate:- ' .x«,s. lis°e i a°su"sa.�°i:L°wwr f«c�.ssco e.rx:s P.,r«:cx;s,ssm;,.I x:T«Txf°nux<cc oF1vu:c ixc.,.fin.;D,cm Bfx. xs;c cno«w r«f suw;v;oc°.umswT+a`"x{BeB ITn;za son III—FuxFosas.n. Txa co1B«.T;m,«° n.. suP..�°v w.»ca.cess[.0 m«es s«wucfc_.._____ ,s i TI-Ar;a. w..«.°[s,sr.». __. °«s. °_ ITsucam[°a «o Txs r.[."[saoT.:os»T;c;rr f<zau:«u w»«:xc.ox.c[x..«o 7 1111 W C IT OF REVIEMRNO SURVEYOR ._ _ 7lEeT n,.c�: .afs °«.,. os. :".`:i«Es°iiEc°xiiws°ic:nai.w`cwvas "t`»°m'" - � "''� s°a I. SURVEYOR'S CERTIFICATE u;�.nim r ca«;ss:°x vf'�iirrcr"E:si«°:�iPP`c��ii«E°.'aF��° �`o Si W E �x Aw. « E€�aT�` m[::o« TlT «: !0 lIKR I I:;T;E;,; E«x�za,P1axaB ar Axa s;T. m. of F".EOY;p4` .. IE,A&a. b«aE�S�w sT. _xoa._.s_ _ »Tr IM »,. . .. V <s .xa wa T 11 K « l I iFIFN:cu°a`ir1°P i1 cE..;s;<,T:m1 11- „ax IN —PIT1111'I'All f t —/M1rME� S4NNl xB rawAs ";yip,w« =a=` Ak I i 42 �pyMEtF RANCHETTE ROAD TOWNHOMES Q q A PORTION OF THE NORTHWEST ONE-QUARTER OF THE SOUTHEAST ONE-QUARTER OF THE NORTHEAST ONE-QUARTER OF SECTION 10 TOWNSHIP 44 SOUTH RANGE 42 EAST I CITY OF GREENACRES,PALM BEACH COUNTY,FLORIDA. ABBREYNTgNS: s_�x, �"��� ► �.. z9 cr Noml COORDIIATEE BEARRM ANO DISTANCES SHEET 2 OF 3 e 5 _ .?8.. °,. x cm»r.u`, .�T TIMI c.sE..r I III NEY NAP .00r >law x AT n_i cl 7.0;'p osF a r i1MBacz., .a ,aka.z izno.E — I ` — I- 588.39'26" fiBt.fi3'N _ - _ I MT41RA — ------------------ ----------------°° 9°.oa -- w , 0 SGTid" ,e'66 'S6 �.IIOI fJb o3' 16W,J L'6—� JttTa,a �72- � �mi a 8 s Ri rR s i A s w 20 B S is o D Quo s ------------------------- �qa I I _ z�I In �ur°�I) q�zq. -I Rzno sro�so,�>ezR za�o srP� R I j ti as 0 00 3000' 3°.00 ,9.00',9 I18b eoo � s 'fM1 s9B zM MCMB Imo! 833.ia "' S: li —T— P -- _I3J00 ._._.__�_ -_ _._._. -_._ ._._. - ._..__.... _fie 6 _._.5-�a t. TRACT R h:. 8 a° 81 ....... __ �9_ A +_ 9 $ n ,_0 0 Jz.50'I IJi.O 30. 3.00 J. 9.0 saA Oc9 5Ts 2S= . 71 J '1 2 a - .anise•„l ie` naz Jfm q EezQ yza 6 65 W88�6J i. E8 9 I T2 R i$¢` tR o l v 8) grza u z A ze>0 s z0 4 Rzez °.azre sr I "S § - AI I� 22 8 � :< Y gi YI Ig 4I �� II ole s< a s so'T„ n I zJ Y t Lzl a +,. o Cw' J3.50' J4.J' 9.00 ae •000 e° Jc. an , MATCH LM '�SdS_4T.',35'bS f—'T__+__— sEE sMEEr 3 m g. 43 N"`bRTMETF RANCHE77E kOAD TOWNHOMES Qa q A PORTION OF THE NORTHWEST 0 E-QUARTER OF THE SOUTHEAST ONE-QUARTER a `y OF THE NORTHEAST ONE-QUARTER 0 SECTION 10 TOWNSHIP 44 SOUTH RANGE 42 EAST /�J f CITY OF GREENACRE t PALM BEACH COUNTY,FLORIDA. 15(XJ 11 rte.an z„se �6 evW,gl/a: A•E.]E�xr NOc MINATEIL BEARINGS AM OWTANM U¢ TwE up n�E.s m., wllacx. i 11— <E `fC6 wP R x a,¢„s.¢m y "' c.socx. ¢- wa ei`�9'n >o,xsr.�xr,am,o,usr z�c seB•p5'1._. 2. rx,cr ,¢ ¢v¢. SHEET 3 OF 3 E s5 / w>xa PaI", NEr wB oETAu. e see sNEET z MATCH LINE s - I �— sae•.¢soE wa aa' 5 pg SBD 4E T-7 3 s --------------------------------------__.______—____. _ ____ N93189I E{ I '� o r� Jda- • I IM� 25 ao�x,ao xee°x650' 00 „ � i I I __ •�¢ec I I I g -- 27, 54 b 93 a� { f $ v xee•ws'bsc i - I o'I, 20 i Q m z I I IP�� v u I I `� Natl•.¢'S0' _� j I I a l 9 Sol I I I�q 29 9 II 1 e'.e�S ---------------------------- ---------- 3 — - _ -____—_— I r t: 1 L ee ao voo .o nasal w °"-`a�n° ------ e� 3 , rho 3 I '6 8 1 s9900 xea•4¢'6 21. j JSS8 I gS R p �s IR .00 8 ,e 00 t0 2 _ ^1 y >I.� p4 W .saw Y hP as 8 g TR Cim- 44��Eo Opa.0 0. -� w139 0� xxro uP� _ IS j 3 8135 8 & 31 ':,I >¢a2 —T-1 36 RI J9 4a o i - xee g W I >o I 4Iu 50 c i I n 1 w s , �¢ I 1 >c 0 o a u I €I �-� rRncT n " 8 ____ _ I o I j I 8Ib N ]50 20 .1 �.u'[- 8 _ __ __ ----------- __ _ _ I r� a 1 t bee a 5, m tmt Bain id�'{i9;b1'I e7�Sb.W }�TSDS idb0'�tH 6d�3>'0�� W _ a _'r— N9e•ac so 44- nar' TRALT 51a.+a' .e.c.u.e. N .. .. _ sxwuxr r NBB•a0'O3"W 600.x4 ix.,cr -.s Ut xw,sE/%s[nex,o as az r - xe4 ¢5Ja t o etJ> 'PBIE0.'000 LMtE" _E. 4 Pulurn N ea>¢a. ------------------------ I I 44 ,r A �`y 1 k ,fir E W kf 1 I I rcr I �b I S LO 01 t! il 1 i r Ii A d trrsrrsaaN i4e,"� " � u c�[leIdlllq h�M , 4 1 I � r3 VACANT LAND SALE SALE NO. 3 LEGAL DESCRIPTION Lengthy legal description. See deed. RECORDED O. R. Book 31431,page 1454,Palm Beach County,FL GRANTOR Andrew Podray GRANTEE Barwick 40 Delray LLC DATE OF SALE May 12, 2020 LOCATION 13038-13132 Barwick Road Delray Beach,FL ZONING "RH", Residential High Density Rezoned to"PRD-6",Planned Residential Development DENSITY 6 dwelling units per acre SALE PRICE $3,250,000 PROPERTY DESCRIPTION Land size: 290,545 square feet, 6.67 acres UNITS OF COMPARISON $11.19 per square foot PARCEL CONTROL NO. 00 42 46 12 00 000 1020, 1050, 1060 CONDITIONS OF SALE Financing provided by New Wave Loans Residential LLC in the amount of$2,400,000 at the market rate of interest. Arm's length transaction. CONFIRMATION John Csapo, listing real estate broker COMMENTS This property was purchased to construct 40 single family houses. The developer is Stellar Communities. Grantee paid for the property to be annexed into the city of Delray Beach and to change the zoning. In return, the property was purchased with a contingency contract until the changes assured. Name of the new project is Banyan Court. 46 CFN 20200169898 OR BK 31431 PG 1454 RECORDED 05/16/2020 12:48:59 Palm Beach County, Florida AMT 3,250,000.00 DEED DOC 22,750.00 Sharon R. Bock This instrument,prepared by CLERK&COMPTROLLER (and after recording return to): Pgs 1454-1457; (4Pgs) *F' ority Piazza,Fres. Title Company ongress Ave. Suite 104 BoyntonRj &ch, F133426 �W- Property A ser's Parcel Identification Number(s): 00-42-46-12- -1020; 00-42-46-12-00-000-1050 and 00-42-46-12-0 -01060 0 SPECIAL WARRANTY DEED 0 ANDRE ODRAY ("Grantor"), whose mailing address 800 North Road Boynton Beach, Fl. 33 consideration of ten dollars ($10.00) and other valuable considerations received fr WICK 40 DELRAY, LLC, a Florida limited liability company, ("Grantee"), whos address is 2800 W. State Road 84, #118 Fort Lauderdale, Fl. 33312, hereby grants and eys to Grantee the real property in Palm Beach County, Florida, described on the attache 'bit A, along with any rights, privileges, hereditaments, appurtenances,and easements rela such real property. This conveyance isto the matters described on Exhibit B, but this reference will not re-impose same. t **Grantor warrants that at the time of this conveyance, the subject property is not the Grantor's homestead within the meaning set forth in the constitution of the State of Florida, nor is it contiguous to or a part of the homestead property. Grantor's residence and homestead is 800 North Road,Boynton Beach,Fl 33435** Grantor hereby covenants and warrants that the property is free of all encumbrances except as otherwise expressly provided herein,that lawful seisin of and good right to convey the property are vested in Grantor, and that Grantor hereby fully warrants the title to the property and will defend the same against the lawful claims of all persons claiming by, through or under Grantor. DATED this_L2 rday of1-04r 0. [SIGNATURES ON FOLLOWING PAGE(S)] 47 CFN 20200169898 BOOK 31431 PAGE 1455 2OF4 Sign nce of 0 (print �� ANDREW V ODRAY 0 (print n e): STATE OF FLOREDA.V COUNTY OF PALM B The foregoing ' bras acknow ged before me by means of[ ] physical or [ ] online notarization, this day in the year of 2020, by Andrew V. Podray who [ ] personally known to me or [ ] h duc d a driver's license as identification. MY COANggglpN 0 GG M207 Bo FeatY2,2024 nm,Notary Pylic u „ Now/y"s Special Warranty Deed-Page 2 48 DoublerrmeO CFN 20200169898 BOOK 31431 PAGE 1456 3OF4 0 EXHIBIT A TO SPECIAL WARRANTY DEED Property Description 0 A parcel o lying in the West One-Quarter of the Northwest One-Quarter of the Northeast One-Quarter of Section 12,To p 46 South,Range 42 East,Palm Beach County,Florida,and being more particularly described as follows. Commencing at tquarter corner of Section 12, Township 46 South, Range 42 East, Palm Beach County, Florida; thence Sou 01*14'31" East along the West line of the Northwest one quarter of the Northeast one-quarter of said Section 12,a d4&of 90.08 feet;thence South 88°53'46"East,(Departing from said West line),a distance of 40.03 feet to a point o East right-of-way line of Barwick Road, said point also being the Point of Beginning; thence South 88.53146" E parting from said East right-of-way line),a distance of 297.47 feet to a point on the East line of the West on r of the Northwest one-quarter of the Northeast one-quarter of said Section 12; thence South 01009'33"E said East line,a distance of 979.89 Feet;thence North 89'22152" West,(Departing from said East line),a distan o 5.% feet to a point on the East right-of-way line of Barwick Road; thence North 01.14'31"West along said East way line,a distance of 982.45 feet to the Point of Beginning. �v Parcel Identification Numbers: 00-42-46-12-00-000-1020 00-42-46-12-00-000-1050 00-42-46-12-00-000-1060 49 BANYAN COURT 1110 Paltll O<na OIRaAF a -aW w SflCMI 12 T M IDYR4 RMa u FAST, I 1 ® ary v<mar SFAaL wwr sfAa aurr,qaw s®�y {HQ 16RNIIFIsf MT wA}PAilD N _ M10 P.UALY."lf � I �tl taw fY aM WIEEIFFR.INC. 'ZIM c ;.ow aAon Aaw.■Aa,ao - i ,�lIF7. mom Rama nw-(eF;}wF-ron � __� "wm ii` sv""iwo� wii .^�awr �m��" amw'vas•w TAaILM DATA m x wws v rat s.N was rsa-a"-w.ssc"aarn¢s w.a ;ancArgs aoER A1D CaSSflIT: - `% A000PTAMLE 6 RESMAM.S: 1 I Al s - 2 1®1R1L nOQ SIIQT sms[mun.. •®�- -_. �._ c�fi----7 n.em��.s90��o n <w nd sue •m^ ss�m .. +wn P.4_Bt s.£___ -1e-.- ooi sM �s"'•�n w`i v�'���wo ^ , •`Mmi'a ows.o x on s uun sass rsm �"^aa we,a amsne u mt '^' RAS�' _�� ",�..3..�'N.'L�n.e,�s �- �C ._.- 2 meq. a.oESs ry®L���t� mei�ie� r1aM0r�lwEODyG.E1�b1�T:� •. 'sw[�wswra¢tl�w rwms� vl we m aortae � mn�v__AL IIsL___.. .fin w noo• 4 IYalal•wsmO�T➢I qI4 tl mu.s.o..r�nms p - oN i w�® NEWING SUR*-IV S STAG T-. �E "w p(nwaE. m o asN amc.wt.n uta aro amen.Sw. Aae4om EDmWff: tlw.aqui b 2!L r.a s�"tea n nasi i s`®`iam�s.. .v.r i. wuswv v x an s mruv �'m rs¢vn nN mrt¢ww®s n ss�iOMi�0�1. r Rs rrawzs. ��ryuE�{�aw�iwEwo���iwn�_s�o�^^rai W,iu'ro nv w� �pw a�i q .a w�u �/ �'•» 1 ®n ve y�� n x s^or..w smnf v w¢wco¢wt e.o�c m�a - �"• �'��� �tl�imw.s�•it;�s�c�pfp .w.•s.a �Si m�[S o i �snsExs u«e •sOm n�� rE r�—mica r� •R `"�" an APrRwu� 2—r naaroammMMT: " 's 50 Ms RanuRw.ars wnnen n �p� OtM P.IJIOIfr,%S OOY.OM.�+iM10 MY 06f.NG6_ .�.. BANYAN COURT ow�s_nL.�as_yK,4,� mw.Parnat a•n[.apnrnsr ac-awrn a gcna ri m w S-K w u rm,. rsm angio Rma axR: arr a miur Enos PNY E�oa,Rrr,namr 91 �� earw Rnm..rwo. ixw-(swFMa-»a *lPill, _- .- -- - NORTH - 99 i' 44 _ CM' .aawiai y �]9 - g� UtzIx LAD Lam ----------------- y �. ---J----------------=—�==1=— saw .�...... as �� . 51 rAf■csf n aad M9FFFLR 9iC. BANYAN COURT <mana arrw Aw awAAEs WEER-nrW-wA,EYaaE E1R A HTlall Q IIE IQ.EtSI OE-0WlRR Of 9E:aa,fi laall9i b 9aflal aMa.Z 11[ASf, w_^ f'�" as goo auoa Awa snc foa En or naw aoG MR nolo{dSlds-pwla-nn I.=shm B 59 11 x qmw 9 or 3 lit , mwx�f M 4i // NORTH i 1 ;�� �"� auwa�aauwo 9a - � awrfK scram L-7 9( F;� a..� ` fcafo�AE.xeAAnws F ;s3 ms,�..., &eI Ems' a 52 r II - li I I Bill � � III j VIII fi � i I {i if t l it ll�il I . I 1u Sylvester Palm Or v � 0 to u c � 7 Iu Plrae Uee 7r Ru' Buttonwo qtr i�zti Sun dse Blacd h P x l � " I S' LAND SAL 3 13038-13132 BARWICK ROAD DELRAY BEACH, FL 53 VACANT LAND SALE SALE NO. 4 LEGAL DESCRIPTION Lengthy legal description. See deed. RECORDED O. R. Book 32129,page 806,Palm Beach County,FL GRANTOR HDP Ranchette Lake LLC GRANTEE Lennar Homes LLC DATE OF SALE January 19, 2021 LOCATION 1200 Ranchette Road Greenacres,FL ZONING Residential, low density DENSITY 5 dwelling units per acre SALE PRICE $3,828,000 PROPERTY DESCRIPTION Land size: 371,342 square feet, 8.52 acres UNITS OF COMPARISON $10.31 per square foot PARCEL CONTROL NO. 00 42 44 10 37 000 0010+ CONDITIONS OF SALE Cash sale. Arm's length transaction. CONFIRMATION Christopher Fiegen for grantor COMMENTS Grantor sold the property platted and partially sold to end users. Entire project contains 44 lots, with 33 sold in this transaction. The project is called Ranchette Lakes. House and lot price range is $367,000- $450,000. 54 CFN 20210036424 OR BK 32129 PG 806 RECORDED 01/26/2021 11:52:00 Palm Beach County,Flonda AMT 3,828,000.00 DEED DOC 26,796.00 Joseph Abruzzo Clerk Preyared by and return to: Pgs 0806-0807;(2Pgs) Todd k4urber,Esq. P Ind Title Insurance Agency,Inc. 830 . venue Delray ,,FL 33483 561-368- File Num I_AW67 Will Call % Space Above This Line For Recording Data] 'If00F Special Warranty Deed This Special Warn Deed made this 19th day of January, 2021 between HDP Ranchette Lake, LLC, a Delaware limited fat .' -company whose post office address is 908 Main Street,Evanston, IL 60302,grantor, and Lennar Homes,LLC,a FFlimited liability company whose post office address is 8895 N.Military Trail,Suite 101-B,Palm Beach Gard 10,grantee (Whenever.used herein the temps tx indude all 9re parties to this instrument and the hews,legal representatives,and assig is of iudividuek, and the successors and assists of artd tmstecs) Witnesseth,that said grantor,forideration of the sum TEN AND NO1100 DOLLARS(SI0.00)and other good and valuable considerations to said hand paid by said grantee,the receipt whereof is hereby acknowledgert has granted,bargained,and sold to the said grantee's heirs and assigns forever,the following described land,situate, lying and being in Paim Beach County,F ,to Lots 1,4,6,7,8,.9,10,11,12,14,1 1 18,20,21,23,24,25,26,27,28,29,30,31,32,34, 36,37,38,39,40,41,and 44,of TTE LAKE,according to the Plat thereof,as recorded in Plat Book 126,Page 118,of the PubPe s of Palm Beach,County,Florida. Parcel Identification Numbers: 00-42-44-I 3 010, 00-42_44-]0-37-000-0040, 00-42-44-10 37-000-0060, 00-42-44-10-37-000-0070, 00-42-44-10-37- 080, 00.42-44-10-37-000-0090, 00-4244-10-37-000-0100, 00-42-44-10-37-000-0110, 0042-44-10-37-000-0120, 00-42-44-10-37.000-0140, 00-42-44-10-37-000-0160, 004244-10-37-000-0170, 004244-10-37-000-0180, 00-4244-10-37-000-0200, 00-42-44-10-374000-0210, 0042-4410-37-000-0230, 00-42-44-10-37-000-0240, 00.42.4410.37-000-0250, 00-42-44-1037-000-0260, 00-42-44-10-37- 0-0270, 0042-44-1037-000-0260, 00-42-44-1037-000-0290, 00-42-44-1037-000-0300, 00-42-4410-37-000-0310, 00.42-44-10-37-000-0320, 00-424410-37-000-0340, 00-4244-1037-000-0360, 00-42-4410-37-000-0370, 0042-44-10-37-000-0380, 004244-10-37-000-0390, 00-42.44-10-37-000-0400, 00-42-44-10-37-000-0410 and 00-42-44-10-37-000-0440 Subject to taxes for 2021 and subsequent years; covenants, conditions, restrictions, easements, reservations and limitations of record,if any. Together with all the tenements,hereditaments and appurtenances thereto belonging or in anywise appertaining. To Have and to Hold,the same in fee simple forever. And the grantor hereby covenants with said grantee that the grantor is lawfully seized of said land in fee simple;that the grantor has good right and lawful authority to sell and convey said land;that the grantor hereby fully warrants the title to said land and will defend the same against the lawful claims of all persons claiming by,through or under grantors. In Wituess Whereof,grantor has hereunto set grantor's hand and seal the day and year first above written. DoublaTtme® 55 CON 20210036424 BOOK 32129 PAGE 807 2OF2 Siga4 sealed and delivered m our preseow HDP Rancheee Lake, LLC, a Delaware limited habjWy Company u „(1 By:BDP Bhse[avestincals,LLC,a Delaware lined ' O liabift may.Its Mwager By: HDP Blue Hsoldhtgs,L LC,a Delaware limited 1 sM7ity company,its Mardagar By. Labe Capital,LLC,a Delaware limited liability � `,Manager ' 1� Vj4qs By: s Nance er el0 _ U311i Stam of I M06 County of I7fe faregomg instrument was aclolowleIpd O means of presexioe or oaliae noiariration,this IMh day of Jaaaary,2U2 1 By ilbI kim a Lake, i ` liaby company,By MP EOMs kmstmmnts,LLC, a Delaware limited liability company,hs Manager,By HDP Blue Holdings,LLC,a Delaware limited liability company,its Manager, By Crass Labe Capital, LLC, a Delaware lianted liability company, its Managm, By Christopher L Regan, Manag+mr, on behalf of the company. He/she�rpwonwiy known to meW(pq has pro&wed a drives hcaoae as identification [Notary seat] uc Printed Alamo: 00(o DrAdVWnWAD p�mi seep my commission lam:NowyPubft sate of mom 8 2� My De f eKpku 12Jt "M *decd W&—w Deed-Pegs 2 DonbleTima° 56 Eaoi80330So RANCH97TE LAICNORIHEAST AR SECVOM 10.TOrMA194�PMT444 SWVI�ERANM 42 EEAST.T,Eri—OUW EWLH COUNTY,FLOMA o tltl 1 I' �twlllC—cAtiBeEAH Y&Oj"r.Mac. 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SECTON 10,TOMN90P M SWT4.RAtM�a7 EAST.PAW BEACN COIAITY,ROFimA 'c A 81 LL.IIA O•.�f PNY ll[M1.flLm.SNI! k- y �,� tsnaea-,ew NORn+. � c ( ( 7 - - - - - - - - - - yanaflNEmer'Yaw9 _ _ _ _ _ _ _ _ _ _ _ _ _ N TTM NMT f _ �- 15 R t BMW 3 0!9 g { " d� \ \s`� ' .res i��-•_c r� �a g i I `S_ .74 i 1 -- , --------------- -_ ,mm___L 1 8I 15smmwrr.nmwPRPCarm'z�mrcrmm�wr�"�'Mar'.bfsrz 43 TRACT L2 Lv.a. I • ( g - ----„-_-- r = y42 lU 94 -_D�21� I I� ------------ -- - i -----4 i s ` I s v za 25 1 I a a 19 ,g 1 .mom a A <»< .. ae I 35 3A 1 37 32 31 K 18 I9 j 8 �B $ t f I I i (mrexs�w �uc A _ UMPLaTrtn `e�+°groi.awrr.:n rmem us�,ob. _ 58 RANCREM LAKE ATI.M77MrGPIBBEAN YAPPWG.BIC. A PORTION OF THE "- gT Icy nI,IEs'r pay lAp1 Rpp�swu NORTHESTSE R11K,SECTION 10,TON9lPMSCUTN,RANG t2 AECOUNTY,FLORIDA JlNORTH �aarr. lNix we awe u�am.�unwr.n 'Um ZU,7US- SEW P Or 9 , � rop --i-- , SF�FD/>89S11A]MJ16 I W I , 1 93s`ApI�§ ffi88^__ �i ee �a I ij� f a g ,Sim' I V�'� _ �i I� ' iRA[T i I 5 ii I iau;i f U P AT1ED iI S _s4 G — — _— — — — m&Tm LRE sMw 9 Or 9 59 W O W O 7 LL O i W ti ^ O > N +O+ 7 N n V N 6 7 Q � {n u V O O O O a` oo � C O Ln o o Io C11 0)LL Ol N Om 3 N In Q w C W 0 0 a.. y OO O O E 00 °1 0 s o 0 0 o vOi s rn w m m to W W � a R 0 y 0 0 0 0 u O m O Ln vi a N o 0 0 0 rn rn m Q Ni In In a N 7 0 0 O O 0 0 O 0 � 0 0 0 � -y o m O+ Ln N 0 Lr + Lr O O 0 W + C y O N 0 I, LQ r, 0 � O � C C O Q Q Q V�1 Q f0 Q O Q Ln I, to M O O Ln O O Z Q Q v m m 0)b.0m - Z V ON v 3 v 3 a v 0) 3 m ir W Lf N W W O I, a LL m . C � Ln L m Zo � Ln O O' 6 0 06 4c in N a N m o N a o 0 o n o W o V O L�i1 O Om O m D O O O m O tico a N W G N N M N J F 0 i O O 0\ 0 Ln cliN N 7 Ln- co LnO > m �Q W z W O ,� o Z LL N F J m m C c t N LL J V LL ca Co W J 71 i 71 i W N 0 0 Q yam. m N V m m N CO V f6 CO W i C (, O O O M T O O 7 Z >• W0 c m ` to Co Q O [O M M N W 71 N N Z 3 !% z a J SALES COMPARISON APPROACH LAND VALUATION Of the several methods to develop an opinion of land value, the one considered the most reliable is the Sales Comparison Approach. In this method, sales of similar vacant parcels are compared to the site concerned; then adjusted for differences to arrive at land value. The steps of Sales Comparison in Land Valuation are: 1) Locate and collect information of recent sales of sites most similar to the land being appraised. 2) Verify the sales information with the most reliable sources, including details of financing and any special considerations or non-typical market features. 3) Select relevant units of comparison and develop a comparative analysis. 4) Compare and adjust the sales to the subject using significant, market-derived units of comparison. 5) Reconcile all value indications from the comparisons into a value opinion by this approach. Highest and best use for the appraised land is to improve it with a medium density residential project of about 10 units per acre. Land size of the subject 201,778 square feet or 4.6513 acres; zoning is "R-2", One-family or Two-family Residential District. The subject market area is in the revitalization stage of its life cycle. A search was made to find recent sales of tracts of land purchased for low to medium density residential use. With a scarcity of such parcels and few of them selling, the search covered central Palm Beach County. Of the sales reviewed, the four that are more similar to the subject are included in this appraisal. Details of the transactions are on the sale sheets and chart. The unit of comparison used by buyers and sellers of residentially zoned land is the Sale Price per Square Foot of Land or Sale Price per Dwelling Unit. With the sales having various densities and the density for the land concerned not yet known, the better unit of comparison to use is Sale Price per Square Foot. The range of unit prices of the land sales is from $6.36 to $11.54 per square foot, before adjustment. ELEMENTS OF COMPARISON Elements of comparison are the characteristics of transactions and properties that cause variation in prices paid for real estate. The Appraisal of Real Estate states that there are several basic elements of comparison that may be considered in sales comparison analysis for land valuation. The first group is termed transactional elements being: real property rights conveyed,financing terns, conditions of sale and market conditions. Adjustments for transactional elements are made, then, attention is focused on the second group,property elements. This second group of property elements consists of location,physical characteristics and use. (Continued) 61 SALES COMPARISON APPROACH (Continued) Real Property Rights Conveyed A transaction price is always predicated on the real property interest conveyed. Property interests conveyed can either be fee simple (without tenants) or leased fee (subject to leases). An adjustment for property rights conveyed is based on whether a leased fee interest was sold with leases at,below, or above market rent. The interest valued for the subject property is fee simple. The land sales were all conveyances of fee simple interests without leases. No adjustment is necessary for this element of comparison. Financing Terms Financing terms may have a bearing on the price paid for a property. Such terms that may affect price include assuming a mortgage at lower than current interest rates, the seller paying a buydown for the buyer to have a lower interest rate, or the seller providing financing for a transaction at lower than typical institutional rates. In all of these cases, the buyer could have paid higher prices in such transactions to obtain favorable financing. The reverse is also a possibility in which lower sale prices result from above market financing. Sales 1, 2 and 4 were cash transactions, the most common method of purchasing vacant land. With third-party lenders readily making loans even on vacant land,the grantee of No. 3 took advantage of this situation and gave a mortgage to a loan company. Loan to price ratio was 74%, requiring the borrower to have equity in the land. The financing terms reportedly did not have a significant effect on the price. Therefore,no adjustment is made for this element of comparison. Conditions of Sale Condition of sale addresses the motivation of buyers and sellers. Such motivations include a seller accepting a lower than market price for needed cash, a lender selling a previously foreclosed property to comply with regulations imposed on the institution, or a buyer purchasing an adjacent property. Even arm's length transactions may be the result of atypical motivation, such as lack of exposure time to the market,the result of an eminent domain proceeding, or tax consideration. None of the land sales are transactions by lenders after foreclosures of prior mortgages on the properties. Grantees of sales purchased the properties to construct new housing on them. Each of the parcels was purchased for a specific project, not speculation. Conditions of sale for the transactions cited in this report appear to be typical for the market they are in, with no adjustment necessary (Continued) 62 SALES COMPARISON APPROACH (Continued) Market Conditions Comparable sales that occurred under different market conditions than those applicable to the subject on the effective date of the value estimate require adjustment for any differences that affect their value. The most common adjustment for market condition is time; however, the passage of time itself is not the cause of the adjustment. Market conditions which change over time are the reason to make the adjustment, such as appreciation or depreciation due to building inventory, changes in tax laws, investor's criteria, building moratoriums, fluctuation in supply and demand, et cetera. It is also possible that there is no change in market condition over time. There is an upward trend in land unit prices in South Florida, due to scarcity of developable land. The upward trend is accelerating more rapidly even than the annual inflation rate. The upward trend will level off, but the price increase will remain in place. Each of the land sales is adjusted upward 10% annually for market conditions to the effective date of appraisal. The amounts of the adjustments are shown on the chart. Adjustments for transactional elements of comparison were considered; now, property elements of comparison are addressed. Location The location of a property is a key factor in prompting a buyer to purchase it. Location encompasses many aspects such as road frontage, access, proximity to other competing properties, proximity to a market that will use the goods and services housed in a property, governmental influences, average daily traffic flow, etc. Typically, properties in a neighborhood share some of the same locational characteristics such as age, condition, and style. The appraised property and the land sales are in central Palm Beach County, with the subject being the eastern most. Although there are some differences in the specific locations, they are not significant enough to warrant adjustment to the sales for this element of comparison. Physical Characteristics Physical characteristics to be considered for adjustments are those that cause a difference in price to be paid by the market. A wide range of such items includes land size, shape, frontage, depth, topography,view, access, functional utility, degree of readiness for development, et cetera. The land sales have a size range of 5.17 to 10.58 acres, with the subject at 4.65 acres. There does not appear to be a direct relationship between parcel size and price per square foot. The more significant aspect of physical characteristics affecting price is stage of development of the site. The appraised land has zoning and land use in place which could permit a project of about 46 dwellings. (Continued) 63 SALES COMPARISON APPROACH (Continued) Land Sales 1 and 4 were platted when sold. Conversely, Sales 2 and 3 were not platted or approved for a specific number of dwelling units. The development process requires about a year to complete and the expenditure of funds to pay for professional fees of legal services, planning, engineering, et cetera. Grantees of Sales 2 and 3 expended the time and costs to have the parcels platted and other changes made to permit future residential use. These sales are inferior to Land Sales 1, 4 and the appraised land, and are each adjusted upward 10%for physical conditions. The amounts are shown on the chart. Use For sites to be comparable, they should have similar uses. The highest and best use for the property appraised and the sales is for low to medium density residential projects. No further adjustments are made for this element of comparison. FINAL VALUATION The adjusted unit prices for the sales are as follows: Sale No. Adjusted Price/ SF 1 $12.98 2 $ 7.41 3 $14.77 4 $11.60 The range of the adjusted sale prices is from $7.41 to $14.77 per square foot. Adjustments were made to the sales for market conditions and the physical characteristic of stage of development. Each of the land sales has some similarity to the subject; however, Land Sales 1 and 4 did not require an adjustment for physical characteristics. Land Sales 2 and 3 are adjusted for physical characteristics, with adjusted unit prices at the ends of the range. Greater weight is placed on the adjusted unit prices of Land Sales 1 and 4, with fewer adjustments. Considering all of the foregoing discussion,the unit value of the appraised property is $12.25 per square foot of land. The quantity of the comparable is sufficient to observe market activity in central Palm Beach County for parcels that will be improved with low to medium density residential projects. The quality of the data is good in that it provides a sound basis to develop an opinion of value for the property under appraisement. Based on the analysis and conclusions presented within the report, it is our opinion that the Market Value of the Fee Simple Estate of the Subject Property as of March 15, 2022 is: 201,778 square feet x$12.25/square foot=(rounded to) TWO MILLION FOUR HUNDRED SEVENTY-TWO THOUSAND DOLLARS $2,472,000 64 CERTIFICATION I certify that, to the best of my knowledge and belief,the statements 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,unbiased professional analyses, opinions, and conclusions. I have no present or prospective interest in the property that is the subject of this report, and I have no bias or personal interest with the parties involved. The appraisal assignment was not based on a requested minimum valuation, a specific valuation, or the approval of a loan. My compensation is not contingent on an action or event resulting from the analyses, opinions, or conclusions in, or the use of,this report. I previously appraised the property on August 10, 2020. 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 the Standards of Professional Appraisal Practice of the Appraisal Institute. The analyses, opinions and conclusions were also developed and the report prepared in conformity with the Uniform Standards of Professional Appraisal Practice, which is included in the Appraisal Institute's Standards, and Chapter 475,Part 11 F.S. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. The use of this report is (also) subject to the requirements of the State of Florida relating to review by the Florida Real Estate Appraisal Board. I have visited the property that is the subject of this report on February 25, 2022. Jesse B. Vance, Jr. and Claudia Vance are responsible for the analyses, conclusions and opinions concerning real estate set forth in this report. No one else has provided significant professional service to the persons signing this report. The Appraisal Institute and the American Society of Appraisers each conduct programs of continuing education for their designated members. As of the date of this report, Jesse B. Vance, Jr. and Claudia Vance have completed the continuing education program for Designated Members of the Appraisal Institute. Continuing education programs are also completed for the American Society of Appraisers and the State of Florida. March 15 2022 Jesse B. Vance, Jr., MAI, SRA, ASA Florida State-Certified General Real Estate Appraiser No. RZ-85 CCS' March 15,2022 Claudia Vance,MAI Florida State-Certified General Real Estate Appraiser No.RZ-173 65 CERTIFICATION AND LIMITING CONDITIONS The statements and conclusions contained in this report,subject to the limiting conditions hereafter cited,are correct to the best of the writers'knowledge. I. The undersigned have personally inspected the subject of this report. No pertinent information has been knowingly withheld. 2. Unless specifically included,the subject is analyzed as though free and clear of liens and encumbrances. 3. No responsibility is assumed for legal matters,nor is an opinion of title rendered. Title is assumed to be good and held in Fee Simple,unless excepted. 4. Legal descriptions and property dimensions have been f m-iished by others; no responsibility for their correctness is assumed. Sketches which may be in the report are for illustrative purposes only. 5. Possession of any copy of this report does not cant'with it the right of publication,duplication,or advertising using the writers'names or professional designations or membership organizations. 6. The writers are not required to testify without prior agreement. 7. Neither the employment to make this appraisal nor compensation therefore is contingent on the value reported. 8. Where divisions are made between land,improvements, etc.,the values estimated for each apply only under the cited use or uses. 9. The value applies ONLY as of the date of valuation stated within the report. 10. The writers certify that they have no present,past or contemplated interest in the subject of this report-unless specifically stated. 11. This report is the property of the indicated client. It may not be used by any other party for any purpose not consistent with the written function of this report without the express written consent of the writers AND client. 12. 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 the Standards of Professional Practice and Conduct of the Appraisal Institute. The work also conforms to the Uniform Standards of Professional Appraisal Practice. 13. Soil or sub-soil contamination may exist from current or prior users, or users outside the property concerned. The appraisers are not qualified to detect such substances. We urge the client to retain an expert in this field if desired. 14. The appraisers have not been provided a Habitat Survey, Endangered Species Survey, or analysis by a qualified environmental specialist indicating the presence of or proximity to environmentally sensitive and/or protected land or species which could affect the use, and possibly, value of the appraised property. The appraisers are not qualified to identify these factors. We recommend that an expert be hired where there may be reasonable cause to expect the presence of any of the cited elements. 15. Jesse B.Vance,Jr. and Claudia Vance are responsible for the analyses,conclusions,and opinions of real estate set forth in this report. No one else provided significant professional assistance to the signers of this report. 16. Prospective value is based on current conditions and trends. The appraisers cannot be held responsible for unforeseeable events which might alter market conditions upon which market value opinion has been developed. 17. The appraisers certify that they have the knowledge and experience required to perform this appraisal assignment. 18. The appraisers reserve the right to amend or change this report at any time additional market information is obtained which would significantly affect the value. Jesse B.Vance,Jr.,MAI,SRA,ASA State-Certified General Real Estate Appraiser No.RZ 85 March 15,2022 � GGl'oallolwm— Claudia Vance,MAI State-Certified General Real Estate Appraiser No.RZ 173 March 15,2022 66 ADDENDA E. R-2 Single and Two-family Residential District. 1. General. The purpose of the R-2 zoning district is to implement the medium density residential (MeDR) future land use map (FLUM)classification of the Comprehensive Plan. The intent of this conventional district is to stabilize and protect existing residential neighborhoods with densities no greater than ten(10)dwelling units per acre, and allowing limited types of non- residential uses. 2. Use(s) Allowed. See "Use Matrix Table 3-28" in Chapter 3,Article IV, Section 3.D. 3. Building and Site Regulations (Table 3-9). Existing and/or planned single-family homes shall conform to the R-1 district requirements; however, for duplex homes, the following lot and building requirements shall be observed: BUILDING/SITE REGULATIONS R-2 District Minimum lot area(per unit): 4,500 s.f.1 Minimum lot frontage: 75 feet Minimum yard setbacks: Front: 25 feet2 Rear: 25 feet3 Interior side: 10 feet2 Corner side: 25 feet 2,3 Minimum living area: 750 s.f. Maximum lot coverage: 40% Maximum Floor Ratio Area (FAR) 0.104 Maximum structure height: 25 feet 1 Single-family dwellings shall be constructed on lots that are no less than six thousand(6,000)square feet. 2 Pursuant to Section 8.B.below,parcels that have frontage on Martin Luther King Jr.Boulevard and are located within the Martin Luther King Boulevard Overlay Zone shall have front,side interior,and side corner setbacks in accordance with the mixed use-low intensity 1 zoning district(see Section 6.11.below). 3 On corner lots,the side setback adjacent to the street shall be not less than one-half(1/2)the front yard setback. However,where orientation of adjacent lots on both street frontages provide typical front yard setbacks,the comer lot shall provide for front yard setbacks along both streets. when two(2)front yard setbacks are provided for on a corner lot,no rear yard setback shall be required,only side yard setbacks shall be imposed. 4 A floor area ratio(FAR)up to 0.10 maybe considered for non-residential uses allowed within the R-2 district (see "Use Matrix"—Chapter 3,Article IV, Section 3),pursuant to the medium density residential land use category of the Comprehensive Plan. 5 Not to exceed two(2)stories. 68 D. R-1 Single-family Residential District. 1. General. The purpose of the R-1 zoning district is to implement the moderate density residential (MoDR) future land use map (FLUM) classification of the Comprehensive Plan. The intent of this conventional district is to encourage single-family dwellings and structures at densities no greater than seven and one-half(7.5) dwelling units per acre, and allowing limited types of non-residential uses. 2. Use(s) Allowed. See "Use Matrix Table 3-28" in Chapter 3, Article IV, Section 3.1). 3. Building and Site Regulations (Table 3-8). The following lot and setback requirements shall be observed: BUILDING/SITE REGULATIONS R-1 District Minimum lot area: a 6,000 s.f. Minimum lot frontage: 60 feet Front: 25 feet Rear: 20 feet Special rear yard setback reduction for single-story building additions:I Abutting: I-95 or railroad tracks: 50% Abutting: Intracoastal: 50% Abutting: Lakes: 50% Abutting: Golf Course: 50% Abutting: Canals wider than 150 ft 50% Abutting: Canals narrower than 150 ft 33% Abutting: Perimeter walls of community that abut other than residential: Abutting: Commercial or Industrial 50% Abutting: Public or private park: 50% Interior side: 7.5 feet Comer side: 25 feet2 Minimum living area: 1,200 s.f. Maximum lot coverage: 50% Maximum structure height: 30 feet 69 ' 3 J O a x ++ d d d d z z z z to w w z z E U •• a Q YC to YC YC o O to O N [— to O y O c� O c v �1. O o O Q. M y 00 O m � U VI o kn I LL O O O �cc 0 mo `n U •� O OO o ffQ .. Imo . . ori, "' o O N o d �m a � � r-: z to z W ch U oO o 0 O d to O t d Q rx Q z �o 1:T z z U Qo o ttn z oo r- 1:T z O O o O O DD t Q �� i z 01 01 -- z I O O a0 r. Cd Q Qz "O c. Q. $.. c� O fy (� U U Cd p �' Q s .. bD O O Q C/1 tom~" O s. _ _._ U 3 .3u � GTr140. z z z z z z z z 00 w w w w z z z z z • � � d d d d d d d d w w w w z z z z z 00 z z z z z z z z N N N N O z z z z z z z z U O / O O O O O M O O M N r- N N Fri N kn to to kn M kn kn 44 O O N kn O by o 0 0 0 0 0 0 0 N N O O O O O <M O O N N v A4 0 0 0 0 0 0 0 0 M N -•� N N �n �n �n �n �n M �n �n Cd �. .-. OCd O V N 4 Cdto to L" o O .. C7 U U U w r� r� U rx U ---� EJ Sec. 11. Nonconforming Regulations. A. Lots and Parcels. 1. R-1 District, R-IA District, R-2 District, and R-3 District. A detached single-family dwelling may be constructed on any parcel located in an R-1, R-1 A, R-2, or R-3 district, provided that it meets all of the following requirements: a. The parcel contains at least one (1)whole platted lot,platted prior to August 7, 2001; b. The parcel, or assemblage of platted parcels which individually meet the requirements of paragraph a. above, has a frontage of not less than fifty (50) feet, and a lot area of not less than five thousand(5,000) square feet(irregular, other than rectangle-shaped lots with less than five thousand(5,000) square feet of area may be developed if in conformance with all other lot regulations); c. All such parcels, when developed, shall comply with all provisions of the Land Development Regulations and applicable building code regulations, including without limitation sections of the building code regulations regarding the impact of construction and drainage on or to adjacent properties. -- N 2. R-2 District. Within R-2 districts, in subdivisions platted prior to the effective date of these Regulations, where the platted lots have a frontage of at least forty (40) feet but less than fifty (50)feet,the following rules shall apply: a. A detached single-family dwelling may be constructed on any such parcel,provided that the parcel contains at least one (1)whole platted lot. b. A duplex dwelling may be constructed on any parcel,provided that it meets the following requirements: (1) The parcel contains at least two (2)whole platted lots; (2) Property cannot be acquired from adjacent parcels so as to make the subject parcel conforming, without causing the adjacent parcels to become nonconforming or more nonconforming. c. For any parcel, lot, or combination of lots, where the total frontage is equal or greater than one hundred twenty (120)feet, and the total area is greater than twelve thousand(12,000) square feet, said property shall not be developed except in accordance with the minimum frontage and lot area required in the R-2 zoning district. d. Ownership of parcels shall be determined by the property tax rolls on file in the Palm Beach County Property Appraiser's Office as of the effective date of these Regulations. 3. R-I AA District. A detached single-family dwelling may be constructed on any parcel located in an R-1 AA district,without requiring a variance,provided that it meets the following requirements: a. The parcel contains at least one (1)whole platted lot. b. The parcel has a frontage of not less than sixty (60) feet,and a lot area of not less than six thousand, seven hundred fifty (6,750) square feet in area. c. It would not be possible to acquire property from adjacent parcels so as to make the subject parcel conforming,without causing the adjacent parcels or structures thereon to become nonconforming or more nonconforming. For any parcel or lot, or combination of lots under the same ownership, where the total frontage and the total area is equal to or greater than that which is required by the R-IAA district building and site regulations, said property shall not be developed except in accordance with the minimum frontage and lot area required in the particular zoning district. Not more than one (1)parcel or lot, or combination of lots under the same ownership,that is nonconforming but which meets the requirements under b. above may be developed for a single- family house. 72 ARTICLE V. MINIMUM OFF-STREET PARKING REQUIREMENTS Page 1 of 3 Sec. 2. Standards. A. General. 1. Rules and Methodology. a. Parking space requirements shall be computed on the basis of the principal use of a structure or lot, and using gross floor area unless stated otherwise in this article. Gross floor area, for the purposes of this subsection, shall include the floor area occupied by the principal use,plus the floor area occupied by all other enclosed spaces, including but not limited to storage rooms,maintenance and mechanical rooms, offices, lounges, restrooms, lobbies, basements, mezzanines, and hallways. b. Where several principal uses exist in one (1) structure or on one (1) lot,parking space requirements shall be computed separately for each principal use,unless stated otherwise in this article. Where parking spaces are required in this article for each of several principal uses that commonly occur together,this is done for the purpose of clarification only, and shall not limit the application of the requirement contained in this paragraph. c. A use shall be considered a principal use, for the purposes of this subsection, if it could exist separately from all other uses in the same structure or on the same lot, and would by itself generate significant parking demand. d. Where several principal uses exist in one (1)building or part of a building, and the floor area of each principal use cannot be clearly delineated,the parking space requirement for the use requiring the greatest number of parking spaces shall apply. e. Where a use is not listed below, parking space requirements shall be determined by the City Commission after review and recommendation by the Director of Planning and Zoning or designee. f. Where the number of required parking spaces as computed includes a fraction,the number of required parking spaces shall be the computed number rounded to the next highest whole number. g. Except as provided in Section 3.E. below,there shall be provided, at the time of the erection of any structure or establishment of any use, a number of off-street parking spaces in accordance with the following minimum requirements,and subject to the parking requirements of this subsection. Where a structure or use is enlarged or increased in capacity by any means, including a change in building occupancy which requires the provision of additional parking spaces, or a change in use to or which requires additional parking spaces,the minimum number of parking spaces shall be computed by applying these requirements to the entire structure or use. 2. Minimum Number of Required Off-Street Spaces for Non-Residential Uses. No fewer than four(4)parking spaces shall be provided for any non-residential use. 3. Location of Off-Street Parking Areas. a. Residential. Required parking spaces for all dwellings shall be located on the same lot as the dwelling to be served. b. Non-residential. Required parking spaces for all non-residential uses shall be owned by the owner of the building or lot to be served,and shall be located on the same lot, or not more than three hundred(300) feet distance,unless the property is located within those areas defined within the adaptive re-use section of the Code (Chapter 4, Article 5, Section 4). In those areas, required parking spaces may be leased within three hundred(300) feet of the use in which they serve, subject to Board and City Commission approval,and the property shall be posted with signage indicating to patrons the location of the leased parking. B. Table 4-17. Residential and Lodging Uses. Residential and Lodging Uses Standard Number of Required Parking Spaces 73 h4://www.amlegal.com/nxt/gateway.dll/Florida/boynton/partiiilanddevelopmentregulation... ARTICLE V. MINIMUM OFF-STREET PARKING REQUIREMENTS Page 2 of 3 Building area size is based upon gross floor area(in square feet)unless specifically expressed otherwise. Single-family,duplex dwelling,or mobile home: 21 Efficiency or one (1)-bedroom apartment: 1.5 1,2 Within mixed use high district: 1.332 Two (2) or more bedroom apartment: 21,2 Within mixed use high district: 1.661'2 Dormitories: 1 per unit Hotel&motel units containing one (1)-bedroom: 1.25 per unit Within mixed use high district: 1 per unit Hotel& motel suite containing two (2) or more 2 per unit bedrooms: Within mixed use high district: 1 per unit Group home(types 1 through 4): 1 per 3 beds Bed&breakfast: 13 Live/work unit: 1 per 2 units4 1 Residential driveways shall satisfy the parking space requirements for single-family detached dwelling units, duplexes, and multi-family dwelling units containing garages,provided such driveways are of sufficient size to meet the parking space requirements of this subsection. A residential driveway of sufficient size shall be provided prior to the issuance of a certificate of occupancy. For all required parking spaces not located within an enclosed garage, the first parking space shall be the minimum size required for a handicap space, exclusive of public or private rights-of-way, and all other required spaces must be dimensioned in accordance with current city standards. All driveways shall be setback at least two (2) feet from interior side and corner side property lines, and maintained and drained so as to prevent nuisance conditions or a danger to the public and/or adjacent property owners. Any expansion to an existing driveway shall require a zoning permit from the Planning and Zoning Division in accordance with the procedures specified in Chapter 2,Article II, Section S.B.; however, any driveway expansion(or similar impervious surface)that is equal to or greater than eight hundred(800) square feet shall require the approval of a land development permit in accordance with Chapter 2, Article III, Section 3. Any work, such as a driveway,proposed within the swale (right-of-way) shall require a permit from the Engineering Division in accordance with the procedures specified in Chapter 2, Article III, Section 4. 2 Guest parking shall be provided at a rate of 0.15 spaces per unit for residential developments consisting of three (3)or more dwelling units. 3 Required parking shall be calculated on the basis of one (1) space per each employee, manager, or owner and one (1)parking space for each guest unit. Newly created parking may be located only in the rear and side yard. 74 http://www.amlegal.com/nxt/gateway.dll/Florida/boynton/partiiilanddevelopmentregulation... ARTICLE V. MINIMUM OFF-STREET PARKING REQUIREMENTS Page 3 of 3 4 In addition to the required parking for the residential unit,the city requires that one (1) parking space per two (2) live/work units be provided to meet business activity needs. Parking provided to meet this requirement shall be located on the lot,built into or under the structure, or within three hundred (300) feet of the unit in which the use is located. The distance shall be a straight line measurement from a point on the boundary line of the property of the subject unit to the closest boundary line of the property on which the parking is located. Parking provided to accommodate said space, including driveways of adequate depth in front of the unit's garage, shall not serve as meeting required parking for the unit's residential use. 75 http://www.amlegal.com/nxt/gateway.dll/Florida/boynton/partiiilanddevelopmentregulation... 1/8/2015 SUMMARY OF 2020-2022 USPAP(Uniform Standards of Professional Annraisal Practicel Standard Rule 2: Real Property Annraisal. Re on rting In reporting the results of a real property appraisal, an appraiser must communicate each analysis, opinion, and conclusion in a manner that is not misleading. STANDARD 2 addresses the content and level of information required in a report that communicates the results of the real property appraisal. STANDARD 2 does not dictate the form,format, or style of real property appraisal reports. The substantive content of a report determines its compliance. STANDARDS RULE 2-1 Each written or oral real property appraisal report must: (a) clearly and accurately set forth the appraisal in a manner that will not be misleading; (b) contain sufficient information to enable the intended users of the appraisal to understand the report properly; and (c) clearly and accurately disclose all assumptions, extraordinary assumptions, hypothetical conditions, and limiting conditions used in the assignment. STANDARDS RULE 2-2 Each written real property appraisal report must be prepared under one of the following options and prominently state which option is used.Appraisal Report or Restricted Appraisal Report. An appraiser may use any other label in addition to, but not in place of, the labels set forth in this Standards Rule for the type of report produced. The use of additional labels such as analysis, consultation, evaluation, study, or valuation does not exempt an appraiser from adherence to USPAP. The report content and level of information requirements in this Standards Rule are minimal for each type of report.An appraiser must supplement a report form, when necessary, to insure that any intended user of the appraisal is not misled and that the report complies with the applicable content requirements. (a) The content of an appraisal report must be appropriate for the intended use or the appraisal and, at a minimum: (i) state the identity of the client, or if the client requested anonymity, state that the identity is withheld at the client's request but is retained in the appraiser's workfile; (ii) state the identity of any other intended users by name or type; (iii) state the intended use of the appraisal; (iv) contain information, documents, and/or exhibits sufficient to identify the real estate involved in the appraisal, including the physical, legal, and economic property characteristics relevant to the assignment; (v) state the real property interest appraised; (vi) state the type and definition of value and cite the source of the definition; (vii) state the effective date of the appraisal and the date of the report; (viii) summarize the scope of work used to develop the appraisal; (ix) summarize the extent of any significant real property appraisal assistance; 76 SUMMARY OF 2020-2021 USPAP(Uniform Standards of Professional Annraisal Practicel Standard Rule 2: Real Property Annraisal. Re on rting (x) provide sufficient information to indicate that the appraiser complied with the requirements of STANDARD I by: (1) summarizing the appraisal methods and techniques employed; (2) stating the reasons for excluding the sales comparison, cost, or income approach(es) if any have not been developed- (3) summarizing the results of analyzing the subject sales, options, and listings in accordance with Standards Rule 1-5; (4) stating the value opinion(s) and conclusions(s); and (5) summarizing the information analyzed and the reasoning that supports the analyses opinions, and conclusions, including reconciliation of the data and approaches; (xi) state the use of the peal estate existing as of the effective date and the use of the real estate reflected in the appraisal; (xii) when an opinion of highest and best use was developed by the appraiser, state that opinion and summarize the support and rationale for that opinion; (xiii) clearly and conspicuously: • state all extraordinary assumptions and hypothetical conditions, and • state that them use might have affected the assignment results, and (xiv) include a signed certification in accordance with Standards Rule 2-1. STANDARDS R ULE 1-5 When the value opinion to be developed is market value, if such information is available in the normal course of business: a) analyze all agreements of sale, options, or listings of the subject property current as of the effective date of the appraisal; b) analyze all sales of the subject property that occurred within the three(3) years prior to the effective date of the appraisal. 77 475.611 Florida Statutes: Definitions.- (1) As used in this part, the term: (a) "Appraisal"or"Appraisal Services" means the services provided by certified and licensed appraisers or registered trainee appraisers, and includes: 1. "Appraisal assignment" denotes an engagement for which a person is employed or retained to act, or could be perceived by third parties or the public as acting, as an agent or a disinterested third party in rendering an unbiased analysis, opinion, review, or conclusion relating to the nature, quality, value, or utility of specified interests in, or aspects of, identified real property. 2. "Analysis assignment"denotes appraisal services that relate to the employer's or client's individual needs or investment objectives and includes specialized marketing, financing, and feasibility studies as well as analyses, opinions, and conclusions given in connection with activities such as real estate brokerage, mortgage banking, real estate counseling, or real estate consulting. 3. "Appraisal review assignment"denotes an engagement for which an appraiser is employed or retained to develop and communicate an opinion about the quality of another appraiser's appraisal, appraisal report, or work. An appraisal review may or may not contain the reviewing appraiser's opinion of value. (b) "Appraisal Foundation" or "foundation" means the Appraisal Foundation established on November 20, 1987, as a not-for-profit corporation under the laws of Illinois. (c) "Appraisal report" means any communication, written or oral, of an appraisal, appraisal review, appraisal consulting service, analysis, opinion, or conclusion relating to the nature, quality, value, or utility of a specified interest in, or aspect of, identified real property, and includes any report communicating an appraisal analysis, opinion, or conclusion of value, regardless of title. However, in order to be recognized in a federally related transaction, an appraisal report must be written. (d) "Appraisal review" means the act or process of developing and communicating an opinion about the quality of another appraiser's appraisal, appraisal report, or work. (e) "Appraisal subcommittee" means the designees of the heads of the federal financial institutions regulatory agencies established by the Federal Financial Institutions Examination Council Act of 1978 (12 U.S.C. ss. 3301 et seq.), as amended. (f) "Appraiser" means any person who is a registered trainee real estate appraiser, licensed real estate appraiser, or a certified real estate appraiser. An appraiser renders a professional service and is a professional within the meaning of 95.11(4)(a). (g) "Board" means the Florida Real Estate Appraisal Board established under this section. (h) "Certified General Appraiser" means a person who is certified by the department as qualified to issue appraisal reports for any type of real property (i) "Certified Residential Appraiser" means a person who is certified by the department as qualified to issue appraisal reports for residential real property of one to four residential units, without regard to transaction value or complexity, or real property as may be authorized by federal regulation. Q) "Department" means the Department of Business and Professional Regulation. 78 2020 FLORIDA STATUTES Title XXXII Chapter 475 View Entire REGULATION OF PROFESSIONS REAL ESTATE BROKERS, SALES Chapter AND OCCUPATIONS ASSOCIATES, SCHOOLS, AND APPRAISERS 475.628 Professional standards for appraisers registered, licensed, or certified under this part.— (1) The board shall adopt rules establishing standards of professional practice which meet or exceed nationally recognized standards of appraisal practice, including standards adopted by the Appraisal Standards Board of the Appraisal Foundation. Each appraiser registered, licensed, or certified under this part must comply with the rules. Statements on appraisal standards which may be issued for the purpose of clarification, interpretation, explanation, or elaboration through the Appraisal Foundation are binding on any appraiser registered, licensed, or certified under this part, upon adoption by rule of the board. (2) The board may adopt rules establishing standards of professional practice other than standards adopted by the Appraisal Standards Board of the Appraisal Foundation for nonfederally related transactions. The board shall require that when performing an appraisal or appraisal service for any purpose other than a federally related transaction, an appraiser must comply with the Ethics and Competency Rules of the standards adopted by the Appraisal Standards Board of the Appraisal Foundation, and other requirements as determined by rule of the board. An assignment completed using alternate standards does not satisfy the experience requirements under s. 475.617 unless the assignment complies with the standards adopted by the Appraisal Standards Board of the Appraisal Foundation. History.—ss. 9, 11, ch. 91-89; s. 4, ch. 91-429; s. 35, ch. 98-250; s. 22, ch. 2012-61; s. 9, ch. 2017-30. 79 Vance Real Estate Service ANWONNNOMMIL 9 Jesse B. Vance, Jr., MAI, SRA, ASA, MBA Appraiser - Real Estate Analyst - Reviewer - Expert Witness Vance Real Estate Service - 7481 NW 4 Street - Plantation - Florida - 33317 Office: 954.583.2116; Cell: 954.610.2423; Email: vanceval(a,comcast.net Web Page: www.vancerealestateservice.com Vance Real Estate Service is a Veteran-Owned Small Business (VOSB) and Florida Certified SDVBE Minority Business Enterprise specializing in personalized real estate valuation services in Florida for over 35 years. Currently registered in"SAM" (U.S. Government System for Award Management—DUNS 826494957).Designated appraisers perform the appraisal work,no trainees. Jesse B. Vance, Jr., MAI, SRA, ASA, MBA and Claudia Vance, MAI are qualified as expert witnesses for eminent domain, bankruptcies, deficiency judgments, marriage dissolution, and estate valuations. Our firm values most types of real property interests for sale, mortgage loans, litigation and investment reasonably, timely and professionally. As licensed real estate brokers,we perform most other real property functions.We also do"Valuations for Financial Reporting." PROFESSIONAL QUALIFICATIONS A)PROFESSIONAL DESIGNATIONS/DEGREES/LICENSES&CERTIFICATIONS MAI DESIGNATION - APPRAISAL INSTITUTE/Life Member No. 8781 SRA DESIGNATION - APPRAISAL INSTITUTE/Life Member No. 8781 ASA DESIGNATION - AMERICAN SOCIETY OF APPRAISERS(RE-Urban)4003439 MBA DEGREE - REAL ESTATE MANAGEMENT AND DEVELOPMENT STATE-CERTIFIED GENERAL REAL ESTATE APPRAISER 4RZ-85(Florida) FLORIDA STATE LICENSED REAL ESTATE BROKER NO.BK.91050 REGISTERED VETERAN-OWNED SMALL BUSINESS(CCR/Duns 826494957) FLORIDA CERTIFIED SDVBE BUSINESS ENTERPRISE(Minority Business Enterprise-MBE) FLORIDA"D.E.P."APPROVED APPRAISER Currently registered in"SAM"(U.S.Government System for Award Management). B)QUALIFIED AS AN EXPERT WITNESS IN REAL ESTATE VALUATION 1.U.S.Court of Appeals,Eleventh Circuit 2.U.S.District Court,Southern District of South Florida 3.U.S.District Court,New Jersey 4.U.S.Bankruptcy Court,Southern District of Florida 5.U.S.Bankruptcy Court,District of New Jersey 6.U.S.Bankruptcy Court,Western(Pittsburgh)Division of Pennsylvania 7.Florida Circuit Courts:Broward,Dade,Palm Beach,Lee,Collier,Martin,and Okeechobee Counties 8.Appraiser on landmark eminent domain cases:TESSLER,NESS TRAILER PARK,PATEL,SIMPSON v. FILLICHIO,RUBANO,PALM BEACH COUNTY(FL)vs.COVE CLUB INVESTORS,LTD. C)EXPERIENCE Over thirty-five(35)years appraising and analyzing real property interests in South Florida Partial list: RESIDENCES, RESTAURANTS/BARS, APARTMENT BUILDINGS, OFFICE BUILDINGS HOTELS/MOTELS, CHURCHES, CONDOMINIUMS/COOPS, HOSPITALS &NURSING HOMES, VACANT LAND, GOLF COURSES, GOLF CLUBS, GASOLINE SERVICE STATIONS, MARINAS, TRAILER PARKS, SHOPPING CENTERS, BANKS/THRIFT INSTITUTIONS, BOWLING ALLEYS, P.U.D.'S, INDUSTRIAL BUILDINGS, TIME-SHARE DEVELOPMENTS, ROCK PITS, SCHOOLS, AGRICULTURAL PROPERTIES, WATER MANAGEMENT DISTRICT, MARKETABILITY, FEASIBILITY ANALYSES, INVESTMENT ANALYSES, AUTO SALES FACILITIES, LEASE VALUATIONS, TAX & ASSESSMENT APPEALS, CONDEMNATION, EXPERT WITNESS (Member National Forensic Center), BUSINESS ENTERPRISE VALUATIONS (BEV), (VFR) VALUATION FOR FINANCIAL REPORTING, AVIGATION & CLEARANCE EASEMENTS, ESTATES, DIVORCES, PLANNING/LAND USE STUDIES, HIGHEST & BEST USE ANALYSES, DEPRECIATION ANALYSES, COMPONENT APPRAISALS, ENVIRONMENTALLY SENSITIVE LAND, CONTAMINATED PROPERTIES, SUGARCANE & TURFGRASS LAND, DAY CARE CENTERS, SELF-STORAGE FACILITIES, FUNERAL HOMES, ANIMAL HOSPITALS, SUBMERGED LAND, CITY CENTERS,etc. 80 D)PARTIAL LIST OF CLIENTS PRIVATE INDIVIDUALS AND CORPORATIONS, ATTORNEYS, ACCOUNTANTS, TRUST DEPARTMENTS, COMMERCIAL BANKS: Wells Fargo; BankAtlantic; SunTrust; American National Bank; Landmark Bank; City National Bank; BankUnited; Gateway American Bank; State Farm Bank; Englewood Bank & Trust; SAVINGS & LOANS, INSURANCE COMPANIES, REAL ESTATE INVESTMENT TRUSTS, & REAL ESTATE TRANSFER COMPANIES, TITLE INSURANCE COMPANIES; FLORIDA CITIES: FORT LAUDERDALE, PLANTATION, COOPER CITY, TAMARAC, LAUDERHILL, BOCA RATON, DEERFIELD BEACH, OAKLAND PARK, WILTON MANORS, HOLLYWOOD, WEST PALM BEACH, DELRAY BEACH, HALLANDALE, PEMBROKE PINES, COOPER CITY, TOWN OF DAVIE, TOWN OF SOUTHWEST RANCHES, MIRAMAR. FLORIDA COUNTIES: BROWARD, PALM BEACH,COLLIER, OKEECHOBEE;BROWARD COUNTY BOARD OF COUNTY COMMISSIONERS;OKEECHOBEE BOARD OF COUNTY COMMISSIONERS. SCHOOL BOARD OF BROWARD COUNTY, FLORIDA, BROWARD COUNTY HOUSING AUTHORITY,STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION(DOT); STATE OF FLORIDA DIVISION OF GENERAL SERVICES(GSA); N. BROWARD GENERAL HOSPITAL DISTRICT; STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION (Approved Vendor);U_S. TREASURY DEPARTMENT(General Counsel, I.R.S.);U.S.MARSHAL'S SERVICE—U.S.ATTORNEY'S OFFICE CENTRAL DIVISION—U.S.Dept.of Justice; VETERANS ADMINISTRATION E)EDUCATIONAL BACKGROUND-(Partial List) BACHELOR OF ARTS- Earlham College,Richmond,Indiana(1954) MBA(Nova University) - Real Estate Management&Development(National Dean's List 1991) Course 1 (AIREA) - Basic Principles of Appraising Course 2 (AIREA) - Urban Property Valuation(Income) Course 4 (AIREA) -Condemnation Appraising Course 6 (AIREA) - Income Capitalization&Analysis Course 101(SREA) - Introduction to Appraising Course 201(SREA) - Income Property Valuation,Theory Course 202(SREA) - Applied Income Property Valuation Course 301(SREA) - Applications/Appraisal Analysis Symposium (SREA) - Market Analysis,1978,Virginia Symposium (SREA) - Market Analysis,1979,Arizona Symposium (SREA) - Market Analysis,1980,South Carolina Symposium (SREA) - Market Analysis,1981,Tennessee Symposium (SREA) - Market Analysis,1982,New Mexico Symposium (SREA) - Market Analysis,1983,Pennsylvania Symposium (SREA) - Market Analysis,1984,Georgia Symposium (SREA) - Market Analysis,1985,Vancouver,B.C. Symposium (SREA) - Market Analysis,1986,New Jersey Clinic (SREA) -#201 Instructor,1987,U.of Illinois Clinic (SREA) -#201 Instructor,1988,Illinois Seminar (SREA) - Professional Practice,1988,Florida Symposium(SREA) - Market Analysis, 1988,California Symposium(SREA) - Market Analysis, 1989,Minnesota MBA Graduate School Courses: 1990—1991 Successfully completed the following graduate school courses: - "Regulation of Real Estate Development" - "Real Properties Management" - "Legal Issues In Real Estate" - "Market Analysis and Site Selection" - "Organizational Behavior and Management' - "Human Resource Management" - "Real Estate Economics" -"R.E.Finance:Instruments,Institutions&Investment Analysis" - "Urban Infrastructure&Environmental Analysis" - "Real Estate Accounting" - "Marketing Management for Real Estate" - "Commercial Real Estate Lending" - "Construction Technology and the Building Development Process" SEMINAR (AI) - Cost Approach(1992/Boston) SEMINAR (AI) - Rates&Ratios(1992/Boston) SEMINAR (AI) - International Appraising(1992/Boston) SEMINAR (AI) - Litigation Valuation/Mock Trial(1993) SEMINAR (AI) - ADA ACT(1993/Reno) SEMINAR (AI) - Hotel Valuation(1993) SEMINAR (AI) - Income Capitalization,Methods(1993) SEMINAR (AI) - Powerlines/Electromagnetic Radiation(1994) SEMINAR (AI) - Verifying Market Data(1994) SEMINAR (AI) - Market Studies for Appraisals(1994) SEMINAR (AI) - Florida Appraiser Core Law(USPAP/1994) 81 E)EDUCATIONAL BACKGROUND-(Partial List,continued) SEMINAR (AI) - Limited Appraisals&Reports(USPAP/1994) SEMINAR (AI) - Public Safety&Property Values(1995) SEMINAR (AI) - Outparcel Valuation(1995) SEMINAR (AI) - Computer Technology Video Conference(1995) SEMINAR (AI) - The Internet&the Appraiser(1996) SEMINAR (AI) - Florida Commercial Construction(1996) SEMINAR (AI) - Real Property Rights in Florida(1996) COURSE (AI) - USPAP&Florida Real Estate Core Law(1996) SEMINAR (AI) - Valuation of Trees(199 7) 3-DAY COURSE - Environmental Permitting/Mitigation/Mitigation Banking/Contamination Risk Management- Liability/Wetlands/Hazardous Wastes/LenderLiability(1997/Marco Beach.FL) SEMINAR(AI) -Valuation of Transferable Development Rights[TDR's](1997) COURSE (AI) - Standards of Professional Practice,Part C,15 hour Course#430(1997) SEMINAR(AI) - Non-Conforming Uses(1998) SEMINAR(AI) - The Impact of Contamination on Real Estate Value(1998) COURSE (AI) - USPAP&Florida Real Estate Core Law(1998) SEMINAR(AI) - Econometrics/Statistical Valuation Methods(1999) COURSE (AI) - 14 Hour(2-day)Advanced Spreadsheet Modeling for Valuation Applications SEMINAR(AI) - Globalization of Real Estate/What U.S.Appraisers Need to Know(1999) SEMINAR(AI) - The Role of the Appraiser in Alternative Dispute Resolution(Mediation/Arbitration)(1999) SEMINAR(AI) - Technology Forum Part II/Intermediate(1999) SEMINAR(AI) - Client Satisfaction/Retention/Development(1999) SEMINAR(AI) - Attacking and Defending an Appraisal(1999) SEMINAR(AI) - Federal Appraisal Requirements("Yellow Book')(2000) SEMINAR(AI) - Regression Analysis in Appraisal Practice:Concepts&Applications(2000) SEMINAR(AI) -Analyzing Income Producing Properties(2000) SEMINAR(ATIF) - 1031 Tax Deferred Exchanges(2000) COURSE (AI) -USPAP&Florida Real Estate Core Law(2000) SEMINAR(AI) - Mediation&Alternate Dispute Resolution Seminar(2001) SEMINAR(AI) - State of the Appraisal Profession(2001) 2-Day SEMINAR - Eminent Domain,by CLE International,Tampa,Florida(200 1) SEMINAR(AI) -Ad Valorem Assessment Process in Florida(2002) SEMINAR(AI) -Role of Real Estate Appraisers in Bankruptcy Proceedings(2002) SEMINAR(AI) -Appraisers&the Gramm-Leach-Bliley Federal Privacy Act(2002) SEMINAR(AI) -How to Appraise the Ugly House(2002) COURSE(AI) -2-Day Course#430,Standards of Professional Practice,Part C(2002) SEMINAR(AI) -Market Trends for 2003(2003) SEMINAR(AI) -Update on Code of Professional Ethics(2003) PANEL(AI) -Moderator"Industry,Consumer&Congressional Views on Predatory Lending"D.C.(2003) SEMINAR(AI) -Florida State Law for Real Estate Appraisers(2003) SEMINAR(AI) -Appraisal Agreements(2003) SEMINAR(AI) -Analyzing Distressed Real Estate(2004) SEMINAR(AI) -Valuation for Financial Reporting Purposes(2004) SEMINAR(AI) -7 Hour National USPAP Update Course#1400(2004) SEMINAR(AI) -Inverse Condemnation(2004) SEMINAR(AI) -Appraiser Independence in the Loan Process(2004) SUMMIT (AI) -Moderator at 2-day Appraisal Summit in Washington,D.C.(12/2004) SEMINAR(AI) -Loss Prevention Program for Real Estate Appraisers(2005) SEMINAR(AI) -Valuation of Wetlands(7/2005) SEMINAR(AI) -Tri-County Residential Symposium(8/2005) SEMINAR(AI) -"Cool Tools"Internet Resources and Use for Valuation(2/2006) SEMINAR(AI) -FREAB 7-Hour National USPAP Update(5/2006) SEMINAR(AI) -FREAB 3-Hour Florida State Law for Real Estate Appraisers(5/2006) SEMINAR(AI) -USPAP Scope of Work&New Requirements(8/2006) SEMINAR(AI) -USPAP Reappraising,Readdressing&Reassigning Appraisal Reports(2/2007) SEMINAR(AI) -Al Summary Appraisal Report/Residential(4/07) COURSE(Fla..) -14-Hour Continuing Education(including 3-Hour Florida Core Law)(7/2007) SEMINAR(AI) -Real Estate Fraud:Appraisers Beware!(8/2007) SEMINAR(AI) - Florida Law for Real Estate Appraisers(11/2007) COURSE(AI) -Business Practices and Ethics—8 hours(12/2007) SEMINAR(AI) -Supervisor Trainee Roles and Rules(2/2008) SEMINAR(AI) -7 Hour National USPAP(4/2008) SEMINAR(AI) -USPAP Hypothetical Conditions&Extraordinary Assumptions(5/2008) SEMINAR(AI) -Litigation Skills for the Appraiser—7-Hour Seminar(9/2008) SEMINAR(AI) -Public Sector Appraising(2/2009) 82 E)EDUCATIONAL BACKGROUND-(Partial List,continued) WEBINAR(AI) -Develop an Effective Marketing Plan(3/2009) SEMINAR(AI) -Inspecting the Residential"Green House"(4/2009) SEMINAR(AI) -Property Tax Assessment(5/2010) SEMINAR(AI) -Supervisor Trainee Roles and Rules(7/2010) SEMINAR(AI) -Florida Law for Real Estate Appraisers(7/2010) SEMINAR(AI) -7-Hour Introduction to Valuation for Financial Reporting—Chicago(5/2009) SEMINAR(AI) -Government Regulations&Their Effect on R.E.Appraising(8/2009) SEMINAR(AI) -R.E.Market:How We Got Here,Where We Are,Where We're Going(10/2009) SEMINAR(AI) -7 Hour National USPAP Update Course(10/1/2010) COURSE (AI) -7 Hour Introduction to Conservation Easement Valuation(12/10/2010) SEMINAR(AI) -The Real Estate Market(2/18/2011) COURSE (AI) - 16 Hours Uniform Appraisal Standards for Federal Land Acquisitions("Yellow Boob')(2/25-26/2011) WEBINAR(AI) -Real Estate Industry Perspectives on Lease Accounting(4/7/2011) COURSE (AI) - 15 Hour Appraisal Curriculum Overview(5/19-20/2011) WEBINAR(AI) -2-hour Investment Property Accounting Standards(6/8/2011) SEMINAR(AI) -3 Hour Spotlight on USPAP—Agreement for Services(7/15/2011) COURSE (AI) - 14 Hours(2-day)Advanced Excel Spreadsheet Modeling for Valuation Applications(9/22&9/23/2011) SEMINAR(AI) - Trial Components(11/4/11) SEMINAR(AI) - Lessons from the Old Economy Working in the New(1/20/2012) 7-Hour USPAP -National USPAP Update(3/9/2012) 3-Hour Fla..Law -State Law Update(3/9/2012) SEMINAR(AI) - Appraisal Review for General Appraisers(4/12/2012) SEMINAR(AI) - Land Valuation(4/20/2012) SEMINAR(AI) - The Valuation of Warehouses(6/22/2012) SEMINAR(AI) - Town Hall Meeting:2012 Appraisal Institute Forum(7/12/2012) SEMINAR(AI) - IRS Valuation(7/19/2012) SEMINAR(AI) - 7 Hour Business Practices and Ethics Course(12/7/2012) SEMINAR(AI) - Real Estate Forecast 2013(1/25/2013) COURSE(AI) - 7 Hour Advanced Marketability Studies(5/6/2013) SEMINAR(AI) - Developing a Supportable Workfile(11/15/2013) SEMINAR(AI) - Florida Appraisal Law Course(2/7/2014) SEMINAR(AI) - Liability Issues for Appraisers performing Litigation&Non-Lending Work(2/24/2014) COURSE(AI) - 7 Hour National USPAP Update Course(4/25/2014) SEMINAR(AI) - Economic Conditions(5/16/2014) SEMINAR(AI) - Fundamentals of Going Concerns(7/16/2014) SEMINAR(AI) - Litigation Assignments for Residential Appraisers(7/24/2014) SEMINAR(AI) - Economic Engines of Miami-Dade County,Florida(1/23/2015) SEMINAR(AI) - Economic Engines Driving Broward County,Florida(5/15/2015) 3-Hour Fla.Law - Florida Real Estate Broker 14-hour Continuing Education Course (incl.3 hour core law)with exam(9/2015) SEMINAR(AI) -Drone Technology&its Effect on Real Estate Valuations(11/2015) SEMINAR(AI) -Loss Prevention for Real Estate Appraisers(1/22/2016) COURSE(AI) -7-Hour National USPAP Update Course(4/22/2016) SEMINAR(AI) -3-Hour Florida Appraisal Law(4/22/2016) SEMINAR(AI) -4-Hour Appraisals in the Banking Environment(5/6/2016) SEMINAR(AI) -Appraising the Tough One:Mixed Use Properties(8/19/2016) SEMINAR(AI) -4-Hour Business Practices&Ethics(12/02/2016)5-Year Requirement WEBINAR(AI) -2-Hour Yellow Book Changes—Overview for Appraisers(1/11/2017) SEMINAR(AI) -3-Hours Economic Engines Driving Broward County in 2017(1/27/2017) COURSE(AI) -7-Hours:Introduction to Green Buildings Principles&Concepts(2/24/2017) COURSE(AI) -4 Hours:Another View of the Tough One:Sales Comparison Approach for Mixed-Use Properties(5/19/2017) SEMINAR(AI) -4 Hours:Appraising for Federal Office of Valuation Services&Yellow Book Review(8/18/2017) COURSE(BR) -14 Hours Real Estate Continuing Education,including 3-Hour Florida Real Estate Core Law(9/13/2017) COURSE(AI) - 4-Hours:2-4 Unit Small Residential Income Property Appraisals(11/3/2017) COURSE(AI) - 15 Hours"Yellow Book"Unifonn Appraisal Standards for Federal Land Acquisitions—Passed Exam(11/10/2017) SEMINAR(AI) - 3 Hours"Hot Topics and Myths in Appraiser Liability"(1/26/2018) COURSE(AI) - 7-Hour National USPAP Update Course(2/9/2018) SEMINAR(AI) - 3 Hours Florida Appraisal Law(2/9/2018) SEMINAR(AI) - 3 Hours"Parking Impact on Florida Properties"(5/4/2018) SEMINAR(AI) - 4 Hours"Technology Tips for Real Estate Appraisers"(9/21/2018) SEMINAR(AI) - 3 Hours "Airport Appraisals) (01/25/2019) SEMINAR(AI) - 4 Hours"Understanding an Investigation by a State Appraiser Regulatory Board or Agency(5/17/2019) SEMINAR(AI) - The 50%FEMA Appraisal Rule(8/23/2019) COURSE (BR) - 14 Hours Required Education(8 hrs.Specialty Education;3 hrs.Core Law,3 hrs.Business Ethics(9.3.2019) SEMINAR(AI) - Artificial Intelligence,AVMs,and Blockchain:Implications for Valuation. (1/24/2020) 83 F)APPRAISAL TEACHING EXPERIENCE Licensed by the Florida Department of Education to Teach(Certificate No.275236). Authored and taught Residential and Commercial Real Estate Appraisal Courses for Broward County Adult Education Program. Taught Course 101 - Society of Real Estate Appraisers. Taught Course 201 - Society of Real Estate Appraisers. Taught Appraisal Seminars-Board of Realtors,ASA, SREA,and Al (Appraisal Institute). Adjunct Professor, University of Florida Division of Continuing Education: (taught Course 2, "Real Estate Principles and Practices" to prospective Florida Real Estate Brokers). G)PROFESSIONAL OFFICES HELD/AWARDS NATIONAL B.O.D.MEMBER - BOARD OF DIRECTORS of APPRAISAL INSTITUTE (2006-2008) AWARD - Appraisal Institute`NATIONAL PRESIDENTS AWARD"2008 AWARD - Appraisal Institute"LIFETIME ACHIEVEMENT AWARD"2011 For"high ethical standards,contributions to the Appraisal Institute,Community and Appraisal Profession for at least 20 years." CHAIR - REGION X -All of Florida -Appraisal Institute(2008) VICE-CHAIR - REGION X -All of Florida -Appraisal Institute(2007) THIRD DIRECTOR - REGION X -All of Florida -Appraisal Institute(2006) FINANCE OFFICER - REGION X—All of Florida—Appraisal Institute(2006) PRESIDENT - BROWARD COUNTY,SOCIETY OF REAL ESTATE APPRAISERS PRESIDENT - BROWARD COUNTY,AMERICAN SOCIETY OF APPRAISERS CHAIR - FLA.STATE GOVERNMENT RELATIONS SUBCOMMITTEE OF Al CHAIR - FLA.STATE LEGISLATION®ULATION SUBCOMMITTEE OF Al G)PROFESSIONAL OFFICES HELD/AWARDS CHAIR - FLORIDA REALTORS COMMITTEE ON COMMITTEE REFORMS CHAIR - EDUCATION COMMITTEE,FT.LAUDERDALE CHAPTER Al CHAIR - CANDIDATES GUIDANCE COMMITTEE,FT.LAUDERDALE CHAPTER Al CHAIR - NATIONAL Valuation for Financial Reporting PROJECT TEAM OF Al VICE CHAIR&MEMBER - NATIONAL GOVERNMENT RELATIONS COMMITTEE OF Al(15 Years) MEMBER - NATIONAL LONG RANGE PLANNING COMMITTEE OF Al MEMBER - NATIONAL PUBLIC AFFAIRS COMMITTEE OF Al DIRECTOR - REGION X(Florida)Appraisal Institute MEMBER - REGION X(FLORIDA)ETHICS AND COUNSELING PANEL DIRECTOR - BROWARD COUNTY,FLORIDA SOCIETY OF REAL ESTATE APPRAISERS DIRECTOR - SOUTH FLORIDA CHAPTER AMERICAN SOCIETY OF APPRAISERS MEMBER - NATIONAL EXPERIENCE REVIEW PANEL MEMBER OF Al SPECIAL MASTER - BROWARD COUNTY BOARD OF TAX ADJUSTMENT COMMISSIONER - 17TH JUDICIAL CIRCUIT COURT,Broward County,FL MEMBER - 2013 APPRAISAL INSTITUTE NATIONAL BUSVAL PROJECT TEAM H)PROFESSIONAL PUBLICATIONS&PRESENTATIONS Wrote and taught a basic Residential Appraisal Course for the Broward County Adult Education Div.of the Dept.of Education; Wrote and taught an Income Appraisal Course for the Broward County Adult Education Division of the Department of Education; Co-authored and taught an appraisal course on Mortgage-Equity Capitalization for the American Society of Appraisers. Authored and taught a Florida State and Appraisal Institute 3-hour accredited course in"The Legislation,Regulation and Appraisal of Real Property Rights in Florida September 7,1996. Presentation on"Gramm-Leach-Bliley"Federal Privacy Act of 1999 for South Florida Chapter of American Society of Appraisers on October 24,2001. Presented 3-hour Florida CEU-credit seminar on"Appraisers and the Gramm-Leach-Bliley Act'before the South Florida Chapter of the Appraisal Institute on July 27,2002. Presenter at 6.5 Hour CLE-credit Attorney Seminar on Florida Eminent Domain,"Valuation and Damage Issues" February 2,2006, Fort Lauderdale,Florida P CIVIC INVOLVEMENT MEMBER OF ROTARY INTERNATIONAL/PAUL HARRIS FELLOW MEMBER OF THE GREATER FORT LAUDERDALE OPERA GUILD MEMBER FLORIDA PHILHARMONIC BROWARD TRUSTEES MEMBER OF THE BROWARD COUNTY LIBRARY SUPPORT GROUP("BYBLOS") MEMBER CIRCLE OF FRIENDS—NOVA SOUTHEASTERN LIBRARY FOUNDATION MEMBER NOVA SOUTHEASTERN UNIVERSITY ALUMNI ASSOCIATION MEMBER OF THE FORT LAUDERDALE HISTORICAL SOCIETY MEMBER OF THE BROWARD COUNTY MUSEUM OF THE ARTS MEMBER OF THE FORT LAUDERDALE/BROWARD COUNTY CHAMBER OF COMMERCE MEMBER OF THE BETTER BUSINESS BUREAU OF SOUTH FLORIDA LIFETIME HONORARY MEMBER FLORIDA SHERIFF'S ASSOCIATION MEMBER NATIONAL&FT.LAUDERDALE COUNCILS U.S.NAVY LEAGUE U.S.ARMY VETERAN WWII(RA 1721268 1)-HONORABLE DISCHARGE 1949 84 Vance Beal Estate Service Claudia Vance, MAI Appraiser - Real Estate Analyst Reviewer Vance Real Estate Service - 7481 NW 4 Street Plantation - FL - 33317 Office: 954.583.2116 Cell: 954.647.7148 Email:vanceval(a,att.net Web Site:www.vancerealestateservice.com Vance Real Estate Service is a Veteran-Owned Small Business (VOSB) and Florida Certified SDVBE Minority Business Enterprise specializing in personalized real estate valuation services in Florida for over 35 years. Designated appraisers perform the appraisal work,no trainees. Our appraisals are used for financial/mortgage loan purposes from large mixed use complexes to small owner-occupied properties. We have the qualifications for appraisals submitted to SBA. Jesse B.Vance,Jr.,MAI, SRA,ASA and Claudia Vance,MAI are qualified as expert witnesses for eminent domain,deficiency judgments,marriage dissolution,and estates. Our firm values most types of real property interests,timely,professionally,and at competitive costs. PROFESSIONAL QUALIFICATIONS A)PROFESSIONAL DESIGNATIONS/LICENSES MAI Designation-APPRAISAL INSTITUTE No.9451 State-Certified General Real Estate Appraiser No.RZ-173 Florida State Licensed Real Estate Broker No.BK 0161305 VOSB Veteran-Owned Small Business(CCR/Duns 826494957) B)WORK HISTORY 1983-Current Vice President-Vance Real Estate Service 1981-1983 President-The Appraisal Company,Fort Lauderdale,Florida C)QUALIFIED AS AN EXPERT WITNESS IN REAL ESTATE VALUATION U.S.Bankruptcy Court,Southern District of Florida Florida Circuit Court:Broward County D)PROFESSIONAL DEVELOPMENT PROGRAM REGISTRIES Valuation of Sustainable Buildings: Cormnercial Valuation of Sustainable Buildings: Residential E)EXPERIENCE:35+years appraising and analyzing real property interests in South Florida. F)APPRAISER SPECIAL MAGISTRATE FOR THE BROWARD CO VALUE ADJUSTMENT BOARD 2002-2010 Partial list of real property types valued: High value residences,Condominiums/Co-operatives,Office,Industrial,Multi-family,Restaurants/bars,Auto dealerships,City Centers, Hotels/motels, Houses of worship, Schools, Child care centers, Self-storage, Funeral home, Animal Hospital, Mixed use,Nursing homes,Gas sales stations,Marinas, Mobile home parks, Shopping centers, Country clubs/golf courses,Financial institutions,Bowling centers,Vacant land, Agricultural properties,Environmentally sensitive land Tvpes of Reports: Market Value, Eminent Domain, Marketability, Feasibility, Highest and Best Use, Investment Analyses, Partial Interests, Easement Valuations,Estate planning,Marriage dissolution,Land use studies,Damage/Contamination studies 85 G)PARTIAL LIST OF CLIENTS— PRIVATE: Individuals,Corporations,Attorneys,Accountants,Habitat for Humanity,Seminole Tribe of Florida COMMERCIAL BANKS: Wells Fargo; BankAtlantic; SunTrust Citigroup; Space Coast Credit Union; State Farm Bank; Florida Shores Bank;American National Bank;Landmark Bank;City National Bank;Englewood Bank&Trust SAVINGS & LOANS, INSURANCE COMPANIES, REAL ESTATE INVESTMENT TRUSTS, & REAL ESTATE TRANSFER COMPANIES,TITLE INSURANCE COMPANIES FLORIDA CITIES: Fort Lauderdale, Plantation, Cooper City, Deerfield Beach, Tamarac, Oakland Park, Wilton Manors, Davie,Hollywood,Pembroke Pines,Hallandale Beach,Lauderhill, Southwest Ranches,Miramar,Boca Raton,Boynton Beach, West Palm Beach,Delray Beach FLORIDA COUNTIES and AGENCIES: Broward,Palm Beach,Broward County Board of County Commissioners,School Board of Broward County,Broward County Housing Authority STATE OF FLORIDA Department of Transportation(FDOT),Department of Environmental Protection U.S.Department of Veterans Affairs,U.S.Department of Treasury(IRS),U.S Marshall's Service,U.S.Attorney Hl EDUCATIONAL BACKGROUND Academic: Bachelor of Arts Degree—University of New Orleans,New Orleans,LA—Major: English Professional: Symposium (SREA)- Market Analysis,1983,Philadelphia Symposium (SREA)- Market Analysis,1984,Atlanta Symposium (SREA)- Market Analysis,1985,Vancouver Symposium (SREA)- Market Analysis,1986,Atlantic City Symposium (SREA)- Market Analysis,1988,Los Angeles SEMINAR(AI) -Cost Approach(1992/Boston) SEMINAR(AI) -Rates&Ratios(1992/Boston) SEMINAR(AI) -International Appraising(1992/Boston) SEMINAR(AI) -Litigation Valuation/Mock Trial(1993) SEMINAR(AI) -ADA ACT(1993/Reno) SEMINAR(AI) -Hotel Valuation(1993) SEMINAR(AI) -Income Capitalization,Methods(1993) SEMINAR(AI) -Powerhnes/Electromagnetic Radiation(1994) SEMINAR(AI) -Verifying Market Data(1994) SEMINAR(AI) -Market Studies for Appraisals(1994) SEMINAR(AI) -Florida Appraiser Core Law(USPAP/1994) SEMINAR(AI) -Limited Appraisals&Reports(USPAP/1994) SEMINAR(AI) -Public Safety&Property Values(1995) SEMINAR(AI) -Outparcel Valuation(1995) SEMINAR(AI) -Computer Technology Video Conference(1995) SEMINAR(AI) -The Internet&the Appraiser(1996) SEMINAR(AI) -Florida Commercial Construction(1996) SEMINAR(AI) -1996 Data Exchange(1996) SEMINAR(AI) -Real Property Rights in Florida(1996) COURSE (AI) -USPAP&Florida Real Estate Core Law(1996) SEMINAR(AI) -Valuation of Trees(1997) SEMINAR(AI) -Valuation of Transferable Development Rights[TDR's](1997) COURSE (AI) -Standards of Professional Practice,Part C,15 hour Course#430(1997) SEMINAR(AI) -Non-Conforming Uses(1998) SEMINAR(AI) -The Impact of Contamination on Real Estate Value(1998) COURSE (AI) -USPAP&Florida Real Estate Core Law(1998) SEMINAR(AI) -Econometrics/Statistical Valuation Methods(1999) SEMINAR(AI) -Globalization of Real Estate/What U.S.Appraisers Need to Know(1999) SEMINAR(AI) -The Role of the Appraiser in Alternative Dispute Resolution(Mediation/Arbitration)(1999) SEMINAR(AI) -Technology Forum Part II/Intermediate(1999) SEMINAR(AI) -Client Satisfaction/Retention/Development(1999) SEMINAR(AI) -Attacking and Defending an Appraisal(1999) SEMINAR(AI) -Federal Appraisal Requirements(2000) SEMINAR(AI) -Regression Analysis in Appraisal Practice:ccConcepts&Applications(2000) H)EDUCATIONAL BACKGROUND(Continued) SEMINAR(AI) -Analyzing Income Producing Properties(2000) COURSE (AI) -USPAP&Florida Real Estate Core Law(2000) SEMINAR(AI) -Mediation&Alternate Dispute Resolution Seminar(200 1) SEMINAR(AI) -State of the Appraisal Profession(2001) SEMINAR(AI) -Ad Valorem Assessment Process in Florida(2002) SEMINAR(AI) -Role of Real Estate Appraisers in Bankruptcy Proceedings(2002) SEMINAR(AI) -Appraisers&the Gramm-Leach-Bliley Federal Privacy Act(2002) SEMINAR(AI) -How to Appraise the Ugly House(2002) COURSE(AI) -2-Day Course#430,Standards of Professional Practice,Part C(2002) SEMINAR(AI) -Market Trends for 2003(2003) SEMINAR(AI) -Update on Code of Professional Ethics(2003) PANEL(AI) -Moderator"Industry,Consumer&Congressional Views on Predatory Lending"D.C.(2003) SEMINAR(AI) -Florida State Law for Real Estate Appraisers(2003) SEMINAR(AI) -Appraisal Agreements(2003) SEMINAR(AI) -Analyzing Distressed Real Estate(2004) SEMINAR(AI) -Valuation for Financial Reporting Purposes(2004) SEMINAR(AI) -National USPAP Course(2004) SEMINAR(AI) -Inverse Condemnation(2004) SEMINAR(AI) -Loss Prevention(2005) SEMINAR(AI) -Single Family Fraud Awareness(2005) SEMINAR(AI) -Guide to the new URAR form(2005) SEMINAR(AI) -Technologies for Real Estate Appraisers(2006) SEMINAR(AI) -The Appraiser's Role in New Urbanism(2006) SEMINAR(AI) -National USPAP Update(2006) SEMINAR(AI) -Florida State Law for Real Estate Appraisers(2006) SEMINAR(AI) -Scope of Work and the New USPAP Requirements(2006) SEMINAR(AI) -Energy Star and the Appraisal Process(2006) SEMINAR(AI) -Reappraising,Readdressing,and Reassigning Appraisals(2007) SEMINAR(AI) -Real Estate Fraud(2007) SEMINAR(AI) -Forecasting Revenue(2007) SEMINAR(AI) -Florida Law for Real Estate Appraisers(2007) COURSE(AI) -Business Practice and Ethics#420(2007) SEMINAR(AI) -Supervisor—Trainee Roles and Rules(2008) COURSE(AI) -7 Hour National USPAP Update#400(2008) SEMINAR(AI) -Hypothetical Conditions and Assumptions(2008) SEMINAR(AI) -Real Estate Economy(2008) SEMINAR(AI) -Public Sector Appraising(2009) SEMINAR(AI) -Inspecting the residential"green"house(2009) WEBINAR(AI) -Value for Financial Reporting(2009) SEMINAR(AI) -The Real Estate Market in 2009 SEMINAR(AI) -New Government Regulations(2009) SEMINAR(AI) -Property Tax Assessment(2010) SEMINAR(AI) -7 Hour National USPAP(2010) SEMINAR(AI) -Florida Law for Real Estate Appraisers(2010) SEMINAR(AI) -Supervisor/Trainee Roles and Rules(2010) SEMINAR(AI) -The Real Estate Market(2011) SEMINAR(AI) -Uniform Appraisal Standards for Federal Land Acquisitions-"Yellow Boob'(2011) COURSE(AI) -15 Hour Appraisal Curriculum Overview(2011) SEMINAR(AI) -Spotlight on USPAP—Agreement for Services(2011) SEMINAR(AI) -Trial Components(2011) SEMINAR(AI) -Lessons from the Old Economy Working in the New(2012) SEMINAR(AI) -Appraisal Review for General Appraisals(2012) COURSE(AI) -National USPAP Update(2012) SEMINAR(AI) -Florida Law(2012) SEMINAR(AI) -Land Valuation(2012) SEMINAR(AI) -Valuation of Warehouses(2012) SEMINAR(AI) -IRS Valuation(2012) SEMINAR(AI) -Business Practices and Ethics(2012) SEMINAR(AI) -Real Estate Forecast(2013) SEMINAR(AI) -Advanced Marketability Studies(2013) SEMINAR(AI) -Developing a Supportable Workfile(2013) 87 H)EDUCATIONAL BACKGROUND(Continued) SEMINAR(Al) -Florida Appraisal Law(2014) SEMINAR(Al) -Liability Issues for Appraisers performing Litigation&Non-Lending Work(2014) COURSE(Al) -7 Hour National USPAP Update Course(2014) SEMINAR(Al) -Florida Law(2014) SEMINAR(Al) -New Real Estate Economy(2014) SEMINAR(Al) -Economic Engines of Miami-Date County(2015) SEMINAR(Al) -Economic Engines of Broward County(2015) SEMINAR(Al) -Tightening the Appraisal(2015) SEMINAR(Al) -Evaluating Commercial Construction(2015) SEMINAR(Al) -Drone Technology(2015) SEMINAR(Al) -Loss Prevention for Appraisers(2016) COURSE(Al) -7 Hour National USPAP Update(2016) SEMINAR(Al) -Florida Law(2016) SEMINAR(Al) -Redefining the Appraisal&Its Role in an Evolving Banking Environment(2016) SEMINAR(Al) -The Tough One,Mixed use properties(2016) SEMINAR(Al) -Business Practices&Ethics(2016) SEMINAR(Al) -Economic Engines Driving Broward County(2017) SEMINAR(Al) -Introduction to Green Buildings&passed exam(2017) SEMINAR(Al) -Another View of the Tough Ones(2017) SEMINAR(Al) -Appraising for the Office of Valuation Services,Department of the Interior(2017) SEMINAR(Al) -Case Studies in Appraising Green Residential Buildings&passed exam(2017) SEMINAR(Al) -Uniform Appraisal Standards for Federal Land Acquisitions&passed exam(2017) SEMINAR(Al) -Hot Topics&Myths in Appraiser Liability(2018) COURSE(Al) -7 Hour National USPAP Update(2018) SEMINAR(Al) -Florida Law(2018) SEMINAR(Al) -Parking&Its Impact on Florida Properties(2018) SEMINAR(Al) -What's New in Residential Construction(2018) SEMINAR(Al) -Valuation Resources for Solar Photovoltaic Systems(2018) SEMINAR(Al) -Technology Tips for Real Estate Appraisers(2018) SEMINAR(Al) -Residential&Comnnercial Valuation of Solar&passed exam(2018) SEMINAR(Al) -Airport Appraisals(2019) SEMINAR(Al) -Practical Applications in Appraising Green Commercial Properties&passed exam(2019) D PROFESSIONAL INVOLVEMENT Region X Representative of the Appraisal Institute 2006—2009 President of the South Florida Chapter of the Appraisal Institute-2003 First Vice-President of the South Florida Chapter of the Appraisal Institute-2002 Second Vice-President of the South Florida Chapter of the Appraisal Institute-2001 Secretary of the South Florida Chapter of the Appraisal Institute-2000 Treasurer of the South Florida Chapter of the Appraisal Institute-1999 Chair of the Education Committee of the S.Florida Chapter of the Appraisal Institute-1995,1996,1997,1998,2007-2018 Director of the South Florida Chapter of the Appraisal Institute 1996-1998 Member of Region X(Florida)Ethics and Counseling Panel—Al Graduate of the Florida REALTORS Institute(GRI) J) CIVIC INVOLVEMENT Member of the Navy League of the United States—Fort Lauderdale Council Lifetime Honorary Member-Florida Sheriff s Association Member of Zeta Tau Alpha Alumnae Fraternity 88 From: Daniel Rosemond To: Shutt,Thuy Cc: Chuck Halbera;Corey O"Gorman; Maria D. Subject: Re: May 10,2022 CRA Board Meeting Packet Date: Wednesday,May 18,2022 4:18:04 PM Attachments: imaae001.pna imaae002.pna imaae003.pna imaae004.pna imaae005.pna imaae006.pna imaae009.pna imaae976540.12na image149107.pna imaae951192.12na image159048.pna imaae508526.12na imaae616202.12na Boynton Beach Cottaae District Development Letter.udf Hi Thuy, Attached please find our team's updated proposal. Regards, Daniel A. Rosemond CEO/Founder East to West Development Corporation (305) 588-2638 www.etwdc.ora On Thu, May 12, 2022 at 8:36 AM Shutt, Thuy <ShuttT .bbfl.us>wrote: Good morning, At the May 10, 2022 CRA meeting, the Board selected Centennial Management Corp. and authorized staff to issue the required 30 day public notice for disposal. During the 30 day period, other interested parties may to submit a proposal or the current proposers may update their Letters of Intent submissions. If you would like to update your proposal for inclusion into the June 14th CRA Board Agenda packet,please submit no later than Tuesday, May 24, 2022, 5:00 pm. If there are questions,please feel free to contact me. Thank you. EAST TO WEST DEVELOPMENT CORPORATION May 18, 2022 Thuy Shutt, Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue Boynton Beach, FI. 33435 RE: Cottage District Project-UPDATED PROPOSAL from East to West Development Corp. Dear Ms. Shutt: Please accept this letter as an update to our original Letter of Interest (LOI), submitted April 5, 2022. This is being submitted as part of the CRA's 30-day notice of intent to dispose of real property. Our team was present during the Board meeting on May 10th where the various LOI's were discussed. We were of course, disappointed that our proposal was not selected. Upon hearing the Board's expressed rationale for selecting the proposal submitted by Centennial Management Corp., we believe it important to update our proposal in hopes that the Board will reconsider our team and our proposal. For ease of representation, we have bulleted the salient elements of our updated proposal: 1 . Total development cost increased to $11,580,000; inclusive of a payment of $1,080,000 to the BBCRA for the land This would bring the average purchase price of the units up to $322,000 (still below the County's purchase price limit) 2. ETWDC's proposal is consistent with the CRA's 2016 Redevelopment Plan The cottage district site is identified in the BBCRA 2016 Community Redevelopment Plan as a priority site for the construction of new affordable or workforce home ownership opportunities and has the added benefit of being located in the Palm Beach County Qualified Opportunity Zone 3. ETWDC's proposed use of the site is consistent with City's Future Land Use Plan • Proposing 36 SFD units (fee simple homeownership), consistent with neighborhood character • Future Land Use Plan reflects site as medium density residential (11 D.U./acre) Page 1 of 3 4. ETWDC's development team possesses over 75 years of combined experience in affordable housing development • We are former Redevelopment Agency executives and Planning and Development practitioners • GC (Stuart & Shelby Development, Inc.) is a leader in building quality affordable housing 5. ETWC's proposal included a commitment to implementing an apprenticeship program and local hiring 6. ETWDC is a registered 501 © (3) with a mission of providing affordable housing in challenging markets 7. ETWDC's proposal can commence immediately and complete the project within 2 years While Centennial Management Corp.'s proposal to provide senior housing is laudable, it is inconsistent with the Redevelopment Plan and the City's Future Land Use Plan. Moreover, this proposal would require the award of LIHTC through a hyper competitive RFA process through Florida Housing Finance Corporation. And even if successful in the upcoming application round (scheduled for the Fall), it would take at least another year before underwriting would be completed, and then the Developer would have to go through the site rezoning process. All in, it could take north of 3 years before construction could even commence for a multi-family rental project for seniors. This timeline assumes Centennial Management Corp.'s application will be successful in the tax credit application process, of which there is no guarantee. We further recognize that Centennial's proposal offers a payment of the site's appraised value, which the Board seemed to prioritize. We respectfully disagree that this should be the driving element for the Board to consider. According to the Florida Redevelopment Association, Florida's community redevelopment agencies (CRAs) serve to revitalize communities through projects such as streetscapes and roadway improvements, building renovations, neighborhood parks and more. Seeking top dollar for site acquisition should not be the focal point when it comes to redevelopment projects. Instead, it should be consistency with the agency's Redevelopment Plan. Page 2 of 3 Our team stands ready to deliver a project that is consistent with the BBCRA's Plan, consistent with the City's Future Land Use, and compatible with the neighborhood character. We have the capacity to perform and can proceed immediately to obtain site plan approval and Building Permits. We hope that the Board will reconsider its decision and approve a resolution in favor of East to West Development Corporation. Sincerely, /44�//4w Daniel A. Rosemond, CEO/Founder daniel@etwdc.org Page 3 of 3 \:z �y { \ . \ � \ \ � »». . \ � :° { : BB . \ R: A � \ y\ ^\.�ama<\ � AC\ � . \ � ^ \ � � LETTER OF INTEREST Boynton C District t EAST TO WEST Proposal Contents Table Contents LETTER OF INTEREST FOR COTTAGE DISTRICT DEVELOPMENT.........................................................................................................2 DEVELOPMENT TEAM INFORMATION.............................................................................................................................................3 A. DESCRIPTION OF LEGAL STRUCTURE..................................................................................................................................................... 3 B. PROPOSER'S PRINCIPALS,PARTNERS AND OFFICERS...............................................................................................................................4 PROPOSED SITE PLAN AND MODELS............................................................................................................................................. 11 RELEVANTPROJECTS................................................................................................................................................................................ 18 ..................................................................................................................................................................................................... 22 ..................................................................................................................................................................................................... 22 ..................................................................................................................................................................................................... 22 FINANCING AND OTHER PROJECT DETAILS.................................................................................................................................... 23 POTENTIAL HOMEBUYERS AND OUTREACH PLAN......................................................................................................................... 24 APPRENTICESHIP,LOCAL HIRING................................................................................................................................................................ 24 LICENSES,CERTIFICATES,AND OTHER DOCUMENTS...................................................................................................................... 25 1 Letter of Interest iicDevelopment EAST TO WEST DEVELOPMENT CORPORATION April 5,2022 Thuy Shutt, Executive Director Boynton Beach Community Redevelopment Agency 100 E.Ocean Avenue Boynton Beach, FL 33435 RE: Letter of Interest r Cottage DistrictDevelopment Dear Ms. Shutt: Thank you for the opportunity to submit this Letter of Interest (LOI) for the above referenced project. Having explored the CRA's desired outcomes, we have provided what is believed to be relevant information to assist you and the Board in making an informed decision in selecting a Developer to advance this project. Our team is confident that it is well suited to successfully complete the development of new affordable housing in the Boynton Beach Cottage District, part of the Community Redevelopment Area. East to West Development Corporation (ETWDC) is a registered 501 © (3) entity that has a mission to provide affordable(and workforce)housing in the most challenging markets. The leadership of our organization possesses nearly 150 years of experience in the areas of affordable housing, community and economic development, planning, residential construction, and banking. Additionally, our experience as local government practitioners should lend assurance as to our ability to understand the project scope and execute the project effectively. Our team's qualifications for this project is further leveraged by its collaboration with Stuart&Shelby Development, Inc., a state licensed General Contractor. Stuart & Shelby has been providing the highest quality residential construction since 2006 and is a leader in the development of affordable and workforce housing. Like ETWDC, Stuart&Shelby Development's team of professionals has over 100 years of industry experience. As you read through this Proposal, you will conclude that this team is highly experienced, knowledgeable, and motivated. The principals of ETWDC&Stuart&Shelby have worked successfully in the past to develop workforce housing in another South Florida redevelopment area. We look forward to working with the Boynton Beach CRA in its endeavor to provide affordable housing in the Redevelopment Area. Sincerely, l� ,ZZOW JjDaniel A. Rosemond,CEO/Founder niel@etwdc.org 6k 2 Development Team Information As indicated in our LOI, East to West Development Corporation is a registered 501 © (3) entity with business operations in both Florida and California. For purposes of this Proposal, we have partnered with Stuart and Shelby Development, Inc. that will serve as the General Contractor to construct the proposed affordable housing units. If awarded, we plan to establish a single purpose entity (Limited Liability Corporation)for the development of the proposed housing units. a. Description of Legal Structure Company Names &Address: East to West Development Corporation: Non-Profit—501 (c) 3 (FEIN: 83-1236408) 700 US One, Suite C North Palm Beach, FL 33408 Stuart & Shelby Development, Inc: Privately Held (TIN: 20-5655224) Stuart & Shelby Development, Inc. 205 George Bush Boulevard Delray Beach, FL 33444 3 b. r ser`s Principals, Partners and Officers DANIEL A. R.OSEMOND CE O/11T E EAST TO FEST DEVELOPMENT CORPORATION EDUCATION ❑ Master of Science St.Thomas University Public Administration ❑ Graduate Certificate St.Thomas University HR Management DISCIPLINE EXPERIENCE Affordable&Workforce Housing Administration: 15 Years r Community&Economic Development: 15 Years r Budgeting,Finance,and Grants Administration: 20 Years Public Administration: 30 Years NOTABLE ACCOMPLISHMENTS&RELEVANT PROTECTS Administrative level involvement of funding and oversight of more than 70 affordable housing projects yielding approximately 10,000 units of housing Championed the establishment of new HUD entitlement city,cultivating 10-fold annual funding increase and achieved national recognition from HUD Secretary Shawn Donovan Assumed oversight of an underperforming Redevelopment Agency,and successfully resolved issues stemming from OIG audit Budget preparation and oversight experience well north of$120M ArtSquare,Hallandale Beach(private development) A mixed-use development consisting of 10,264 square feet of retail commercial use, 358 residential units, and a 2-story parking garage. Costa$80M Role. Negotiated (and administered) Development Agreement on behalf of City/CRA to garner redevelopment of 3 city blocks as part of this project. Diplomat,Hallandale Beach (private development) Mixed use development providing 938 hotel/condos, new clubhouse, and 30,000 restaurant and retail space on existing golf course. Cost.$650 M Role.Negotiated(and executed) Development Agreement on behalf of City,generating $6.5M in monetary contributions and in-kind services by Developer. Neighborhood Stabilization Program(NSP), City of Miami Gardens Established by Congress, the objective of the NSP was to stabilize communities impacted by foreclosures through the purchase and redevelopment of these residential properties. Costa$6.8M r 4 Role: Project lead; achieved national recognition from HUD Secretary for being first city in the country to successfully complete the acquisition, rehab,and resale of foreclosed property to income eligible family. Ward Towers,Miami Dade Affordable Housing Corporation 100-unit State of the Art Assisted Living Facility. Project involved a capital stack consisting of Surtax, LIHTC, Bonds, and HOPE VI. Cost: $17M Role: Board Director,project development oversight, DA negotiation and funding coordination. EMPLOYMENT HISTORY • City Manager/CRA Executive Director City of Hallandale Beach 2016 • Deputy City Manager/CRA Director City of Hallandale Beach 2013-2015 • Assistant City Manager City of Miami Gardens 2009-2013 • Community Development Director City of Miami Gardens 2006-2013 • Assistant Director, Community Dev. City of Miami 2003-2006 OTHER CREDENTIALS Florida Redevelopment Association Certified Redevelopment Administrator 2015 ICMA Credentialed Manager 2015 Miami Dade Housing Finance Authority Board Member 2004-2014 5 COREY W. 0"GORMAN, AICF 700 US-1, Ste C,North Palm Beach,FL 33408 5 , (561)863-2722•corey(aplacepnd;com Education Rollins College Bachelor of Arts, Environmental Studies 1983 American Institute of Certified Planners (AICP) Certification - 1991 Affiliations Palm Beach County Commission on Affordable Housing, July 2018 to present Planning Commission, Village of North Palm Beach, 2012 to 2016 Florida Planning Association member, current Florida Housing Coalition member, current Florida Redevelopment Association member, current Florida Trust for Historic Preservation member, current PB County League of Cities associate member, current North Palm Beach County Chamber of Commerce member, current WORK EXPERIENCE & QUALIFICATIONS PLACE Planning& Design, Inc. North Palm Beach, Florida President 2006-present Responsible for all aspects of company activities including client relations, business development, contracting and invoicing, and completing all company projects which include: • Due diligence feasibilities studies to evaluate development potential, how to proceed with the development process, and/or for possible investment. • Applications for various governmental approvals for site plan, zoning, permitting, etc., on a wide range of projects including residential, commercial, industrial and institutional. • Direct and oversee the design, permitting and construction for various projects as the Owners' Representative Project Management, serve as owners point of contact. • Provide zoning consulting services and code amendment services to public and private agencies and companies. • Community Redevelopment Agency(CRA)consulting including preparation of findings of necessity, redevelopment planning and project implementation. Toll Brothers, Inc. Jupiter, Florida Project Manager 2005-2006 Responsible for the management and coordination of various design and regulatory activities related to the development of a large residential community in Jupiter, Florida, including all necessary on-site and off-site infrastructure and lots for construction of homes. Project included single-family homes townhomes, golf course and clubhouse. 6 Collins Development Company, Inc. Palm Beach Gardens, Florida Project Manager 1999-2004 Direct and oversee the design, permitting and construction for various projects as the owners' representative, serve as owners point of contact for company projects. Gainesville Community Redevelopment Agency(CRA) Gainesville, Florida CRA Manager 1996-1999 Responsible for all day-to-day operations of the CRA, prepare CRA plans, prepare projects and programs with advisory boards and CRA Board, implement projects and programs. The Urban Group, Inc. Fort Lauderdale, Florida Director of Housing and Community Development 1993-1996 Responsible for housing consulting services focused on non-profit developers of HUD Section 202 Housing and similar affordable housing projects. Lee County Community Development Dept and CRA Fort Myers, Florida Senior Planner 1989-1993 Supervision of inspections personnel for development services division; preparation of zoning staff reports and presentation to hearing examiner in zoning division; Senior Planner liaison to six redevelopment districts and advisory boards responsible for redevelopment planning and project implementation. Allen Engineering Cocoa Beach, Florida Permit Coordinator 1988-1989 Responsible for preparation,submittal and processing of engineering permit application to various agencies on company projects. City of Titusville Titusville, Florida Planner,Senior Planner, Development Coordinator 1984-1988 Responsible for preparation of staff reports, presentation to city boards and commissions, coordination with other city department for review of development applications. Professional and Technical Skills Feasibility analysis and due diligence; land development interpretation and amendment; project scheduling and budgeting; development team selection; project financing (grants and loans); contracting management; public approvals; and project management. Experience working with and for private and public sector clients and non-profit agencies gives unique perspective and broad understanding of land development and construction issues. Experienced with Microsoft Word, Excel, PowerPoint, Microsoft Project, Acrobat, Photoshop. 7 Stuart & Shelby Development, Inc: General Contractor 217 N.E. 4 Street Delray Beach, FL 33444 The Stuart & Shelby Team has over 100 years of combined experience in residential construction, affordable housing development, planning and community redevelopment. Our team is also well versed in understanding and navigating the nuances of working with government entities in achieving redevelopment projects. Chuck Halberg, President • Florida Licensed General Contractor since 1986 • In the construction industry since 1975 including South Florida since 1980 • Construction Management/ Executive since 1980 for three top 200 National Builders • Has overseen the construction of over 2500 residential single-family units, 2500 apartments, and 800,000 SF of commercial space since 1975 • Personal strengths in business relations, product development, budget management quality control, customer satisfaction • Delray Beach Business of the Year 2013-2014 • Delray Beach Businessperson of the Year 2010-2011 • Ken Ellingsworth Community Service Award 2008, 2011, 2013, • Community Service Commendation Delray Beach Police 2006 • Special Recognition Award City of Delray Beach 2006 Dave Dedman, Director of Construction • In the construction industry in Florida since 1986 • Managed construction departments for organizations with annual construction budgets in excess of$20,000,000 including two major Florida developers • Bachelor of Science in Construction Management • Personal strengths in budget management, value engineering, product development, quality control s The Board -- Yr t, Y Jose Cintron recently retired from urin Yoder has over 12 years Carl Garraffo is an accomplished' government service after a of exPerieince in IlocaI !i senior executive, leader, and advisor distinguished career in the field'' of government, specifically grant 1 with more than 38 years of success it housing and community development administration and community the real estate, laver, accounting, and in which he served for close to forty and econornic development. In hospitality industries. Cad is the years. Hlis twenty-year HUD career May 2017 Alis. Yoder joined the President of H3 HR Consulting, LLC. concluded at the end of 2017, serving Georgia Fountains Regional Leveraging extensive experience as Z, as the HUD lead for disaster relief Commission (G RQ as a Project � an HR leader, Carl is a valuable asset efforts in Florida a°Flet Hurricane Irma Manager. The G 1RC was }� for companies of various sizes and causeda high level of damage in the created in 19&2 as a sub-state stages of growth that are seeking State, district and is comprised of 51 expert assistance navigating issues mender governments from the such as harassment, equal pay, and Pricer to that, he served as the Miami Northeast Georgia Mountains. � company, culture. Prior to that, Carl Fielld Office Director, named to that The G 1RC works with these was the Chief Hluman Resources post in March of 2015. His other HIND entities to formulate goals and � Officer with Lennar Corporation for service encompassed two years as the strategies for area growth and over 20 gears. Lennar is a Fortune Regional Public Housing Director, and development. 200, S&P 500 real estate company an additional fourteen years during with 12,000 Associates and is the which time he held positions as the Prior to moving to Northeast � largest and most profitable s Secretary's Representative (Regional Georgia in 2017, she was 1 homebuilder in America. Director) for New York and New employed with the City of Miami Jersey (appointed by Secretary Henry Gardens for B years. As the Carl formerly served on Client 1 isineros), FielldOffice Director for the City's Community Development Advisory Boards for Prudential Florida State Office, Acting General Director from 2013-201:7, Ms. Retirement, the National Association Deputy Assistant Secretary for the 'Yoder was responsible for for Colleges and Employers, and the Office of Public and Indian Housing, administering, implementing and New York City Board of Education 4s; Acting Director of Community monitoring Federal, State, and Cooperative Education Program, Carl Planning and Development of the local grant programs for the City. } is a Governing Body Chair for Evanta's Miami Field Office, and Development Some of the programs she Florida CHRO Leadership Summit and Coordinator for the Public and Indian oversaw were, economic is a frequent guest speaker at various Office of Miami. Curing this period, d e v e l op m e n t, ho u s i ng ` round table events. He earned his { he also served as the "Change rehabilitation, homeownership Bachelor of Science in Business Agent" (appointed by Secretary assistance, emergency Management from the New York Andrew Cuomo) responsible For the rehabilitation, assistance, Institute of Technology and is an ICF reorganization of the HUID Public infrastructure and public facility Trained Executive. Housing Davison. improvements, and public services. f 1 1 9 E F; q t.. Danny San ivasci is a Portfolio Senior Examiner Monique King-Viehland Is the director of State with the Federal Reserve Bank of Atlanta. He and Local Housing Policy for the, Urban. Institute currently oversees the consumer compliance risk She leads efforts 'to catalyze Urban's vast housing management supervision program for an } policy expertise into actionable strategies for, and institution with more than 0 billion in assets. t with, state,and local housing leaders. Hier portfolio Gunny joined the Reserve Bank as a consumer extends across Urban, encompassing a range of compliance examiner €n 2011, specrializing in SRA housing policy areas from homelessness andaffordable housing to zoning reform,, examinations for large, complex institutions. homeownership, and housing finance. in g- 1; Viehland previously served as executive director of Prier to the Federal Reserved Danny managed , the LA County Development Authority where she various areas of consumer compliance as Vice oversaw 580 employees and a budget of $600 President of Community Development and CRA at million. She was 'the first woman and African a large bank in Miami Florida. Danny also has American to take the helm of the 0-year-old several years of experience overseeing community agency. She led the agency through significant development projects at the municipal level. He is transformation, ii cludiing the merger of the a Certified' Regulatory Compliance Manager Community Development Commission and housing authority into one unified agency to R PvIj and holds an MBA in Finance from Nova augment, crass-agency thinking and client service, Southeastern University and a Master of Science in increase organizational effectiveness, and Community Development and Political Science reposition the agency as a forward-thinking, from Illinois Mate University. Danny's work in industry leader in the provision of housing, community development 'began as a Peace Corps community, and economic development. She Volunteer in Guinea,West Africa. enhanced the LA CA's efforts to fight the �? homelessness and affordability crises, including a 10-fold increase in affordable and supportive units funded, increasing project: eased rental voucher commitments by more than 100 percent while providing housing and housing assistance to hundreds of thousands annually. In 2019, she was recognized as an LA Power Woman by Bisnovv yKling-Viehland has 20 years of experience in housing, community.. and econornic development She is a member of the LAHSA ,Ari Hoc ommittee on Black People Experiencing H'ornelessness and a member of the Policy Advisory Committee for the Caiiifornia Roadmap H'O M E 2030 initiative. She graduated with honors from Smith College and has a master's in public policy from Carnegie Mellon. .. r jl 10 Proposed Site IModels Upon our team's review of project information, we have determined that a total of thirty-six (36) single family dwelling units can be developed on the site (see proposed Site Plan below). Our goal was to identify units that could meet the BBCRA's objective of having single family dwellings while also seeking to gain the maximum amount of density on the site to make the project feasible. Three (3) models are initially being proposed ranging in size from approximately 1,200 s.f. to 1,500 s.f. and are a mix of 3, and 4 bedrooms. However, it is noted that several lots (1, 4,12, 15, and 28) are only 25' wide, thus requiring a model that can fit. We therefore suggest a 4th model (Seagull II) for these lots. This model is only 2 bedrooms, just under 1,200 s.f., but presents some concerns as to demand from first-time buyers. Our experience informs us that a minimum of 3 bedrooms is the norm. Nonetheless, we can explore alternatives if selected in an effort to develop a site that meets the BBCRA's goals. None of the units contain a garage but all units will have a 16' concrete pad suitable for parking two vehicles. Color renderings of the elevations of the proposed units, along with the floor plans are shown below. It should be noted, however, that additional models/elevations can be considered should the BBCRA and the City's Planning Department wish to provide a broader variety of elevations. 1 i -------------- - i I I 28' 27 26 25 24 23 22 21 �20 T 19T \ � I III Y III I � III i I + .I I , SII I Ipl i --- a II I I' II III II -� -- -- LL TheS®gill he Osprey The Ibis The Osprey The Ibis The Osprey Thelbis The OsBe y The Ibis The Osprey 36- LJ I L 29 J + " O � I e i - 35 o PARK „ Ir-- - --- 30 I g l --------- —31, ------ o4 Ily �I 3 R o U7 E 0. ai 32 a __--- -- [h, ® l Thelbis r_--- T 15 IIS 33 The osprey -- -- _---- __� The Ibis hes®g�ll�� �he OSPsey �he Ibis ThIbis '�The OSPse➢The Osprey I � The lbs4 2 11 'I II 3 4 5 6 y I II II ° —F— 7 8 — — — ------------ _— — ----- --- - ----------------------------------------— -- — — - ----------- 11 The Ibis II Three Bedrooms, Two Baths ON t�Al�w4 bP f' �IYn 7 td C ftttttttttttttttttttttttttttttttttttttttttttttttttttttttttttttttttttttttttttttl,°� � :� .`� ��� u' Illlllllllllllllllllllllllllllpllllllllllllllllllllllllllllllllllllllllllllllllllllll« l t� ALL EDEAS DESIOti't ARRANOEMENTS.1:'D VLhN51:�(➢IfATF.R4A RE}RESEWI'.EP AF THIS P0.Alt�f:Y4 ARF'Q«FDAYANDTHEPRPFFRNPFTHISGFFICE AND'R'£RE(RE D,[T'O[.vEDANDPEti'EL EDFORUSEON,AWIN16 NE DHNitiTTH,THE 5FE(IFIED PROTECT.NONE 111H'HE".RFSlGN.AR9tAN�+-ET-0EhT6 OR NEANS SHALT,HE E HY OR DISQ,OSED TO ANY PER-6H4T1 ORC C—1-FPR AMY PURPOSE wrygyS(yEUER\vgTF1OU€THEa'RITTEN FFRh4R t]ON OF NAURI(F?1EUAII.E.AAtl1IT 1 Stuart& Shelby Development,Inc. 217 N.E.4th Street,Delray Beach,FL 33444-Phone:(561)637-7902 -Fax:(561)637-7904-www,stuartandshelby.com 12 The Ibis II Three Bedrooms, Two Baths AREA CALCULATIONS: A/C LIVING AREA: 1,199 SQ.FT. PORCH: 85 SQ.FT. TOTAL: 1,284 SQ.FT. MASTER BEDROOM 8'-4"CLG. 11'-8"X 12'-4" GREAT ROOM I I 8'-4"CLG. 16'-8"X 14'-0" TH W.I.C. 8'-4"CLG. 8'-4"CLG. 61.2"X 8'-0"I I L J BEDROOM 2 a 8'-4"CLG. 111-81,X 9'-0" KITCHEN 8'-4"CLG. O O 11'4"X 9'-8" 00 BAR _ J PANLRY �❑ o� OG a AT WH 8'-4"CLG PORCH 8'-4"CLG. 17-0"X 5'-0" BEDROOM 3 ----- ----- ----- 8'-4"CLG. 11'-8"X 9'-0" Stuart&Shelby Development,Inc. 217 N.E.4th Street,Delray Beach,FL 33444-Phone:(561)637-7902 -Fax:(561)637-7904-www.stuartandshelby.com 13 The Osprey 11 Four Bedrooms, Two Baths 4 to Al.i.[DF.iS DEffitiNS 1WRAN11EMENS3.4NO TLANS WD11—OR RE4RR11—FRAV THIS TRAS.\RNG AREOA4:VEIBY AND THE IR—OF'[HF5-11.ANRt'EAE iYlEAFEO.EVO1 AND O—LOPED F4R 1!5E QN.AVDM 1-1w'[Fll.FHE 5FIX;IFSF.D RRWeKFI'NONE OF SIKH IDEAS,DF.SIOM.ARRANOF.ME.—M P—SHALL BB[ISED BY OR DISCLOSF,D TO AMY PERSON,—OR CORPOR4NtON MR ANY FORPOSE WHATSOBTR W3TFdOL`T THF WRIT'ITsN PERMI33Qk1 OF—IRK E VIF—ARCFFFFCT. Stuart& Shelby Development,Inc. 217 N.E.4th Street,Delray Beach,Florida 33444 Phone:(561)637-7902 Fax:(561)637-7904 www.stuartandshelby.com 14 The Osprey II Four Bedrooms, Two Baths AREA CALCULATIONS: A/C LIVING AREA: 1,446 SQ.FT. PORCH: 58 SQ.FT. TOTAL: 1,504 SQ.FT. MASTER BEDROOM 8'-4"CLG. 11'-8"X 13'-8" GREAT W.LC. ROOM 8'-4"CLG. 16-8"X 20'-0" BEDROOM 2 8'-4"CLG. 11'-8"X 9'-0" BEDROOM 3 KITCHEN o0 8'-4 CLG. 8'-4"CLG. 11'-8"X 9'-0" 11'-8"X 10'-0" m O J �■ o0 g FOYER PORCH 8'-4"CLG. 11'-4"X 5'-0" BEDROOM 4 8'-4"CLG. 1 r-8°x 9'-01, Stuart &Shelby Development,Inc. 217 N.E.4th Street,Delray Beach,Florida 33444 - Phone:(561)637-7902 -Fax:(561)637-7904-www.stuartandshelby.com 15 The Royal II Three Bedrooms, Two Baths ry i t liiiMOkI4 _ tstr{a�itttitttitttttttittttt }' ,_ lll��ll 44 ALL IDEAS DESIGNS AP,RLNPFA9E.:'CSAND PLANSINDICATED OR.REPRESENTLD@YTHIS DRAwINP.4RE OR,:Ep BY AW THE VRPPERTY PF tHI5 OkF[CE XND wERECRFATF.D,k O[.Y"ED AND DEti'ELOFED FOR HSE DN.AND THE SPECIFIED PRLMECT,'Nolrl OFSU(;HIDEA'.DESIGN,ARRANEEIENT$ORPI.A,'S SHALT.DE USED BY OR D€SCX,$ED TO ANY PE:R$01 FIRM OR CORPORAMi 'FOR ANYPURPOSE LWAMEVER w'4TNOUT THE WWTTEN PERNITWON OF MAURICE MENASCHE.AR(H7EC.T. Stuart& Shelby Development,Inc. 217 N.E.4th Street,Delray Beach,Florida 33444 Phone:(561)637-7902 Fax:(56t)637-7904 www.stuartandshelby.coml 16 The Royal II Three Bedrooms, Two Baths AREA CALCULATIONS: A/C LIV NG AREA: 1,386 SQ.FT. PORCH: 146 SQ.FT. TOTAL: 1,532 SQ.FT. r � � I I I I I I MASTER I BEDROOM 8.4..X9,_4,. CDFFER CLG. 12'_4"X 14'-0" --� r I I M +GREAT ROOM COFFER CLG. I 16`-0"X21"-4" I I I I I it I I it I I KITCHEN 8'-4"CLO. 12'-8"X 12'-4" --------------- -- - ❑ BATH 8'-4"CLG 0-1- BEDROOM BEDROOM BEDROOM #2 #3 8'4"CLG. 101-a°'x 11I-0" PORCH 8'-4"CLG. 19'_4"X 11'-8" I Stuart&Shelby Development,Inc. 217 N.E.4t11 Sweet.Deilav Beach.F10Y"laa 33444 - Ph--f,611 6537-7Rf1') -Fax-15611 6";7-74f14•n✓5sns:ctnartansichPlhv mm 17 The Seagull II Two Bedrooms, Two Baths AREA CALCULATI©NS. AJC LIVING AREA: 1,119 SQ.FT. PORCH: 77 SQ.FT. TOTAL: 1,196 SQ.FT. I I MASTERW.I.C, BEDROOM _ 8'_4"CLO 8'-4"CLG- 16'-0„X 11'-4" W.I.C. 8,_4„CLG- I I BEDROOM 2 8'A"CLG- (' 10'-0"X 11'-4" of In I D BAT 8'4"CLG. PRNIRY P.EF. TCHEN 00 8'4"CLG.. (DO 10'-0"X 8'-0" GREAT ROOM ---- L---J--L 8'4"CLG. 1.2'_8"X 18'_0" DINING ROOM 8'-4"CLG.. 10'-0"X 9'-8" PO CH 8"-4"CLG- 13'-0"X 5'-0" I ALLH}s3c DE51Ld�i5.ARRAA[{ff�IR"SAAN Pd.APJS.ANiCe1.Ha fJAWcvaac�1'EDHY]PLiPIRAN@JGAR£DWh'E6HYeVHI] HE AROPFflT'OF"f££Hii^s.aFFfLE RN£]WIIt£LRSATID,E4'6LSJID elNfl D£L'5i.@PID EQIRIISE fiT1,.OND PIC2*3�LT1"ly ATl'H,IHE5W8CII+ PAf3SRCT HGtt,^�OP SISCH IDEAS,m€SIIIV,ARRAkTl�RS 09➢I.kN�SHALL HE[it,.£ID HY 6R DISCL©5£ID PO AkY P©L54N,Ft@N.ORC�RP�RA[6N Pl3RANY➢l1RAME A+HAPa6E4IIt RRHll]ER PHER'A311II{PII{6LLSSKll3 QP AfALRICE hf£NASEFSE,AR[3D'I£LT Stuart & Shelby Development, Inc. )17 N F 4th r3Ph-au Rrarl7 Flnrirla X1444 -Phnnpa iSAI 1637-700) -Faxes iS(,1)637-7QA14-wiviu ouni-fand,;hPiliv rnin 18 Relevant Projects Community Land Trust of PB County(2016-2020)— Mrk Road Homes General Contractor onthe 8 affordable homes. Site development and full construction. Project oomL ($2,100,000+/-) Delray Beach Community Land Trust General Contractor for the construction of10new single-family homes including lot development. Project cost ($2,400,000 +/) 19 .r Adopt A Family of the Palm Beaches (2019-2020 completed) j General Contractor on the 14-unit affordable housing project with R,1111111t xyU ' �i community center. Site development and 01 full construction. Project cost ($3,500,000 +/-) III'NONNI ` r Community Land Trust of PB County(2015 O -2018) General Contractor on the 16 affordable SF homes, anTownhouse units. Site development and full construction. Projector cost ($4,800,000+/-) � �k 20 3 m i Hallandale Beach CRA (2013-2014, Completed) In-Fill Housing Project,Phase 1. General Contractor for the construction 8 new single- family homes. Project cost t r s $1,500,000. Commenced Phase 2, 2015 Mp Lake Worth CRA NSP2 (2011-2013 completed) General Contractor for new construction and4 renovation for 46 units as part of this project. Worked closely to administer the HUD requirements for this project purchased all contracts and full oversight of all construction activities. Project cost: $5,500,000.00 21 t iii i �y e ur � r r 3rd Avenue Homes Pollywog Creak Sr. Housing 14-Unit inti- CommCenter-,,$,'4.4M 29-Unit -Family Apts, -$3. k"{ i, Wiley Apartments 9-Unit , -Far ,9. 22 Financing c til Based on our initial assessment of all the elements of this project, our team estimates a total development cost (TDC) of$10.5M. This amount includes hard and soft costs and is based on current estimates of labor and material costs, as well as related fee schedules for the governing entities. It should be noted that our TDC does not assume an allocation for the land acquisition. Although we acknowledge the most recent appraised value of the site, the estimate of development costs assumes the BBCRA's contribution of the land as its role in keeping the affordability of the units at the most reasonable level. To make the project feasible, the 36 units would have to sell at an average of $292,000 ($195-$243 per square foot). However, should the BBCRA desire to recover a portion of its investment in the land, price points could be adjusted to account for land value. These adjustments would, however, need to align with the published purchase price limits set by Palm Beach County (adjusted for homebuyer income levels). The financing of this project will require creativity and flexibility. As is now commonly known, construction material costs have skyrocketed over the past 20 months. And unlike market rate residential development, affordable/workforce housing development does not have the built-in margins to fully absorb these costs. Add to this, the applicable purchase price limits and underwriting challenges for income eligible buyers makes financing affordable projects (specifically homeownership projects) very challenging. Notwithstanding, our team will avail itself of a variety of funding mechanisms available for both pre-development costs as well as construction costs. As a non-profit, ETWDC is in an ideal position to be recipients of government funding (i.e. ARP, CDBG, SHIP, etc.) for which the project is eligible. Should our team be selected, we would move quickly to identify any and all funding options necessary to start and complete this project within a two (2) year time frame. 23 Potential Homebuyers and Outreach Plan This Team includes experienced practitioners who were former redevelopment agency executives. As such, our Team is well versed in the process required to screen applicants to determine income eligibility. Notwithstanding, we will likely look to collaborate with local agencies and organizations tasked with homebuyer education, credit repair and mortgage eligibility. It is our experience that local organizations routinely maintain lists of potential homebuyers that meet LMI or WFH income limits. The marketing and outreach for a project such as this one will be important to ensure an awareness of the product being developed and the opportunity for first-time homebuyers to build wealth through homeownership. Our team will develop marketing materials featuring the models, the design features, and prices. These materials will be disseminated through various mediums, including social media platforms to attract potential buyers. Facilitation of home sales for this income targeted population often includes coordination with lenders that offer programs with modified underwriting criteria. Moreover, to ensure mortgage ready buyers, subsidy layering will be required. Understanding multiple funding sources and having the ability to coordinate multiple moving parts is critical to the project success. This team has the experience and credentials to accomplish this successfully. Apprenticeship, Local Hiring In addition to all the credentials shared thus far, we conclude with a commitment to local hiring and the development of an apprenticeship program for local residents seeking employment opportunities. This type of initiative is something that this development team is very familiar with. Stuart & Shelby prides itself on meeting or exceeding local hiring mandates in all its contracts. And with ETWDC's strong background in local government, outlining, collaborating, and implementing a successful apprenticeship program is something that makes our organization stand apart from other development entities. 24 Licenses, Certificates, and other Documents 41% 1" State oj, rionaa Department of State I certify From the records of this ofl-ice that EAST"I'O WEST DEVt"I.OPMENI" CORPORATION is a corporai tion orgitnt/k-d under the laws of the S'tate of Florida, filed on Nowniber 5, 20119, cffective November 5. 20'19� The document numtx-r of this corporation is N 19000011658. 1 further certify that said corponition has paid all fees due this,office throupm Dc,ectobcr 3 1, 21020, that its must recent annual report/uni tbrui business rqw)rt was filed on ("X,--tolvr 9,,2020,and thzit its stalus is active, I further certify that said corporation has not filed, Anicles of Dissolution. Givrn ander aq,hand and the Grraf.Tral of the Vale of Florida ai Tallohowser,th,e Capital, this the Tivelfsh diky of(Avaher.2#20 ........... Wife 01 Secrelars, oy'.S to ANOW'suk"t'r Aix tertittrair'%Wo 1h*foamomial O*,vager fb**mum twv,and tbra futio'",1b*inalf"IrskM4 dkwpjsyrd� 25 TNTERNAL EFVFNUF SfRVIC'F DEPARTMENT OTHE TREASURY P O, BOX 2508 CINCINNATI, OH 45211 Employer identification Number: DataNOV 09 2018 834,236408 DLN� 17053263307028 EAST TO WEST DFVFL0PMFN7 Contact Person: CORPORATION SIRL)UN MAY1 ID* 31-449 24979 CONS71TUTIN AVE STE 711 Contact Telephone Nuc aoer; STEVENSON RANCH, CA 91381 !,877) 329 6E00 Accounting Perioil Ending, Dorn r- 31 Public Charily Stattiv, 1701b) (Ik (Aj,(vtti Form 996a990,E2P990.N Required! Y ou Lffectlioni, Dratio of Exemptioir July 27, 2048 Contribution DetluctLibility, Yes Addendum ,lap liv,%� NO Moot App] icant 140'ro r0loiased to ttu61 you we aotw"64,itso you're exempt froa fooerai ono oo tax under IntnrriAl Anvonsio Co4o JRC� Svo,,,t ioli 601 tu i, (,3) , Donort, at deduct on ri put 1 ons they make to you under IRC Sec,tioo 17 0,, You*ra also qual if irod to rocotva tax damatitole hotib osti,,o, devigoo, trarosta,rs or {gifts andAr Settiou 2055, 2106, or 2522, This lettor cuirld holp rosol va quention s on yow oxempt status, Plonta koop rt 'heir' vow, rrurfir�fft oxilowtot under IRC SecUon Oltc)jj), wo furttior 0assiflod as feigner oobl'tc cnaritiat or private foundations, We doterwino'd you're a public 01jr tty WrI5001" t" IRC Section 0t, the too of ttilij, u tter. if ive Vwodicjtuc :jt To ilep Of tbl,% le-TiOr zftat yvw'rev rtulwroo to file For" 9100113,90-EL"94n-N, our records show you'ro foquirou to file, an annual Inforsonti("m"I moturri itown. Eao ov or L oroom qq,-,o-E.z) ectrwno oe vice �frorft 990t , , the e-PostcardIf you dou"t file as required return or notice for thfoo COPMEACUliVO Years, your ex status *111 be autuftati,,;,illy L"Ovokod, If WO ire resat ut the top Of this letter that an auderidum applivs. thu 0n(,jOGr1a--d Addendum is an irat agral Dart of this, lettar,, For important information about your CoSpOuSibilitius as a tam-exe,'apt nrgamiratlo,n, go tow1wow, lre,go,0ehoriti�0f., rriter "4221 P' in tho search bar tu viow Putiljcat.,tun 4221-PC, Compliance Guide for 501tc)(3) Public Charities, whir�h desctobob yr ut i rut urdkocpi rig,, raporrimg, arpd dlfcjoaur e requivoinelits, Latter 047 26 qti Ron DeSantis,Governor Halsey Beshears,Secretary Florida STATE OF FLORIDA abws pr DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION CONSTRUCTION,IN�UUrSTRY=ILI -ENSING BOARD � THE GENERAL CON4"M SACTI r R I C I -vl tED UNDER THE r 8 PROVISIO[�SzOFGAT �s89, FO�DATATUTES k zr9iI 2 '', J ilii 15, ` T Yj r3a;' t t e u a }ttA�"' r _ a}P �-arn. '��' 4 Vii' y�r �� 16 LICENSE'N1M'iE CC3" 842 EXPIRATION DATE: AUGUST 31,2022 Always verify licenses online at MyFloridaLicense.com �° fIi❑e Do not alter this document in any form. This is your license.It is unlawful for anyone other than the licensee to use this document. 27 ME ME 7"IN4 Date: 05-10-2022 LETTER OF INTENT TO PURCHASE REAL PROPERTY: Approximately 4.6 Acres located between NE 4th Ave and NE 5th Ave, between Seacrest Blvd and NE 1st Street in Boynton Beach, FL 33435 To Whom it may concern, This shall serve as a letter of intent to purchase the above referenced property.This is not intended or to be construed as creating a contract between the Buyer and the Seller. Only a fully executed agreement for purchase and sale of the property shall serve to bind the parties. This letter of interest is being proposed for an Affordable Elderly Community that we feel would benefit the City of Boynton Beach.As you are aware,we recently completed Ocean Breeze East Apartment and we have start construction of The Heart of Boynton Village, providing a combined 247 units of affordable housing along with new retail space in the immediate neighborhood. 1) Buyer: Centennial Management Corp and L&E Development or assignee 2) Seller: Boynton Beach CRA 3) Price: $2,472,000.00 4) Deposits: $50,000.00 within five (5) business days of execution of purchase Contract 5) Due Diligence: 30 Day Inspection Period and receipt of good and marketable title. 6) Financing: Closing is subject to award of SAIL or 9%Housing Credit funding from Florida Housing Finance Corporation through one of its 2022 Requests for Application.The Contract shall be binding through May 30, 2023 unless Buyer elects to close earlier or cancel the Contract earlier per due diligence or:financing contingency clauses. 7) Contract: Within thirty(30) business days of the Effective Date of this Letter of Intent,Buyer a Seller to consider this agreement void and accept offers from other parties and Seller shall enter into a binding Contract for Purchase and Sale (the "Contract"). Failure to reach an agreement will allow the Seller to consider this agreement void and accept offers from other parties 8) Closing: Closing shall occur within Fifteen(15)days from receipt of Invitation to Credit underwriting from Florida Housing Finance Corporation. 9) Brokers: With respect to this contemplated purchase,neither Buyer nor Seller is working with any broker(s). 10) Exclusivity: Upon full execution of this Letter of Intent,Seller hereby agrees not to enter into any agreement,binding or otherwise with any other prospective purchaser for the Property.In the event that Buyer and Seller fail to execute a Contract within thirty (30)business days referenced in Paragraph 7 above,Seller shall be free to engage other purchasers and shall have no further obligation to Buyer. Seller shall deliver evidence of no encumbrances/liens and at least ten(10) days 11) Liens: prior to closing. If this Letter of Intent is acceptable; the Contract shall be prepared by the Buyer's attorney. This offer will stay in effect until 5pm on November 30,2022 Sys Buyer: Centennial Management Corp and or assigns By: Elizabeth Roque Date 05-10-2022 Agreement and Accepted this_ day of May 2022 Seller: Boynton Beach CRA By: 2 APPRAISAL REPORT BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY PROPERTY OWNERSHIP of 4.65 Acres of Land between NE 4th AVENUE &NE 5th AVENUE, east of SEACREST BLVD &NE 1St STREET BOYNTON BEACH,FLORIDA 33435 by Vance Real Estate Service 7481 Northwest Fourth Street Plantation,Florida 33317-2204 for Boynton Beach Community Redevelopment Agency 100 East Ocean Avenue Boynton Beach,FL 33435 March 15,2022 Vance Real Estate Service March 15, 2022 Boynton Beach Cominanity Redevelopment Agency 100 East Ocean Avenue Boynton Beach,FL 33435 4.6513 acres of land,between 4th Avenue &NE 5t"Avenue,between Seacrest Blvd& NE lst Street, Boynton Beach, FL 33435 (Legal description is in the report) Ladies and Gentlemen: In fulfillment of our agreement, we transmit our Appraisal Report, in which we develop an opinion of market value for the fee simple estate in the referenced real property as of March 15,2022. The report sets forth our value conclusion, along with data and reasoning supporting our value opinion. This report was prepared for and our professional fee billed to Boynton Beach Community Redevelopment Agency. Our analyses have been prepared in conformance with the Uniform Standards of Professional Appraisal Practice (USPAP 2020-2022). This report is for exclusive use of the client for possible disposition of the appraised property. Jesse B. Vance, Jr. and Claudia Vance visited the property. If you have questions or further needs, please contact the undersigned. As a result of our analyses, we have developed the following opinion of market value of the appraised property, subject to definitions, certifications,and limiting conditions set forth in the attached report. TWO MIELLION FOUR HUNDRED SEVENTY-TWOS 2, 7ZQft (THIS LETTER MUST REMAINNUMBERED PAGES FOR THE VAL UE OPIMON SET FORTH TO BCONSIDERED VALID) Respectfully submitted, Jesse B. Vance, Jr.,MAI, SRA, ASA State-Certified General Real Estate Appraiser -85 Claudia Vance, MAI State-Certified General Real Estate Appraiser -173 MBA in AL ESTATE DEVELOPMENT&MANAGEMENT ____ 7481 Northwest 4th Street, Plantation,FL 33317-2204 954(583-2116 �F fi k � �1 5fi 1 I 1 i u w t lig 1 li E � i � 1 4 t a LU S t t t SS to 0 ca low 3, A! � r g e f , f Y � x t 1t� pn[t3 �sa.iae���� —w < o` T- U C9 of f 51�3i1H321�1H39H3 a 0117 5 W N m rn W it}ii'rll ZFQ— a 2 w s! Q 0 ° , _ _ �. ,_ -•13314-��g_31� — -- ED ELI zii _ s I � � I , s I 17 1. LD LH 4 36 IE�I'' ] h _' � I Wi .i I tc I _ I I { a d) ( I ,a r ° 15 w i� a' =1 :4A1E1S3JZ)V3S X181 A, I�I li 8 ( I—T ( 5. -_ - _--�— .._........_._.— _ ...... ., d 51J311H72f' 1!!392!3 Fi O��d`� 3 W N I { $ ^I G e, mU� S r o N� I=4 `V FZ = VH E) iONilZ i Z Q J oom s t ` NOSt wr A...� �t } StSS4lt is Sy LAI 1 hJ p I I z m. x 1t ria � � r �1�`'14s tq�y rt •� ' i � n �i t4 t IIl�i FORT , z t ry„ li W I�t4��tlts rt '101P rF mss' Nis UlAl o p r �4 Ji — tdv Tl _I S1D311_H D2l k$12139Fl3 pllb. a ° I � N i mNo 1,5 m �Ohim ariasw m o c ❑ U -a 11"ll NO �a — --_ _ I 3 o I I ( I _ zj I � 03 71 zw101 Ol uj I v VII , I �I�'.*. _ , •�''_�=`' I��"TI .� � d,> I. 1 u I I I i e iglgli 19, �g I 1 M a, ! to ! i 1"2I p! Ell WIN II dr N I � J ; 0A191SIOV3S lzz p } 4 a1�311H�2f'8P 1k139233 d�C O�lb'd7 ( i Q�Z i H g ^1 l 3� zoo .� � o z t O I u ^rr - lu iS�ts s,„ — I � 6 � � n ! I� i S w Q P QN I ?+Ia �dC� Ym Z Ow I �y6 Azo 19 N( Svtl O miV = � jY^ J o U E 06 i N ¢ H WI w 10— E. 75 �Z . O� t w m wz ' aw gg% O z l� a G O U .aaeaana»wa a,m u.�mum ;ua�wa+roaame�.ou.r3swawwe..ue:a,n.m.wiramw:x:wx:�,so,sa,uuv�asum vsaowraeaa:mra.w vrx.re..uv.num.uaaon.saxiwawwmmsw.svcuvs:saiesoxMvu;ea,.x.vo.tauxx.o.s.3a��vvaauawa�nunrn�ma+.s3nn nxuunr+wamnsxnmxourw�in_s U-25 5l'311H72l�, 1i�392l3 Ol lv, Y t S. — N LL N O J O J I � a t 1 — I - L , J Al ..a cj 7� it r , tO �c1 M�.'- A IN ll M F it _ 7pt �I 1 Is,� •,+s 9 � � ; r WE JIMMIE No Mill Centennial Management Corp, 7735 NW 140 Street Miami Lakes, F133014 (305)821-0330 Fax (305)821-0402 December 14,2M1 LETTER OFINTENT TOPURCHASEREAL PROPERTY Property. Approximately 4,346Acres located between NE 4'h Ave and NE 5h Ave, between Seacrest Blvd and NE 11 Street in Boynton Beach,FL 33435 To Whom It May Concern: This shall serve as a letter of intent to purchase the above referenced property. This is not intended or to be construed as creating a contract between the Buyer and the Seller. Only a fully executed agreement for purchase and sale of the property shall serve to bind the parties. This letter of interest is being proposed for an Affordable Elderly Community that we feel would benefit the City of Boynton Beach. As you are aware,we recently completed Ocean Breeze East Apartment and we are about to start construction of Wells Landing providing a combined 247 units of affordable housing along with new retail space in the immediate ! neighborhood. 1) Buyer: Centennial Management Corp or assignee 2) Seller: Boynton Beach CEA 3) Price: $1,893,000.00 4) Deposits: $50,000.00 within five(5)business days of execution of purchase Contract 5) Due Diligence: 30 Day Inspection Period and receipt of good and marketable title. 6) Financing: Closing is subject to award of SAIL.or 9%Housing Credit funding from Florida Housing Finance Corporation through one of its 2022 Requests for.Application. The Contract shall be binding through May 30,2023 unless Buyer elects to close earlier or cancel the Contract earlier per due diligence or financing contingency clauses. 7) Contract: Within thirty(3 0)business days of the Effective Date of this Letter of Intent,Buyer and Seller shall enter into a binding Contract for Purchase and Sale(the"Contract"). Failure to reach an agreement will allow the Seller to consider this agreement void and accept offers from other parties. g) Closing: Closing shall occur within Fifteen(15)days from receipt of Invitation to Credit underwriting from Florida Housing Finance Corporation. 9) Brokers: With respect to this contemplated purchase,neither Buyer nor Seller is wor dng with any broker(s). 10)Exclusivity: Upon foil execution of this Letter of Intent,Seller hereby agrees not to enter into any agreement,binding or otherwise with any other prospective purchaser for the Property. In the event that Buyer and Seller fail to execute a Contract within thirty(3 0)business days referenced in Paragraph 7 above, Seller shall be free to engage other purchasers and shaU have no further obligation to Buyer. 1211412021. 1' 11)Liens: Seller shall deliver evidence of no enctunbrances"iens and at least ten (10)days prior to closing. If this better of Intent is acceptable,the Contract shall,be prepared by the Buyer's attorney. 21. !V /1,' This offer will stay in effect until Spmof � .,� 1 sincerely, ` f � all, Buyer: Cntennial`� 'ge nent orp andlor assigns /Ay: La ' Swezy , Agreed and accepted this da 3'of �ember,2021 Seller: Bo.. . Boynton Beach CRA By: 12/1412021 PALM BEACH COUNTY WORKFORCE HOUSING PROGRAM (WHP) Guidelines a. Summary of the Strateg Funding will be available to eligible homebuyers purchasing a workforce housing unit from approved developers in the WHP. WHP funds will assist with first mortgage and gap financing for the eligible workforce-housing unit. Eligible costs include, but are not limited to, closing costs and down payment assistance. b. Maximum Buyer Funding Assistance: The final amount of assistance will be determined by the program requirements, which include, but is not limited to, underwriting criteria, household income and assets. C. Maximum Buyer Asset Limit: $200,000 per household, for any household seeking assistance from Palm Beach County to purchase a WHP unit. d. Buyer Occu-anc Re uirements: Owner occupied for-sale units for eligible buyers who will make this property their primary residence. Leasing,renting or subletting is not permitted. e. WHP Orientation: Applicants must attend WHP Orientation as the initial step in the WHP process. f. Homebu er,Education: All applicants must attend an 8-hour homebuyer education training through a HUD approved or NeighborWorks approved Housing agency. g. Bank Financing: Applicants are permitted to use the bank/ lender of their choice for first mortgage financing. h. Second Mortgage Award Income Groups AMI% Maximum Assistance% Low 60-80% 27% Moderate-1 >80-100% 20% Moderate-2 >100-120% 15% Middle >120-140% 10% Maximum assistance is a percentage of the Sales Price Second Mortgage/Gap Financing requirements(include butare not limited to): 1. Loan: Funds will be awarded as a deferred payment loan secured by a recorded mortgage and promissory note. 2. Interest Rate: 0% 3. Affordability Period: 15 years (a) If property is sold prior to expiration of the affordability period, the housing unit must be sold to an eligible WHP buyer. (b) If property is sold prior to expiration of the affordability period, the down payment assistance must be repaid in full. (c) If property is sold after expiration of the affordability period, the WHP restrictions are removed. The unit can be sold at market rate, and the buyer is not required to be income eligible. Page 1 Last Updated: December 20, 2021 4. Default/Recapture The loan will be in default if any of the following occurs:sale,transfer, or conveyance of property; conversion to a rental property; loss of homestead exemption status; or failure to occupy the home as primary residence. If any of these occur,the original loan amount will be due and payable. The unit will remain subject to the affordability restrictions for the remainder of the affordability period. 5. Applicants must secure a first mortgage approval by a lender, to be eligible for down payment assistance. I. Recipient Selection Criteria 1. Applicants will be assisted based on a first-qualified,first-served basis. 2. Annual Report: Homeowners will be required to report annually to the County's Planning,Zoning and Building (PZ&B) Department. 3. Earnest Money Der)osit EMD :When required by the developer,buyers must provide their earnest money deposit to the developer at the time of signing a sales contract. The minimum EMD is determined by the applicant and the developer. j. Underwriting Criteria(include but is not limited to): Actual amount of assistance will be based on debt-to-income ratios. 1. Front-end ratio (housing payment) —between 30% and 35% of monthly household income, including HOA assessments 2. Back-end ratio (overall credit and debt payments)—cannot exceed 48% of the monthly household income k. Freguently Asked Questions 1. Do I automatically receive the maximum funding assistance provided in the income group I qualify for? No. The final amount of assistance will be determined by the program requirements, which include (but not limited to) underwriting criteria, household income and assets. 2. Can I purchase a WHP unit in a higher income group than what my income qualifies me for? Yes, provided you meet all the eligibility and underwriting requirements of the WHP. Please note that if you are seeking down payment assistance, the amount of down payment assistance provided will not exceed the maximum for the group/category you are purchasing a home in.For instance, if your income places you in the Moderate-1 group and you want to purchase a home in the Moderate-2 group, the maximum down payment assistance will not exceed the eligible percentage for the Moderate-2 group. 3. Can I purchase a WHP unit in a lower income group than what my income qualifies me for? This is not preferable, but will be reviewed on a case-by-case basis. 4. Do I need to be a first-time homebuyer to participate in the WHP? No. As a first-time homebuyer you are eligible, but it is not a requirement for the WHP. 5. What if my household income/assets exceed the approved ranges after I purchase the WHP home? The income/asset ranges are only applicable at the time of purchase. If your income/asset changes after you have purchased the home, there is no adverse impact from the County. Page 12 Last Updated: December 20, 2021 Step 4: First Mortgage Pre-Approval/Sales Contract If pre-approval / prequalification was not provided as part of Step 1, within 5 business days of receipt,the lender or buyer will provide the first mortgage approval, along with a signed copy of the Sales Contract. Pre-Approval contact persons: Verna Jackson (561-233-2064/v �Jlcar: is ce..�arc1) or Tyrone Jacobs Jr(561 233-2066/ cla : .�) Step 5: Construction Commencement/Appraisal Once construction of the workforce unit commences,the developer will provide HED and the buyer with the anticipated construction timeframe/schedule. The buyer will provide HED with a copy of the property appraisal once it is ready. Contact persons: Verna Jackson (561-233-2064/yi�jc1 son 2v.or ) Step 6: Homebuyer Education Applicants must attend an 8-hour homebuyer education training through a HUD approved or NeighborWorks approved Housing agency and present the certificate of completion. The certificate of completion must be submitted to HED within 90 days from construction commencement. Step 7: Closing Notice from Closing Agent Closing Agent will provide HED with a minimum of a 30-day closing notice. The closing notice package should include: • Contact person for the title company • W9 for the title company • Wire Transfer Instructions(on bank's letterhead) • Title commitment (the County requires ALTA 4.1-06/5.1-06, 8.1 and 9.06 endorsements) • Closing protection letter • Final Closing Disclosure • Appraisal (if not already provided) • Survey • Proof of buyer's homeowners insurance HED will provide the title company with the final promissory note and mortgage. Prior to closing on the purchase,the title company must ensure HED has reviewed and approved the final closing/settlement statement. The final closing / settlement statement approved by all parties and the wire transfer request must be submitted to HED 5 days prior to closing. Contact person: Verna Jackson (561-233-2064/ .lac so,1 (: 1AIYG a_';Y°21 ) Page 1 2 Last Updated: June 10, 2020 Attachment 3 PALM BEACH COUNTY WORKFORCE HOUSING PROGRAM (WHP) 2021 Purchase and Sales Price Chart xcu Household Range $48,120 - $64,160 $64,160 - $80,200 $80,200 - $96,240 $96,240 -$112,280 Sales Price $168,240 $216,540 $264,660 $312,780 Minimum Buyer 2.5% 3.5% 3.5% 3.5% Contribution % Maximum Subsidy $45,473 $43,308 $39,699 $31,278 Assistance** *This chart is effective July 1, 2021 and may change annually ** Maximum assistance is not guaranteed. The final amount of assistance provided by the County will be determined by the program requirements, which include but not limited to, underwriting criteria, household size and assets. Last Update: July 1, 2021 $ 'XCH cp PURPOSE OF PROGRAM To provide the workforce within Palm Beach County an opportunity to purchase e e homes at below market prices. Down payment and closing 0R11, cost assistance is available for those who qualify. oil No 0RKF0RC1'j HOUSINGP Household Range $48,120 -$64,160 $64,160 - $80,200 $80,200- $96,240 $96,240 - $112,280 Sales Price $168,240 $216,540 $264,660 $312,780 Minimum Buyer 2.5% 3.5% 3.5% 3.5% Contribution % Maximum Subsidy $45,473 $43,308 $39,699 $31,278 Assistance" *This chart is effective July 1, 2021 and may change annually ** Down payment assistance may be available up to this amount. Workforce Housing Development Locations Merry Place Estates 3700 Georgia Ave., West Palm Beach FL 33405 (561) 655-8530 ext. 1203. Visit housincicentF-Lrpb.cginlmen,yrilaceI Windsong Estates -LakeWalh Visit www.fiveatEtrst ria t r w. c Interested buyers must take part in a mandatory WHP introductory orientation. Registration link for the orientation - ttps: /serve a ! ova - e itrat n 04/22/2022 Attachment 2 A �. PALM BEACH COUNTY WORKFORCE HOUSING PROGRAM (WHP) Homebuyer Processing Procedure Step 1: WHP Orientation Interested buyers must take part in a mandatory WHP Introductory Orientation. Confirmation of the Orientation participation must be provided to the developer. Contact person: Tyrone Jacobs Jr (561 233-2066 /tea cti �) or Verna Jackson (561-233-2064/yq cUc:rsNarcJ) Step 2: Income Certification and Eligibility Determination Interested buyers will present the Department of Housing & Economic Development (HED)with the following: • Palm Beach County Workforce Housing Program (WHP)Application • Form 1003 • Form 1008 • Buyer(s)driver license or state issued identification • Most current 30-day paystubs • Most current 2 months bank statements. • Pre-approval / prequalification for first mortgage (if available). WHP buyers are required to have a 30 year fixed rate first mortgage. The documents provided will be used to determine a household's eligibility for the workforce housing program and any financial assistance the household may be eligible for. Contact persons: Verna Jackson (561-233-2064 / yj g , or Tyrone Jacobs Jr(561 233-2066/j as Zobs&abcgov.c)rrg) Step 3: Issuance of WHP Certificate and Assistance Award Letter(if applicable) Based on the income and assets of the buyer, HED will determine if assistance is needed. HED will provide the buyer with a WHP Certification. The WHP Certification will include: • Approved WHP property sales price • Eligible Income Group • Issue/Expiration date of the certification For buyers'qualifying for gap financing assistance(down payment and closing cost),HED will provide a WHP Award Letter which will include: • Approved WHP gap financing • Expiration date of the award letter • Household size • Overview of program requirements and key program terms HED will explain to the buyers the projected move-in timeframe, along with the location of the workforce housing units within the development. The Project Developer will provide the final construction schedule for each unit being constructed. Contact persons: Verna Jackson (561-233-2064 / gq _ tai;, cmr ) or Tyrone Jacobs Jr(561 233-2066/A�qgD�:(@ )c ov orq) Page 1 1 Last Updated: June 10, 2020 Step 4: First Mortgage Pre-Approval/Sales Contract If pre-approval / prequalification was not provided as part of Step 1, within 5 business days of receipt, the lender or buyer will provide the first mortgage approval, along with a signed copy of the Sales Contract. Pre-Approval contact persons: Verna Jackson (561-233-2064 /yri ckson�) be cv.or ) or Tyrone Jacobs Jr(561 233-2066/_j@_= tL p g v q g) Step 5: Construction Commencement/Appraisal Once construction of the workforce unit commences,the developer will provide HED and the buyer with the anticipated construction timeframe/schedule. The buyer will provide HED with a copy of the property appraisal once it is ready. Contact persons: Verna Jackson (561-233-2064/viar on :PbCg_Q rte) Step 6: Homebuyer Education Applicants must attend an 8-hour homebuyer education training through a HUD approved or NeighborWorks approved Housing agency and present the certificate of completion. The certificate of completion must be submitted to HED within 90 days from construction commencement. Step 7: Closing Notice from Closing Agent Closing Agent will provide HED with a minimum of a 30-day closing notice. The closing notice package should include: • Contact person for the title company • W9 for the title company • Wire Transfer Instructions (on bank's letterhead) • Title commitment (the County requires ALTA 4.1-06/5.1-06, 8.1 and 9.06 endorsements) • Closing protection letter • Final Closing Disclosure • Appraisal (if not already provided) • Survey • Proof of buyer's homeowners insurance HED will provide the title company with the final promissory note and mortgage. Prior to closingon n thepu,rchase,the title company must ensure HED has reviewed and approved the final closing/settlement statement. The final closing / settlement statement approved by all parties and the wire transfer request must be submitted to HED 5 days prior to closing. Contact person: Verna Jackson (561-233-2064/Vjacks, n jb oL"orr Page 1 2 Last Updated: June 10, 2020 Attachment 1 PALM BEACH COUNTY WORKFORCE HOUSING PROGRAM (WHP) Restrictive Covenant Requirements Buyers are purchasing a for-sale housing unit pursuant to the Workforce Housing Program (WHP), as outlined in the Palm Beach County Unified Land Development Code(ULDC)Article 5.G.1. • This WHP Unit has an affordability restriction for a period of fifteen (15)years from the date title is transferred. This affordability restriction is in the form of a recorded deed restriction that states: "This property is to be sold to and occupied by an Eligible Household, in accordance with the Declaration of Restrictive Covenants for Workforce Housing recorded in the Public Records of Palm Beach County, Florida, as it may be amended from time to time. Said Covenant requires prior verification and certification by Palm Beach County of the Eligible Household prior to transfer or occupancy of the unit. This restriction shall be in effect for fifteen (15) years from the date title to the Required Workforce Housing Unit is first transferred by Declarant to an Eligible Household. In the event of resale of a Required Workforce Housing Unit by Owner prior to expiration of the Compliance Period, a new fifteen(15)year affordability period shall take effect on the date of resale of the Required Workforce Housing Unit in accordance with this Covenant." • During the fifteen(15)year affordability period,the owner of the WHP unit shall submit an annual report to the Planning Division, on a form provided by Planning Division staff, to demonstrate continued compliance occupancy requirements of with the WHP.. The County may conduct site visits at reasonable times,to verify continued compliance with the WHP. • In the event the WHP unit is resold before the end of the fifteen(15)year affordability period, a new fifteen(15)year affordability period shall take effect on the date of resale of the unit. In addition,the unit is required to be sold to a WHP income eligible buyer.The unit must not be sold for a price greater than the WHP price that is determined by the Department of Planning,Zoning and Building prior to such sale. • Should a resale occur within the fifteen (15)year affordability period, the following steps are required: Step 1. The seller must contact the Palm Beach County Planning Division at 561-233- 5300 to determine the WHP unit maximum resale price. The unit resale price cannot exceed the same price category of the unit's previous sale. Step 2 Planning Division staff will add the WHP unit to the listing of available for-sale WHP units on the appropriate County websites, and provide the seller with the resale requirements. Step 3. The seller is encouraged to contact the Department of Housing and Economic Development(HED)at 561-233-3600 and request assistance in identifying WHP income eligible buyers. The seller can refer potential buyers to HED for more information about the WHP and the income qualification process. Step 4. The seller must inform all potential buyers that the unit is a WHP unit, subject to all the requirements for WHP. Step 5. At least 30 days prior to resale the seller shall provide to the Planning, Zoning and Building Department the necessary sales information for review of the proposed resale in order to determine compliance with the WHP. Step 6. Following resale of a WHP unit a new WHP 15 year affordability period will begin on the new purchaser of that WHP unit. The closing agent for the sale(as specified in the sales contract)shall be responsible for recording the new WHP deed restriction with the 15-year affordability restrictions as part of the acquisition and closing process. • Should a WHP unit purchaser reside in the unit beyond the 15-year affordability period, the owner may sell the unit at market price. Page 1 1 Last Updated: July 01, 2021 From: Andrew Maxey To: Shutt,Thuy Cc: Tack,Timothy; Utterback,Theresa; Nicklien,Bonnie;Curfman,Vicki; Hill,Vicki Subject: RE: Pulte LOI-Cottage District Date: Thursday,June 2,2022 8:58:00 AM Attachments: imaae011.ona imaae012.ona imaae013.ona imaae014.ona imaae015.ona imaae016.ona Pulte LOI-Cottaae District BBCRA v2.odf Good Morning Thuy, Although it's not specifically referenced in the LOI, I also want to reaffirm Pulte's commitment to working with as many local vendors and contractors as possible on this project. Pulte has existing contracts with 6 vendors located in Boynton Beach, 2 of which are within the boundary of the CRA. We also plan on utilizing local consultants for the community outreach phase of the project. Please let me know if you have any additional questions. Thank you. LT ,v Andrew Maxey—VP Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305, West Palm Beach, FL 33401 Direct(561)206-1410 Cell (404)451-2386 andrew.maxe Dulte roup.com From: Andrew Maxey Sent: Wednesday,June 1, 2022 9:02 AM To: Shutt, Thuy<ShuttT@bbfl.us> Cc: Tack, Timothy<TackT@bbfl.us>; Utterback, Theresa <UtterbackT@bbfl.us>; Nicklien, Bonnie <NicklienB@bbfl.us>; Curfman, Vicki <CurfmanV@bbfl.us>; Hill, Vicki <HiIIV@bbfl.us> Subject: RE: Pulte LOI-Cottage District Thuy, Sorry for the delay here. I have updated our LOI to reflect the 3 new single family plans we are proposing(Browning, Chapman, and Hamden). The collateral provided in Exhibit C show the front elevations, floorplans, square footage, and bed/bathroom count. Let me know any questions. Thanks. 000, L�` U ,v Andrew Maxey—VP Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305, West Palm Beach, FL 33401 Direct(561)206-1410 Cell (404)451-2386 andrew.maxey(c7a bultearou .cam From: Shutt, Thuy<ShuttT anbbfl.us> Sent: Tuesday, May 17, 2022 7:02 PM To: Andrew Maxey<Andrew.Maxey@PulteGroua.com> Cc: Tack, Timothy<TackT anbbfl.us>; Utterback, Theresa <UtterbackTanbbfl.us>; Nicklien, Bonnie <NicklienB anbbfl.us>; Curfman, Vicki <CurfmanV @bbfl.us>; Hill, Vicki <HiIIV anbbfl.us> Subject: RE: Pulte LOI-Cottage District Good evening, Andrew, Thank you for your updated letter. We appreciate your interest in our Cottage District Project. We will update our files to include this revised LOI for the CRA Board's consideration at their July 12th meeting(since the 30 day public notice time period will not end until after the June 14th Board meeting). Could you please give me a call at your earliest convenience so I can make sure the attached document (which was included in the 5/10 agenda item) will be updated to correctly reflect your revised LOI (SFD model size and types, etc.). Thank you. Thuy S-hu'U, AIA, FRA-RA I:.xe1,u I i Ve ii; er 0 C ` rs http://www.boyntonbeachcra.com America's Gateway to the Gulfstream P|easebeadvisedthatF|oridahasabroadpub|icrecords |awanda|| correspondencetomeviaemai| maybe subiecttodisc|osure.Under F|orida records |aw, emai| addressesare pub|ic records Therefore, youre'mai| communication and youre'mai| address maybe subiectto pub|icdisc|osure. From: Andrew Maxey Sent: Tuesday, May 17, 2O224:37PM To: Shutt, Thuy<Shutt Subject: RE: Pulte LD| Cottage District Thuy, Attached please find Pu|te's revised Letter ofIntent to purchase the Cottage District property. Thanks, ���� 0� "�=����� ���.�� � ��~ 0�'�w��� � ����� ���~��� �� Andrew Maxey—VP Land Acquisition Southeast Florida Division 1475ContmparkB|vd . Suite 305. West Palm Beach, FL33401 Direct(501)200'1410 Cell (404)451'2380 From: Shutt, Thuy< > Sent: Wednesday, April 27, 2O221O:46PM To: Andrew Maxey< > Subject: RE: Pulte LD| Cottage District Extei-nal Sendei- Thankyou, Andrevv. VVevvi|| inc|udethisfortheCRABoardconsiderationattheMay1OthCRABoard meeting. We will provide you with the agenda item once the board packet is finalized and uploaded onthe website (scheduled for May 3rd\. Thuy Shutt, A|/\ FRA-RA ExecutiveDirector Boynton Beach [ommunityRedeve|opmentAgency lODE� OceanAve. � BoyntonBeach, F|orida 22425 k—[Nd �� �� �� ��� ��� 0�� ��p ��� �=� America's Gateway tothe Gulfstream Please be advised that Florida has a broad pubHc records law arid all correspondence to rne via ernaH maybe subject todisc|osure.Under Florida records law, emai| addresses are public records. Therefore, your e mai| communication and your e mai| address maybe subjectto pub|icdisc|osure. From: Andrew Maxey< > Sent: Tuesday, April 26, 2O223:41PM To: Shutt, Thuy< > Subject: Pulte LD| Cottage District Good Afternoon Thuy, | hope all is well with you. Pulte would like to respectfully submit the attached Letter ofIntent to purchase the Cottage District property owned by the CRA. Please reach out with questions. Thank you, 0��� �0y����^�� ���°�.U| 0 ��~ N�~m���� N ����}���~���� �� Andrew Maxey—VPLand Acquisition Southeast Florida Division 1475ControparkB|vd . Suite 305, West Palm Boaxh, FL 33401 Direct(501)200'1410 Cell (404)451'2380 ......... ........ ......... ......... ......... ........ ......... ......... ......... ......... ........ ......... ......... ..................._ COQ.=Iva®NTIALI Y NOCK®:This ernail may ucnttain con'dential and privileged material fcr t}e sole use cf t}e intended reuip ientfs . Any review,u>e,distribu icn or disclosure by cthers i, >.riullf ptchibitted. If ycfA have received this communicatticn in error,please nc.if the sender immediately by email and delete the message and any file attachments=rcm,cur computter.Thank ycu. COQ.=Iva®NTIALI Y NOCK®:This ernail may ucnttain con'dential and privileged material fcr t}e sole use cf t}e intended reuip ientfs . Any review,u>e,distribu icn or disclosure by cthers i,striully ptchibitted. If ycfA have received this communicatticn in error,please nc.if the sender immediately by email and delete the message and any file a::achments=rcm,cur computter.Thank ycu. COQ.=Iva®NTIALI1``/NOCK®:This ernail may ucnttain con'dential and privileged material fcr t}e sole use cf t,e intended reuip ientfs . Any review,u>e,distribu icn or disclosure by cthers i,striully ptchibitted. If ycfA have received this communicatticn in error,please nc.if the sender immediately by email and delete the message and any file a::achments=rcm,cur computter.Thank ycu. PULT E G R O U R Cottage District- Letter of Intent REVISED: June 1, 2022 To: Thuy Shutt Executive Director Boynton Beach CRA Subject: Letter of Intent to Purchase Cottage District Property Thuy, Enclosed is the revised Letter of Intent for Pulte Home Company, LLC (Pulte)to acquire a+/-4.5- acre property owned by the Boynton Beach Community Redevelopment District, commonly known as the Cottage District Property. Pulte has made the following changes to the terms of the LOL • Purchase Price- Increased land price to match the appraisal of$2,472,000 and removed 3% marketing fee. • Home Sale Prices-Adjusted our commitment on home sale prices to only target buyers in the Low and Mod-1 categories (60% to 100%), resulting in sales prices of$168,420 and $216,540, respectively. • Home Architecture- Added samples of the architecture style (see Exhibit C). It is also important to note that Pulte's proposal is for 100%fee simple ownership and has no rental component. In alignment with the goals and principles contained in the 2016 Boynton beach CRA Redevelopment Plan, our proposal is uniquely designed to complement and add character to the neighborhood and provide home ownership for residents in the 40%to 100% AMI range. We thank you for the opportunity to revise our Letter of Intent and be considered again for this exciting project. Thank you, PU LT GROUP Vice President of Land Acquisition Southeast Florida Division 1475 Centrepark Blvd.,Suite 305 West Palm Beach,Florida 33401 Andrew. axey@PulteGroup.co 1475 Centrepark Blvd.,Suite 305 West Palm Beach,FL 33401 PULT E G R O U R Cottage District- Letter of Intent 1) Property Description. The property under consideration consists of±4.5 acres located in the City of Boynton Beach, Florida and roughly depicted below. iSg{I IE I psi a �i 2) Valuation. The total purchase price for the property shall be $2,472,000. 3) Intended Use. Pulte's intended use for the property is a fee-simple community designed in accordance with Palm Beach County's Workforce Housing Program of at least 40 units. (See Exhibits A and B.) Units will be sold according to Palm Beach County Workforce Housing Program guidelines in the lower 2 categories (Low and Mod-1) which is based on AMI between 60% and 100%. The units will also be subject to a 15-year deed restriction on resale price. The proposed product is consistent with the plan previously submitted in the RFP and samples are attached in Exhibit C. 4) Deposits/Fees. First Escrow Deposit: The first deposit of$10,000 is due within five business days after the parties execute a mutually acceptable contract and is fully refundable to Pulte until the completion of the inspection period. Second Escrow Deposit: Upon the end of the inspection period, Pulte will deliver, within five business days,an additional deposit of$60,000 to escrow agent bringing the total deposit to $70,000. The first and second deposits are to be creditable against the total purchase price at closing and will be non-refundable after the expiration of the inspection period. 1475 Centrepark Blvd.,Suite 305 West Palm Beach,FL 33401 PULT E G R O U R Cottage District- Letter of Intent 5) Inspection Period. Pulte will require 120 days from the signing of the contract in which to investigate the property at Pulte's expense. 6) Entitlement Period. Following the expiration of the inspection period, Pulte shall have a period of 10 months to obtain the necessary entitlements to develop the property according to the intended use. 7) Closing Schedule. Pulte shall close on the property on the earlier to occur of 30 days after all closing conditions are fulfilled or 30 days after the expiration of the entitlement period. 8) Conditions to Close. a) Rezoning and land use approval in accordance with the intended use b) Final site plan approval for intended use c) Sitework/earthwork permits required for clearing and excavation d) Water/sewer permits e) SFWMD environmental resource permit(if applicable) f) US Army Corp of Engineers permit(if applicable) 9) Title Evidence. BBCRA will pay for title insurance in the amount of the purchase price and provide a title commitment during the first twenty days of the inspection period. Permitted title exceptions will be determined by the end of the inspection period. 10)Survey. If available, BBCRA will provide survey within the first five days of the inspection period. Pulte will be responsible for updating the survey. 11)Closing Costs and Proration. Each party will pay its cost of document preparation and attorney's fees. BBCRA is to pay for documentary stamps in connection with the conveyance of the property. All real estate and personal property taxes, leases, and other related costs shall be prorated as of the date of the closing. 12)Broker. Pulte and BBCRA agree that they are not represented by any broker in this transaction. 13)Confidentiality. Pulte and BBCRA agree to maintain the terms of this LOI and all negotiations relating to the property as confidential between Pulte and BBCRA and shall not disclose their existence of this LOI to any other person. This letter is not intended to create legally binding commitments. Parties shall become legally bound only if and when they execute a mutually acceptable contract. If the foregoing is acceptable, please indicate your approval by signing this letter in the space provided below and return one signed copy to Pulte at the address shown on this letterhead. Upon receipt of the acceptance, Pulte will commence preparation of a mutually acceptable written contract. Agreed and Accepted: By: Date: 1475 Centrepark Blvd.,Suite 305 West Palm Beach,FL 33401 PULT E G R O U R Cottage District- Letter of Intent Exhibit A: Palm Beach County Workforce Housing Program, 2021 WHP Unit Sales Prices: WHP Income Category Based on AMI) Sales Price LOW 1 60%-80% $48,120-$64,160 1 ' 168,42,0 Modl >80 -100% >$64,160-$ 0,200 $216,540 Exhibit B: Pulte's intended use as reflected in original RFP submittal. Plan may be updated to include more units built on newly added parcels. , ® Browning (1 story) 2 Single Family Detached Chapman 1 story) 4 Hamden 2 story) 3 Single Family Attached 20' Interior Townhomes 19 (2-Story Townhome) 20'Exterior Townhomes 12 Total Units Proposed 40 Ok IS t , t re, s 3 zr a {"��i�ti 1475 Centrepark Blvd.,Suite 305 West Palm Beach,FL 33401 PULT E G R O U R Cottage District- Letter of Intent Exhibit C: Sample Elevations of Single-Family Product 1475 Centrepark Blvd.,Suite 305 West Palm Beach,FL 33401 Browning 1,447 A/C Sq. Ft. 13 Bedrooms 12 Baths �r illrf(sr ti l:�rr\l)}il}1 sit irg?s s,(+t'�ts 1 ass rtri i s111+1r1 }} \`l "'ulS _ Okat ` sem"•-" ,t ':�+CCti 'r,:"" v'i �.1mm 7 1,11111 t r `fl X77 i1 C.^�' l a r L 1� iS)i 1 y t r r t r i S! [J T1 Eli - L l L� • - Exterior COI Pulte CARVER SQUARE HOME S Browning • 1,447 A/C Sq. Ft. • 3 Bedrooms • 2 Baths CAFE 11-7x8'-10'. OWNER'S SUITE 13'-5"x 12'-1 1" GATHERING ROOM ❑� 13,_5.,x 18,_2„ n 0. � KITCHEN WAC (E)BATH U0 L �° LAU PP BEDROOM 2 1 1'-0"x 10'-6" FOYER .OAR"GARAGE L BATH 2 BEDROOM 3 1 1'-0"x 10'-6" Visit liveatcarversquare.com for more information on workforce housing at Carver Square. Artist's renderings are conceptual only and are not intended to be an exact representation or show specific detailing.Square footage,room dimensions and spatial L„-! arrangements on this plan are approximate and may vary in final construction and may vary by elevation.See a sales representative for details.02021 Pulte Home �� Company,LLC.C13CO57850 CAS 9-17-21 Chapman 1,662 A/C Sq. Ft. 13 Bedrooms 12 Baths +�rtt��'{1 f1�� 11��1�t;r,}{,����•.�ne,., irsiil},U�t}�h fsf$i�l}ii�}��r{�,� f�����ft! �(� i a L F-E� 17 I F1L i 1`3, 1 • - Exterior COI Pulte CARVER SQUARE HOME S Chapman • 1,662 A/C Sq. Ft. • 3 Bedrooms • 2 Baths CoE> LANAI ........... OWNER'S SUITE CAFE 13-8"x 12'-10" 11'_5,'.x 13`-2' I, Q.BATH' � I iGATHERING ROOM 16-11"x16-8" L F1 KITCHEN WIC P LAU N BEDROOM 2 (/ ) 12'-5"x 10'-6" I ' FOYER ATH 2 c' GARAGE 20 1."x2Q 2' BEDROOM 3 10'-1"x 10,-8" Visit liveatcarversquare.com for more information on workforce housing at Carver Square. Artist's renderings are conceptual only and are not intended to be an exact representation or show specific detailing.Square footage,room dimensions and spatial L„-! arrangements on this plan are approximate and may vary in final construction and mayvary by elevation.See a sales representative for details.02021 Pulte Home �� Company,LLC.C13C057850 CAS 11-2-21 Hamden 1,822 A/C Sq. Ft. 13 Bedrooms 12.5 Baths gilt `t } y, • - Exterior ED 1 1( s` - Exterior COI Pulte CARVER SQUARE HOME S Hamden • 1,822 A/C Sq. Ft. • 3 Bedrooms Second Floor • 2.5 Baths BEDROOM 2 x 10'-9" OWNER'S SUITE 13'-0"x 14'-4" First FloorEm L 0.BATH'� BA.2 ' L P , CAFE DN o0 ❑0 L GATHERING ROOM WIC � 7 T-8"x 19'-S' BEDROOM 3 ' II LAUNDRY'', 10'-5'x10'-4' II ❑° II II Li KITCHEN O UP STORAGE FOYER PR 0 2�'4',AR QA A E L If I fJE,FI C??R ABQUE —. is 4, Visit liveatcarversquare.com for more information on workforce housing at Carver Square. Artist's renderings are conceptual only and are not intended to be an exact representation or show specific detailing.Square footage,room dimensions and spatial L„-! arrangements on this plan are approximate and may vary in final construction and may vary by elevation.See a sales representative for details.02021 Pulte Home �� Company,LLC.C13C057850 CAS 9-17-21 �� P U LT E G R O U R Cottage District Infill- Letter of Intent April 28, 2022 To: Thuy Shutt Executive Director Boynton Beach CRA Subject: Letter of Intent to Purchase Cottage District Infill Redevelopment Project Thuy, This letter is to serve as a Letter of Intent (LOI) for Pulte Home Company, LLC (Pulte) to enter contract negotiations to acquire±4.5 acres in Palm Beach County, Florida owned by the Boynton Beach Community Redevelopment District(BBCRA). Pulte Home Company, LLC has the capital to complete this transaction, and we will not include any 3rd parry lending approvals or state/local grants as part of our offer to purchase. We are flexible, and we are happy to negotiate deal terms. Our team does not use standardized contract templates, and we can make quick updates in an effort to reach a mutually beneficial agreement. This LOI follows our previous submittal during the BBCRA's request for proposals in which Pulte's submittal finished in second-place consideration. With the understanding that the first- place proposal has not materialized, Pulte submits its updated proposal. We look forward to hearing from you and want to assure you we are prepared to act quickly in working to arrive at a mutually acceptable contract. This offer is valid for one month. PulteGroup's mission to be America's most respected home builder begins with our site acquisition. On behalf of the PulteGroup Southeast Florida Division, we would be grateful for the opportunity to begin this process with you. Thank you, 0404*m ?&4w# 000'bolooft/0 PU LTE' GROUP Vice President of Land Acquisition Southeast Florida Division 1475 Centrepark Blvd.,Suite 305 West Palm Beach,Florida 33401 Andrew.Maxey@PulteGroup.com 1475 Centrepark Blvd.,Suite 305 West Palm Beach,FL 33401 �� P U LT E G R O U R Cottage District Infill- Letter of Intent 1) Property Description. The property under consideration consists of±4.5 acres located in the City of Boynton Beach, Florida and roughly depicted below. z 3 p r. 4 { r s � nth � e 2) Valuation. The total valuation shall be the summation of the purchase price plus a BBCRA Success Fee. The total value is estimated at$688,000. a) A purchase price of $400,000, equal to $10,000 for each of the 40 homes proposed in Pulte's intended use. b) A BBCRA Success Fee equal to 3% of the sales price of the completed homes and to be paid on a quarterly basis following home closings. Assuming an average sales price of $240,000, the Fee shall equal $288,000 (= 3%x $240,000 x 40 homes). c) Purchase price and Success Fee shall be paid in cash. Pulte does not require any loans or incentives to close. 3) Intended Use. Pulte's intended use for the property is a fee-simple community designed in accordance with Palm Beach County's Workforce Housing Program of at least 40 units. (See Exhibits A and B.) Units will be sold according to Palm Beach County Workforce Housing Program guidelines, which includes recording a covenant for a 15-year sales price dee restriction. 1475 Centrepark Blvd.,Suite 305 West Palm Beach,FL 33401 �� P U LT E G R O U R Cottage District Infill - Letter of Intent 4) Deposits/Fees. First Escrow Deposit: The first deposit of$10,000 is due within five business days after the parties execute a mutually acceptable contract and is fully refundable to Pulte until the completion of the inspection period. Second Escrow Deposit: Upon the end of the inspection period, Pulte will deliver, within five business days,an additional deposit of$60,000 to escrow agent bringing the total deposit to $70,000. The first and second deposits are to be creditable against the total purchase price at closing and will be non-refundable after the expiration of the inspection period. 5) Inspection Period. Pulte will require 120 days from the signing of the contract in which to investigate the property at Pulte's expense. 6) Entitlement Period. Following the expiration of the inspection period, Pulte shall have a period of 10 months to obtain the necessary entitlements to develop the property according to the intended use. 7) Closing Schedule. Pulte shall close on the property on the earlier to occur of 30 days after all closing conditions are fulfilled or 30 days after the expiration of the entitlement period. 8) Conditions to Close. a) Rezoning and land use approval in accordance with the intended use b) Final site plan approval for intended use c) Sitework/earthwork permits required for clearing and excavation d) Water/sewer permits e) SFWMD environmental resource permit(if applicable) f) US Army Corp of Engineers permit(if applicable) 9) Title Evidence. BBCRA will pay for title insurance in the amount of the purchase price and provide a title commitment during the first twenty days of the inspection period. Permitted title exceptions will be determined by the end of the inspection period. 10)Survey. If available, BBCRA will provide survey within the first five days of the inspection period. Pulte will be responsible for updating the survey. 11)Closing Costs and Proration. Each party will pay its cost of document preparation and attorney's fees. BBCRA is to pay for documentary stamps in connection with the conveyance of the property. All real estate and personal property taxes, leases, and other related costs shall be prorated as of the date of the closing. 12)Broker. Pulte and BBCRA agree that they are not represented by any broker in this transaction. 13)Confidentiality. Pulte and BBCRA agree to maintain the terms of this LOI and all negotiations relating to the property as confidential between Pulte and BBCRA and shall not disclose their existence of this LOI to any other person. 1475 Centrepark Blvd.,Suite 305 West Palm Beach,FL 33401 �� P U LT E G R O U R Cottage District Infill— Letter of Intent This letter is not intended to create legally binding commitments. Parties shall become legally bound only if and when they execute a mutually acceptable contract. If the foregoing is acceptable, please indicate your approval by signing this letter in the space provided below and return one signed copy to Pulte at the address shown on this letterhead. Upon receipt of the acceptance, Pulte will commence preparation of a mutually acceptable written contract. Agreed and Accepted: By: Date: 1475 Centrepark Blvd.,Suite 305 West Palm Beach,FL 33401 �� P U LT E G R O U R Cottage District Infill — Letter of Intent Exhibit A: Palm Beach County Workforce Housing Program, 2021 WHP Unit Sales Prices: - WHP Income Category(Based on AMI) Sales Price I I Low 60%-80% ' $48,120-$64,160 $168,420 Mod1 >80%-100% >$64,160-$80,200 $216,540 Mod >100%-120%0 >$80,200-$96,240 ; $264,660 Middle* >120%-140% >$96,240-$112,280 $312,780 Exhibit B: Pulte's intended use as reflected in original RFP submittal. Plan may be updated to include more units built on newl added parcels. o ® Brookwood 2 Single Family Detached (1-Story) Cedar 4 Highgate 3 Single Family Attached 20' Interior Townhomes 19 (2-Story Townhome) 20' Exterior Townhomes 12 Total Units Proposed 40 rti'RAN i]i ai ai a fir a i i" ��di�9i�i u rst�n�sisi4i�� ' , s ur xx r re f d 4 i YOU I 1 '.5 atf ��'. ,?�� �n ���sv�}t�tc��?�yt4 5 yts � ,. ,� �� `.s ��1�{f�3Gi �� 7)i`r,��„t• t 33 •1, - ¢ l`S M1 r'r,t E'aDW\ '. nld '5 ) N?h 4�N � F3, 4 z 1475 Centrepark Blvd.,Suite 305 West Palm Beach,FL 33401 Proposed r ec f ® r r ® r r Project Description Pulte recognizes that redevelopment of the Cottage District, within the Heart of Boynton District, is a priority for the Boynton Beach CRA and we are very excited to share our proposal with the CRA. Our proposal is uniquely designed to complement and add value to the existing neighborhood and its residents as well as further the goals and principles contained within the 2016 Boynton Beach CRA Redevelopment Plan ("BBCRA Plan"). Among the goals that the Pulte proposal furthers from the plan are; ■ Protect and enhance existing single-family neighborhoods ■ Create a comfortable, walkable and safe pedestrian-scale environment connecting residents and visitors to the commercial, social/cultural and recreational amenities within each District ■ Develop policies and strategies for providing adequate public parking within each District to support commercial and residential redevelopment ■ Encourage and assist existing development and redevelopment projects that provide employment and economic opportunities ■ Encourage the implementation of streetscape enhancements within the Districts ■ Encourage the development of new affordable housing (with no subsidies from the CRA or any other public funding/tax source) Pulte's plan consists of 9 single family detached and 31 single family attached (townhome) units for a total of 40 new single family units within the Heart of Boynton. Drawing from the architectural styles of the surrounding neighborhood and the BBCRA, we are proposing two styles - Florida Mediterranean and Florida Coastal. Both styles complementthe existing homes,reflectthe historic character of the proposed Shepard FunkAddition Historic Cottage District along NE 3rd Avenue and Boynton's coastal history. Our plan provides new homeownership opportunities and has been carefully designed to enhance and protect the surrounding neighborhood. We've included a small neighborhood park along NE 1st Street with landscape, hardscape, shade structure and lighting features,as well as a dual use passive recreation/dry detention area,a network of sidewalks and pathways around and throughout the site which connect to the existing neighborhood and provide access for the community at- large. While the small park will be deeded to the City of Boynton Beach to ensure perpetual community access, the Pulte HOA may retain responsibility for park maintenance. We've also included additional parking, both on- street parking on NE 1st Street (six spaces in the right-of-way), as well as off-street - six at the townhomes and nine at the new park.The on-street parking, along with new decorative streetlights and the perimeter sidewalks provide traffic calming and a pedestrian environment to the site. The BBCRA Plan identifies the vision for the Heart of Boynton District as"becoming a model neighborhood, with its unique character and history preserved. The vision includes enriching the original vernacular architecture of the neighborhood, investing in housing and commercial uses, and connecting both through the pedestrian and vehicular networks."The vision further addressed via three recommendations; Streetscape, Land Use, and Urban Design. Pulte's plan responds to and enhances the each of the BBCRA recommendations for the Heart of Boynton District as explained below. Boynton Beach CRA Cottage District Infill Housing Redevelopment Project 37 Proposed r jec Streetscape The BBCRA Plan outlines a variety of streetscape enhancements for Seacrest Boulevard including "bus shelters and the creation of a Pedestrian Zone adjacent to rights-of-way that inviting, safe and includes a minimum 8' wide clear sidewalk, decorative light poles are both vehicular and pedestrian scales, and installation of canopy trees that provide immediate sharing at time of construction". Pulte's plan includes a 5'sidewalk, retaining the existing decorative streetlights and installing larger canopy trees along the portion of the site adjacent to Seacrest Boulevard.We are also continuing the pedestrian enhancements through an interconnecting network of sidewalks and pathways throughout the site. Decorative streetlights will be provided along the perimeter and interior of the site. Off-street parking is provided long NE 1st Street, which provides for traffic calming as recommended by the BBCRA and the community. Additional off-street parking is provided adjacent to the pocket park and within the site itself. Lastly, we have incorporated a bus shelter for school children in the pocket park along NE 1st Street. We will work with the CRA and the Palm Beach County School District to ensure the bus shelter meets their standards and is utilized as a neighborhood school bus stop. Land Use The existing future land designation for the site is Medium Density Residential and the BBCRA Plan notes that High Density Residential would also be appropriate. Pulte's plan maintains the existing Medium Density Residential as a means of protecting the surrounding neighborhood.We have done so because while we understand the surrounding community desires new housing opportunities, they want the new opportunities to be consistent with and integrated into the existing fabric. We have opted to propose fee simple single-family opportunities instead of rental opportunities.The current zoning designation is R-2, One and Two-Family, which allows for the proposed density, however we will rezone to PUD. Urban Design The BBCRA Plan identifies three architectural styles in the Heart of Boynton District. The three architectural styles are Mission, Frame Vernacular and Mediterranean.The BBCRA Plan recommends "that when building in this District, new development shall utilize one of these styles". The BBCRA Plan also notes that the Cottage District should be developed with single-family for- sale homes in the style of the surrounding historic cottages. The surrounding cottages are primarily frame vernacular. Pulte's plan proposes two architectural styles in keeping with the recommendations of the BBCRA Plan. We are proposing the Florida Mediterranean which is consistent with the BBCRA Plan's Mediterranean Revival Boynton Beach CRA Cottage District Infill Housing Redevelopment Project 38 Proposed r ec style and includes one and two-story structures, stucco finishes, gable and hip roofs with shingle tiles, window and door surrounds, decorative horizontal banding and graceful arches. Select plans also include columns and corbels.We are also proposing a Frame Vernacular style - Florida Coastal -which draws from Boynton Beach's coastal identity and is consistent with the styles identified by the BBCRA. This style features stucco finishes, board and batten detailing, gable and hip roofs with shingles, rafters and decorative banding. In order to provide further consistency within Pulte's plan, the single-family units will be offered in both architectural styles while the townhomes will be in the Florida Mediterranean. The architectural styles are also in keeping with the design guidelines contained in the City's Land Development Regulations,Further,the RFP provides a varietyof sample elevations including Mediterranean,Coastal,Craftsman and Caribbean. Both of our architectural styles, Florida Mediterranean and Florida Coastal, are consistent with the sample elevations contained in the RFP, The 2009 The Downtown Vision and Master Plan ("2009 DMP") notes that while the area does not have a "signature look or style,the creation of a City's identity... establishing urban design guidelines that will promote the vernacular architecture". The 2009 DMP points to architectural structures that can be used as a "basis for future design guidelines" such as the Women's Club and Old School House. The 2009 DMP further notes that the neighborhoods are predominantly a continuous network of streets in a grid pattern. The 2009 DMP also notes that land uses and densities should "ensure a logical and clear transition linking the downtown core to surrounding areas". Pulte's plan has taken each of the above recommendations into consideration.Specifically,our architectural style mirrors the Mediterranean Revival of the Women's Club and the Old School House. We retain and complement the existing grid pattern of the neighborhood and our proposed density of 9.2 units per acre serves as a clear transition between the 2009 DMP and BBCRA Plan recommendations for higher densities in the urban core and the surrounding area as well as a transition to the higher densities proposed for the MILK District. The RFP provides Urban Neighborhood Site Plan Concepts including site planning elements for lots, special condition lots and garage design and sitting. Pulte's plan meets the site planning concepts including an urban streetscape with consistent and minimum setbacks and shade trees and other landscaping to define the front yards and street edges and provide for traffic calming. Along the perimeter of the site, each home is sited towards and relates to the street. This pattern continues with the three interior townhome buildings which relate to the interior access drive. The sidewalks and driveways are of the same consistent material, AC units are screened, and garages are set back from the front of the homes on two of the three single family detached plans. Care has been taken to ensure the homes surrounding the pocket park respond to both the park and the street.With respect to garage siting,the driveways are limited to 9' in width, whenever possible, and the garage is secondary due to being recessed, whenever possible. Description of Housing Units and Housing Types Proposed In an effort to better serve the needs of the surrounding community and residents, Pulte is proposing a mix of housing types including both single family detached and single family attached (townhome); a total of 9 single family and 31 townhome units are proposed across a total of five plans.Specifically, we are proposing three single family detached plans; the Brookwood,the Cedar, and the Highgate as well as two single family attached plans; the Navarre and the Grayton. The single family detached homes are one-story, 3 or 4 bedrooms, 2 baths, and 2 car garages. The single family attached (townhomes) are two story buildings (4, 5, and 7 unit configurations), 3 bedrooms, 2.5 baths, and 1 or 2 car Boynton Beach CRA Cottage District Infill Housing Redevelopment Project 39 Proposed r jec garages, The mean roof height of the single family detached homes is 13'9". The mean roof height of the single family attached homes (townhome) is 263" and second floor wall planes are recessed. Additionally, the front facades are articulated to ensure the massing is consistent with the existing homes. The living area of the single family homes range from 1,447 to 1,850 square feet; while the living area of the townhomes are 1,636 square feet. Pulte's floorplans are consumer driven and the result of extensive consumer research and feedback to create the best in livability. Our plans have flexible, updated floorplans to make the buyers life easier and more enjoyable. The chart below details the total square footage, living area square footage (under air), number of bedrooms, number of bathrooms and garage for each plan as well as the proposed number of each plan. A A . A A A A A A A Single Brookwood 2,028 1,447 3 2 13'9" 2 car 2 Family Cedar 2,267 1,662 3 2 13'9" 2 car 4 Detached (1-Story) Highgate 2,399 1,850 4 2 13'9" 2 car 3 Single Navarre 18' 1,874 1,636 3 2.5 25'3" 1 car 19 Family (interior units) Attached (2-Story Grayton 20' 2,084 1,637 3 2.5 25'3" 2 car 12 Townhome) (end units) Total Units Proposed 40 Density 9,2 du/ac All plans include our signature Build Quality Experience which includes communication with the buyer every step of the way. Pulte Construction Standards meet or exceed those of the industry.We include many energy-efficient and smart home features that help reduce the home's energy consumption such as radiant barrier roof decking to reduce heat absorption and improve HVAC efficiency, high-efficiency HVAC systems, programmable thermostats, energy-star qualified appliances, low-emissivity windows and compact fluorescent and LED lighting, Pulte homes are built with sustainability in mind. We partner with industry leaders who strive for the same excellence as we do including Lenox, Moen, Mohawk, Shaw,Sherwin-Williams and Whirlpool. Please refer to page 41 for additional building specifications. Boynton Beach CRA Cottage District Infill Housing Redevelopment Project 40 With respect tothe minimum energy efficiency guidelines contained inAttachment F"Energy Efficiency Guidelines Checklist"ofthe Cottage District RFP, Pulte certifies that mnemeet and exceed all elements. Pulte Homes Building Specifications Architectural and Design features Interior • Monolithic slab and CMU (concrete b|nok) exterior m Knockdown drywall finish on ceilings and vva||n walls with bond beams m White flat paint on all ceilings and vva||n, white nemi • Prefabricated engineered wood truss system for gloss on all doors and trims floors and walls m R-30 ceiling innu|atinn, R4.1foil nnexterior masonry • Stucco textured finish exterior vva||n and overhangs vva||n • Tamkn Heritage architectural shingles (or m Colonist, molded, hollow core 2 panel interior doors equivalent) m Whirlpool Energy star rated kitchen appliances • C|npayRaised Panel Garage Doors (or equivalent) including refrigerator, dishwasher, microwave, range, • PGT Impact windows second floor washer, and dryer • Hurricane shutters for first floor vvindnvvn m Decorative 2 1/4' casing on all swing doors and 3 1/4" • Decorative stucco banding per plan baseboards inall rooms • Decorator selected exterior paint schemes including m Lever door hardware on all interior doors wall, accent,trim,front door and garage door m ITS 17"tile flooring inkitchen, dining, and bathrooms differentiation (or equivalent) • Decorative pavers for driveways and walk to home m Moen chrome bath fixtures • Exterior gutters per plan m Shaw carpet in bedrooms and gathering room • Exterior hose connection inrear m Wood window sills • Exterior GF| receptacles (one inrear, one infront) m Generous bedroom and linen closets and kitchen • Coach lights nngarages pantry closets per plan • Lenox 15 SEER air conditioning system with m Ventilated "free glide"vinyl coated metal o|nnet programmable digital thermostat shelving • Fully irrigated lot with oversized trees, shrubs and m Minimum 50-gallon electric water heater sod per plan m Minimum 150 amp electric service m [)eonrarocker light switches throughout home with standard receptacles Proposed r jec Public Benefits As outlined above, the Pulte plan provides many public benefits to the community at-large and the Boynton Beach CRA. Each benefit is summarized below. ■ Affordable Housing. One of the tantamount benefits is the provision of 40 new affordable homes, consistent with the Palm Beach County Workforce Housing program, with no CRA assistance or reliance on any other public/tax funding source. Units will be sold to households at 80 to 140% area median income (AMI), with the majority sold to households at the 80 to 120%AMI. ■ Preservation and Enhancement of Existing Single Family Community.The Pulte plan is designed to be integrated within the existing community and proposes two architectural styles which are complementary to the surrounding neighborhood and consistent with the Heart of Boynton recommendations contained in the BBCRA Plan. ■ Walkable Pedestrian Scale Environment.The Pulte plan provides pedestrian enhancements through an interconnecting network of sidewalks and pathways throughout the site. ■ Enhancement of Streetscape.The Pulte plan provides on-street parking, decorative streetlights, larger than code street trees and a perimeter sidewalk all of which are designed to enhance the streetscape and provide traffic calming. ■ Public Park.The Pulte plan provides a neighborhood park along NE 1st Street that features landscaping, hardscaping, a shade structure, lighting feature and connects to the dual use passive recreation/dry retention area,thereby expanding the recreational opportunities.This park will be deeded to the City of Boynton Beach but may be maintained by the Pulte HOA. ■ Bus Shelter.The Pulte plan provides for a bus shelter along NE 1st Street. Pulte will work with the CRA and the Palm Beach County School District to ensure the shelter is utilized. ■ Efficient and Sustainable Homes. Pulte's construction practices maximize efficiency and sustainability which helps with ongoing affordability. ■ Increase City of Boynton Beach Tax Base. Increase the City's tax base by$8,400,440 based projected sales prices. ■ No CRA Funding. Pulte's plan does not require any CRA funding freeing up $385,825 allocated for the Cottage District for other CRA projects and priorities. ■ Community Engagement. Utilize our existing local vendor base including vendors located within the CRA boundaries and identify and recruit new vendors to ensure that that local businesses and residents benefit from this development initiative Boynton Beach CRA Cottage District Infill Housing Redevelopment Project 42 ca C) r E a a) N E s zC) oOoflI Zmxn U< o OOgQm o O 0- - _ 0- LU W O l C O 0 � zx0>mrn 3 ------ 1 o-------- � I d O O 0 L------ 5 --------J Q/n 0 W m O d �x C----� z Oo LwL7 Q x Q x u O N dq U� Y ItN = l IL ', Q z .O ao W / LL W" W N C3 -- U OPT.ODK'cr � LL cc t r;i ir �r1� ` 1. Cc Ali&�t Cc N1 ca Im r N !) ca C) (} E a) r o I 'o = EO Oo O� Ox En 0 CL wm c H (� u tY ' rn W II > I N I I II II O W x Qx "Ii CII v U I m — z w = T _* H1V9 S INMMO w of W ' c O I c+ ------ OPTODK X' w' r Q- _� Z q W yy w M O > 1 O U 12', ... 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(NRI) is updating our Letter of Intent submitted on May 4, 2002. Please find the updated Letter of Intent attached. Although we recognize the need for affordable multi-family senior housing, we believe that our proposal is a much better fit for the surrounding neighborhood given the existing land use pattern of mostly single-family homes. Our proposal also addresses the critical shortage of affordable homeownership opportunities for Boynton Beach residents needed to maintain a qualified workforce and competitive local economy. In addition, it implements the resident's vision and goals for the Heart of Boynton Beach Community Redevelopment Plan. NRI, a community based nonprofit affordable housing developer has a proven track record serving Palm Beach County neighborhoods since 1992. The organization has the experience and financial capacity to complete this transaction. Unlike Centennial's proposal that relays on the highly competitive 9% Low Income Housing Tax Credit (LIHTC) Program, NRI will not include highly competitive state or federal funding sources such as LIHTC. As a large county competing with Broward and Miami Dade, Palm Beach County receives one 9% LIHTC award per year. Given the overwhelming housing need throughout South Florida, a 9% LIHTC award is a lottery. While not competitive, the 4% LIHTC program is only feasible with substantial gap financing. NRI's proposal is predicated on available funding through the Palm Beach County's Workforce Housing Program. This revised LOI follows our previous submittal during one of the BBCRA's request for proposals for the Cottage District in which NRI's submittal was chosen for consideration; however, negotiations ended due to needed off-site and utility improvements that could not be funded at the time. Given new resources, NRI submits its updated proposal for your consideration. Our mission is to provide quality homes within the financial reach of working families and begins with a public/private partnership. On behalf of Neighborhood Renaissance, we would be grateful for the opportunity to begin this process with the Boynton Beach Community Redevelopment Agency. Sincerely, Terri Murray, Executive Director Neighborhood Renaissance, Inc. 510 24th St., Suite A West Palm Beach, FL 33407 (561)832-6776 ext. 102 (561)832-0483 fax tmurra neiahborhoodrenaissance.org www.neiahborhoodrenaissance.ora ei hborh.00rl From: Terri Murray To: Shutt,Thuy Cc: Guy Kemne Subject: RE: Revised LOI Date: Friday,May 27,2022 9:57:54 AM Attachments: image002.12ng image003.12ng image004.12ng imaae005.12na image006.12ng imaae007.12na 1. In your Plan B, you are offering two options with the first being a combination of workforce/market rate (15/21) and the second is all affordable units. Additionally, you are also offering more units in Plan A with almost a 50/50 split in workforce/market (24/23). Yes correct. 2. The units design are different in Plan A and B. Yes, the main difference is that Unit A in Site Plan is an attached model 2 story with 1595 SF and 1 car garage. Site Plan B's Unit A is detached with 1545 sf and garage both with similar floor plans. There is sorne variation between in designs for Site Plans A& 3 for the single family models for Unit B, Unit C, Unit D but riot significant. The sq. fo tages and cottage features are similar. We are open to working with staff can any reasonable modifications. 3. The price points are also different in Plan A and B. Yes, price points for the market units vary for attached 2 story Unit A model ($400,000) arid detached Unit A 2 story homes ($470,000) for Site Plan A& B. Other price points vary slight based on home squarefootage. Site Plan A detached one-story rangefrom $450,000 to $470,000. Site Plan 3 one storyfrom $450,000 to $470,000. Workforce unit price points are the same for both site plans . 4. The only thing that has changed between your first LOI and this updated LOI is the total number of units provided in Plan A (47 units) and the purchase price (and possibility of additional funds on a pro rata basis). Your original LOI's summary seems to be general enough but I just want to make sure I can correctly explain it in my summary. Correct. Terri Murray, Executive Director Neighborhood Renaissance, Inc. 510 24th St., Suite A West Palm Beach, FL 33407 (561) 832-6776 ext. 102 (561) 832-0483 fax tmurra neiahborhoodrenaissance.org www.neiahborhoodrenaissance.ora Neighborhood Ren ksan 1f a: s 7r Y Y) LU I.J wo, U LLhF oO .� W lu t,3w E. 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Ocean Avenue Boynton Beach, FL3]43S Re: Cottage District Dear Chairman Pensergar and Ms. Shutt, This letter of intent outlines the general terms and conditions which Neighborhood Renaissance, Inc, (NRI) a Florida not for profit corporation would be interested in entering into Purchase and Development Agreement upon the terms and conditions generally described below. Project Description: As currently proposed, the Cottage District development represents an $11,600,000 investment in the neighborhood which includes home construction, on and offsite infrastructure and soft costs and is uniquely designed to complement and add value tathe neighborhood and its residents, The addition of quality built affordable fee simple homes will provide ownership opportunity and add variety to the living choices ofworking families and individuals within the Heart ofBoynton. The mix of36detached cottage style homes will include four different models with one and two stories, ]- bedromms, 2 baths and a garage, The |lvinQ area of the cottages range from 1,435 to 1^595square feet with an average sale price of$22O,QOO. The neighborhood plan is laid out with one internal street, walking paths and a village green with a tot lot for use by the residents, Mindful of urban design principles all the homes have generous porches facing the street to encourage interaction with neighbors, very much like the original beach tom/ns of old Florida. The homes and landscaping will incorporate Florida Green Building Coalition standards which address sustainability and efficiency including energy and water use and Florida friendly landscaping. The homes will besold tufirst-time buyers earning between 6O%to140%ofthe Area Median income ($48,128 S96,240anmva||y). NR|'s mission and goals include making home ownership attainable to low- and moderate- income households. NRI will assure that the homes remain occupied by homeowners through deed restrictions for aminimum of3-5years and the HOA Declarations and Restrictions. Included in our plan is public neighborhood park on .2 acres (approximately 90feet byAOfeet) offering landscaped open-space filled with trees, walking paths and benches. If possible, a bus shelter will be installed at the corner mfNE4`»Avenue and Seacrnot. The perimeter ofthe property where it interfaces with the neighborhood will provide an attractive visual and pedestrian environment with street trees, 6-foot-wide sidewalks and street lighting along WE 4`' and N£ 5 1 Avenues and NE1`'Street. 51OZ4thStreet,Suite A -West Palm Beach, FL 33407 ' 56I-832 6776 ' Fax: 561-832-0483 vvwvv.nei8hbo/hoodrmmaissancm.nrg Page 2uf2 The Pro ert � 4.65 acres of land between NE 4th Avenue& NE 5th Avenue,east of Seacrest Blvd. & NE1st Street, Boynton Beach, Florida 3J435 Purchase Price: $Z0O'OOObased upon currently identified and available financing sources. Pr9ject Completion: Two years from execution of Development& Purchase Agreement. Lq�_�ff�hg� NRI will give priority to local contractors, sub-contractors and laborers whose principal place of business is in the City mfBoynton Beach. We are committed to providing preference for new employment, training, and contracting opportunities to low- and very low-income residents of the community and the businesses that substantially employ them.As a developer of affordable homes we have extensive HUD Section experience. Qualifications:General Statement of Since 1992, NRI expanded its programs,services, and real estate portfolio, while broadening its geographic reach throughout Palm Beach County to serve communities in need of affordable homes. The organization's net worth is$15,200,000 leveraging investments of over$46 million in the last eight years. VVmbuilt over 25Ohomes and helped 200 low tomoderate-income individuals and families 10 become first-time homeowners. Development, planning, construction and financing activities are managed by Terri Murray Executive Director' Guy T. Kempe Director ofReal Estate and Carlos Toledo Development Consultant with acombined 98years mf experience in all aspects of commercial and residential development. our executive team over the years has worked immany public-private partnerships. NR|'s development activities have benefited underserved neighborhoods through public/private partnerships including Palm Beach County, West Palm Beach, Luke Worth Beach and Boynton Beach with the 8uo| of strengthening communities through pride of home ownership and removing b|ight. We reinforce continued homeownership and protect public investment mffunds with deed restrictions enforced upon sale to assure the homes remain affordable and do not fall into the ownership of out of area investors. A member u/the development team, AW Architects is a(u|| service firm located in Boca Raton, Florida. Founded in 1976' they provide Award winning, innovative, and strategic, planning and design solutions that make each project uniquely successful.Their services to both public and private clients include:architectural design, planning, interior design and 3D visualization. Furthermore,their design excellence has given them the opportunity to work with clients worldwide with a portfolio ofprojects that include residential single and multi-family. They are LEEDO' Accredited and members of the United States Green Building Council, committed to sustainable design and development, We appreciate your consideration of our intention to develop the Cottage District through a public/private partnership that will provide working families and individuals with homeownership opportunities within their financial reach. Sincerely, , Terri Murray � Executive Director Y NTO "6'W"M B E RA COMMUNITY REDEVELOPMENT AGENCY NOTICE OF INTENT TO DISPOSE OF REAL PROPERTY (Section 163.380, F.S.) This notice is being published to satisfy the procedural requirements for activities to be undertaken by the Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes. Pursuant to Section 163.380(3)(a), Florida Statutes, the Boynton Beach Community Redevelopment Agency ("CRA") hereby provides notice of its intent to dispose of parcels of real property collectively known as the Cottage District Infill Housing Redevelopment Project to Centennial Management Corp.,pursuant to the approval of the Boynton Beach Community Redevelopment Agency Board on May 10, 2022. The Cottage District properties are located between N.E. 4th and N.E. Sth Avenues and N. Seacrest Boulevard and N.E. 1St Street, Boynton Beach, Florida.which parcels are more particularly identified as follows: 508 N. Seacrest Blvd. 08-43-45-21-29-003-0071 xxx NE 4th Avenue 08-43-45-21-29-003-0020 xxx NE 4th Avenue 08-43-45-21-29-003-0032 xxx NE 4th Avenue 08-43-45-21-29-003-0033 103 NE 4th Avenue 08-43-45-21-29-003-0081 105 NE 4th Avenue 08-43-45-21-29-003-0051 115 NE 4th Avenue 08-43-45-21-29-003-0052 121 NE 4th Avenue 08-43-45-21-29-003-0041 127 NE 4th Avenue 08-43-45-21-29-003-0034 133 NE 4th Avenue 08-43-45-21-29-003-0031 145 NE 4th Avenue 08-43-45-21-29-003-0014 114 NE 5th Avenue 08-43-45-21-28-001-0010 118 NE 5th Avenue 08-43-45-21-28-001-0020 122 NE 5th Avenue 08-43-45-21-28-001-0031 136 NE 5th Avenue 08-43-45-21-28-001-0041 140 NE 5th Avenue 08-43-45-21-28-001-0061 144 NE 5th Avenue 08-43-45-21-28-001-0071 511 NE 1st Avenue 08-43-45-21-29-003-0012 515 NE 1st Street 08-43-45-21-29-003-0013 517 NE 1st Street 08-43-45-21-29-003-0011 This intent to dispose of real property serves the public purpose of constructing a maximum 115 unit residential development consisting of approximately 30 single family for sale townhomes or single-family units and 85 affordable elderly rental units, in furtherance of the 2016 Boynton Beach Community Redevelopment Plan. The 2016 Boynton Beach Community Redevelopment Plan may be viewed at the CRA's website: www.boyntonbeachcra.com under About BBCRA tab, Plans and Documents. Parties interested in making proposals for the above property must submit a proposal within 30 days from May 18, 2022 which is the publication date of this notice. Additional information related to the intent to dispose may be obtained from the CRA at 100 E. Ocean Avenue,4th Floor,Boynton Beach,Florida,33435, Telephone Number (561) 600-9091. From: Ashley Gaffoglio To: Shutt,Thuy Cc: Miki Kievan Subject: Updated Proposal-Boynton Beach Cottage District Date: Monday,June 13,2022 9:50:43 PM Attachments: Cottage District.odf Good evening Thuy, As promised, attached you will find our updated proposal for The Cottage District. Please note on page 27 (Concept 1) Residential and page 32 (Concept 3) Simple Mixed Use; the site plans have two parcels on 4th Ave that are not included. We are submitting our proposal tonight to meet the deadline and will send you updated site plans with added density tomorrow related to the two parcels. Respectfully, Ashley Gaffoglio k , v� x t. - c�+.°� - i s IIITAL E. A; COTTAGEi DISTRICT Y IntroducingBoynton Beach's Latest Avant Garde Development Letter of Intent _ Proposed Site Plan - Concept 1 • Residential Project Highlights Proposed Site Plan - Concept 2 - Elaborate Mixed • Use • The Team Proposed Site Plan - Concept 3 Simple Mixed Use 0 Letter of l Intent Letter of Intent Blackonyx Capital LLC. 20200 W Dixie HWY, Suite 1001 Miami, Florida, 33180 May 23, 2022 LETTER OF INTENT TO PURCHASE REAL PROPERTY Property. AI)pro,vimattIV 4.2,5 acres in BQyn1on Beach between Seacrest Blved,AIV istSt,XE 51h.4ve and ,N*E 4th Ave. reftnred to as 7he Cottage Dis,triet in.Boynton Beach FL See a ttached Iblio numhers froin puhlic records. 'to owners-The Boynton Beach (IRA, I'llis shall serve as a letter of interest to purchase the above refereliced property. This is not intended or to be construed as creating a contract between die buyer all d the seller, ()rale a fully execu ted purchase agree jile nt shall serve as a b inding contract. OL117 investment approach is based on a broad platforin of in-house real estate professionals whose expertise spans all phases, of property investnient,and management. These resources are grounded ill a consistent,, disciplined investment process that conibines local niarket knoNvIedge and hands-oil operational expertise to create value, NVe can execute and close quickly with our capital sources, as,well. It is further agreed and accepted that the owner/seller of the subject property will not circum vent the cornbined efforts of'Blackonyx Capital or Deco Realty Inc. Letter of Intent - Continued i. Buyer: Blackonyx Capital LLC 2. Seller: Boynton Beach CP.,,k 3. Price: $2,550,000-00, JNVO MILLION FIVE I IUNDRED FIRA?THOUSAND DOLL, RS 4. DD: 4� days 5. Property Condition:As - Is condition.With the seller ataking ii(,) representations and no warranties concerning the property, 6. 1"cruts: C"ash 7. (.'ontract:Withill 7 business clays or the effective date ofthis 1,01 the buyer and seller shall enter into a bindirig contract for the stated property. Failure to reach an agreement will allow the seller to consider this agreement void and accept offers from other parties. 8. Closing: Clositig shall occur'within 20 business days after C D period ends. 9. Broker: Deco Realty,Group Inc. is acting as the buyer's representative in this potential transaction. io. Exclusivity Upon CXeCLItiOn ofThe 1,01 seller hereby agrees not to enter into any agreement binding or otherwise with any other prospective purchaser for this property. ii. Liens- Seller shall deliver evidence, of no encumbrances/liens at least to days prior to closing. Ift,his letter of intent is acceptable, the contract shall be prepared by tine buyer's attorticy. Respectfully, Buyer. -3,2022 -MAy 7 Blackonyx Capital LI.Al". and/or assigns By: Miki Klevan Seller Boynton Beach CRN By: 6 Letter of Intent - Attachments WOW BOYNTON BEACH CRA 515 NE 1ST ST BOYNTON BEACH 08434521290,030013 BOYNTON BEACH CRA 145 NE 4TH AVE, BOYNTON BEACH 08434 2124BB301BY4 BOYNTON BEACH CRA HE 4TH AVE BOYNTON BEACH 0$49+152.129170301120 fDCYNTON BEACH CRA; 133 NE 4TH AVE BCYNTbNI BEACH 0843452129WA0031 d BOYNTON BEACH CRA HE 4TH AVE, BOYNTON BEACH 08434W21290030032 BOYNTON BEACH CTA HC 41H AVE BOYNTON BEACH 08434521290030 03 BOYNTON BEACH CRA 127 NE 4TH AVE BOYNTON BEACH 0443452129903DO34 BOYNTON BEACH CRA 121 NE 4TH AVE BOYNTON BEACH 0800212911030041 BOYNTON BEACH CRA 105 NE 4TH AVE BOYNTON BEACH 08434521290030051 r0 OY'NTCN BEACH CRA99'5 BE 4TH AVE BCYNTfiN BEACH 0184 45212 DO30062 BOYNTON BEACH CRA 50B N SEACREST BLVD BOYNTON BEACH 08434 529 2 90,030071 �a ua z a � - a, i 4 I �z U Sk t ailF� 3 A-Y� 1'N - r= A - 0 Project j � Highlights Amenities Our Mixed use development (concept 2) will feature a large swimming pool, gym, smart lockers, valet dry cleaning, lounge with refreshments, play room, shared office space, and much more.. 160 IT" t w SE �s t i. 11 +` 4 - �t' 1. e ir•-y;3� t I{ S; A S 1 tit t titt�t�°`(S Commercial/retail Possibility VOY v _— r :` t{���1��\i�{s�t�}�i�,�ll)}?�,����l��t)},t>!{����{���:t ����11t,• — �t�' IIi ` f �1,•� � E� �ry si` �1 r ���fi�I�li t� ��V� 1• �' 1 A, { r 1 �{ +Xf IN IN 77 • The optional 20,000 square feet of l commercial space on the corner of NE 5th Ave and Seacrest would be a great location for a supermarkets a to serve both the adjacent community as well as other ,r= communities in the area. 10 0 The Team X 7 B 'I-ac k'!, onyl x C A. P ITA, L LLC NETTAAR...... K1" m1ey ))) Horn NNW"" COTTAGE DISTRIC T- � kM -W MC )ss BAINBRIDGE Building I the Exceptional 12 Miki Kievan The Developer, • Blackonyx ` While attending business f university, t York founded �p any in the hospitality & events r grew to become Canada's largest event decor company. In 2008, during the economic downturn when most people were selling off their real estate assets - to the uncertainty of - marketplace, Miki saw an opportunity E 1 } and started investing heavily in commercial is real 1 .:,._ acquisition l ,. • . !: proved • be highly successful. Over the past decade he i } acquired !.. developed ! ! of thousands of square feet of commercial, industrial •' office space Toronto Area. His business savvy and passion for real estate continues to be the driving force behind his winning investment formula. In • Miki founded Blackonyx Capital ! ueto growing investor demand to invest alongside him in medium-to-large commercial z estatereal assets across America. Miki . been _ actively ! ! in a number Multi-tenant office & retail complex developed and managed by Blackonyx Capital LLC J � , Y m 4 x 1 ¢ - _ , 83,000 T sqft on ..�' a 3 acre r. p a rce I of .m rk (l M1 land. 4 Si 1 1 1 1 1 1 1y ;rr 1111111 1111111 1 1111111 Multi-tenant office 11S-133 & industrial complex developed LIMESTONE and managed by Blackonyx Capital CRES9 LLC TORONTO Asx. { 1 I t p, wu�y�n u lilt .N, L 1 I I i I f 4 f'. 1!' i f� 1- 21,000 sgft on a 1.05 acre parcel of is land. MC )SS Construction Partner Building f the Exceptional Moss is a national construction management company providing innovative solutions resulting in award-winning projects across the United States. And while we have an exceptional portfolio of successful projects, it is the foundation on which each is built that truly sets us apart. We are a family business, forged on longstanding relationships and unwavering trust. We put our world-class experience and entrepreneurial spirit to work across all areas of construction management, general contracting, design-build and public-private partnerships. MC )SS Construction Partner Building the Exceptional Local . - ; sVIA MIZNER APARTMENTS 14-Story - 366 Units i a 255,746 SF k , a 18,707 SF Retail ® Parkhg Garage: 4-Story, 2 ® Pool FY � fi a Gym Cafe +u JE �i u a f 1 111,111 `�'� V-75 .,teT TMANOR AT FLAGLER VILLAGE Located in downtown Fort Lauderdale, this 784,000-square-foot residential project consists of two, seven-story towers with 382 residential units, a parking garage with 735 parking spaces, and almost 2 ,000 square feet of retail and restaurant space. The type of residential units vary between studios, one bedroom, two bedrooms, and three bedrooms, 17 KI" Arn ley ))) Horn Plann4ing Partner '100 Kimley-Horn's design engineers and land planners have developed master plans and designed the infrastructure for some of the largest and most successful mixed-use developments in the country. We know how to overcome the challenges of a multi-phased project. We understand how jurisdictional and municipal processes affect schedules and approval times. And we have a track record of seeing what is directly ahead, envisioning future possibilities, and responding adeptly to whatever comes along. Our professionals bring a lot to the table by: • Ensuring more accurate schedules and approval times through our understanding of local regulatory processes • Seamlessly integrating the demands of multiple project types with our expertise • Saving money and streamlining the process with our one-stop shop for land development services A Proven Mixed-Use Partner As a full-service consulting firm, our team can streamline your process and reduce your costs by providing a one-stop shop for land development, traffic planning and engineering, parking planning, landscape architecture, and environmental services. We have extensive experience incorporating components such as zoning, jurisdictional guidelines, multi-modal transportation plans, and context-sensitive design standards for mixed-use areas within a mature urban environment. Kl" Arn ley ))) Horn Plann4ing Partner Local Projects Boynton Beach's delicate balance of 1 3rzS711, ` waterfront land, mangroves, and k Florida's Intracoastal Waterway are natural resources in need of permanent preservation. Developing pedestrian-friendly Boynton Beach Boulevard si accompanying promenade allows residents and visitors to enjoy a picturesque view of these natural resources and creates sense f place at ynt n's waterfront. Prior t this exciting renovation, a small mulch pathway s the only area available BOYNTON BEACH the public for water views and recreation. BOULEVARD EXTENSION & PROMENADE Located on 90 acres in Hallandale Beach, Florida, The Village at Gulfstreamr i built around the premier thoroughbred racetrack, Gulfstream Park, and offers fashion and home accessory shops, destination retailers, signature restaurants, outdoor cafes, and unique entertainment F options. At full build out, The Village at Gulfstream Park will feature 1,500 condos, 750,000square feet of retails ace (410,000 in Phase 1), 140,000 square feet of - 4 0`1,77M.70 o ices ace ( in ase 1), a � 500-room hotel, and a 2,500-seat cinema. The project will also involve the VILLAGE AT GULFSTREAM construction of 225 affordable/work-force housingunits both on the site itself and i PARK neighborhoods i in the city. 1 KI" Arn ley ))) Horn Plann4ing Partner Local Projects Clematis Street—theiconic main street in West Palm Beach, Ills wI ri —unveiled t third final phase of its innovative streetscape transformation in earlyr • 2020. In collaborationit Dover-Kohl, Kimley-Horn led the City's r - streetscape transformation project, i included i curbless streetsi permeable r CLEMATIS STREETSCAPE parking City's it IMPROVEMENTS - suspended pavement system to provide i i i PHASES AND 3r r ' ' surrounding live ri . Connecting rlmiles of continuousr r amenity, the Kennedy Boulevard I i the longest over-water segment crownand the Riverwalk. i I - rprovided urban design and landscape fir,'a r, architecture servi for this exciting project. w Y f w" N ETTA N "a), r 1 -11-!1--_'_-_`---`-hMnw 1`-- Architectural F$ 3 -M� ......... { Nr a , X14' it d I k 1\ i j � J t by r k I S Established in 1993,Netta Architects is an award-winning versatile design EMPLOYEES firm providing renowned professional services in architecture,interior ARCHITECTS design,and planning.With locations in New.Jersey,Florida,and New ENGINEERS York,Netta Architects completes over$700 million dollars in design work PLANNERS INTERIGRDESIGNERS annually. Our firm has broadened the scope of it's practice,expanding PROJECT MANAGERS to a national level completing design projects throughout the northeast, midwest,and southern regions.Our range of practice spans the full LOCATIONS Arm spectrum of markets in the public and private sectors.Currently,the firm =NEWJERSEY employs a staff of 75 employees,which includes architects,engineers, FLORIDA planners,interior designers,and project managers all dedicated to one NEW YORK goal-client service with innovative design.Our talented team of design professionals continually strives to assist our valued client base with quality design,project cost control,and schedule management.Over the YEARS IN BUSINESS last two decades,we have established a proven track record of success FOUNDED IN 1995 delivering a variety of complex public and private projects on time and within budget. fs h ETTA 21 w Y f w" N ETTA N "a), r 1 -11-!1--_'_-_`---`-hMnw Architectural Partner Nicholas J. Netta - AIA, NCARB I Principal-in-Charge Since founding the firm in 1995, Mr. Netta, as Principal-in-Charge $` t and firm owner has built a long standing relationship with the State of New Jersey's Office of Historic Preservation, and has overseen a large majority of the firm's restoration work. Mr. Netta has worked with multiple municipalities, counties, and agencies for over two decades, to facilitate the successful completion and preservation of a multitude of historic landmark buildings. Under Mr. Netta's leadership and creative direction, Netta Architects has become a leading public sector design firm in the Metropolitan Area and has received a multitude of design awards. Under his direction, Netta Architects consistently strives to achieves design excellence and to deliver innovative solutions. Mr. Netta is known for his unique ability to solve complex design issues which is evident by the large number of building types in his portfolio. Mr. Netta is a graduate of the New Jersey Institute of Technology, School of Architecture, where he presently serves on the Dean's Executive Council; he is a member of the American Institute of Architects and holds a 22 National Council of Architectural Registration Boards certificate. ETTA ARC"'.), r � mcao-rwwz hMnw s ,—..na Architectural P I MW� 010 o 1 01 Y k q r _ c4 4 The 3031 Delray, FL Client Netta Architects was retained by NRIA to design their new 124 unit mixed use retail and National Realtor residential building in the heart of Delray Beach.Located one block off Atlantic Avenue Investment Advisors the proposed 8-story LEER Certified Building will house an expansive amenities deck with pool and a 350 car parking deck. Cost $52.0 Million Projected Completion Date 2021 Reference Glenn LaMattlna (201)210-2727 ext. 101 BRIDGE Property Management Partner Whether we're working with internationally recognized financial institutions or local investors, our dedicated professionals bring detail-oriented and personal service to every client and investor relationship. We are proud to be trusted to expertly manage properties that range from 100 apartments to as many as 5,000. As we deliver a premium lifestyle experience to a growing number of people, we strive to share an improved outlook with our investors. The neighborhoods and cities that our communities call home are special places. Bainbridge is inspired to make them even better. From making a difference in local green spaces to helping those who need assistance, we encourage any community service that brightens the future and inspires others. The Bainbridge difference begins with the unique neighborhoods that our communities are fortunate to call home. BAINBRIDGE Property Management LocalPartner • ,4 � - 4', �1 vt ft 1 t "0' - 7t Nis - �Vfs,�i�;��sUf�{f�<,F - a 4 gg p�Y`T i s - Ak VFQtya4 eft p �Il -AAW, F � {x �vzrr s rpt 1� << fir 0 Proposed Site J Plan - Concept 7 Residential NE 5th Avenue COTTAGES AT SEACREST PROJECT DATA Tol___ tansm sr as Ac COTTAGES ENL PARKING IAL PARKING " RESIDENTIAL o A ARKINGS—H P`L- 8p 0 P—ING SP—S OEN81��CAL,CU,��Tll,lll m NOT INCLUDED 0 09 COTTAGIES z ir . ..... ---------- ENTRY 1 rst FLOOR NE 4th Avenue 11,14-1111 T•0-1164" RESIDENTIAL DEVELOPMENT MA NN SITE PLAN OPTION 1 NA lol'i TA a. 27 Proposed Site Plan - Concept 2: Elaborate Mixed 0 Use (Assuming additional acquisition of parcels on Seacrest by CRA) 0 0 0 0 COTTAGES AT SEACREST NE 5th Avenue PROJECT DATA Toracsic era ,assosse.-4 as ac `� � ` " _ APARTMENTS t { 1 —p0o8J Bus -2,eog rt 6F I S�SF S12tP.�VN�Sk'� I f,t COTTAGES AREA ENTRY F� 4Tk hL003i D4 ]W 1i d5o d4 iBd 3i ENTRY, COTTAGES 1� 11 11 A80'S I� RETAIL rl. I 1 ^ UNra 3 SF A— 125-TS I 5FAGEA 'AREA 20,000 SFL RAI S-, APARTMENTS PARKING _ _ co '• xN a s u s e tun � c aL � " LOBBY cuEsrs rs zo` CO A ENTRY Yr P� � ,. 2 RORcsnl. eo LOBBY - COMMERCIAL PARKING U N 77 L Sdo sFR i ns.aav _ _ - ddo sr, PFSFN Ncs acs5 ammT a) PARKING GTARAGE RAMP IUP { - W VHD�iA A 1.SSALES rn I 7. r` Z ^ _ Z B9 UNITS 50 COTTAGES ( - �rur.ARESUN.s uO_SAL=,2 UMTS rI _ ENTRY __......�. ,....._.......�. _ rr DENSITY CALCULATION - - c7 COTTAE+�J AREA t - _e,. .�.�� E �A c R.rz Ae s6 nsF au uN is .. I _ 416 A4-,9b50S SF=1;ld SUNI1S -- RROPOSAA,25 UN is-29 AU1A0 ,. � x� ,� ; ( r � $p'po'd ENTRY .. ... ....... 1 rst FLOOR NE 4th Avenue N c os.9aaazz , I '_ r-0-1164• MIXED-USE DEVELOPMENT L Ma, i NEl fAA,;;i 11'i(, NN — SITE PLAN-OPTION 1 NA NE 5th Avenue BUILDING APARTMENT z BP Ru' a aD k&D ill zaen R.z ,,, zeo 8 °r 75 0 ........ _� \ l 1p Ch co ft z.aD zlap.'. z.eH. W y Z ebb 2nd&3rd FLOOR NE 4th Avenue IN os Ia zozz rD v6a MIXED-USE DEVELOPMENT MA HN 2ND�AND3RDFLOORPLAN NA 29"" 20Fa NE 5th Avenue BUILDING APARTMENT a e� Lap, 17x a up 1�ip O ca &e z CO zest aea I I I I I I I I I I I I I I I I 4rth FLOOR NE 4th Avenue _%N [ 0613-2922 r-0•=1164• MIXED-USE DEVELOPMENT MA ` .0„encs. NEMA H A, ' NN 4TH FLOOR PLAN -.: _ _ ............._ 30F3 CA u Y 1_t-. 30 �1 -� — � Proposed Site Plan - Concept 3: Simple Mixed 0 Use (Based on Currently owned CRA Parcels) 0 0 0 0 s1 NE 5th Avenue COTTAGES AT SEACREST PROJECT DATA P SNICTI6N.06VNT6N BEACH TLORIOA\ - - - f01AL EA-iSS.545 Sf-a]SAU x P 11 COTTAGES - s+oc ea .NITE- saA s sr s ,sao sP Ar.EA 6a uwT o0o sP Ac,EA ENTRY(} PARKINGLsfim asroR es I Pcreoss.weA — RESIDENTIAL PARKING -T GES UNf A.2PAFPRNGPROPOSAL-ibB cARKNG SPACES +S PARrc rvG 3PACEs NOT INCLUDED PRUPOSA UEST PARKIN COMMERCIAL PARKING S3W 6€ FSURES#9W0 SP IGRGSS AREA) O �D NTS PROPOSAL=aS UMTS + u, DENSITY CALCULATION in -TING —ry,y ac C? 94 CO � _ II ITS, wAc T _ +ou 196 AC 3106 SOS SF UM4%MUM 108 UN1S .mm „�. - n1 Lu ROPosaL a ELL Nc uN Ts Ix+e6 owac7 Y. ,. A y Z J b RETAIL d h •m� PI,s om+N Y , .---_ 1 rst FLOOR ENTRY ENTRY NE 4th Avenue 1,11, 06.14-2922 + +' r-o•=1164 MIXED USE DEVELOPMENT t -L. _ Ma NETTAAi)C; I 11E(, ��,: NN — SITE PLAN-OPTION 3 -------------------------------- X;%, m,ar. .._.._.__ ............._. =dA 1 OF 1 ,,,•i==.. � ,�� � . - ��� �, q �.r�e.. phi `� . 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Z a i a __V E _a a o. o o a a - -_ - -`E' v v " __ �ofo a oEa loEa E - _m E o _ m E - - - a Z co U m 2 Z o o Z w_ '>y _ U o ry U o c U o ry = o E va o o x z 45 E - =2 oE - oeS.oz vEE v E = o - o a" N=off w vai T'G o'3 T om >. "o .E3 of joo3m_ jaL U _ v __-'n' d N _ L com _ `E_ =E o E� E �E -mE �N^o\ _dEM EvoM o^'_ o v to _`a= �3c m _ ioEo- SEM ar< a o 6 C C V S E C a V W O V U� y U Z da, 00 BOYNTOM JIISS(Sjjj4 f((t'�i11pRA B w.� (11 Boynton Beach Community Redevelopment Agency Guidelines for Processing Letters of Intent to Purchase or Lease Property APPROVED: JUNE 14, 2022 The Boynton Beach CRA ("CRA") will use the process outlined in these Guidelines for Processing Letters of Intent to Purchase or Lease Property ("Guidelines") to determine how to proceed upon receipt of one or more Letters of Intent("LOIs")that are not received in response to a formal request for such letters.Upon receipt of an LOI meeting the requirements provided below, the information will be brought to the Board for consideration. • Proposed purchase or lease price • Description of the entity and type of business • Description of the entity's experience • Description of proposed improvements and costs • Conceptual site plan showing proposed improvements — The plan needs to have enough information to ascertain the building size, important site elements (parking/loading, building placement, ingress/egress, loading and deliveries, etc.) and drawn to scale or with property dimensions • Knowledge that the proposed use is allowed under the City of Boynton Beach codes and regulations • Evidence of financial capacity to complete the proposed improvements • Anticipated timeline to get all approvals, renovate/construct, and activate uses and closing date • Any other information a proposer feel would be important for the Board to know as they review the proposal. Upon review of one or more LOIS, the Board may elect one of the following options: Option I— The CRA Board may determine that it is in the best interest of the CRA to reject the terms and conditions of any and all LOIS received and to take no further action with regard to the subject CRA property. Option II — The CRA Board may determine that it is in the best interest of the CRA to solicit additional offers to purchase or lease the subject property, in which case the CRA Board may direct staff to take whatever action it deems appropriate, including but not limited to: • Tabling the LOI or LOIS received and directing CRA staff to issue a thirty(30) day Public Notice to Dispose of the CRA property at issue; or • Directing the CRA staff and legal counsel to develop a request for proposal for the subject property to be presented to the CRA Board at a future meeting consistent 01648866-; BOYNTOM JIISS(Sjjj4 f((t'�i11pRA B w.� (11 Boynton Beach Community Redevelopment Agency Guidelines for Processing Letters of Intent to Purchase or Lease Property with CRA procedures for issuing requests for proposals, evaluating responses, and selecting a proposal(s). Option III— The CRA Board may accept the LOI(or one of the LOIS if more than one has been submitted in a timely fashion consistent with the CRA Board Meeting Agenda Policy) and direct the CRA staff and legal counsel to negotiate the terms and conditions of a Purchase and Development or Lease Agreement to be presented at a future meeting and to issue a thirty(30) day Public Notice to Dispose of the CRA property subject to the LOI. CRA staff and legal counsel shall present the draft Purchase and Development or Lease Agreement regarding the selected LOI to the Board along with any additional LOIS or offers to purchase or lease the subject property that have been received during the Public Notice period and prior to the agenda deadline for the CRA Board meeting where the Purchase and Development or Lease Agreement is scheduled to be heard. At that meeting, the Board may take any action within its powers, including, but not limited to: • Proceeding with the negotiation and/or approval of a Purchase and Development or Lease Agreement regarding the selected LOI; • Rejecting the selected LOI and moving forward with another offer or LOI submitted for the subject property; • Directing staff to prepare and issue an RFP for the subject property; or • Rejecting all LOIS and offers presented and taking no further action with regard to the subject property. Notwithstanding the above,these Guidelines are not intended to limit the ability of the CRA Board to take any action it deems appropriate regarding any LOI that it receives. Therefore, the CRA Board may deviate from the Options outlined above as it sees fit. 01648866-; a..s;�s, i �Y V ` B E AC H !a sii C�d R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: July 12, 2022 OLD BUSINESS AGENDAITEM: 13.D. SUBJECT: Discussion and Consideration of Purchase and Development Agreement with the Boynton Beach Faith Based CDC for the Boynton Beach CRA-owned Properties located at 402 and 404 NW 12th Avenue SUMMARY: Boynton Beach CRA(BBCRA) purchased 402 NW 12th Avenue on October 12, 2007, for a total of $170,000, which included a duplex which has been demolished (see Attachments I and 11) and purchased 404 NW 12th Avenue through an auction process for $72,600 on December 3, 2021 (see Attachment III). On January 31, 2022, the BBCRA received a Letter of Intent (LOI)from Habitat for Humanity of South Palm Beach County, Inc. (HFHSPBC) requesting donation of the two BBCRA-owned lots to be donated to the organization for the construction of an affordable single-family residence to continue its mission to provide attainable housing for low income families (see Attachment IV). At the March 9, 2022 BBCRA Board Meeting, HFHSPBC's LOI was approved (see Attachment V) and on March 18, 2022, a 30-day Notice of Intent to Dispose of Real Property, meeting the requirements of Section 163.380(3)(a) of the Florida Statutes, was published to allow any interested parties to submit a letter of interest/intent for the properties (see Attachment VI). The BBCRA received a LOI from the Boynton Beach Faith Based Community Development Corp. (CDC) on April 18, 2022, for the purchase of the properties for $60,000 for the construction of an affordable single-family residence to also continue its mission to provide below-market priced homes to low income Boynton Beach families (see Attachment VII). At the May 10, 2022 CRA meeting, the Board considered both offers and accepted the CDC's offer to purchase the properties (see Attachment VI 11). Even though the BBCRA purchased the property for a total of $242,600, City Commission approval was not required, as confirmed by the City, since the current fair market value for the vacant properties was established at $30,000 based on an appraisal by Vance Real Estate Service which was obtained by the CRA for the auction (see Attachment IX). A Purchase and Development Agreement was prepared by legal counsel and reviewed and executed by the CDC (see Attachment X). Approval of this Agreement by the Board will be required in order to complete the land transfer. FISCAL IMPACT: $60,000 - Budget Line Item 02-48100 - Miscellaneous Income CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Heart of Boynton District CRA BOARD OPTIONS: 1. Approve and execute the Purchase and Development Agreement between the BBCRA and the Faith Based CDC for the properties located at 402 & 404 NW 12th Avenue for the purchase price of$60,000 for the construction of a single-family affordable home. 2. Do not approve the Purchase and Development Agreement between the BBCRA and the Faith Based CDC for the properties located at 402 & 404 NW 12th Avenue for the purchase price of$60,000 for the construction of a single-family affordable home. 3. Alternative direction as determined by the CRA Board. ATTACHMENTS: Description D Attachment I - Location Map D Attachment II - Proof of Closing 402 NW 12th Ave D Attachment III - Proof of Closing 404 NW 12th Ave D Attachment IV - Habitat for Humanity LOI D Attachment V - March 9, 2022 CRA Board Meeting M inutes D Attachment VI - Notice of Intent to Dispose of Real Property Proof of Publication D Attachment VII - Faith Based CDC LOI D Attachment VI I I M ay 10, 2022 C RA Board M eeting M inutes D Attachment IX -City Confirmation of Fair Market Value and Appraisal by Vance Real Estate Service D Attachment X - Purchase and Development Agreement v_ s i- ,r sJ\j � I 1� r I t P I� � � I t s r t I i \i1i�++Ittr�� WIN }s t atl 4 11 r t� r � I t CFM 20070483500 OR BK 22193 PG 0359 RECORDED 10/18/2007 11:25:08 Palm Beach County, Florida This Instrument Prepared By and Return to: AMT 170,000.00 e�Annabella Barboza,Esquire Doc Stamp 1, 190.00 REN,CHEROF,DOODY&EZROL,P.A. Sharon R. Bock,CLERK & COMPTROLLER 9 East Commercial Boulevard,Suite 200 Pgs 0359 - 360; (2pgs) Lauderdale,Florida 33308 08-43-45-21-14000-4150 WARRANTY DEED TENTURE, made this i'2 day of October, 2007 by and between Lennis L. Gillard and aPed e L. Gillard,husband and wife, hereinafter collectively referred to as "Grantor" and the Boynteach Community Redevelopment Agency, a Florida public body corporate and politic crew rsuant to Section 163.356 F.S.,whose post office address 915 South Federal Highway,Boyntone h,Florida 33435,hereinafter referred to as"Grantee." WITNESSETH: a That said Grantor in consideration of the sum of TEN($10.00)DOLLARS,and other good and valuable conside i o Grantor in hand paid by Grantee, the receipt whereof is hereby acknowledged,has granted, ed and sold to the Grantee, and Grantee' heirs and assigns forever, the following described land,s' 1 'ng and being in PALM BEACH County,Florida,to wit: Lot 415 of CHERRY HILLording to the plat thereof as recorded in Plat Book 4, Page 58 of the Public Records of Beach County, Florida, LESS AND EXCEPT that portion deeded to Palm Beach County ' R. Book 4383, Page 355, described as follows.- Begin ollows:Begin at the Northeast corneLot 415; thence South 03°4723" East, along the Easterly line of said Lot 415 fck=tance of 24.23 feet to the point of curvature of a circular curve concave to the Southwest and having for its elements a central angle of 88°11'44" and a radius of 25.00 feet; thence Northerly, Northwesterly and Westerly along said curve for an arc distance of 38.48 feet to the point of tangency, said point being on the Northerly line of said Lot 415; thence North 88°00'53"East, along said Northerly Lot Line for a distance of 24.23 feet to the Point of Beginning. SUBJECT TO:Taxes for current year and subsequent years,restrictions, easements and other matters of record. And the Grantor hereby fully warrants the title to said land and will defend the same against the lawful claims of all persons whomsoever. Book22193/Page359 Page 1 of 2 r IN WITNESS_WHEREOF, Grantors have hereunto set Grantors' hands the day and year first ls�bove written. ed,sealed and delivered Q esence. 3 t ° eon's L.Gillard C P.O.Box 6961,Delray Beach,Florida 33482 (PrinV Ty e Name) Aid, �,.� Sharese L.Gillard P.O.Box 6961,Delray Beach,Florida 33482 (Print or Type e) �v 0 STATE OF FLORIDA COUNTY OF PALM BEA j& The foregoing instrument was adged before me this day of October,2007 by Lennis L. Gillard and Sharese L. Gillar husband and wife, who are personally known to me or.have produced a Florida driver's license tification. �+NOTAVYPVBLIC $BS�IoN> 8N4LGaWoB ao�°�ij0brm 11oV tz IPdV:S381dX3 sass as a rvoisslwwoo nw U3011Z'0 SIIMAHd u'aod atiyLo2 H:\2007\070603\sellees Documents\warranty Deed.doc 2 of 2 Book22193/Page360 Page 2 of 2 GOREN,CHEROF, A. Settlement Statement DOODY&EZROL,P.A. 3099 E.COMMERCIAL BLVD.,SUITE 200 U.S.Department of Housing 1^ FT.LAUDERDALE,FL 33308 and Urban Development i r OMB No.2502-0265 B.Type of Loan 1.❑ FHA 2.❑ FmHA 3.® Conv.Unms 6. File Number 7. Loan Number 8. Mortgage Insurance Case Number 4.0 VA 5.11 Conv.Ins. 070603 C.NOTE:This form is furnished to give you a statement of actual settlement costs. Amounts paid to and by the settlement agent are shown. Items marked"(p.o.c.)"were paid outside the closing;they are shown here for informational purposes and are not included in the totals. D.NAME OF BORROWER: Boynton Beach Community Redevelopment Agency ADDRESS OF BORROWER:915 South Federal Highway,Boynton Beach,FL 33435 E.NAME OF SELLER: Lennis L.Gillard and Sharese L.Gillard,husband and wife ADDRESS OF SELLER: P.O.Box 6961,Delray Beach,FL 33482 F.NAME OF LENDER: ADDRESS OF LENDER: G.PROPERTY 402 NW 12th Avenue LOCATION: Boynton Beach,FL 33435 H.SETTLEMENT AGENT: GOREN,CHEROF,DOODY&EZROL,P.A. 3099 E.COMMERCIAL BLVD.,SUITE 200,FT.LAUDERDALE,FL 33308 PLACE OF SETTLEMENT: 3099 E.Commercial Blvd.,Suite 200,Ft.Lauderdale,Florida 33308 I.SETTLEMENT DATE: 10/11/1007 SUMMARY SUMMARY I OOGROSS AMOUNT DUE FROM BORROWER 400.GROSS AMOUNT DUE TO SELLER 101Contract sales price 170 000.00 401.0 ntract sales price 170.000 00 102Per onal or e 402Personal property 103Settlem,n s t lie 1 00 1 359 10 403. 104 404 5 OS d'ushnents for itel s aid b seller in advance Adjustments for items paid by seller in advance 106.Ci /town taxes to 406.Ci /town taxes to 107CoLinty taxes to 407COIlDlY taxes to 108A.s.sessmQnts to 40S.Assessments to 109, LO 402. to 110. to 410. to I 11. to 411 to 112 to 412, to 120GROSS AMOUNT DUE FROM BORROWER ' 172,359.10 420.GROSS AMOUNT DUE-TO SELLER 170,000.00 200AMOUNTS PAID BY OR IN BEHALF OF BORROWER 50OREDUCTIONS IN AMOUNT DUE TO SELLER 201 Deposit or earnest money 501 Excess deposit(see instructions 202Principal arnount ofnew lorm(s) 502 ttl nts t s 1400 2,37745 20 n 1 ' t 03 Existing loan(s)takrn Subject to 204. 504.Pa off of first mortgage loan 51 76735 Counttywide 205. 505Payoff of second mortgage loan 206Principal amount n w n s 506 2_0.7 50 208 508 209. 509. 209a 509a 209b 509b Adjustments for items unpaid by seller Adjustments for items unpaid by seller 21 OCi /t wn taxes to 51 O.Ci /town taxes to 211 County taxes 1/1/2007 to /'20 5 1 I.County taxes to ') 212Asse sments to 512A se sments to 213. to 513. to 214, to 514 5 515 216 to 516, 217. to 517. to 8 518 219. to 519 to 220TOTAL AMOUNTS PAID 520.TOTAL REDUCTIONS IN BY OR IN BEHALF OF BORROWER ' 17,000.00 AMOUNT DUE SELLER 54,144.80 300CASH AT SETTLEMENT FROM/r0 BORROWER 600.CASH AT SETTLEMENT TO/FROM SELLER 301 Gross amount due from borrower line 120 172 359.10 601.Gross amount due to seller line 420 170-000.00 302Less amounts paid by/for borrower line 220 17.000.00 602.Less reductions in amount due seller line 520 54-144.80 303.CASH® From❑To•BORROWER 155,359.10 603.CASH ®To ❑From SELLER / 115,855.20 PAGE I HUD-1(3-86)RESPA,HB 4305.2 3J21111.1 Dlspiny Systems,Ine.(HI3)7(3-5555-Lvser GcncrnlvA U.S.DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT SETTLEMENT STATEMENT PAGE L. Settlement Charges 700. TOTAL SALES/BROKER'S COM.based on orice 170-000 OQ t %= Paid From Paid From Division of Commission line 700 as follows: Borrower's Seller's 701, IQ Funds At Funds At 702. to Settlement Settlement 703, CommissionSettlement 704. to 800. Items Payable In Connection With Loan 801. Loan Qdgination F a t 802. Loan Discount % to 803.Appraisal Fee to 804Credit Report to 805, Lendu's Inspection Fee IQ - 806.Mortgaize Insurance Application Fee to 7 to 808 to 809, to 81 0 t 811, tQ 812 t 813, t 814, t 815 to 900. Items Required By Lender To Be Paid In Advance 901. Interest from to /day 902. Morwaize Insurance Premium for months to 903, Hazard InsuraDcQ Premiumyears 904. years to 905. vears to 1000.Reserves Deposited With Lender 1001.Hazard insurance months@ 1002, insurance 1003.City propenytaxesna per month 1004.County propea taxes monthsa per month 1005 Annual assessments fnofltllsa� per month 1006, montlisf@ per month 1007, monthsQ per MOB" 1008. monthisp, per month 1009. 1100.Title Charges 1101Settlement or closing fee to * 1102.Abstract QE title search to 03,Title examination 1104.Title insurance b nder t 5 t pmparation *POC* 1106.Notary fees t 07 includes above items numbers7 I 108,Title insurance IQ A IlQiiicys'Title Insurance Fund 9 (includes above items number$7 09 r ti INS AMT- I110.Owner's coverage:Risk Premium 915.00 INS AMT: 17000000 0 1111. to 1112. to 1113. to 1200.Government Recording and Transfer Charges 0 9 in 1202.Ci&coualy lmlstamps7s 1203.State tax/tams Deed 1 190,007 L-Morta e -Mortgage(s) 1,190.00 1204. 1205. 1300.Additional Settlement Charges 1301,Survey tQ RiQhard L.Shepard&Associates * * 1302 to 33 * * 1304 to Palm Beach Counly Tax Collector 1 69770 OS tQ Abramowitz Tax&Lien Service,Inc. 8500 1306. to 1307.Water Fscrow to 1308.Past due utilities accounts to City of Bo nton Beach 1309. to 1400.Total Settlement Charges (enter on lines 103,Section J and 502,SectionK) 2,359.10 ��2,3777.]45 CERTIFICATION DATE: 0/12/ 007 I have re Ily reviewed the HUD-I Settlement Statement and to the best of my knowledge and belief,it is a true and accurate statement of al�recetps and disbar em is made on my accoun by me in this transaction. I further certify that 1 have received a copy of the HUD-I Settlement Statement. Bo n n ach Comma Redev_I ent Ageneya Florida pu y corporate d politic C Borrower er on Beach Community Redevelopment ge cyennis �^Gillard By: Borrower ! �• 1/.V(� Seller Sharese L.Gillard The HUD-I Settlement Statement which I have prepared is a true and accurate account of this transaction.I have caused the funds to be disbursed in accord- ance with this statement. GOREN,CHEROF,DOODY&EZROL,P.A. Settlement Agent 10/12/2007 Date WARNING:It is a crime to knowingly make false statements[o the United States on this or any other similar form. Penalties upon conviction can include a fine and imprisonment.For details see:Title 18 U.S.Code Section 1001 and Section 1010. 070603 File—Na.270 stilt fiUfz Sas,h{rq rri t43; ttrrMx'b�}a�F tt}s la+;llz}t}ti s{j{,t�f'S1 f,tt�t' 49�,>utadfi '��$t�st vitl is n� 4 zilS/t 4 t; /< �,M :Y SE f F. �tt.sr.. {YtJ44 c, nn`pppp}} b\ It.4 �f yry� q if� `''gttfK o}t}zrrg t`. fk„ s f Q qrx ju e mSxii Si k�i"f }{'�titaY Summary Report of a Duplex ' f �4 t LOCATED AT: 402 NW 12th Ave +,-s Boynton Beach,FL 33435-3097 PO#000357 ^`' 4;}t t FOR: {4"kIBoynton Beach CRA qr r 915 S.Federal Highway '„ tBoynton Beach,FL 33435 i "'s ' Attention:Vivian Brooks s � AS OF: January 26,2007 i BY: t Anderson&Carr,Inc. iut4t 521 South Olive Avenue West Palm Beach,FL 33401 �t a (561)833-1661 u (561)833-0234 FAX Vdtd4'o M zt�F}i: ,+t t r s y ftfc C f pi\f¢f 1 t f'7 sa } is r S t f si .�tf5�}at Anderson&Carr,Inc. Form GA2—"TOTAL for Windows"appraisal software by a la made,inc.—1-800-ALAMODE ROBERT B.BANTING,MAI,SRA,PRESIDENT FRANK J.CARDO,MAI,VICE-PRESIDENT State-Certified General Real Estate Appraiser RZ4 State-Certified General Real Estate Appraiser RZI 190 ANDEUSCN & CARR, INC. «««««««««««a««««««««««««<a<««««««««««««« Appraisers •Realtors >»»»»>»»»»»»»»»»»»»»»»»»»u»»»»»»>»»u» 521 SOUTH OLIVE AVENUE WEST PALM BEACH,FLORIDA 33401-5907 www.andersoncamcom Telephone(561)833-1661 Fax(561)833-0234 February 1,2007 Qualfy A-1111ee Aflcc 1947 Ms. Vivian Brooks,Planning Director Boynton Beach CRA 915 S. Federal Highway Boynton Beach,FL 33435 Re: A Rental Duplex Property Located at: 402 NW 12`h Avenue Boynton Beach,FL 33435 Our File No,270059 Purchase Order No.000357 Dear Ms. Brooks: At your request,we have appraised the above referenced property. The purpose of this appraisal was to estimate the"As Is"market value of the fee simple estate of the subject property, as of January 26, 2007. As a result of our analysis, we have developed an opinion that the "As Is" market value, subject to the definitions, certifications, and limiting conditions set forth in the attached report, as of January 26, 2007 was: ONE HUNDRED SEVENTY THOUSAND DOLLARS ($170,000) The following presents a complete appraisal in a summary report. This letter must remain attached to the report in order for the value opinion set forth to be considered valid. Your attention is directed to the Assumptions and Limiting Conditions that follow. Respectfully submitted, ANDERSON&CARR, Robert B. Ban mg,MAI,SRA State-Certified General Real Estate Appraiser RZ4 1 a Cy is A. Bennett Sta e Certified Residential Real Estate Appraiser RD4014 RBB/CAB Anderson&Carr,Inc. File No.2700591 PO#000357Small Residential Income Property Appraisal Report File# 279059 The purpose of this summary appraisal report is to provide the lender/client with an accurate, and adequately supported, opinion of the market value of the subject property. Pro e Address 402 NW 12th Ave City Boynton Beach State FL Zip Code 33435.3097 Borrower Client:Boynton Beach CRA Owner of Public Record Lennis&Sharese Gillard County Palm Beach Legal Description Cheny Hills Boynton Lot 415 less return curve in O.R.4383 Page 355 Plat Book 4 Page 58 Assessor's Parcel# 08-43-45-21-14-000-4150 Tax Year 2006 R.E.Taxes$ 1,754.00 Neighborhood Name Cherry Hills Man Reference 99 Census Tract 0061.00 Occupant ❑Owner IZ Tenant ❑Vacant Special Assessments$ N/a ❑PUD HOA$N/a ❑per year ❑per month " Property Rights Appraised Z Fee Simple ❑Leasehold ❑Other describe Assignment Type ❑Purchase Transaction ❑Refinance Transaction ®Other describe Possible acquisition by Boynton Beach CRA Lender/Client Bo nton Beach CRA Address 915 S.Federal Highway,Boynton Beach FL 33435 Is the subject prope5y currently offered for sale or has it been offered for sale in the twelve months prior to the effective date of this appraisal? ❑Yes ®No Report data sources used,offering price(s),and date(s). Public records owner I ❑did ®did not analyze the contract for sale for the subject purchase transaction.Explain the results of the analysis of the contract for sale or why the analysis was not performed. N/A Contract Price$ N/A Date of Contract NIA Is the property seller the owner of public record? ❑Yes ❑No Data Sources N/A Is there any financial assistance(loan charges,sale concessions,gift or downpayment assistance,etc.)to be paid by any party on behalf of the borrower? ❑Yes ❑No • If Yes,report the total dollar amount and describe the items to be paid. N/A Note:Race and the racial composition of the neighborhood are not appraisal factors. Neighborhood Characteristics I I2-4 Unit Housing Trends 2-4 Unit Housing Present and Use Location ®Urban ❑Suburban ❑Rural I Property Values ❑Increasing ❑Stable ®Declining PRICE AGE One-Unit 30% Built-Up ®Over 75% ❑25-75% ❑Under 25%1 Demand/Su I ❑Shortage ®In Balance ❑Over Supply $ 000 yrs 2-4 Unit 20% Growth ❑Rapid ❑Stable ®Slow Marketin Time ❑Under 3 mths ❑3-6 mths Over 6 mths 124 Low 30 Multi-Family 10% • Neighborhood Boundaries The subject neighborhood is bounded by Boynton Beach Canal to the 300 High 60 Commercial 5% • north U.S.Highway 1 to the east Boynton Beach Blvd.to the south and 1-95 to the west. 200 Pred. 45 Other 35% • Neighborhood Description The subject is located in The Heart of Boynton redevelopment area.This is a transitional neighborhood as the Boynton Beach CRA plans to acquire the properties in this area for redevelo ment.The subject is located in the Cherry Hills subdivision and plans are to re lat this area and redevelop with a traditional single family neighborhood. Market Conditions including support for the above conclusions The housing market in the subject area is slow with homes staying on the market longer while the supply of homes on the market has increased dramatically.Some owners have lowered their prices over the past few months. Dimensions irregular-see plat Area 2 950 SF Sha e Irregular View Residential Specific Zoning Classification R2 Zoning Description Residential duplex Zoning Compliance ❑Legal ®Legal Nonconforming Grandfathered Use ❑No Zoning ❑Illegal describe No survey was provided.Site areaestimated. Is the highest and best use of subject roe as improved or as proposed per plans andspecifications)the resent use? ❑Yes ®No If No,describe The subject property has no driveway/parking and is in a transition area.The Boynton Beach CRA may acquire the subject for redevelopment. Utilities Public Other(describe) Public Other(describe) Off-site Improvements-Type Public Private Electricity Zi ❑ Water ® ❑ Street Asphalt Z ❑ Gas ❑ ❑None Sanitary Sewer ® ❑ A[ley None ❑ ❑ FEMA Special Flood Hazard Area ❑Yes X No FEMA Flood Zone B FEMA Map# 1201960004C FEMA Map Date 9/30/1982 Are the utilities and/or off-site improvements ical for the market area? X Yes ❑No If No,describe Are there any adverse site conditions or extemal factors easements,encroachments,environmental conditions,land uses,etc.)? Z Yes ❑No If Yes,describe The street was recently reconfigured with a portion of the northeast corner of the subject lot taken for road curvature leaving the subject lot with only 2,950 SF+I-and no driveway cut in the curbin 1. General Description Foundation Exterior Description , materials/condition Interior materials/condition Units ®Two ❑Three ❑Four ®Concrete Slab ❑Crawl Space Foundation Walls NIA Floors Cer.tile/vin l/av ❑Accessary Unit describe below LlFull Basement ElPartial Basement Exterior Walls Concrete block Walls Drywalllavg. #of Stories 1 #of bld s.1 Basement Area N/A s .ft. Roof Surface Flat Trim/Finish Wood/av . Type ❑Det. Z Aft. ❑S-Det./End Unit Basement Finish N/A °% Gutters&Downspouts No Bath Floor C tilelav . ®Existing ❑Proposed ❑Under Const.❑Outside Ent /Eat ❑Sump Pump Window Tye Alum.SH Bath Wainscot C tile/wet areas Design(Style) Duplex Evidence of ❑Infestation Storm Sash/Insulated None Car Storage Year Built 1959 B Dampness ❑Settlement Screens Yes ®None Effective Age(YrS) 20 Heating/Cooling- Amenities ❑Driveway #of Cars Attic Z None Ll I ElHWBB ❑Radiant❑Fireplaces # ❑Woodstove s # Driveway Surface None ❑Drop Stair ❑Stairs ®Other None I Fuel N/A ❑Patio/Deck ®Fence partial El Floor Ll Garage #of Cars ❑Scuttle Coolin ❑Central Air Conditioning ❑Pool ❑Porch ❑Carport #of Cars ❑Finished ❑Heated ®Individual ILI Other ❑Other ❑Att. ❑Det. Ll Built-in #of Appliances I Refrigerator 2 Range/Oven 2 1 Dishwasher Disposal Microwave Washer/Dryer Other(describe) Unit#1 contains: 2 Rooms 1 Bedrooms 1 Baths 455 Square Feet of Gross Living Area Unit#2 contains: 2 Rooms 1 Bedrooms 1 Baths 455 Square Feet of Grass Living Area Unit#3 contains: Rooms Bedrooms Baths Square Feet of Gross Living Area Unit#4 contains: Rooms Bedrooms Baths Square Feet of Gross Living Area Additional features(special energy efficient Items,etc.. The units have ceramic tile and vinyl flooring.The units were updated in the past with new kitchen cabinets and updated baths when the building was purchased by the current owner.No energy efficient items. Describe the condition of the property(including needed repairs,deterioration,renovations,remodeling,etc.. There is some deferred maintenance with some missing the in the shower in Unit B and there appears to be missing kitchen cabinets over the range in Unit A.Torn screens.The roof was recently replaced per owner.There is no driveway for the subject. Freddie Mac Form 72 March 2005 Page 1 of 7 Fannie Mae Form 1025 March 2005 Form 1025-TOTAL for Windows"appraisal software by a Is mode,inc.—1-800-ALAMODE File No.270059 #000357Small Residential Income Property Appraisal Report File 270059 Are there any physical deficiencies or adverse conditions that affect the livability,soundness,or structural integrity of the property? ❑Yes A No If Yes,describe. Does the property generally conform to the nei hborhood functional utility,style,condition,use,construction,etc.)? X Yes ❑No If No,describe. Is the property subject to rent control? ❑Yes gl No If Yes,describe The following properties represent the most current, similar, and proximate comparable rental properties to the subject property. This analysis is intended to support the opinion of the market rent for the subject property. FEATURE I SUBJECT COMPARABLE RENTAL#1 COMPARABLE RENTAL#2 COMPARABLE RENTAL#3 Address 402 NW 12th Ave 449 NW 1st Avenue 401 S.Seacrest Blvd.#1 205 NE 3rd Street,#208 Boynton Beach Boynton Beach Boynton Beach Boynton Beach Proximi to Subject 0.67 miles 0.95 miles 0.82 miles Current Month/ Rent $ 1,200 u $ 1,600 , $ 775 $ 750 Rent/Gross Bldg,Area $ 1.32 s ft $ 1.18 SO. $ 1.29 s ft. `�'��,` �, , $ 1.34 s .ft. Rent Control ❑Yes ®No ❑Yes X No ❑Yes ®No ❑Yes ®No Data Sources Owner Realtor Public records Realtor,public records Realtor,public records Date of Leases N/A N/A N/A N/A Location Urban Urban Urban Urban Actual Age 48 years 53 years 45 years 35 years Condition Below average Average Average Average Gross Building Area 910 1.360 600 560 Rm Count Size Rm Count g1Ze Monthly Rent Rm Count gaze Monthly Rent Rm Count Size Monthly Rent Unit Breakdown Sq.Ft. S .Ft. S .Ft. Sq.Ft. Tot Br Ba gio.Totl Br I Ba 1,360 1,boo Totl Br I Ba 600 775 Tot Br Be 560 750 • Unit#1 2 1 1 455 3 1 1 800$ 950 2 1 1 600$ 775 3 1 1 560$ 750 Unit#2 2 1 1 455 4 2 1 560$ 650 1 $ $ Unit#3 $ $ $ Unit#4 $ 1 $ $ Utilities Included None-Tenants pa Owner pays water tenant pwer pays water.Tenant Owner pays water.Tenant pays water&electric electric and as bectric. 20 unit buildin Analysis of rental data and support for estimated market rents for the individual subject units reported below(including the adequacy of the comparables,rental concessions, etc.) Comparable rentals 1 8,2 have unit AC like the subject.Comparable rent 3 has central AC which is superior to the subject.The indicated monthly rent for the subject is$600 for 1 bedroom/i bath units.The total estimated monthly rental income is estimated at $1,200.Total estimated annual rental income is$24,000. Rent Schedule:The appraiser must reconcile the applicable indicated monthly market rents to provide an opinion of the market rent for each unit in the subject property. Leases Actual Rents Opinion of Market Rent Lease Date Per Unit Total Per Unit Total Unit# Begin Date End Date Unfurnished Furnished Rents Unfurnished Furnished Rents 1 N/A N/A $ 600$ $ 600$ 600$ $ 600 2 N/A N/A 600 600 600 600 3 4 Comment on lease data Total Actual Monthly Rent $ 1,2o0 Total Gross Month/ Rent $ 1,200 Other Monthly Income itemize $ N/A Other Monthly Income itemize $ 0 Total Actual Monthly Income $ 1,2001 Total Estimated Monthly Income $ 1,200 Utilities included in estimated rents ❑Electric ❑Water ❑Sewer ❑Gas ❑Oil ®Trash collection ❑Cable ❑Other Comments on actual or estimated rents and other monthly income including personal roe The present monthly rent for the subject is$600 or$1.32 per SF for the one bedroom units which appears to be at the top of the market on a lier square foot basis but at the low end on a per unit rental. I Z did ❑did not research the sale or transfer history of the subject property and comparable sales.If not,explain My research ❑did ®did not reveal any prior sales or transfers of the subject property for the three years prior to the effective date of this appraisal. Data Source(s) Public records RealQuest My research ❑did ®did not reveal any prior sales or transfers of the comparable sales for the year prior to the date of sale of the comparable sale. • Data Sources Public records RealQuest Report the results of the research and analysis of the prior sale or transfer history of the subject property and com arable sales(report additional no sales on age 3L_ ITEM SUBJECT I COMPARABLE SALE#1 1 COMPARABLE SALE#2 COMPARABLE SALE#3 Date of Prior Sale/Transfer 112001 4/18/2005 4/16/2003 4/15/2003 Price of Prior Sale/Transfer $10,000 $147 900 $120 000 $120,000 • Data Source s Public records Public records Public records Public records Effective Date of Data Sources Janua 28 2007 11anua 28 2007 January 28 2007 January 28 2007 Analysis of prior sale or transfer history of the subject property and comparable sales The subject has been owned by the present owner for over five ears.Sale 1 was acquired in April,2005 for$147,900 as in O.R.Book 18464 page 437.Previous sale occurred in April,2003 for $120,000.Sales 2 and 3 previous sales occurred in A ril 2003 for$120,000 each. Freddie Mac Form 72 March 2005 Page 2 of 7 Fannie Mae Farm 1025 March 2005 Form 1025—"TOTAL for Windows"appraisal software by a la mode,inc.—1-800-ALAMODE File No.270059 Q#000357Small Residential Income Property Appraisal Report Fill 2P70059 There are 15 comparable propertles currently offered for sale in the subject neighborhood ranging in price from$ 200,000 to$ 474,000 There are 7 comparable sales in the subject neighborhood within the past twelve months ranging in sale price from$ 196,o o to$ 385,000 FEATURE I SUBJECT COMPARABLE SALE#1 COMPARABLE SALE#2 COMPARABLE SALE#3 Address 402 NW 12th Ave 201 NW 7th Court 203 SE 4th Ave 207 SE 4th Ave Boynton Beach Boynton Beach Boynton Beach Boynton Beach Proximity to Subject ''. 0.31 miles 1.05 miles 1.05 miles Sale Price $ N/A $ 206,000 $ 196 000 ," _.'s'� -�; $ 196 000 Sale Price/Gross Bldg.Area $ s .ft.$ 164.54 s ft_ $ 151.23 s ft f�6 }:$ 151.23 s ft Gross Monthly Rent $ 1.200$ 1,635 1,350 $ 1,30 Gross Rent Multiplier 125.99 , t=",`.:;`-' 145.19 ,,,' 150.77:x:?f, Price per Unit $ $ 103,000-' $ 98,000 $ 98,000 Price per Room $ $ 29,429 !` $ 32 6s7 $ 32,66741,,`,'` Price per Bedroom $ $ 68,667 $ 98,000 Rent Control ❑Yes No ❑Yes ®No ❑Yes ®No ❑Yes ®No Data Sources Public records RealQuest Public records RealQuest Public records RealQuest Verification Sources '4 MLS Realtor deed MLS Realtor MLS Realtor VALUE ADJUSTMENTS DESCRIPTION DESCRIPTION +- Adjustment DESCRIPTION +- Adjustment DESCRIPTION +- Adjustment Sale or Financing ",�..conventional Conventional Conventional Concessions $185 400 $166,800 $156,800 Date of Sale/Time ":, 7/21/06 +12,360 3122106 +9,800 3/22/06 +9,800 Location Urban Urban Urban Urban Leasehold/Fee Simple Fee Simple Fee Simple Fee Simple IFee Simple Site 2,950 SF 8,405 SF -54,550 10,000 SF -70,500 7,50 SF -45 500 View Residential Residential Residential Residential Design(Style)_Duplex Duplex Duplex Duplex Quality of Construction CBS/avg. CBS/avg. CBS/av . CBS/avg. Actual Age 48 years 41 years 43 years 43 years • Condition Average Average Average Avera e Gross Building Area 910 1,252 1,296 1,296 • Unit Breakdown Total BdrmsI Baths Total I Bdrms Baths Total Bdrms I Baths Total Bdrms Baths Unit#1 2 1 1 1 4 2 1 3 7 1 3 1 1 Unit#2 2 1 1 3 1 1 3 1 1 3 1 1 • Unit#3 Unit#4 Basement Description N/A N/A N!A J��JAveraqe /A Basement Finished Rooms N/A NIA N/A /A Functional UtilityAverage Average Avera a Heating/Cooling Unit AC Unit AC lUnit AC lUnit AC Energy Efficient Items None None None None Parkin On/Off Site Street parking On site parking On site parking On site parking Porch/Patio/Deck Cov.entry Cov.patio Cov.entry N/A Effective Units 1.5 eff.units 1.75 eff.units 1.5 eff.units 1.5 eff.units Sales Price/Effective Unit $117,714 $130,666 $130,666 Net Adjustment(Total) ❑+ BI- $ 42,190 ❑+ M- $ 60.700 ❑+ X- Is 35,700 Adjusted Sale Price Net 20.5 % Net 31.0 % Net 18.2 % of Comparables Gross 32.5 % $ 163,810 Gross 41.0 % $ 135,30o Gross 28.2 % $ 160,300 Adjusted Price Per Unit (Adi.sncamp/#orcomp unas( $ 819051 ','rr$ 67650 ;$ Adjusted Price Per Room(Adj.SP comp/#of comp Rooms) IS 23,401 $ 22 550 $ 26,717 FIndlGated rice Per Bedrm(Adj.sR Comp 19 of comp Bedrooms $ 54,603 • ., dl� ;r$ 67,650 j> „ I,j°,$ 80.15 0 pernit $ 80,000 X 2 Units=$ 160 000 Value er GBA $ 166 X 910 GBA=$ 151,060 perm. $ 30,000 X 4 Rooms=$ 120,0001 Value per Bdrms.$ 75,000 X 2 Bdrms._$ 150,000 f Sales Comparison Approach includingreconciliation of the above indicators of value. Price per effective unit ranges from$106,000 to 6.Market indicates 1.5 eff.units @$120,000=$180,000 were adjusted downward for difference in lot size at$10/SF.Market value should fall near the middle of the adjusted range. alue by-Sales Approach$ 166,000 Total gross month) rent$ 1,200 X gross rent multiplier GRM 145 =$ 174,000 Indicated value by the Income Approach • Comments on income approach including reconciliation of the GRM The GRMs range from 125 to 150.Most weight was given to sales 2&3 as the are most similar to the subject. Indicated Value by: Sales Comparison Approach$ 165,000 Income Approach$ 174 000 Cost Approach(if developed)$ The Sales Comparison Approach is given the most weight in the final analysis as it reflects the current demand for properties in the subject area.The Income approach is supportive. This appraisal is made Z"as is", ❑ subject to completion per plans and specifications on the basis of a hypothetical condition that the improvements have been • completed, ❑subject to the following repairs or alterations on the basis of a hypothetical condition that the repairs or alterations have been completed,or ❑subject to the following required inspection based on the extraordinary assumption that the condition or deficiency does not require alteration or repair: Based on a complete visual inspection of the interior and exterior areas of the subject property,defined scope of work,statement of assumptions and limiting conditions,and appraiser's certification,my(our)opinion of the market value,as defined,of the real property that is the subject of this report is $ 170,000 as of January 26 2007 which is the date of inspection and the effective date of this appraisal. Freddie Mac Form 72 March 2005 Page 3 of 7 Fannie Mae Form 1025 March 2005 Form 1025-"TOTAL for Windows"appraisal software by a la made,Inc.-1-800-ALAMODE File Na.270059 PO Small Residential Income Property Appraisal Report File#270059#000357 In the Sales Comparison Approach sales of comparable projects were found and compared to the subject on a price-per-unit, per-adjusted-unit effective unit basis and a price per square foot of living area.The adjusted unit calculation formula is as follows: Efficient /Studio .50 Unit 1 Bedroom/1 Bath .75 Unit 1 Bedroom/1.5 Bath .90 Unit 2 Bedroom/1 Bath 1.00 Units 2 Bedroom/1.5 Bath 1.15 Units 2 Bedroom/2 Bath 1.25 Units 3 Bedroom/1 Bath 1.25 Units 3 Bedroom/1.5 Bath 1.40 Units 3 Bedroom/2 Bath 1.50 Units 3 Bedroom/2.5 Bath 1.60 Units 3 Bedroom/3 Bath 1.75 Units 4 Bedroom/2 Bath 1.75 Units The effective unit calculation for the subject is as follows: 2 one bedroom/one bath apartments @.75 each=1.50 eff.units. COST:APPROACH TO VALUE(not required by Fannie Mae) Provide adequate information for the lender/client to replicate the below cost figures and calculations. Support for the opinion of site value(summary of comparable land sales or other methods for estimating site value Not applicable ESTIMATED ❑REPRODUCTION OR ❑REPLACEMENT COST NEW OPINION OF SITE VALUE..._....________.__._-_-__.---_-.---_._--_-..... _$ Source of cost data DWELLING S .Ft.@$ ------------ Quality rating from cost service Effective date of cost data S .Ft.@$ _$ Comments on Cost Approach(gross living area calculations,depreciation,etc. _$ ------------- Garage/Carport S .Ft.@$ =$ Total Estimate of Cost-New --- =$ --------- Less Physical I Functional lExternal —Depreciation =$ Depreciated Cost of Improvements -----------------=$ "As-is"Value of Site Improvements ...-..._______..._.._.----...-__-_....=$ Estimated Remaining Economic Life HUD and VA only Years INDICATED VALUE BY COST APPROACH------------------ =$ PROJECTINFORMATION FOR PVDs(if applicable) Is the developer/builder in control of the Homeowners'Association HOA'? ❑Yes ❑No Unit e s ❑Detached ❑Attached Provide the following information for PUDs ONLY if the developer/builder is in control of the HOA and the subject propeqy is an attached dwelling unit. Legal Name of Project _ Total number of phases Total number of units Total number of units sold Total number of units rented Total number of units for sale Data source(s) Was the project created by the conversion of existing buildings into a PUD? ❑Yes ❑No If Yes,date of conversion. Does the project contain any multi-dwelling units? ❑Yes ❑No Data Source Are the units,common elements,and recreation facilities complete? ❑Yes ❑No If No,describe the status of completion. Are the common elements leased to or by the Homeowners'Association? ❑Yes ❑No If Yes,describe the rental terms and options, Describe common elements and recreational facilities. Freddie Mac Form 72 March 2005 Page 4 of 7 Fannie Mae Form 1025 March 2005 Form 1025—"TOTAL for Windows"appraisal software by a la mode,inc.—1-800-ALAMODE File No.270059 #000357Small Residential Income Property Appraisal Report File#270059 This report form is designed to report an appraisal of a two-to four-unit property, including a two-to four-unit property in a planned unit development (PUD). A two- to four-unit property located in either a condominium or cooperative project requires the appraiser to inspect the project and complete the project information section of the Individual Condominium Unit Appraisal Report or the Individual Cooperative Interest Appraisal Report and attach it as an addendum to this report. This appraisal report is subject to the following scope of work, intended use, intended user, definition of market value, statement of assumptions and limiting conditions, and certifications. Modifications, additions, or deletions to the intended use, intended user, definition of market value, or assumptions and limiting conditions are not permitted. The appraiser may expand the scope of work to include any additional research or analysis necessary based on the complexity of this appraisal assignment. Modifications or deletions to the certifications are also not permitted. However, additional certifications that do not constitute material alterations to this appraisal report, such as those required by law or those related to the appraiser's continuing education or membership in an appraisal organization, are permitted. SCOPE OF WORK: The scope of work for this appraisal is defined by the complexity of this appraisal assignment and the reporting requirements of this appraisal report form, including the following definition of market value, statement of assumptions and limiting conditions, and certifications. The appraiser must, at a minimum: (1) perform a complete visual inspection of the interior and exterior areas of the subject property, (2) inspect the neighborhood, (3) inspect each of the comparable sales from at least the street, (4) research, verify, and analyze data from reliable public and/or private sources, and (5) report his or.her analysis, opinions, and conclusions in this appraisal report. INTENDED USE: The intended use of this appraisal report is for the lender/client to evaluate the property that is the subject of this appraisal for a mortgage finance transaction. INTENDED USER: The intended user of this appraisal report is the lender/client. DEFINITION OF MARKET VALUE: The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller, each acting prudently, knowledgeably and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: (1) buyer and seller are typically motivated; (2) both parties are well informed or well advised, and each acting in what he or she considers his or her own best interest; (3) a reasonable time is allowed for exposure in the open market; (4) payment is made in terms of cash in U. S. dollars or in terms of financial arrangements comparable thereto; and (5) the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions* granted by anyone associated with the sale. *Adjustments to the comparables must be made for special or creative financing or sales concessions. No adjustments are necessary for those costs which are normally paid by sellers as a result of tradition or law in a market area; these costs are readily identifiable since the seller pays these costs in virtually all sales transactions. Special or creative financing adjustments can be made to the comparable property by comparisons to financing terms offered by a third party institutional lender that is not already involved in the property or transaction. Any adjustment should not be calculated on a mechanical dollar for dollar cost of the financing or concession but the dollar amount of any adjustment should approximate the market's reaction to the financing or concessions based on the appraiser's judgment. STATEMENT OF ASSUMPTIONS AND LIMITING CONDITIONS: The appraiser's certification in this report is subject to the following assumptions and limiting conditions: 1. The appraiser will not be responsible for matters of a legal nature that affect either the property being appraised or the title to it, except for information that he or she became aware of during the research involved in performing this appraisal. The appraiser assumes that the title is good and marketable and will not render any opinions about the title. 2. The appraiser has provided a sketch in this appraisal report to show the approximate dimensions of the improvements, including each of the units. The sketch is included only to assist the reader in visualizing the property and understanding the appraiser's determination of its size. 3. The appraiser has examined the available flood maps that are provided by the Federal Emergency Management Agency (or other data sources) and has noted in this appraisal report whether any portion of the subject site is located in an identified Special Flood Hazard Area. Because the appraiser is not a surveyor, he or she makes no guarantees, express or implied, regarding this determination. 4. The appraiser will not give testimony or appear in court because he or she made an appraisal of the property in question, unless specific arrangements to do so have been made beforehand, or as otherwise required by law. 5. The appraiser has noted in this appraisal report any adverse conditions (such as needed repairs, deterioration, the presence of hazardous wastes, toxic substances, etc.) observed during the inspection of the subject property or that he or she became aware of during the research involved in performing this appraisal. Unless otherwise stated in this appraisal report, the appraiser has no knowledge of any hidden or unapparent physical deficiencies or adverse conditions of the property (such as, but not limited to, needed repairs, deterioration, the presence of hazardous wastes, toxic substances, adverse environmental conditions, etc.) that would make the property less valuable, and has assumed that there are no such conditions and makes no guarantees or warranties, express or implied. The appraiser will not be responsible for any such conditions that do exist or for any engineering or testing that might be required to discover whether such conditions exist. Because the appraiser is not an expert in the field of environmental hazards, this appraisal report must not be considered as an environmental assessment of the property. 6. The appraiser has based his or her appraisal report and valuation conclusion for an appraisal that is subject to satisfactory completion, repairs, or alterations on the assumption that the completion, repairs, or alterations of the subject property will be performed in a professional manner. Freddie Mac Form 72 March 2005 Page 5 of 7 Fannie Mae Form 1025 March 2005 Farm 1025—"TOTAL for Windows"appraisal software by a la mode,inc.—1-800-ALAMODE File Na.270059 000357Small Residential Income Property Appraisal Report File#2P700#059 APPRAISER'S CERTIFICATION: The Appraiser certifies and agrees that: 1. 1 have, at a minimum, developed and reported this appraisal in accordance with the scope of work requirements stated in this appraisal report. 2. 1 performed a complete visual inspection of the interior and exterior areas of the subject property, including all units. I reported the condition of the improvements in factual, specific terms. I identified and reported the physical deficiencies that could affect the livability, soundness, or structural integrity of the property. 3. 1 performed this appraisal in accordance with the requirements of the Uniform Standards of Professional Appraisal Practice that were adopted and promulgated by the Appraisal Standards Board of The Appraisal Foundation and that were in place at the time this appraisal report was prepared. 4. 1 developed my opinion of the market value of the real property that is the subject of this report based on the sales comparison and income approaches to value. I have adequate market data to develop reliable sales comparison and income approaches to value for this appraisal assignment. I further certify that I considered the cost approach to value but did not develop it, unless otherwise indicated in this report. 5. 1 researched, verified, analyzed, and reported on any current agreement for sale for the subject property, any offering for sale of the subject property in the twelve months prior to the effective date of this appraisal, and the prior sales of the subject property for a minimum of three years prior to the effective date of this appraisal, unless otherwise indicated in this report. 6. 1 researched, verified, analyzed, and reported on the prior sales of the comparable sales for a minimum of one year prior to the date of sale of the comparable sale, unless otherwise indicated in this report. 7. 1 selected and used comparable sales that are locationally, physically,and functionally the most similar to the subject property. 8. 1 have not used comparable sales that were the result of combining a land sale with the contract purchase price of a home that has been built or will be built on the land. 9. 1 have reported adjustments to the comparable sales that reflect the market's reaction to the differences between the subject property and the comparable sales. 10. 1 verified,from a disinterested source, all information in this report that was provided by parties who have a financial interest in the sale or financing of the subject property. 11. 1 have knowledge and experience in appraising this type of property in this market area. 12. 1 am aware of, and have access to,the necessary and appropriate public and private data sources, such as multiple listing services,tax assessment records, public land records and other such data sources for the area in which the property is located. 13. 1 obtained the information, estimates, and opinions furnished by other parties and expressed in this appraisal report from reliable sources that I believe to be true and correct. 14. 1 have taken into consideration the factors that have an impact on value with respect to the subject neighborhood, subject property, and the proximity of the subject property to adverse influences in the development of my opinion of market value. I have noted in this appraisal report any adverse conditions (such as, but not limited to, needed repairs, deterioration, the presence of hazardous wastes, toxic substances, adverse environmental conditions, etc.) observed during the inspection of the subject property or that I became aware of during the research involved in performing this appraisal. I have considered these adverse conditions in my analysis of the property value, and have reported on the effect of the conditions on the value and marketability of the subject property. 15. 1 have not knowingly withheld any significant information from this appraisal report and, to the best of my knowledge, all statements and information in this appraisal report are true and correct. 16. 1 stated in this appraisal report my own personal, unbiased, and professional analysis, opinions, and conclusions, which are subject only to the assumptions and limiting conditions in this appraisal report. 17. 1 have no present or prospective interest in the property that is the subject of this report, and I have no present or prospective personal interest or bias with respect to the participants in the transaction. I did not base, either partially or completely, my analysis and/or opinion of market value in this appraisal report on the race, color, religion, sex, age, marital status, handicap, familial status, or national origin of either the prospective owners or occupants of the subject property or of the present owners or occupants of the properties in the vicinity of the subject property or on any other basis prohibited by law. 18. My employment and/or compensation for performing this appraisal or any future or anticipated appraisals was not conditioned on any agreement or understanding, written or otherwise, that I would report (or present analysis supporting) a predetermined specific value, a predetermined minimum value, a range or direction in value, a value that favors the cause of any party, or the attainment of a specific result or occurrence of a specific subsequent event (such as approval of a pending mortgage loan application). 19. 1 personally prepared all conclusions and opinions about the real estate that were set forth in this appraisal report. If I relied on significant real property appraisal assistance from any individual or individuals in the performance of this appraisal or the preparation of this appraisal report, I have named such individual(s) and disclosed the specific tasks performed in this appraisal report. I certify that any individual so named is qualified to perform the tasks. I have not authorized anyone to make a change to any item in this appraisal report; therefore, any change made to this appraisal is unauthorized and I will take no responsibility for it. 20. 1 identified the lender/client in this appraisal report who is the individual, organization, or agent for the organization that ordered and will receive this appraisal report. Freddie Mac Form 72 March 2005 Page 6 of 7 Fannie Mae Form 1025 March 2005 Form 1025—"TOTAL for Windows"appraisal software by a Is mode,inc.—1-800-ALAMODE File Na.270059 #000357Small Residential Income Property Appraisal Report File#270059 21. The lender/client may disclose or distribute this appraisal report to: the borrower; another lender at the request of the borrower; the mortgagee or its successors and assigns; mortgage insurers; government sponsored enterprises; other secondary market participants; data collection or reporting services; professional appraisal organizations; any department, agency, or instrumentality of the United States; and any state, the District of Columbia, or other jurisdictions; without having to obtain the appraiser's or supervisory appraiser's (if applicable) consent. Such consent must be obtained before this appraisal report may be disclosed or distributed to any other party (including, but not limited to, the public through advertising, public relations, news, sales, or other media). 22. 1 am aware that any disclosure or distribution of this appraisal report by me or the lender/client may be subject to certain laws and regulations. Further, I am also subject to the provisions of the Uniform Standards of Professional Appraisal Practice that pertain to disclosure or distribution by me. 23. The borrower, another lender at the request of the borrower, the mortgagee or its successors and assigns, mortgage insurers, government sponsored enterprises, and other secondary market participants may rely on this appraisal report as part of any mortgage finance transaction that involves any one or more of these parties. 24. If this appraisal report was transmitted as an "electronic record" containing my "electronic signature," as those terms are defined in applicable federal and/or state laws (excluding audio and video recordings), or a facsimile transmission of this appraisal report containing a copy or representation of my signature, the appraisal report shall be as effective, enforceable and valid as if a paper version of this appraisal report were delivered containing my original hand written signature. 25. Any intentional or negligent misrepresentations) contained in this appraisal report may result in civil liability and/or criminal penalties including, but not limited to, fine or imprisonment or both under the provisions of Title 18, United States Code, Section 1001, et seq., or similar state laws. SUPERVISORY APPRAISER'S CERTIFICATION: The Supervisory Appraiser certifies and agrees that: 1. 1 directly supervised the appraiser for this appraisal assignment, have read the appraisal report, and agree with the appraiser's analysis, opinions, statements, conclusions, and the appraiser's certification. 2. 1 accept full responsibility for the contents of this appraisal report including, but not limited to,the appraiser's analysis, opinions, statements, conclusions, and the appraiser's certification. 3. The appraiser identified in this appraisal report is either a sub-contractor or an employee of the supervisory appraiser(or the appraisal firm), is qualified to perform this appraisal, and is acceptable to perform this appraisal under the applicable state law. 4. This appraisal report complies with the Uniform Standards of Professional Appraisal Practice that were adopted and promulgated by the Appraisal Standards Board of The Appraisal Foundation and that were in place at the time this appraisal report was prepared. 5. If this appraisal report was transmitted as an "electronic record" containing my "electronic signature," as those terms are defined in applicable federal and/or state laws (excluding audio and video recordings), or a facsimile transmission of this appraisal report containing a copy or representation of my signature, the appraisal report shall be as effective, enforceable and valid as if a paper version of this appraisal report were delivered containing my original hand written signature. APPRAISER 5Na R EDSignatureName C nthia�Bennett bert B.Ranting,MAI,SRA Company Nam6J Anderson&Carr,Inc. Company Name Anderson&Carr,Inc. Company Address 521 S.Olive Ave.West Palm Beach,FL Company Address 521 S.Olive Ave.West Palm Beach FL 33401 33401 Telephone Number (561)833-1661 Telephone Number (561)833-1661 Email Address cbennett@andersonearr.com Email Address rbanting@andersonearr.corn Date of Signature and Report February 1,2007 Date of Signature February 1,2007 Effective Date of Appraisal January 26,2007 State Certification# St.Cert.Gen.REA RZ4 State Certification# St.Cert.Res.REA RD4014 or State License# or State License# State FL or Other(describe) State# Expiration Date of Certification or License 11/30/2006 State FL Expiration Date of Certification or License 11/30/2008 SUBJECT PROPERTY ADDRESS OF PROPERTY APPRAISED ® Did not inspect subject property 402 NW 12th Ave ❑ Did inspect exterior of subject property from street Boynton Beach,FL 334353097 Date of Inspection ❑ Did inspect interior and exterior of subject property APPRAISED VALUE OF SUBJECT PROPERTY$ 17o,000 Date of Inspection LENDER/CLIENT COMPARABLE SALES Name Vivian Brooks,Planning Director Z Did not inspect exterior of comparable sales from street Company Name Boynton Beach CRA ❑ Did inspect exterior of comparable sales from street Company Address 915 S.Federal Highway Boynton Beach FL Date of Inspection 33435 Email Address BrooksVi@ci.boynton-beach.fl.us Freddie Mac Form 72 March 2005 Page 7 of 7 Fannie Mae Form 1025 March 2005 Form 1025—"TOTAL for Windows"appraisal software by a la mode,inc.—1-800-ALAMODE File No.270059 #O00357Small Residential Income Property Appraisal Report Elle#270059 FEATURE SUBJECT COMPARABLE SALE#4 COMPARABLE SALE#5 COMPARABLE SALE#6 Address 402 NW 12th Ave 807 NE 3rd Street Bo nton Beach Boynton Beach Proximity to Subject ")0.60 miles 0.15 miles Sale Price $ N/A $ Sale Price/Gross Bldg.Area $ sq.ft $ 109.28 s .ft Gross Month/ Rent $ 1,200 Gross Rent Multiplier r 7 Price per Unit $ $ 106,000,>,:, Price per Room Is $ 26,500 Price per Bedroom $ $ Rent Control ❑Yes ®No ❑Yes ®No ❑Yes ®No ❑Yes ❑No Data Sources ;ti Public records RealQuest Verification Sources `'•���, ,`}',�� MLS Owner/Realtor.deed VALUE ADJUSTMENTS DESCRIPTION DESCRIPTION +— Adjustment DESCRIPTION +L—)Adjustment DESCRIPTION +H Adjustment Sale or Financing private finance Concessions I$175 000 Date of Sale Time i 1218/06 Location .Urban Urban Leasehold/Fee Simple Fee Simple Fee Simple Site 2,950 SF 7,300 SF -43,500 View Residential Residential Design S Ie ou iex Ou lex Quality of Construction CAS/ay.— CBS/avg. Actual Age 48 years 34 years Condition Average Below averse +15,000 Gross Building Area 910 1 94 Unit Breakdown Total Bdrms Baths Total Bdrms Baths Total Bdrms Baths Total Bdrms Baths Unit#1 2 1 1 4 2 1 Unit#2 2 1 1 4 2 1 Unit#3 Unit#4 Basement Description N/A N/A Basement Finished Rooms N/A NIA Functional Utility Avera a Average Heating/Cooling unit AC unit AC Energy Efficient Items None iNone Parkin On/Off Site Street parking lOn site parking Parch/Patio/Deck Cov.entry Cov. try Effective Units 1.5 eff.units 2 eff.units Sales Price/Effective Unit $106.000 Net Adjustment otal + X— $ 28,500 ❑+ ❑— $ ❑+ ❑— $ Adjusted Sale Price Net 13.4 °% Net % Net % of Com stables t Gross 27.6 % $ 183,50o Gross % $ Gross % $ Adjusted Price Per Unit (Adi.sRcomp/#mcompu°as) $ 91,750 $ Adjusted Price Per Room(Adj.sR comp/#of comp Rooms) $ 22,938 Adjusted Price Per Bedrm(Adi.SR comp/#of comp Bedrooms $ Report the results of the research and analysis of the prior sale or transfer istol of the subject prope and com arable sales(report additional prior sales on page 3). ITEM SUBJECT I COMPARABLE SALE#4 COMPARABLE SALE#5 COMPARABLE SALE#6 Date of Prior Sale/Transfer 1/2001 11/05 Price of Prior Sale/Transfer $10,000 $200,000 Oats Sources Public records Public records Effective Date of Data Sources January 28 2007 January 28 2007 Analysis of prior sale or transfer history of the subject property and comparable sales Sale 4 previous sale occurred in 11/05 for$200,000.The duplex was being renovated by the current purchaser a contractor when the property owner died.The current property owner purchased the property from the estate with the sales price reflecting the unfinished condition.It was not leased at the time of sale due to the uninhabitable condition of the improvements as flooring,appliances and painting was needed per current owner. Analysis/Comments Freddie Mac Form 72 March 2005 Fannie Mae Form 1025 March 2005 Form 1025.(AC)—"TOTAL for Windows"appraisal software by a la mode,Inc.—1-800-ALAMODE Supplemental Addendum File No.270059 File No. 270059 Borrower Client Client:Boynton Beach CRA Property Address 402 NW 12th Ave CltV Boynton Beach County Palm Beach State FL Zip Code 33435-3097 Lender Boynton Beach CRA Purpose of Report: The purpose of this summary appraisal report is to estimate the market value, fee simple estate, of the subject property as of January 26,2007. Intended Use/User of the Report: The intended use of this report is to provide the client, Boynton Beach CRA.with a supportable estimate of value for the subject property which can be utilized for possible acquisition purposes. This appraisal report may not be suitable for other purposes. Client Disclosure: This summary appraisal report has been prepared for Boynton Beach CRA and/or assigns. Use of this report by others is not intended by the appraiser. Scope of Assignment: The traditional appraisal approaches include the cost approach, the sales comparison approach, and the income capitalization approach. We have considered all three approaches in this assignment, and applied the income and sales comparison approaches in our valuation. The cost approach is based on the principle of substitution, i.e. a buyer would pay no more for a property than the cost of acquiring a like site and constructing improvements with the same utility. This approach is most applicable when improvements are new and represent the highest and best use of the property and for special purpose properties when no comparisons are available.The older the improvements, however,the less reliable the approach becomes, due to the difficulty in estimating and supporting depreciation for older improvements.According to Palm beach County Property Appraisers Office, the subject was originally constructed in 1959. However, the cost approach has been utilized. It is the appraisers'view that an investor in the case of the subject would not make his investment decision based on a cost analysis. Depreciation is difficult to isolate and quantify in older buildings and this limits the reliability of the cost approach. The appraisers have relied on the income capitalization and sales comparison approaches in valuing the subject property,which they believe a prudent investor would as well. In the process of gathering data for the sales comparison approach to value,we conducted a search of our appraisal files and public information services such as the Palm Beach County Property Appraisers public access system and the Palm Beach County Clerks Office, as well as subscription based information sources such as CoStarComps.com and RealQuest.com for comparable sales in the relevant market area.We searched for the most similar sales to the subject property. The sales ultimately selected for further analysis were the best comparable sales we were able to find in the West Palm Beach market.We obtained and verified additional information on the comparable properties with a party to the transaction,or a broker or agent of the parties when possible. Rental data was gathered through the use of online services such as MLS and Loopnet as well as a search of the local market around the subject and a review of this office's past appraisal files. We inspected the interior and exterior of the subject property and the exterior of the comparables. Physical data pertaining to the subject property was obtained from personal inspection of the interior and exterior, site and partial building plans,and public information sources. We make no warranty as to the authenticity and reliability of representations made by those with whom we verified sales, rental and other information.We have taken due care in attempting to verify the data utilized in this analysis. We based our analysis and conclusions on overall patterns rather than on specific representations. This appraisal is presented in a summary report. Form TADD—"TOTAL for Windows"appraisal software by a la mode,inc.—1-800-ALAMODE Supplemental AddendumFile No.270059 File No. 270059 Borrower Client Client:Boynton Beach CRA Properly Address 402 NW 12th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435-3097 Lender Boynton Beach CRA Sales History: A title search for the subject property has not been provided and this appraiser has not ordered or performed one. The research that has been conducted(in house computer search of the Palm Beach County public records through First American Real Estates Solutions and Win2Data indicated that the subject property has not sold or changed hands in the open market within the past five years.The subject was purchased in January,2001 for$10,000 as in O.R. Book 12283, Page 0840.Since that time,the owner stated that she spent$40,000 improving the property. 2006 Assessed Value and Taxes: The subject property has been assessed by the Palm Beach County Tax Assessor's office for a total value of $70,590 with$46,578 attributed to the improvements and$24,012 attributed to the site, indicating a total tax liability of$1,754.The taxes have been paid. Home and Mold Inspection Recommended: Unless otherwise stated in the appraisal report, the appraiser has no knowledge of any hidden or unapparent conditions of the property that would make the property more or less valuable.The appraiser makes no guarantees or warranties, express or implied, regarding the condition of the property. This summary appraisal report is not a home inspection and cannot be relied upon to disclose defects or conditions in the property.The appraiser performs an inspection of visible and accessible areas only. Mold may be present in areas the appraiser cannot see. A professional home inspection or environmental inspection is recommended. Structural Assumption: The final value assumes that there are no structural defects in the building. The appraiser reserves the right to amend the appraisal subject to any adverse findings. An inspection by a certified general contractor is recommended. Form TAOD—"TOTAL for Windows"appraisal software by a la made,inc.—1-800-ALAMODE File No.270059 Subject Photos Borrower Client Client:Boynton Beach CRA Property Address 402 NW 12th Ave CitV Boynton Beach County Palm Beach State FL Zip Code 33435-3097 Lender Boynton Beach CRA Subject Front 402 NW 12th Ave Subject Rear k. Subject Street ��s r L� tql s Form PICHURTOTAL for Windows"appraisal software by a la mode,inc.—1-800-ALAMODE Anderson&Carr,Inc. 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I d:A.v (y• 1 a o � t 4 � �=3W-3rtl AYe - n b"E 3Yd A TSE-4th Avle � m y SUU�51h A e = 56 9n RYk- " Ave ; j S SN 5th Ct dy SK''lhlv'RVe'� - lfYr SEh IV _1h S = SE 8th Ave=dF SW Gv't"L Pe Of N F14 41 e SVYHIn RSP H bur m, swetny , �, �n� `+ _ - sE trnn ave - HarnoororS z i2 4M1Ile(lig" 5W t31fi=We -j4� i SW 13InA �r tiZi"t'A IX Jule Ad P y -sv tstn-r}v ) y,„ Adome Rd 2 V F sw tan ave _ 8 g r¢ AYe - Ave- --_--SW1181h.A SW 1pEAve SE 75th Are 192 _ E WootvighLftd Eeavh VRy,Dr g SW 1 v�5 - _ SW 15th P= 9W{ 6 -- r - sN 18th svvxN`A18 ' 'L` ;M al d _ -�^ asE tan AYe S Ilfl n jjI r rete or- 1 X SaNh-EIVd =-: -- Ln- c d SW YBin::gyp '1} $ NM9h PlaiWEl J ISE Oh AVO Covaatri� _Irgi rh¢ �' 9r t ��'iV �� I HI9n-P kd BIVtl SE 21st R SSE21st Ave Lark_ih 8 s j Y m L xpc 1 Pd tct n 1 Form MAP.Comp—"TOTAL for Windows"appraisal software by a la mode,inc.—1-800-ALAMODE Supplemental Addendum dile No.270059 File No. 270059 Borrower Client Client,Boynton Beach CRA Property Address 402 NW 12th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435.3097 Lender Boynton Beach CRA QUALIFICATIONS OF APPRAISER ROBERT B.BANTING,MAI,SRA PROFESSIONAL DESIGNATIONS-YEAR RECEIVED MAI- Member Appraisal Institute-1984 SRA- Senior Residential Appraiser,Appraisal Institute-1977 SRPA-Senior Real Property Appraiser,Appraisal Institute-1980 State-Certified General Real Estate Appraiser,State of Florida,License No.RZ4-1991 EDUCATION AND SPECIAL TRAINING Licensed Real Estate Broker-43748-State of Florida Graduate,University of Florida,College of Business Administration,BSBA(Major-Real Estate&Urban Land Studies)1973 Successfully completed and passed the following Society of Real Estate Appraisers(SREA)and American Institute of Real Estate Appraisers(AIREA)courses and/or exams:Note:the SREA&AIREA merged in 1991 to form the Appraisal Institute. SREA R2: Case Study of Single Family Residence SREA 201: Principles of Income Property Appraising SREA: Single Family Residence Demonstration Report SREA: Income Property Demonstration Report AIREA 1B: Capitalization Theory and Techniques SREA 101: Introduction to Appraising Real Property AREA: Case Studies in Real Estate Valuation AIREA: Standards of Professional Practice AIREA: Introduction to Real Estate Investment Analysis AIREA 2-2: Valuation Analysis and Report Writing AIREA: Comprehensive Examination AIREA: Litigation Valuation AIREA: Standards of Professional Practice Part C ATTENDED VARIOUS APPRAISAL SEMINARS AND COURSES INCLUDING The Internet and Appraising Golf Course Valuation Discounting Condominiums&Subdivisions Narrative Report Writing - Appraising for Condemnation Condemnation:Legal Rules&Appraisal Practices Condominium Appraisal Reviewing Appraisals Analyzing Commercial Lease Clauses Eminent Domain Trials Tax Considerations in Real Estate Testing Reasonableness/Discounted Cash Flow Mortgage Equity Analysis Partnerships&Syndications Hotel and Motel Valuation Advanced Appraisal Techniques Federal Appraisal Requirements Analytic Uses of Computer in the Appraisal Shop Valuation of Leases and Leaseholds Valuation Litigation Mock Trial Residential Construction From The Inside Out Rates,Ratios,and Reasonableness Analyzing Income Producing Properties Development of Major/Large Residential Projects Standards of Professional Practice Regression Analysis In Appraisal Practice Federal Appraisal Requirements Engaged in appraising and consulting assignments including market research,rental studies,feasibility analysis,expert witness testimony,cash flow analysis,settlement conferences,and brokerage covering all types of real estate since 1972. President of Anderson&Carr,Inc.,Realtors and Appraisers,established 1947 Past President Palm Beach County Chapter,Society of Real Estate Appraisers(SREA) Realtor Member of Central Palm Beach County Association of Realtors Special Master for Palm Beach County Properly Appraisal Adjustment Board Qualified as an Expert Witness providing testimony in matters of condemnation,property disputes,bankruptcy court, foreclosures,and other issues of real property valuation. Member of Admissions Committee,Appraisal Institute-Saudi Florida Chapter Member of Review and Counseling Committee,Appraisal Institute-South Florida Chapter Approved appraiser for State of Florida,Department of Transportation and Department Natural Resources. Instructor of seminars,sponsored by the West Palm Beach Board of Realtors. Authored articles for The Palm Beach Post and Realtor newsletter. Real Estate Advisory Board Member,University of Florida. TYPES OF PROPERTY APPRAISED-PARTIAL LISTING Air Rights Medical Buildings Apartment Buildings Churches Amusement Parks Department Stores Hotels-Motels Marinas Condominiums Industrial Buildings Office Buildings Shopping Centers Residences-All Types Mobile Home Parks Service Stations Leasehold Interests Special Purpose Buildings Restaurants Golf Courses Financial Institutions Auto Dealerships Vacant Lots-Acreage Residential Projects Easements "I am currently certified under the continuing education program of the Appraisal Institute." Form TADD—"TOTAL for Windows"appraisal software by a la mode,inc.—1-800-ALAMODE Supplemental Addendum File No.270059 File Na. 270059 Borrower Client Client-Boynton Beach CRA Property Address 402 NW 12th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435-3097 Lender Boynton Beach CRA QUALIFICATIONS OF APPRAISER CYNTHIA A.BENNETT GENERAL,INFORMATION Licensed Real Estate Broker-State of Florida State Certified Residential Real Estate Appraiser#RD4014 EDUCATION AND SPECIAL TRAINING Quinnipiac College,2 years Successfully completed and passed the following courses: ABI: Licensed Residential Appraisal Course 1 - 10/93 AB2: Certified Residential Appraisal Course 2- 11/93 A133: Certified General Appraisal Course 3 - 12/93 A132: Residential Real Estate Appraisal Techniques- 12/95,5/02 Real Estate Finance-8/96,7/02 Seminars: Red Flags:Property Inspection-6/98 Environmental Considerations-6/98 Supporting Sales Comparison Grid Adjustments-3/99 FHA 4150-2 Seminar-9/00 Small Residential Income Property-3/02 Engaged in research and appraising real estate with Anderson and Carr,Inc.since March of 1994. Resident of Palm Beach County since 1993. TYPES OF PROPERTY APPRAISED Vacant Commercial Land Professional Office Condominiums Vacant Residential Land Medical Office Condominiums Single Family Residences Improved Retail Commercial Residential Condominiums Apartment Buildings Special Purpose Properties Office Buildings Agricultural Land Industrial Buildings Acreage Churches Warehouses Form TADD—"TOTAL for Windows"appraisal software by a la mode,inc.—1-800-ALAMODE Supplemental AddendumFile Na.270059 File No, 270059 Borrower Client Client:Bo nton Beach CRA Property Address 402 NW 12th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435.3097 Lender Boynton Beach CRA A. I certify that,to the best of my knowledge and belief,the reported analysis,opinions and conclusions were developed,and this report has been prepared in conformity with the requirements of the code of professional ethics and the standards of professional appraisal practice of the Appraisal Institute. B. I certify that the use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representative. C. The appraisers have performed within the context of the competency provision of the Uniform Standards of Professional Appraisal Practice. D.The use of this report is subject to the requirements of the Appraisal Institute and the State of Florida Division of Real Estate, Florida Real Estate Board,relating to review by their duly authorized representatives. E. This appraisal report has been prepared for the exclusive benefit of the client.It may not be used or relied upon by any other party.Any party who uses or relies upon any information in this report,without the preparer's written consent,does so at this own risk.If this report is placed in the hands of anyone but the client,client shall make such party aware of all the Assumptions and Limiting Conditions ofthis assignment. F. As of the date of this report, Robert B. Banting, MAI, SRA has completed the requirements of the continuing education program of the Appraisal Institute. G.ACCEPTANCE OF,AND/OR USE OF THIS APPRAISAL REPORT CONSTITUTES ACCEPTANCE OF THE PRECEDING CONDITIONS. Form TADD—"TOTAL for Windows"appraisal software by a la mode,!no.—1-800-ALAMODE OMB Approval No 2502-0265 A. Settlement Statement (HUD-1) 1.❑ FHA 2.1:1 RHS 3.❑ Conv.Unins. 6.File No. 7.Loan No. 8.Mortgage Insurance Case No. TXC-2021-51 4.❑ VA 5.❑ Conv Ins. C Note: This form is furnished to give you a statement of actual settlement costs.Amounts paid to and bythe settlement agent are shown.Items marked"(p.o.c.)"were paid outside the closing;they are shown here for informational purposes and are not included in the totals. D.Name&Address of Borrower: E.Name&Address of Seller: F.Name&Address of Lender: BOYNTON BEACH COMMUNITY REDEVELOPMENT PALM BEACH COUNTY HOUSING AGENCY AUTHORITY 100 East Ocean Avenue 3432 45th Street 4th Floor West Palm Beach,FL 33407 Boynton Beach,FL 33435 G.Property Location: H.Settlement Agent: I.Settlement Date: 404 Northwest 12th Avenue Title Xperts,LLC 12/03/2021 Boynton Beach,FL 33435 Funding Date: Place of Settlement: 12/03/2021 560 Village Boulevard Suite 140 West Palm Disbursement Date: Beach,FL 33409 12/03/2021 100.Gross Amount Due from Borrower 400.Gross Amount Due to Seller 101.Contract sales price $72,600.00 401.Contract sales price $72,600.00 102.Personal property 402.Personal property 103.Settlement charges to borrower(line 1400) $1,651.55 403. 104. 404. 105. 405. Adjustment for items paid by seller in advance Adjustment for items paid by seller in advance 106.City/Town Taxes 406.City/Town Taxes 107.County Taxes 407.County Taxes 108.Assessments 408.Assessments 109. 409. 110. 410. 111. 411. 112. 412. 120.Gross Amount Due from Borrower $74,251.55 420.Gross Amount Due to Seller $72,600.00 200.Amount Paid by or in Behalf of Borrower 500.Reductions in Amount Due to Seller 201.Deposit $7,260.00 501.Excess deposit(see instructions) 202.Principal amount of new loan(s) 502.Settlement charges to seller(line 1400) $6,912.30 203.Existing loan(s)taken subject to 503.Existing loan(s)taken subject to 204. 504.Payoff of First Mortgage 205. 505.Payoff of Second Mortgage 206. 506. 207. 507. 208. 508. 209. 509. Adjustments for items unpaid by seller Adjustments for items unpaid by seller 210.City/Town Taxes 510.City/Town Taxes 211.County Taxes 511.County Taxes 212.Assessments 512.Assessments 213. 513. 214. 514. 215. 515. 216. 516. 217. 517. 218. 518. 219. 519. 220.Total Paid by/for Borrower $7,260.00 520.Total Reduction Amount Due Seller $6,912.30 300.Cash at Settlement from/to Borrower 600.Cash at Settlement to/from Seller 301.Gross amount due from borrower(line 120) $74,251.55 601.Gross amount due to seller(line 420) $72,600.00 302.Less amounts paid by/for borrower(line 220) $7,260.00 602.Less reductions in amounts due seller(line 520) $6,912.30 303.Cash FX1 From ❑ To Borrower $66,991.55 603.Cash 1K To ❑ From Seller $65,687.70 The Public Reporting Burden forthis collection of information is estimated at 35 minutes per response for collecting,reviewing,and reporting the data.This agency may not collectthis information,and you are not required to complete this form,unless it displays a currentlyvalid OMB control number.No confidentiality is assured;this disclosure is mandatory.This is designed to provide the parties to a RESPAcovered transaction with information during the settlement process. Previous editions are obsolete Page 1 of 3 HUD-1/Order#TXC-2021-51/December 2,2021 700.Total Real Estate Broker Fees Paid From Paid From Seller's Division of commission(line 700)as follows: Borrovvees Funds Funds at at Settlement Settlement 701.$4,950.00to FISHERAUCTION COMPANY 702.$ 703.Commission paid at settlement $4,950.00 704. 800.Items Payable in Connection Wth Loan 801.Our origination charge (from GFE#1) 802.Your credit or charge(points)for the specific interest rate chosen (from GFE#2) 803.Your adjusted origination charges (from GFE#A) 804.Appraisal fee (from GFE#3) 805.Credit report (from GFE#3) 806.Tax service (from GFE#3) 807.Flood certification (from GFE#3) 808. 809. 810. 811. 900.Items Required by Lenderto be Paid inkdvance 901.Daily interest charges from 12/03/2021 to 01/01/2022 (from GFE#10) 902.Mortgage insurance premium (from GFE#3) 903.Homeowner's insurance (from GFE#11) 904. 1000.Reserves Deposited with Lender 1001.Initial deposit foryour escrow account (from GFE#9) 1002.Homeowner's insurance 1003.Mortgage insurance 1004.Property taxes 1005. 1006. 1007.Aggregate Adjustment$0.00 1100 Title Ctvarges 1101.Title services and lender's title insurance (from GFE#4) $695.00 1102.Settlement or closing fee to Title Xperts,LLC$695.00 $395.00 1103.Owner's title insurance to Westcor Land Title Insurance Company (from GFE#5) $417.45 1104.Lender's title insurance to Westcor Land Title Insurance Company 1105.Lender's title policy limit$ 1106.Owner's title policy limit$72,600.00 1107.Agent's portion of the total title insurance premium to Title Xperts,LLC$292.22 1108.Underwriter's portion of the total title insurance premium to Westcor Land Title Insurance Company$125.23 1109. 1110. 1111. 2400_Governfnent Recording and TransherCharges 1201.Government recording charges (from GFE#7) $27.60 1202.Deed$27.60 Mortgage$Release$to Official Records Department $61.60 1203.Transfer taxes (from GFE#8) 1204.City/County tax/stamps Deed$Mortgage$ 1205.State tax/stamps Deed$508.20 Mortgage$to Official Records Department $508.20 1206.Release of Deed of Trust to Official Records Department$61.60 1300_Additional Settlement Charges 1301.Required services that you can shop for (from GFE#6) 1302.No Mortgage Affidavit to Title Xperts,LLC $75.00 1303.Partial Release of Declaration of Trust to Title Xperts,LLC $50.00 1304.Lien Search to Proptective $239.00 $140.00 1305.Title Commitment to Westcor Land Title Insurance Company $95.00 1306.Survey Fee,Plot Plan to Prime Meridian Surveying,Inc. $500.00 1307.Safe Escrow Management to Safe Escrow $50.00 1308.Secure Communication&Document Management Portal to Qualia $90.00 1309.eRecording to Simplifile $7.50 $7.50 1310.Closing Update to Title Xperts,LLC $195.00 1311.Wire/Courier Fee to Title Xperts,LLC $30.00 $30.00 e e e e $1,651.55 $6,912.30 Previous editions are obsolete Page 2 of 3 HUD-1 Camparisan o#Gaad f=aith Es6roate tCFF)and HUD-1 Charges Goad Faith.Estimate HUD-1 Charges That Cannot Increase HUD-1 Line Number Our origination charge #801 Your credit or charge(points)for the specific interest rate chosen #802 Your adjusted origination charges #803 $0.00 Transfer taxes #1203 C,hargesThat In Total Cannot lnorease MobeThan lC!% Good Faith Estimate HUDA Government recording charges 1201 $27.60 Total $27.60 Increase between GFE and HUD-1 Charges Charges That Can Change', Good Faith lEstimate HUE?-1 I n ilial deposit for your escrow account 1001 Daily interest charges 901 Homeowner's insurance 903 Title services and lender's title insurance 1101 $695.00 Owner's title insurance 1103 $417.45 Your initial loan amount is Your loan term is Your initial interest rate is Your initial monthly amount owed for principal,interest,and any mortgage includes insurance is FRI Principal FRI Interest ❑ Mortgage l nsu rance Can your interest rate rise? 191 No,❑ Yes,it can rise to a maximum of .The first changewill be on and can change again every months after .Every change date,your interest rate can increase or decrease by .Over the life of the loan,your interest rate is guaranteed to never be lowerthan or higher than Even ifyou make payments on time,can your loan balance rise? 191 No,❑ Yes,it can rise to a maximum of Even ifyou make payments on time,can your monthlyamount owed for principal,interest,and mortgage insurance rise? 191 No, Yes,the first increase can be on and the monthly amount owed can rise to .The maximum it can ever rise to is Does your loan have a prepayment penalty? 191 No, Yes,your maximum prepayment penalty is Does your loan have a balloon payment? FRI No,❑ Yes,you have a balloon payment of due in years on Total monthly amount owed including escrow account payments FYou do not have a monthly escrow payment for items,such as property taxes and homeowner's insurance.You must paythese items directly yourself. ❑ You have an additional monthly escrow payment of that results in a total initial monthlyamount owed of.This includes principal,interest,any mortgage insurance and any items checked below: ❑ Propertytaxes ❑ Homeowner's insurance ❑ Flood insurance ❑ ❑ ❑ Note:If you have any questions about the Settlement Charges and Loan Terms listed on this form,please contactyour lender. See signature addendum Previous editions are obsolete Page 3 of 3 HUD-1 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY PALM BEACH COUNTY HOUSING AUTHORITY By: By: ..................................................................................................................................................................................... _..,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.,.. STEVEN B.GRANT,CHAIR Date Carol Jones-Gilbert,Chief Executive Officer and Executive Date Director The HUD-1 settlement statement which I have prepared is a true and accurate account of this transaction.I have caused or will cause the funds to be disbursed in accordance with this statement Settlement Agent Date Previous editions are obsolete HUD-1 5 CFN 20220009169 OR BK 33197 PG 1950 RECORDED 01/10/2022 07:41:51 Palm Beach County, Florida Prepared by,Record and Return to: AMT 72,600.00 Racole Jackson,Esq. DEED DOC 508.20 Title Xperts,LLC Joseph Abruzzo 560 Village Boulevard Clerk Suite 140 Pgs 1950-1952; (3Pgs) West Palm Beach,FL 33409 File No.:TXC-2021-51 Parcel ID:08-43-45-21-14-000-4140 Property:404 Northwest 12th Avenue,Boynton Beach,FL 33435 WARRANTY DEED- CORPORATE GRANTOR This Warranty Deed made this 26th day of October, 2021, by and between PALM BEACH COUNTY HOUSING AUTHORITY,hereinafter called the Grantor,whose mailing address is 3432 45th Street,West Palm Beach,FL 33407; and BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY,hereinafter called the Grantee,whose mailing address is 100 East Ocean Avenue, 4th Floor, Boynton Beach,FL 33435. WITNESSETH,that the Grantor, for and in consideration of the sum of$10.00(Ten and 00/100 Dollars) and other valuable consideration, the receipt whereof is hereby acknowledged, hereby grants, bargains,and sells unto the Grantee,and Grantee's successors,heirs,and assigns forever,all that parcel of land in the County of Palm Beach,State of Florida,to wit: SEE EXHIBIT"A"ATTACHED HERETO AND MADE A PART HEREOF TOGETHER with all of the tenements,hereditaments and appurtenances thereto belonging or in anywise appertaining. TO HAVE AND TO HOLD,the same in fee simple forever. AND the Grantor hereby covenants with the Grantee that the Grantor is lawfully seized of said land in fee simple; that the Grantor has good right and lawful authority to sell and convey this land; that the Grantor hereby fully warrants the title to the land and will defend the same against the lawful claims of all persons whomsoever; and that the land is free of all encumbrances, except taxes accruing subsequent to December 31,2021,and restrictions,covenants,and easements of record. Warranty Deed—Corporate Grantor He No.:TXC-2021-51 Page 1 of 3 simplif ilc Prepared by, Record and Return to: Racole Jackson,Esq. ID: —— ~ Title Xperts,LLC r County: 560 Village Boulevard Suite 140 Date: n #110 0 ime: West Palm Beach,FL 33409 File No.: TXC-2021-51 Parcel ID: 08-43-45-21-14-000-4140 Property: 404 Northwest 12th Avenue,Boynton Beach,FL 33435 WARRANTY DEED - CORPORATE GRANTOR This Warranty Deed made this 26th day of October, 2021, by and between PALM BEACH COUNTY HOUSING AUTHORITY,hereinafter called the Grantor,whose mailing address is 3432 45th Street, West Palm Beach, FL 33407; and BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, hereinafter called the Grantee, whose mailing address is 100 East Ocean Avenue, 4th Floor, Boynton Beach,FL 33435. WITNESSETH, that the Grantor, for and in consideration of the sum of$10.00 (Ten and 00/100 Dollars) and other valuable consideration, the receipt whereof is hereby acknowledged, hereby grants, bargains, and sells unto the Grantee,and Grantee's successors, heirs, and assigns forever, all that parcel of land in the County of Palm Beach, State of Florida,to wit: SEE EXHIBIT"A"ATTACHED HERETO AND MADE A PART HEREOF TOGETHER with all of the tenements, hereditaments and appurtenances thereto belonging or in anywise appertaining. TO HAVE AND TO HOLD,the same in fee simple forever. AND the Grantor hereby covenants with the Grantee that the Grantor is lawfully seized of said land in fee simple; that the Grantor has good right and lawful authority to sell and convey this land; that the Grantor hereby fully warrants the title to the land and will defend the same against the lawful claims of all persons whomsoever; and that the land is free of all encumbrances, except taxes accruing subsequent to December 31,2021, and restrictions,covenants, and easements of record. Warranty Deed—Corporate Grantor File No.:TXC-2021-51 Page 1 of 3 IN WITNESS WHEREOF, the Grantor has caused these presents to be executed in its name and its corporate seal to be hereunto affixed by its proper officers thereunto duly authorized, the day and year first above written. A PALM BEACH COUNTY HOUSING NESS AUTHOR 1NT s _....m._._...... Carol,ones-Gi&]art, Chief Executive I� ESS Officer and Executive Director PRII T NAME: _ [CORPORATE SEAL] STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing inM was acknowledged before me by means of hysical presence or O online notarization thisy of October,2021,by Carol Jones-Gilbert, Chief Executive Officer and Executive Director of PALM BEACH COUNTY HOUSING AUTHORITY. 03129j202 Sid ture of Notary lice T White Print,Type/Stamp Nam of Notary My GOmm155on Q Personally Known ww„ OR Produced Identification: =,�j. GG 973898\: Type of Identification IOF11F,�,.�` Produced: Warranty Deed—Corporate Grantor File No.:TXC-2021-51 Page 2 of 3 EXHIBIT "A" Lot 414, Cherry Hills, according to the Plat thereof, as recorded in Plat Book 4,Page 58, of the Public Records of Palm Beach County,Florida. Warranty Deed—Corporate Grantor File No.:TXC-2021-51 Page 3 of 3 Habotat , for O CZ January 31, 2022 Thuy Shutt Executive Director 100 E Ocean Ave 4th floor Boynton Beach, FL 33435 Re; Letter of Interest Dear Ms. Shutt, Attached please find a map of a vacant properties at 402 NW 12th Ave. (PCN 08-43-45- 21-14-000-4150), and 404 NW 12th Ave. (PCN 08-43-45-21-14-000-4140) which Habitat for Humanity of South Palm Beach County respectfully requests that the Boynton Beach Community Redevelopment Authority transfer to Habitat for Humanity of South Palm Beach County. Such approval would enable us to construct a single-family home consisting of 3 Bedrooms, 2 Bathrooms, a 1 Car Garage,All Tile, Hurricane Impact Windows, Double Truss Strapping, Owen's Corning 20 Year Architectural Shingle Roof, Landscape with Sprinkler System, Stucco Siding to Resemble Hardy Board, Covered Porch lined with Columns and Railings, Whirlpool Appliances, Pastel Color Exterior. The timeline to complete each project would be 24 months from closing. Pictures of representative homes are attached. We feel that with the help of the Boynton Beach CRA we can continue to meet our mission to upgrade the Boynton Beach community and provide affordable and attainable housing to low-income families who need it the most. Sincerely, Jeffery Fengler Director of Construction Habitat for Humanity SPBC 561-371-2191 Attachment 1 Pictured homes are representative samples of homes that Habitat SPBC builds. Final home design will be determined based on the actual size of the property. f 7 S 91 £Ex f �`,o-in a1} --: � �u�a Lf� Se'r,,^,�' ;- t ■` ONO t. r � r ie S.J two s* Jr Va MR i s 4 t � w n. s n s Meeting Minutes CRA Board Boynton Beach. Florida March 9, 2022 some of the units did not include three-bedroom units, but Related stated they could make some of the larger units to fruition and as far as Hurricane Alley and the historical component, they agreed to put $1.25M towards preservation of the Oyer building and they could negotiate how to fit Kim Kelly, but they did not do so unless they got direction from the Board for this negotiation. Board Member Romelus stated that was her plea to the Board to look at the numbers as they made sense. She stated they could make the decision to cease negotiations with Affiliated and start with Related. Still gives us 30% up front start negotiating with related. Related had 30% of their units for workforce and 63 units affordable in perpetuity. The Board had compared proposals. Related's option was not a purchase option. It was a land lease. Chair Grant recommended the decision goes to the next Board. He commended Affiliated for all they have done and recognized the project is far and beyond reflecting why they have received so many awards in so many cities and it shows why no other construction projects have occurred in Boynton Beach because it is very difficult to work with a Board that does not always agree on things. He thanked them for their time and effort and hoped the new Board would support the project and see things the way he did, having all of Ocean Avenue as part of the project. Chair Grant recessed the meeting for a short break at 10:32 p.m. and reconvened the meeting at 10:42 p.m. 17. New Business A. Audited Financial Statements - FY 20-21, Fiscal Year Ended September 30, 2021 Vicki Hill, Finance Director, stated their auditor, Sansone Kline Giacaimino and Tandoc, representative was out of town. She reviewed their financial audit and announced there were no internal control deficiencies found, no findings of non- compliance issues or adjustments found. Their cash position remains strong and all funds had sufficient fund balance for working capital and ongoing project funding. She noted this was the 13th year in a row they received a clean audit opinion for the financial operations of the agency. She thanked their auditing firm and Jobara Jenkins, Accounting and Finance Manager, who worked tirelessly to ensure they were in compliance. Motion Board Member Penserga moved to approve the Audited Financial Statement. Vice Chair Hay seconded the motion. The motion passed unanimously. Board Member Romelus commended Ms. Hill and Ms. Jenkins B. Discussion and Consideration of a Letter of Intent from Habitat for Humanity of South Palm Beach County for the Boynton Beach CRA-owned Properties located at 402 and 404 NW 12th Avenue 28 Meeting Minutes CRA Board Boynton Beach. Florida March 9, 2022 Ms. Shutt presented the item for infill housing. The request was to transfer the land to Habitat for Humanity. This was the property they acquired at the last auction. This is the property down the street from the property they previously gave Habitat. Motion Board Member Penserga moved to approve. Vice Chair Hay seconded the motion. The motion passed unanimously. C. Consideration of Modifications to the Terms of the Homebuyer Assistance Program Grant Agreement between Ian and Tosi Rigby and the CRA Mr. Tack commented the Board had previously approved this award to the above for $50K for a new home at 717 NW 2nd Street. They have been in the home for 13 years. On January 6, 2020, they approved a sale and waived a promissory note if they would try to sell property to an income qualified buyer. On February 28t", the CRA received a letter for the CRA to consider a waiver or change to the promissory note to allow them to refinance the home without repayment of the entire principal balance and interest and use a small portion of the equity to pay debts, bills and outstanding obligations. Under the note, there were conditions that apply if they want to refinance the property. If they refinance, they have to repay the entire principal balance in full to the lender with 4% interest per annum calculated from the time of purchase of the property and if the GRA approved the refinance, the CRA will have to execute a subordination agreement. Under the terms of the subordination policy, the CRA does not support the owner using the equity for anything other than the house. If the purpose of the loan is home improvements or maintenance of the property, the property has to be inspected by a CRA staff member and a contract for the proposed repairs must be provided by the homeowner. The CRA will not subordinate its mortgage for owners attempting to attain a line of credit or consolidate debt as this will enable them to increase their debt for purposes other than home improvement. If the owner wants to refinance the first mortgage for a lower rate or shorter term, they can do so under certain conditions which he read. The individual has to own the home for 30 years. This is a legacy thing. Chair Grant requested the Board remove the second lien on the property so they can do what they like. Motion Vice Chair Hay so moved. Board Member Romelus seconded the motion. The motion passed unanimously. The Board forgave the principal and did not collect on the interest. D. Discussion and Consideration of a Consent and Funding Agreement between the CRA, the City of Boynton Beach, TD BANK, N.A., and Centennial Management Corp.ANelis Landing Apartments, LLC for the MLK Jr. Boulevard Corridor Mixed Use Project 29 '1he Palm Beadi, Post Ralm Beach Daily News PROOF OF PUBLICATION STATE OF FLORIDA BOYNTON BEACH CRA COUNTY OF PALM BEACH 100TH EAST OCEAN AVE 4TH FLOOR NOTICEPUBLIC BOYNTON BEACH, FL 33435-3910 Before the undersigned authority, personally appeared Said Legal Clerk, who on oath, says that he/she is a Legal Advertising Representative of The Palm Beach Post, a daily and Sunday newspaper, published in West Palm Beach and distributed in Palm Beach County, Martin County, and St. Lucie County, Florida; that the attached copy of advertising for a Legal - PublicNotice was published in said newspaper in issues dated: first date of Publication 03/18/2022 and last date of Publication 03/18/2022. or by publication on the newspaper's website. Affiant further says that the said The Palm Beach Post is a newspaper published in West Palm Beach, in said Palm Beach County, Florida and that the said newspaper has heretofore been continuously published in said Palm Beach County, Florida, daily and Sunday and has been entered as second class mail matter at the post office in West Palm Beach, in said Palm Beach County, Florida, for a period of one year next preceding the first publication of the attached copy of advertisement; and affiant further says that he/she has neither paid nor promised any person, firm or corporation any discount, rebate, commission or refund for the purpose of securing this advertisement for publication in said newspaper. Invoice/Order Number: 0000690203 Ad Cost: $309.60 Paid: $0.00 Balance Due: $309.60 Signed at (Legal Advertising Agent) Sworn or affirmed to, and subscribed before me, this 7th day of April, 2022 n Testimony whereof, I have hereunto set my hand and affixed my official seal, the day and year aforesaid. f• APRIL I CONWAY Signed -4 Commission#HH 281 � ,E,.i Lwprvs May2,1�42P° i - T+r Go"'lou Troy Fs n 9n rr re 100 36579/9 pi Please see Ad on following page(s). Page 1 of 2 BOYNTON BEACH CRA 100TH EAST OCEAN AVE 4TH FLOOR BOYNTON BEACH,FL 33435-3910 Invoice/Order Number: 0000690203 Ad Cost: $309.60 Paid: $0.00 Balance Due: $309.60 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY NOTICE OF INTENT TO DISPOSE OF REAL PROPERTY (Section 163.380,F.S.) This notice is being published to satisfy tate procedural requirements for activi- ties to be tindertaken by the Boynton Re:ach.. Community Redevelopment Agency., a public agency created f'aur"- sra:an, to Chapter 163, Part lil, of tltc Florida sttatu!res. Pursuant to Section 163.380(3)(x.), Flori- da Statutes.. the Boynton Reach Com- munity Redevelopment firmjency (-148- CRA') hereby provides notice of its in- tent to itisp{ose cif a Parcel of real#:WO - erty to Habitat for Humanity of South Palm Beach County, pursurantto the, approval of Boynton Beach Community Reelevelcapnterzt. A;,fancy Board on March `3.. 202:x. wt-sic parcels.arta ("ore particularly identifiaecl as followr Addresses: .4.02 NW 12th Avenue,. Bevy nton n eac h,F1..3343.5 PNC 008-43-45-21-14-000-4150 Lot 415 of Cherry Huts, according to the plat thereof as recorded in Plat.'.. Book 4, Pages 58 Of the Public Record$ of Palm Reach County, Florida, LLss..... AND EXCEPT that portion deeded to Palm Reach County in O.R. Book, 4383, '.... Page 355,described as follows: Begin at the Northeast corner of said Lot 415, thence South 03'47"23" Fast,,:.. along the Easterly line of, said l..ot. 41.5 for a diatanr-e of 24.23 feet to the... point of rurvaatore= of a circular curve concave to the *southwest and F)avinc� for its eientents a central angle of 88"11'44" and Ta radius of 25.00 feet., thence Northerly, Northwesterly and Westerly alcor-rg said cumin"' for an arc 'Aktanee. of 313..48 feet to the point of.. tart 3enttyy said :>o las inors rise Northerlyy lines of said Lot 41.5, thence, North 88100'53" East along said North arty Lot Line fr,•.ir a dist.^rscrry of 2+1.23 'f'eet to the Point of Se=ginning.. and 404 NW 12th Avenve, Boynton.Beach,FL 33435 PNC 408-43-45-21-14-000-41140 Lint 414, Chei ry Hells, accordinc to tits Plat thereof, ;as recorded in Plat, Book 4, Pare 5€1, of the Public Records of Palin beach County, Florida This intent to dispose of real prnperty serves the Public purpow of acsnstruct- ing an affordable single family home putsuarat to the Goals and Princ.ililes Of the 2016 Boynton beach C:ommunity'.. Redevelcipmer'at. P#aIi,. Thp 2016'.. Boynton Reach Community Redevelop, tient Plan may he viewed al the CRA`s website: ht. ias;Alww.i cayrncantaea Ftcra ,corTi/abtjut-falacra/plans-and.- d'ocuments Parties Interested in making proposals for the above property iriust sulantit "a farespo5al within 3€3 days of March 18, .xG22, which is the l ubtitation date of this raotire. Additional information re- lated to the iriteot to dispose rn ay be obtained frorn the CRA at 100 E. Ocean. Avenue, 4th Floor, Baynton Beach, Flor- ida, 33435, Telephone Number (561) 600-3094. 3-18/2022 -'�i aR ra9 rain 9ri:?.rat-ri 1 Page 2 of 2 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY NOTICE OF INTENT TO DISPOSE OF REAL PROPERTY (Section 163.380, F.S.) This notice is being published to satisfy the procedural requirements for activities to be undertaken by the Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes. Pursuant to Section 163.380(3)(a), Florida Statutes, the Boynton Beach Community Redevelopment Agency ("BBCRA") hereby provides notice of its intent to dispose of a parcel of real property to Habitat for Humanity of South Palm Beach County,pursuant to the approval of Boynton Beach Community Redevelopment Agency Board on March 9, 2022, which parcels are more particularly identified as follows: Addresses: 402 NW 12th Avenue, Boynton Beach, FL 33435 PNC 408-43-45-21-14-000-4150 Lot 415 of Cherry Hills, according to the plat thereof as recorded in Plat Book 4, Page 58 of the Public Records of Palm Beach County, Florida, LESS AND EXCEPT that portion deeded to Palm Beach County in O.R. Book 4383, Page 355, described as follows: Begin at the Northeast corner of said Lot 415; thence South 03047'23" East, along the Easterly line of said Lot 415 for a distance of 24.23 feet to the point of curvature of a circular curve concave to the Southwest and having for its elements a central angle of 88011'44" and a radius of 25.00 feet; thence Northerly, Northwesterly and Westerly along said curve for an arc distance of 38.48 feet to the point of tangency, said point being on the Northerly line of said Lot 415; thence North 88000'53" East along said Northerly Lot Line for a distance of 24.23 feet to the Point of Beginning. and 404 NW 12th Avenue, Boynton Beach, FL 33435 PNC 408-43-45-21-14-000-4140 Lot 414, Cherry Hills, according to the Plat thereof, as recorded in Plat Book 4, Page 58, of the Public Records of Palm Beach County, Florida This intent to dispose of real property serves the public purpose of constructing an affordable single family home pursuant to the Goals and Principles of the 2016 Boynton Beach Community Redevelopment Plan. The 2016 Boynton Beach Community Redevelopment Plan may be viewed at the CRA's website: https://www.boyntonbeachcra.com/about-bbcra/plans-and-documents Parties interested in making proposals for the above property must submit a proposal within 30 days of March 18, 2022, which is the publication date of this notice. Additional information related to the intent to dispose may be obtained from the CRA at 100 E. Ocean Avenue, 4th Floor, Boynton Beach, Florida, 33435, Telephone Number(561) 600-9094. 2191 N. Seacrest Boulevard Post Office Box 337 Boynton Beach,FL 33425 Phone: 561-752-0303 Fax: 561-244-5046 I- haps://www.boyntonbeachcdc.org/ April 18, 2022 Thuy Shutt Executive Director Boynton Beach CRA 100 E Ocean Ave Boynton Beach, FL 33425 Dear Ms. Shutt: I am writing in response to Boynton Beach Redevelopment Agency (Boynton Beach CRA) public posting of the Notice of Intent to Dispose of Real Property of the following two parcels described as: 1. 404 NW 12th Ave, Boynton Beach, FL 33435 (Parcel ID: 08-43-45-21-14-000-4140) 2. 402 NW 12'Ave, Boynton Beach, FL 33435 (Parcel ID: 08-43-45-21-14-000-4150) Boynton Beach Faith Based Community Development Corporation (Boynton Beach CDC) is the only`Boynton-based" 501(c)(3) non-profit affordable housing developer in Boynton Beach. We are an experienced affordable housing developer, and since our inception in 1999, we have been involved in developing/creating affordable single-family and rental housing for lower-wage buyers and tenants. We embrace collaboration, and whenever possible, we partner with other area housing agencies, developers, local builders, and other non-profit entities to advance our affordable housing agenda. Our efforts have produced more than 255 affordable housing units through our housing development program and assisted more than 355 participants in achieving homeownership. Additionally, we have provided homebuyer education and counseling to more than 3,500 participants. The CDC is presently completing the construction of the final home of a twenty(20)unit scattered-site "new-home" development project we commenced in 2012. Additionally,we acquired and renovated forty-eight(48)distressed/foreclosed homes within the past seven years. Forty-five (45)were sold to eligible buyers, and three currently(3)provide affordable rental housing for very low-income residents. We also purchased and renovated an abandoned four-unit building and a five-bedroom single-family home that presently offers supportive housing for fifteen (15) special needs individuals. We actively seek vacant lots to acquire to continue our affordable housing development activity. However, there is a shortage of available vacant land for sale in Boynton Beach, especially in the HOB neighborhoods. Our search for vacant lots produced only the two lots in the past four years. In late 2019, the City of Boynton Beach donated five (5)vacant lots to the CDC on NW 11th Avenue. We have built and sold four(4)homes on these lots, and we are completing the construction of the final(5th)home in the coming weeks. The low inventory of"reasonably priced"vacant lots in Boynton Beach significantly hampers our ability to continue our affordable housing development efforts. If reasonably-priced vacant land is not available for purchase,our affordable housing development activities will cease, and homeownership opportunities for lower-wage individuals/families in Boynton Beach will no longer be viable. Our buyers typically do not have the income necessary to purchase market-priced homes outright on the open market. "Development subsidy" in the form of below-market priced homes and down- payment assistance is needed for our lower-wage clients to achieve their homeownership goal. We do not benefit from the generous donations of corporate sponsors and benefactors. The reduced price (development subsidy gift)we provide to our buyers is dependent on the availability of reasonably rp iced lots or generous lot donations from the City and CRA. When we build homes on "City/CRA- donated" lots, we sell them below market value to our home buyers. Our clients do not have the income and financial means to purchase "market rate"homes, especially in this investor-driven "hot"seller's real estate market. However,we are committed to serving that market niche of lower-wage families. Our only means of achieving that goal is through lot donations from the City/CRA and purchasing reasonably priced lots.We do not benefit from the generous contributions of national corporate sponsors and benefactors and therefore cannot compete with organizations that receive such generosity.We are a"locally driven"non-profit affordable housing developer that local community residents birthed. We acquire lots through purchases and donations to accomplish our housing development goals. This is NOT_a request to donate the referenced lots, although we would gladly accept them as donations. Instead, this request is to purchase the lots at a reasonable price to allow Boynton Beach CDC to continue to create affordable housing units for residents of Boynton Beach, as well as provide a vehicle for the CRA to continue to invest in the creation of decent, safe, affordable housing in the HOB. Your consideration and acceptance of the attached Letter of Intent(LOI) or a reasonable counter- offer will facilitate the continuation of the CDC's affordable housing activity while allowing the CRA to continue to play a critical role in furthering the advancement of housing opportunities for lower-income families in the HOB. It will also accomplish a national housing objective of providing/creating safe, decent, affordable housing for lower-income households. Thank you for your time and consideration. Should you have any questions or need additional information, I can be reached at 561-752-0303 (work), or email at kjbbfbcdc�7ayahoo.com LETTER OF INTENT 04/18/2022 From: Keturah Joseph, Executive Director of Boynton Beach Faith Based Community Dev. Corp 2191 N Seacrest Blvd Boynton, Beach, Florida 33435 To: Thuy Shutt, Executive Director, Boynton Beach Community Redevelopment Agency 100 E Ocean Avenue, Boynton Beach, FL 33425 Ms. Shutt: This letter of Intent (the "LOI") confirms the mutual interest, with regards to the transaction described herein, of the following parties: ("Buyer"): Boynton Beach Faith Based Community Development Corp ("Seller"): Boynton Beach Community Redevelopment Agency Buyer and Seller may be referred to individually as the "Party", or collectively, the "Parties". 1. Terms. The principal terms of the transaction contemplated herein (the "Prospective Transaction") would be substantially as follows: (a) Prospective Transaction. The transaction being contemplated by the Parties is as follows: (i) Purchase of the following two (2) vacant lots: 1. 402 NW 12th Ave, Boynton Beach (PCN:08-43-45-21-14-000-4150) Purchase price-$30,000 2. 404 NW 12th Ave, Boynton Beach (PCN:08-43-45-21-14-000-4140.) Purchase price-$30,000 (b) Consideration. Should a final agreement be made, the aggregate consideration for the company or interest to be purchased would be $60,000. (c) Liabilities. (i) Seller hereby acknowledge(s) that there are no liabilities, debts, or other obligations associated with the Prospective Transaction and agrees to disclose, in writing, any such information before any final agreement is executed. 2. Expenses. (a) Buyer and Seller will pay their respective expenses incident to this letter of intent and the transactions contemplated hereby and thereby. (b) Both Parties have represented to each other that no brokers or finders have been employed that would be entitled to a fee by reason of the transaction contemplated by this letter of intent 1 3. Public Announcements. Neither Party will make any announcement of the Prospective Transaction contemplated by this LOI prior to the execution of the final transaction agreement without the prior written approval of the other Party, which approval will not be unreasonably withheld or delayed. The foregoing shall not restrict in any respect the Parties ability to communicate information concerning this LOI and the Prospective Transaction contemplated hereby to the Parties and their respective affiliates', officers, directors, employees and professional advisers, and, to the extent relevant, to third parties whose consent is required in connection with the Prospective Transaction contemplated by this LOI. 4. Confidentiality. This LOI and any related discussions and correspondence are to be held in strict confidence by the Parties and may not to be disclosed to any party (other than counsel to, and the accountants of, the Parties to the extent reasonably necessary for such persons to render advice in connection with the Prospective Transaction) without the prior written approval of the other Party. 5. Due Diligence. (a) Buyer may conduct a due diligence inspection of the assets and records related to the Prospective Transaction, including facilities, books and records and any other pertinent documents or information. (b) Buyer agrees to maintain the confidentiality of all data and information related to the Prospective Transaction. (c) Buyer may commence its due diligence inspection immediately upon the execution of this LOI. 6. Closing. Completion of the Prospective Transaction is anticipated to take place on 06/17/2022, following the completion of formal legal documentation. 7. Valid and Partially-Binding. (a) Except for the provisions contained in clause 7(b) below, which are explicitly agreed by the Parties to be binding upon execution of this LOI, this LOI is not intended as a legally binding commitment by the Buyer, and any obligation on the part of the Buyer is subject to the following conditions precedent: completion of legal documentation satisfactory to the Parties, satisfactory completion of due diligence by the Buyer, and delivery of all closing deliverables described in the definitive agreements. (b) The Parties hereby explicitly agree that Sections 3, 4, and 5(b) of this LOI (the "Binding Clauses") are binding obligations of the Parties. The Binding Clauses will survive termination of this LOI. 8. Governing Law. This LOI shall be governed by the laws of the STATE OF FLORIDA 9. Counterpoints. This LOI may be executed in counterparts, including by facsimile, each of which shall be deemed to be an original, but all of which together shall constitute one agreement. 10. Titles and Headings. This title and headings used in this LOI are included for convenience and shall not affect the meaning of the LOI. 2 11. Severability. In the event any provision of this LOI is found to be illegal, invalid, or unenforceable, such provision will be severed from this LOI, and will not affect the legality, validity, or enforceability of any other provision contained in this LOI. 12. Expiration. This LOI expires on 08/18/2022. The Parties hereto have executed this LOI on the dates written below: By. 411?1al ® 4/18/2022 Keturah Joseph Executive Director Boynton Beach Faith Based Community Development Corp By: Thuy Shutt Executive Director Boynton Beach Community Redevelopment Agency 3 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 want the best life possible. She requested the Board listen with their heart and consult with God before making any decisions for personal gain. She requested the members try to build Boynton Beach back to what it can be and live in harmony. There was no one online. No one else coming forward, Public Comment was closed. 10. CRA Advisory Board 11. Consent Agenda A. CRA Financial Report Period Ending April 30, 2022 B. Approval of CRA Board Meeting Minutes - April 12, 2022 C. Approval of 90-day Extension for the Commercial Property Improvement Grant for The Coffee and Ale Exchange, LLC d/b/a Bond Street Ale and Coffee Located at 400 N. Federal Highway, Unit 12 12. Pulled Consent Agenda Items None Motion Board Member Turkin moved to approve the Consent Agenda. The motion was duly seconded and unanimously passed. 13. Old Business A. Discussion and Consideration of Letters of Intent for the Boynton Beach CRA-owned Properties located at 402 and 404 NW 12th Avenue Thuy Shutt, Executive Director, presented the item and explained the property was purchased by the CRA prior to the Palm Beach County Housing Authority auction for about $72K and the other property was purchased for $170K. The CRA received a Letter of Interest from Habitat for Humanity in January requesting a transfer of both properties for Habitat to construct an affordable three-bedroom, two bath, one car garage single-family home. The CRA needed to post a 30-day notice regarding the transfer and on April 18th, the Boynton Beach Faith Based CDC submitted a letter to purchase both properties for $30K each. The decision is up to the Board and she reviewed the options as contained in the agenda item. Staff worked with both organizations regarding affordable housing in the past. Jennifer Thomason, CEO Habitat for Humanity, explained they have an interest in the property. Their program is based on homeownership, financial sustainability, financial 5 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 education, and sweat equity. The individuals who would live in the home go through 100 hours of financial literacy education and contribute 300 hours of sweat equity helping to build homes for other recipients as well as their own. Recipients are a different type of citizen. The recipients would have a much higher chance to pay the mortgage, remain financially sustainable and be a contributing individual to the community. Habitat for Humanity also performs neighborhood revitalization, which allows residents to stay in their home. If they cannot afford a new roof or impact windows, they come in and help them with that. Habitat has had a lot of support from the City and hopes the Board will consider them for this project. Keturah Joseph, Boynton Beach Faith Based CDC, stated the CDC was created by local residents in 1999. Local residents came together to address affordable housing and slum and blight. They do a lot of the same thing Habitat does, financial and credit counselling. They have worked closely with the City and CRA, and Habitat and the CDC just finished 10 homes, constructing five homes on NW 11th Avenue. They both do a great job. Habitat caters to a slightly lower income applicant than the CDC, but while they work in all income categories, they will go up to 125% of the Area Median Income (AMI.) The CDC does this to ensure recipients they sell too remain in their home and most of them live in the homes forever. Some people they initially sold homes too call for everything they have a question or problem with. The only difference is Habitat is a national organization and the CDC is local organization. Lengthy discussed followed about who owns the land after the mortgage is paid. It was explained Habitat uses a Land Trust where as the CDC homeowners own the land. Habitat for Humanity recipients receive equity the day they move into their home, and uses a zero-interest mortgage. The home has nothing to do with the land. The CDC homeowners qualify for a mortgage through a lender. The price range for the Habitat homes, since they receive money from the City, the land is donated and sweat equity is used, is based on what the recipients can afford. If a home is appraised at $230K, and they can only afford $100K, Habitat holds a soft second mortgage. The CDC homes are sold at appraised value. Normally the buyer receives a discount for the value of the lot if the City or CRA donates it to the CDC and then the CDC will hold a soft second. As to residency, Habitat for Humanity operates on a first-come, first-served basis, with qualified recipients from the City and the local surrounding area. Most of the lots are from Boynton. Ms. Thomason reported most recipients are Boynton residents, but of the qualified buyers, they cannot choose Boynton residents. The CDC gives Boynton residents priority. The only time they will sell a home to a non-Boynton resident is if there are no Boynton residents in the pipeline. Ms. Thomason explained they currently have eight to 10 residents waiting. Vice Chair Cruz stated she has seen Habitat in the community, doing phenomenal work. Chair Penserga thought both organizations were great and they should look for differentiating factors. Regardless of their decision, they are partners. He asked what 6 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 they would build, how affordable are they making the homes and the duration of affordability. Ms. Joseph explained the time frame depends on if they get down payment assistance from the City and if so, they follow the City's time line which is usually 15 or 30 years of affordability. She noted most prospective buyers needs assistance from the City. The down payment amount depends on how much the City gives them. They use the City's guidelines. Habitat builds three or four-bedroom units, with one or two car garages. The buildings are CVS construction and are sold based on the appraised value. Again, the recipient would get a discount if the land was donated and if they qualify for down payment assistance from the City. Habitat has the edge because they have corporate donors and people volunteer. Ms. Thomason explained the affordability period is maintained by the ground lease of 99 years and then another 99 years. They have a specific model for three-bedrooms, two baths with a garage based on the lot size. Regarding the affordability, they are 60% to 80% of the County's AMI. Ms. Joseph explained the CDC uses a slightly higher AMI, going up to 120% of the County's AMI. If the lot is donated, the CDC gives a discounts on the price of the home commensurately with the price of the lot. The Habitat homes are slightly larger than the CDC homes. Board Member Hay thought both organizations are worthy. Board Member Turkin asked if either organization focused on assisting disabled veterans. Ms. Thomason responded Habitat helps anyone who comes to them and qualifies. They do have some programs focusing on keeping veterans in their homes. The CDC also assists anyone who qualifies. They also have supportive housing while transitioning veterans to permanent housing. All CRA projects are advertised. The number of lots given to each entity varies and depends on the program. The Model Block lots were given equally to the two organizations. They try to do so equitably and they have also helped with utilities equally. Habitat for Humanity completed their five homes. The last CDC home will be completed in three weeks. The delay was caused due to materials delay. Both organizations construct CVS homes. After 99 years, if someone wants to sell their home, Habitat has first right of refusal, and they sell it to someone meeting the AMI. If Habitat has a home that is in foreclosure, they still have first right of refusal. Owners can leave their home to their children. Resale of the homes is at 80% to 100% AMI to allow for generational wealth building. Motion Board Member Hay thought both organizations did a great job and moved the lots be given to the CDC. Board Member Turkin seconded the motion. Bill Becker, resident of 500 Ocean, thought this was intriguing, and questioned why the one non-profit does not get the breaks, and asked what they are to doing for lower income people. He did not understand why that occurs when the Board can offer the same options. He pointed out the Board does not represent other nearby city residents. He thought perhaps there should be a Habitat just for Boynton Beach. 7 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 Kristie Ward commented she kept hearing about more corporate funding. She explained this is a locally based company. She thought Habitat did great work, but if they want the CDC to get to Habitat's capacity, to get to the corporate level, the Board has to give to what is local. The CDC will not reach capacity if they are not putting anything in. She liked Boynton Beach residents having first priority and favored keeping the developer home based. Ernest Mignoli, 710 NE 7t" Street, Unit 407, agreed with the prior speaker. He thought the Board was responding with long drawn out answers, without answering the question. He liked the emphasis being on Boynton Beach. He thought the Board was going to vote before hearing public comments and thought the CRA should be reviewed by the County. He thought they do things with favoritism and the public cannot hear what is being said half the time. No one else coming forward, public comment was closed. Vote The motion passed 4-1 (Vice Chair Cruz dissenting.) Vice Chair Cruz liked Habitat and did not want them to feel attacked. She has seen their work and she had volunteered with them. They help the community and veterans. B. Discussion and Consideration of Letters of Intent for the Cottage District Infill Housing Redevelopment Project (TABLED 4/12/22) and (REVISED) Motion Board Member Hay moved to remove the item from the table. Board Member Kelley seconded the motion. The motion passed unanimously. Ms. Shutt presented the item as contained in the meeting materials. The CRA plan calls for a For Sale project meaning townhomes or for-sale, single-family or attached townhomes. The project went to RFP many times with several options. The last option was Azur Equities, but negotiations were ended with them in January and the CRA received four letters of interest. East to West Development Corporation submitted their letter which was received April 5t". They are looking to have the land donated. The total cost of the project is $10.5M consisting of 36 single-family units priced at $292K The Palm Beach County AMI is about $80K per household meaning the household can make no more than $80K to be in that income bracket. She reviewed the other income brackets. Typically, the CRA has requested this site accommodate 80% to 140% AMI. East to West Development proposed three models from 1,200 square feet to 1,500 with a mix of three and four-bedroom units. A smaller lot will accommodate a smaller home and the project can be completed in two years. Corey O'Gorman was present and Chuck Halberg was present online with Daniel Rosemond. Mr. O'Gorman is a Planner 8 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 the $75K from the SWA is more than needed for demolition, any remaining balance could be used for sod or other improvements for a pop up, but the lot has to be stabilized. Board Member Hay noted the post office will look for a swap, and he asked it they were to look at this, can the building be used. Ms. Shutt explained the USPS submitted a site layout but there was no time to come back. The preliminary layout shows a new building. Building Code wise it is a totally different use versus an existing shell. Mr. Hancock, from the USPS, would like to pay for the improvement of the tenant space. Ms. Kelley thought it was more of a liability to the Board. She supported demolition. The fence can be removed. Vice Chair Cruz agreed as did Board Member Turkin. He liked the idea of using the property for pop ups. Chair Penserga opened Public Comments. Ernest Mignoli, 710 NE 7th Street, Unit 407, commented everything the Board talks about is really in his neighborhood and is being destroyed. He listens to the deals with someone living in the Hurricane Alley building and a lawyer says they will draft something up. He commented they let someone in at 401 E. Ocean and at a Magistrate meeting, the City says the building is empty when it is not. He thought the Board allows this all the time. There are fences illegally erected, and corner homes are not allowed to have a solid fence, but they are everywhere and the drug dealers live there and the Police are not doing their jobs. He opined the police are not reporting all the crime and crime is not going down. He did not understand how they getaway with anything. He explained the building was condemned. It was noted the CRA's legal counsel is not the same Counsel the City uses. No one else coming forward, Public Comment was closed. Chair Penserga requested a motion to authorize staff to seek approval from the SWA to reallocate the $75K grant to the demolition of 401 E Boynton Beach Boulevard and other eligible demolition activities in the CRA area and authorize the Chair to execute the amendment to the ILA subject to final approval by legal counsel. Motion Vice Chair Cruz so moved. Board Member Hay seconded the motion. The motion passed unanimously. Ms.. Shutt asked for clarification on Item 13 A. The Board accepted the Letter of Intent from the Boynton Beach CDC to pay the CRA $60K for the lot and authorize staff and Legal Counsel to bring back a Purchase and Development Agreement with the C C, There was Board consensus on the item. 21 Utterback, Theresa From: Shutt,Thuy Sent: Monday,June 20, 2022 10:05 AM To: Mack,Andrew Cc: Matos, Kathryn; De Jesus, Maylee; Utterback,Theresa; Tack,Timothy; Curfman,Vicki Subject: RE:404 NW 12th Ave Appraisal I am in agreement, no public notice needed because Commission approval is not needed since the disposition of land is not below fair value. Thank you. Thuy Shutt, AIA, FRA-RA Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave. I Boynton Beach, Florida 99495 561-6500-9098 ShuttT@bbfl.us I http://www.boyntonbeachcra.co America's Gateway to the Gulfstream Please be advised that Florida has a broad public records law and all correspondence to me via email may be subject to disclosure.Under Florida records law, email addresses are public records.Therefore, your e-mail communication and your e-mail address may be subject to public disclosure. From: Mack, Andrew<MackA@bbfl.us> Sent: Monday,June 20, 2022 9:54 AM To: Shutt,Thuy<ShuttT@bbfl.us> Cc: Matos, Kathryn <MatosK@bbfl.us>; De Jesus, Maylee<DeJesusM@bbfl.us> Subject: RE:404 NW 12th Ave Appraisal Thuy: Please confirm you're in agreement. Thanks 1 Andrew Mack, P.E., CBO, LEED AP Assistant City Manager City Manager's Office Mailing Address: P.O. Box 310 1 Boynton Beach, Florida 33425 :-.-.-.-.-..--.--LL.--...-- --------------------- Physical Address: 100 E Ocean Ave. I Boynton Beach, Florida 33435 561-742-6401 1 la,, 561-742-6011 Maci(A@bbfl.us I boynton-beach.org/ Please be advised that Florida has a broad public records law and all correspondence to me via email may be subject to disclosure.Under Florida records law, email addresses are public records.Therefore, your e-mail communication and your e-mail address may be subject to public disclosure. From: De Jesus, Maylee Sent: Monday,June 20, 2022 9:43 AM To: Mack, Andrew<MackA@bbfl.us> Cc: Matos, Kathryn <MatosK@bbfl.us> Subject: RE:404 NW 12th Ave Appraisal Hi Andrew, I clarified with Michael why we need to have public notice for the properties that are below fair market value. Since this one is above, then we don't need to advertise. I'll go ahead and cancel that publication. Maylee De Jesus City Clerk City Clerk's Office Mailing Address: P.O. Box 310 1 Boynton Beach, Florida 33425 :-.--.-.-.._...-LL----- Physical Address: 100 E. Ocean Ave. I Boynton Beach, Florida 33435 561-742-6061 DeJesusM@bbfl.us I boynton-beach.org/ E3 11 W [R� Please be advised that Florida has a broad public records law and all correspondence to me via email may be subject to disclosure.Under Florida records law, email addresses are public records.Therefore, your e-mail communication and your e-mail address may be subject to public disclosure. From: Mack, Andrew<MackA@bbfl.us> Sent: Friday,June 17, 2022 6:18 PM To: De Jesus, Maylee<DeJesusM@bbfl.us> Cc: Matos, Kathryn <MatosK@bbfl.us> Subject: FW:404 NW 12th Ave Appraisal Maylee: Good evening. Please see email string below, lets confirm next Monday that this item is no longer needed so we can cancel the public notice. Thanks. Andrew Mack, P.E., CBO, LEER AP Assistant City Manager City Manager's Office Mailing Address: P.O. Box 310 1 Boynton Beach, Florida 33425 F-I `=="---------------- Physical Address: 100 E Ocean Ave. I Boynton Beach, Florida 33435 561-742-6401 1 § 561-742-6011 Maci(A@bbfl.us I boynton-beach.org/ Please be advised that Florida has a broad public records law and all correspondence to me via email may be subject to disclosure.Under Florida records law, email addresses are public records.Therefore, your e-mail communication and your e-mail address may be subject to public disclosure. From: Shutt,Thuy Sent: Friday,June 17, 2022 6:05 PM To: Mack, Andrew<MackA@bbfl.us> Cc: Utterback,Theresa <UtterbackT@bbfl.us>;Tack,Timothy<TackT@bbfl.us>; Kathryn Rossmell <I(rossmell@llw- law.com>; Swartz, Sean <SSwartz@gorencherof.com>; Cirullo, Michael <mcirullo@gorencherof.com>; Matos, Kathryn <Mat >; Stables,Jim <StablesJ@bbfl.us> Subject: RE:404 NW 12th Ave Appraisal Thank you, Andrew. Thuy Shutt, AIA, FRA-RA Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave. I Boynton Beach, Florida 33435 561-600-9098 ShuttT@bbfl.us I http://www.boyntonbeachcra.com 13 V @60@1 America's Gateway to the Gulfstream Please be advised that Florida has a broad public records law and all correspondence to me via email may be subject to disclosure.Under Florida records law, email addresses are public records.Therefore, your e-mail communication and your e-mail address may be subject to public disclosure. From: Mack, Andrew< ackAC bbfl.us> Sent: Friday,June 17, 2022 6:03 PM To: Shutt,Thuy<ShuttTC bbfl.us> Cc: Utterback,Theresa <UtterbackTC bbfl.us>;Tack,Timothy<TackTC bbfl.us>; Kathryn Rossmell <I<rossmellC Ilw- law.com>; Swartz, Sean <SSwartzCorencherof.com>; Cirullo, Michael <mcirulloCorencherof.com>; Matos, Kathryn < atosKC bbfl.us>; Stables,Jim <StablesJC bbfl.us> Subject: FW:404 NW 12th Ave Appraisal Thuy: Based on this appraisal info it is my opinion this does not need City Commission Approval as the purchase price of $30,000 is above the (FMV)appraisal price of$15,000. Let me know if you have any questions or concerns. Thanks. Andrew Mack, P.E., CBO, LEER AP Assistant City Manager City Manager's Office Mailing Address: P.O. Box 310 I Boynton Beach, Florida 33425 v-:-.-.-.-.-..--..-LL--...-. Physical Address: 100 E Ocean Ave. I Boynton Beach, Florida 33435 561-742-6401 I 561-742-6011 Maci<Abbfl.us I boynton-beach.orf Please be advised that Florida has a broad public records law and all correspondence to me via email may be subject to disclosure.Under Florida records law, email addresses are public records.Therefore, your e-mail communication and your e-mail address may be subject to public disclosure. From: Shutt,Thuy Sent: Friday,June 17, 2022 5:20 PM 4 To: Mack, Andrew< ackAC bbfl.us> Cc: Utterback,Theresa <UtterbackT@bbfl.us>;Tack,Timothy<TackT@bbfl.us> Subject:404 NW 12th Ave Appraisal Hi, Andrew, Here is an appraisal for this for 404 NW 12th Avenue and other adjacent 25'. Lot 402 was purchased with a structure but now is vacant. Based on the appraised value of other similar sized 25' widelots,the appraised value for the 402 NW 12th Avenue may be valued at$15,000. Let me know if you need anything else. Thank you. Thuy Shutt, AIA, FRA-RA Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave. I Boynton Beach, Florida 66465 561-6500-9098 s ShuttT@bbfl.us I http://www.boyntonbeachcra.co i America's Gateway to the Gulfstream Please be advised that Florida has a broad public records law and all correspondence to me via email may be subject to disclosure.Under Florida records law, email addresses are public records.Therefore, your e-mail communication and your e-mail address may be subject to public disclosure. 5 sf, Vance Real Estate Service t= r E June 1,2021 Boynton Beach Community Redevelopment Agency ,`�sf, 710 North Federal Highway — Boynton Beach, FL 33435 i Re: Land owned by Palm Beach County Housing Authority, in Boynton Beach, FL 33435 Ladies and Gentlemen: We have concluded the research and valuation for the vacant land owned by Palm Beach County Housing Authority located on NW 12 Avenue and NW 13 Avenue, west of NW 3Street, Boynton Beach, FL 33435. While completing the written documentation, we list the final property value for your perusal. Our appraisal, in which we develop our opinion of market value for the fee simple interest in the referenced real property as of June 1, 2021, has been prepared in conformity with the Uniform Standards of Professional Appraisal Practice (USPAP 2020-2022). The report is for exclusive use of the client for possible acquisition of the appraised property. i Jesse B. Vance, Jr. and Claudia Vance visited the property. As a result of our analyses, we have developed the opinion that the market value, subject to definitions, certifications and limiting conditions in the forthcoming report, as of June 1, 2021 is: NINE HUNDRED SEVENTY-EIGHT THOUSAND DOLLARS $978,000 Respectfully submitted, A CP, Jesse B. Vance, Jr., MAI, SRA, ASA State-Certified General Real Estate Appraiser RZ-85 C�-- Claudia Vance, MAI State-Certified General Real Estate Appraiser RZ-173 MBA in REAL ESTATE DEVELOPMENT&MANAGEMENT 7481 Northwest 41h Street,Plantation,FL 33317-2204 954/583-2116 -- CERTIFICATION I certify that, to the best of my knowledge and belief,the statements 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,unbiased professional analyses, opinions, and conclusions. I have no present or prospective interest in the property that is the subject of this report, and I have no bias or personal interest with the parties involved. The appraisal assignment was not based on a requested minimum valuation, a specific valuation, or the approval of a loan. My compensation is not contingent on an action or event resulting from the analyses, opinions, or conclusions in, or the use of, this report. I have performed no services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period immediately preceding acceptance of this assignment. 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 the Standards of Professional Appraisal Practice of the Appraisal Institute. The analyses, opinions and conclusions were also developed and the report prepared in conformity with the Uniform Standards of Professional Appraisal Practice, which is included in the Appraisal Institute's Standards, and Chapter 475,Part 11 F.S. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. The use of this report is (also) subject to the requirements of the State of Florida relating to review by the Florida Real Estate Appraisal Board. I have visited the property that is the subject of this report on May 29, 2021. Jesse B. Vance, Jr. and Claudia Vance are responsible for the analyses, conclusions and opinions concerning real estate set forth in this report. No one else has provided significant professional service to the persons signing this report. The Appraisal Institute and the American Society of Appraisers each conduct programs of continuing education for their designated members. As of the date of this report, Jesse B. Vance, Jr. and Claudia Vance have completed the requirements of the continuing education program of the Appraisal Institute. Continuing educational requirements are also completed for the American Society of Appraisers and the State of Florida. June 1, 2021 Jesse B. Vance, Jr., MAI, SRA, ASA Florida State-CertifiedGeneralReal Estate Appraiser No. RZ-85 June 1,2021 Claudia Vance,MAI Florida State-Certified General Real Estate Appraiser No.RZ-173 CERTIFICATION AND LIMITING CONDITIONS The statements and conclusions contained in this report,subject to the limiting conditions hereafter cited,are correct to the best of the writers'knowledge. I. The undersigned have personally inspected the subject of this report. No pertinent information has been knowingly withheld. 2. Unless specifically included,the subject is analyzed as though free and clear of liens and encumbrances. 3. No responsibility is assumed for legal matters,nor is an opinion of title rendered. Title is assumed to be good and held in Fee Simple,unless excepted. 4. Legal descriptions and property dimensions have been f m-iished by others; no responsibility for their correctness is assumed. Sketches which may be in the report are for illustrative purposes only. 5. Possession of any copy of this report does not cant'with it the right of publication,duplication,or advertising using the writers'names or professional designations or membership organizations. 6. The writers are not required to testify without prior agreement. 7. Neither the employment to make this appraisal nor compensation therefore is contingent on the value reported. 8. Where divisions are made between land,improvements, etc.,the values estimated for each apply only under the cited use or uses. 9. The value applies ONLY as of the date of valuation stated within the report. 10. The writers certify that they have no present,past or contemplated interest in the subject of this report-unless specifically stated. 11. This report is the property of the indicated client. It may not be used by any other party for any purpose not consistent with the written function of this report without the express written consent of the writers AND client. 12. 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 the Standards of Professional Practice and Conduct of the Appraisal Institute. The work also conforms to the Uniform Standards of Professional Appraisal Practice. 13. Soil or sub-soil contamination may exist from current or prior users, or users outside the property concerned. The appraisers are not qualified to detect such substances. We urge the client to retain an expert in this field if desired. 14. The appraisers have not been provided a Habitat Survey, Endangered Species Survey, or analysis by a qualified environmental specialist indicating the presence of or proximity to environmentally sensitive and/or protected land or species which could affect the use, and possibly, value of the appraised property. The appraisers are not qualified to identify these factors. We recommend that an expert be hired where there may be reasonable cause to expect the presence of any of the cited elements. 15. Jesse B.Vance,Jr. and Claudia Vance are responsible for the analyses,conclusions,and opinions of real estate set forth in this report. No one else provided significant professional assistance to the signers of this report. 16. Prospective value is based on current conditions and trends. The appraisers cannot be held responsible for unforeseeable events which might alter market conditions upon which market value opinion has been developed. 17. The appraisers certify that they have the knowledge and experience required to perform this appraisal assignment. 18. The appraisers reserve the right to amend or change this report at any time additional market information is obtained which would significantly affect the value. 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In consideration of the mutual covenants and agreements herein set forth, the receipt and sufficiency of which is hereby acknowledged the Parties hereto agree as follows: 1. PURCHASE AND SALE/PROPERTY. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conditions hereinafter set forth, the real property legally described in Exhibit "A" attached hereto (hereinafter the "Property"). The Parties intend that the purchase and sale and ensuing redevelopment of the Property will be effected in order to reduce slum and blight and to enable the construction of a single family home that would be made available to households within the low to moderate income categories (80-120% of the West Palm Beach and Boca Raton Metropolitan Statistical Area Median Income) (the "Project"). 2. PURCHASE PRICE AND PAYMENT. The Purchase Price for the Property shall be SIXTY THOUSAND DOLLARS AND 00/100 DOLLARS ($60,000.00) to be paid in full at Closing. SELLER has complied with Section 163.380, Florida Statutes, in proceeding with the sale of the Property to PURCHASER. 3. DEPOSIT. A Deposit in the amount of FIVE THOUSAND AND 00/100 DOLLARS ($5,000.00) shall be deposited with Lewis, Longman &Walker, P.A. (hereinafter"Escrow Agent") within five (5) business days following execution hereof by the Parties. The Deposit shall be fully refundable to PURCHASER if prior to the expiration of the Feasibility Period (as hereinafter defined) the PURCHASER advises SELLER in writing that it does not intend to complete the purchase of the Property. The Deposit shall be held by Escrow Agent and released to PURCHASER upon PURCHASER's obtaining of a temporary or permanent Certificate of Occupancy (as required by Section 18d below). 4. EFFECTIVE DATE. The date of this Agreement (the "Effective Date") shall be the date when the last one of the SELLER and PURCHASER has signed this Agreement. 5. CLOSING DATE. The purchase and sale transaction contemplated herein shall close no sooner than the issuance of a construction permit as referenced in Paragraph 18 of this agreement. 6. TITLE TO BE CONVEYED. At Closing,SELLER shall convey to PURCHASER, by Special PURCHASER's Initials: SELLER's Initials: 01669305-2 PURCHASE AND DEVELOPMENT AGREEMENT Page 2 of 14 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 7.3),to which PURCHASER fails to object, or which PURCHASER agrees to accept. 7. INVESTIGATION OF THE PROPERTY. Within thirty (30) days of the Effective Date, ("Feasibility Period"), PURCHASER and PURCHASER'S agents, employees, designees, Contractors, surveyors, engineers, architects, attorneys and other consultants (collectively, "Agents"), shall have the right, at PURCHASER'S expense, to make inquiries of, and meet with members of Governmental Authorities regarding the Property and to enter upon the Property, at any time and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, and investigations of the Property, including but not limited to Phase I and Phase II environmental investigations, which PURCHASER may deem necessary. During the Feasibility Period, PURCHASER may elect, in PURCHASER'S sole and absolute discretion, to terminate this Agreement. If PURCHASER elects to terminate this Agreement in accordance with this Section, PURCHASER shall: (i) leave the Property in substantially the condition existing on the Effective Date; (ii) 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, reasonable attorney's fees, for nonpayment for services rendered to PURCHASER (including, without limitation, any construction liens resulting therefrom) or for damage to persons or property arising out of PURCHASER'S investigation of the Property. PURCHASER'S obligations under this Section shall survive the termination, expiration or Closing of this Agreement. 7.1 Seller's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within five (5) days of the Effective Date of this Agreement: any existing title policies, appraisals, copies of any reports or studies (including environmental, engineering, surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition of the Property, copies of all permits, authorizations and approvals issued by Governmental Authorities for the Property and any correspondence which discloses claims, allegations or adverse information regarding the Property or SELLER with respect to the Property. 7.2 . Title Review. Within thirty (30) days of the Effective Date, SELLER's 91559305-2 PURCHASER's Initials: SELLER's Initials: PURCHASE AND DEVELOPMENT AGREEMENT Page 3 of 14 counsel, as closing agent for the transaction contemplated herein (the "Closing Agent") shall obtain, at the SELLER'S expense, from a Title Company chosen by SELLER (hereinafter "Title Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of the Purchase Price subject only to the Permitted Exceptions, together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than twenty (20) days after receipt of the Title Commitment notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "PURCHASER'S Title Objections"). If PURCHASER fails to deliver PURCHASER'S Title Objections to SELLER within the aforesaid review period,title shall be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the PURCHASER'S Title Objections, then SELLER shall have thirty (30) days to cure and remove the PURCHASER'S Title Objections (hereinafter"Cure Period"). In the event that SELLER is unable or unwilling to cure and remove, or cause to be cured and removed, the PURCHASER'S Title Objections within the Cure Period to the satisfaction of PURCHASER, then PURCHASER, in PURCHASER'S sole and absolute discretion, shall have the option of (i) extending the Cure Period and the Closing for one additional thirty (30) day period at no cost to PURCHASER, or(ii)accepting the Title to the Property as of the time of Closing or (iii) canceling and terminating this Agreement, in which case, any Deposits shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue an updated Title Commitment("Title Update")covering the Property. If any Title Update contains any conditions which did not appear in the Title Commitment, and such items render title unmarketable, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment, subject to the provisions of this Section. 7.3 Survey Review. PURCHASER, at PURCHASER'S expense, may obtain a current boundary survey (the "Survey") of the Property, indicating the number of acres comprising the Property to the nearest 1/100th of an acre. If the Survey discloses encroachments on the Property or that improvements located thereon encroach on setback lines, easements, lands of others or violate any restrictions, covenants of this Agreement, or applicable governmental regulations, the same shall constitute a title defect and shall be governed by the provisions of Section 7.2 concerning title objections. 8. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the purchase of the Property unless each of the following conditions (collectively, the "Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 01669305-2 PURCHASER's Initials: SELLER's Initials: PURCHASE AND DEVELOPMENT AGREEMENT Page 4 of 14 8.1 Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 8.2 Pending Proceedings. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever involving the Property or the SELLER, pending or threatened, which has not been disclosed, prior to closing, and accepted by PURCHASER. 8.3 Compliance with Laws and Regulations. The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations,codes, requirements, licenses, permits and authorizations as of the date of Closing. 8.4 Construction Permit Approval. The SELLER will cooperate with the PURCHASER with regard to signing and processing any applications and forms required by the City or other authorities having jurisdiction overthe PROPERTYto obtain building permit approval and such other design and construction documents as may be reasonably required by PURCHASER to permit the Project to be constructed and operated. The PURCHASER will be responsible for all costs associated with the formulation of the Project's design and construction documents as well any and all applicable permit fees associated with the Project. 9. CLOSING DOCUMENTS. The SELLER shall prepare, or cause to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the Title Company. At Closing, SELLER shall execute and deliver, or cause to be executed and delivered to PURCHASER the following documents and instruments: 9.1 Deed and Authorizing Resolutions. SELLER shall furnish a Special Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple title to the Property free and clear of all liens, encumbrances and other conditions of title other than the Permitted Exceptions, together with such resolutions or other applicable authorizing documents evidencing approval of the transaction by the SELLER's governing body as the Closing Agent and the title Company may require. 9.2 Seller's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law,that the SELLER will not record or enter into documents affecting the Property after the last effective date on the Title Commitment, and that there are no parties in possession of the Property other than SELLER.SELLER shall also furnish to PURCHASER a non-foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits referenced above,the same shall be deemed an uncured Title Objection. 9.3 Closing Statement. A closing statement setting forth the Purchase Price, 01669305-2 PURCHASER's Initials: SELLER's Initials: PURCHASE AND DEVELOPMENT AGREEMENT Page 5 of 14 all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which SELLER shall also execute and deliver 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. PROBATIONS, CLOSING COSTS AND CLOSING PROCEDURES. 10.1 Prorations. Taxes for the Property shall be prorated through the day before Closing. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. If Closing occurs at a date when the current year's millage is not fixed and current year's assessment is available,taxes will be prorated based upon such assessment and prior year's millage. If current year's assessment is not available, then taxes will be prorated on prior year's tax. A tax proration based on an estimate shall, at request of either party, be readjusted upon receipt of tax bill which discloses an actual difference in the amount of the taxes estimated at Closing that exceeds$1,000. 10.2 Closing Costs. SELLER shall pay for documentary stamps on the deed, recording the deed and any cost associated with curing title. Purchaser shall pay all other closing expenses. Each party shall be responsible for their respective attorneys' fees. 10.3 Closing Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked-up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 10.4 Existing Mortgages and Other Liens. At Closing„ SELLER shall obtain, or cause to be obtained, satisfaction or release of record of all mortgages, liens and judgments applicable to and encumbering the Property. 11. REPRESENTATIONS, COVENANTS AND WARRANTIES. SELLER hereby represents, covenants and warrants to PURCHASER, as of the Effective Date and as of the Closing Date, as 01669305-2 f PURCHASER's Initials: SELLER's Initials: PURCHASE AND DEVELOPMENT AGREEMENT Page 6 of 14 follows: 11.1 Authority. The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 11.2 Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free and clear of all liens, encumbrances and restrictions of any kind, except the Permitted Exceptions(and encumbrances of record which will be discharged at Closing). 11.3 Litigation. There are no actions, suits, proceedings or investigations pending or threatened against Seller or the Property affecting any portion of the Property, including but not limited to condemnation actions. 11.4 Parties in Possession. There are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 11.5 Acts Affecting Property. From and after the Effective Date, SELLER will refrain from (a) performing any grading, excavation, construction, or making any other change or improvement upon or about the Property; (b) creating or incurring, or suffering to exist, any mortgage, lien, pledge, or other encumbrances in any way affecting the Property other than the Permitted Exceptions (including the mortgages, liens, pledges, and other encumbrances existing on the Effective Date) and (c) committing any waste or nuisance upon the Property. 12. DEFAULT. 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, SELLER shall be entitled to retain the Deposit, and neither PURCHASER nor SELLER shall have any further obligation or liabilities under this Agreement, except for those expressly provided to survive the termination of this Agreement; provided, however,that PURCHASER shall also be responsible for the removal of any liens asserted against the Property by persons claiming by,through or under PURCHASER. 12.2 SELLER'S Default. In the event that SELLER fails to fully and timely to perform any of its obligations and covenants hereunder or if SELLER is in breach of any representations herein, PURCHASER may, at its option (i) declare SELLER in default under this 01669305-2 PURCHASER's Initials: SELLER's Initials: PURCHASE AND DEVELOPMENT AGREEMENT Page 7of24 Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit and neither party shall have any further rights hereunder. 15.3 Notice of Default. Prior todeclaring adefault and exercising the remedies described herein, the non-defaulting Party shall issue @ notice ofdefault to the defaulting Party describing the event or condition of default in sufficient detail to enable a reasonab|epersonto 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 e failure toclose,the cure period shall only bethree /3\ business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non-defaulting Party may exercise the remedies described above. 15.4 Survival. The provisions ofthis Section l5shall survive the termination of this Agreement. 16. NOTICES. All notices required imthis Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery tothe following addresses: |ftnSeller: Thuy Shutt, Executive Director Boynton Beach Community Redevelopment Agency lOOE. Ocean Avenue, 4th Floor Boynton Beach, FL53435 With acopy to: Kenneth Dodge, Esquire Lewis, Longman 8' Walker, P.A. 36DRosemary Avenue, Suite 1lOO West Palm Beach, FL334D1 |ftoPurchaser: KeturahJoseph, Executive Director Boynton Beach Faith Based Community Development Corp. Z191N. Seacres1Boulevard Boynton Beach, FL 33425 With a copy to: ma^mo5'z PURCHASER's Initials: PURCHASE AND DEVELOPMENT AGREEMENT Page 8 of 14 13. BINDING OBLIGATION ASSIGNMENT. Thetermsand 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. Itis understood, however, that SELLER may assign its interest to the City of Boynton Beach without the prior written consent of PURCHASER. This Agreement may be freely assigned by PURCHASER to a wholly owned or controlled assignee of PURCHASER, and thereafter PURCHASER'S assignee shall be obligated to close the transaction contemplated herein as if such assignee were the original party to this Agreement. Any assignment by PURCHASER to an unrelated party shall be subject to the written approval of SELLER, which shall not be unreasonably withheld. 14. RISK OF LOSS. In the event the condition of the Property, or any part thereof, is materially altered by an act of God or other natural force beyond the control of SELLER, PURCHASER may elect, as its sole option, to terminate this Agreement and receive a refund of the Deposit and the parties shall have no further obligations under this agreement, or PURCHASER may accept the Property without any reduction in the value of the Property. In the event of the institution of any proceedings by any Governmental Authority which shall relate to the proposed taking of any portion of the Property by eminent domain prior to Closing, or in the event of the taking of any portion of the Property by eminent domain prior to Closing, SELLER shall promptly notify PURCHASER and PURCHASER shall thereafter have the right and option to terminate this Agreement by giving SELLER written notice of PURCHASER's election to terminate within fifteen (15) days after receipt by PURCHASER of the notice from SELLER. SELLER hereby agrees to furnish PURCHASER with written notice of a proposed condemnation within two (2) business days after SELLER's receipt of such notification. Should PURCHASER terminate this Agreement,the Deposit shall immediately be returned to PURCHASER and thereafter the Parties shall be released from their respective obligations and liabilities hereunder. Should PURCHASER elect not to terminate, the parties hereto shall proceed to Closing and SELLER shall assign all of its right,title and interest in all awards in connection with such taking to PURCHASER. 15. BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend and hold harmless the other Party from and against any and all claims, losses, damages, costs or expenses (including, without limitation, attorney's fees) of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by either Party or on its behalf with any broker or finder in connection with this Agreement. However, SELLER'S indemnification obligations shall not exceed the statutory limits provided within Section 768.28, Florida Statutes, and SELLER does not otherwise waive its sovereign immunity rights. The provisions of this Section shall survive Closing or termination of this Agreement. 01669305-2 PURCHASER's Initials: SELLER's Initials: PURCHASE AND DEVELOPMENT AGREEMENT Page 9 of 14 16. ENVIRONMENTAL CONDITIONS. To the best of SELLER'S knowledge, the Property and the use and operation thereof are in compliance with all applicable county and governmental laws, ordinances, regulations, licenses, permits and authorizations, including, without limitation, applicable zoning and environmental laws and regulations. 17. DEVELOPMENT AND SALE OF THE PROPERTY. SELLER and PURCHASER acknowledge that the Property is being sold to PURCHASER for the sole purpose of developing a single family home that would be made available to households within the low to moderate income categories (80-120% of the West Palm Beach and Boca Raton Metropolitan Statistical Area Median Income). 17.1 SELLER DESIGN APPROVAL. The PURCHASER agrees that the SELLER shall have the right to reasonably approve the design of the Project. PURCHASER shall submit plans to the CRA staff for review prior to submission to the City for approval. 18. DEVELOPMENT TIMELINE. The following events must be documented in writing and provided to the SELLER upon completion of each action (collectively the "Project Elements"'). a) Submission of application to the City for site plan approval within N/A { ) days following receipt of a b) Achievement of site plan approval from the City by N/A C) Submission of construction documents to the City for a building permit by within six (6) months of closing. Proof of permit application fees paid will be provided to the SELLER upon submission to the City. Upon City issuance of the building permit a copy will be provided to SELLER. d) Temporary or permanent certificate of occupancy to be provided within six (6) months following building permit issuance. 18.1 Default with Regard to Proiect Elements. if one or more of the required Project Elements is not achieved as required in this Section and/or if the timeline outlined herein is not strictly met, and PURCHASER has not provided SELLER with a written notice explaining the reason or circumstances not under the control of PURCHASER that have prevented PURCHASER from meeting the timeline, and SELLER has not agreed in writing to the same and which approval shall not be reasonably withheld,then (a) if such events are contemplated to occur following the Closing but fail to occur as required, then the PURCHASER shall be required to reconvey the Property to the SELLER, and shall be reimbursed the Purchase Price set forth above and the verifiable costs incurred and paid by the PURCHASER from the Effective Date of this Agreement associated in the development of the property hereto to the extent that the costs associated with those improvements have not been recaptured by the PURCHASER, after which this Agreement 07669305-2 PURCHASER's Initials: SELLER's Initials: PURCHASE AND DEVELOPMENT AGREEMENT Page 10 of 14 shall be terminated, and SELLER shall be released from any and all obligations under this Agreement and (b) if such events are contemplated to occur prior to Closing but fail to occur as required, then it shall be a default hereunder and treated as provided in Section 12, above. The parties understand and agree that in such instance SELLER shall be entitled to the Deposit in full and final satisfaction of PURCHASER's obligations hereunder. SELLER agrees to work reasonably with PURCHASER in working within the timeframes set forth above, but PURCHASER and SELLER agree that time is of the essence. 19. MISCELLANEOUS. 19.1 General. This Agreement, and any amendment hereto, may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which shall, together, constitute one and the same instrument. The section and paragraph headings herein contained are for the purposes of identification only and shall not be considered in construing this Agreement. Reference to a Section shall be deemed to be a reference to the entire Section,-unless otherwise specified. No modification or amendment of this Agreement shall be of any force or effect unless in writing executed by Parties. This Agreement sets forth the entire agreement between the Parties relating to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the Parties. This Agreement shall be interpreted in accordance with the laws of the State of Florida. The Parties hereby agree that jurisdiction of any litigation brought arising out of this Agreement shall be in the Fifteenth Judicial Circuit in and for Palm Beach County, Florida, or,should any cause of action be limited to federal jurisdiction only, in the United States District Court for the Southern District Court of Florida. 19.2 Computation of Time. Any reference herein to time periods which are not measured in business days and which are less than six (6) days, shall exclude Saturdays, Sundays and legal holidays in the computation thereof. Any time period provided 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. 19.3 Waiver. Neither the failure of a party to insist upon strict performance of any of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any item by a party with knowledge of a breach of this Agreement by the other party in the performance of their respective obligations hereunder,shall be deemed a waiver of any rights or remedies that a party may have or a waiver of any subsequent breach or default in any of such terms, provisions, covenants, agreements or conditions. This paragraph shall survive termination of this Agreement and the Closing. oi6693as-i PURCHASER's Initials: SELLER's Initials: PURCHASE AND DEVELOPMENT AGREEMENT Page 11 of 14 19.4 Construction of Agreement. The Parties to this Agreement, through counsel, have participated freely in the negotiation and preparation hereof. Neither this Agreement nor any amendment hereto shall be more strictly construed against any of the Parties. As used in this Agreement, or any amendment hereto, the masculine shall include the feminine, the singular shall include the plural, and the plural shall include the singular, as the context may require. Provisions of this Agreement that expressly provide that they survive the Closing shall not merge into the Deed. 19.5 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. 19.6 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initialed by SELLER and PURCHASER shall control all printed provisions in conflict therewith. 19.7 Waiver of Jury Trial. As an inducement to PURCHASER agreeing to enter into this Agreement, PURCHASER and SELLER hereby waive trial by jury in any action or proceeding brought by either party against the other party pertaining to any matter whatsoever arising out of or in any way connected with this Agreement. 19.8 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. 19.9 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. 19.10 No Recordin . This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 19.11 Survival. The covenants, warranties, representations, indemnities and undertakings of SELLER set forth in this Agreement, shall survive the Closing, the delivery and recording of the Deed and PURCHASER'S possession of the Property. 19.12 PURCHASER Attorneys' Fees and Costs. PURCHASER acknowledges and agrees that PURCHASER shall be responsible for its own attorneys' fees and all costs, if any, incurred by PURCHASER in connection with the transaction contemplated by this Agreement. 01669305-2 PURCHASER's Initials: SELLER's Initials: ` PURCHASE AND DEVELOPMENT AGREEMENT Page l2ufI4 19.13 Public Records. SELLER is public agency subject to Chapter 119, Florida Statutes. The PURCHASER shall comply with Florida's Public Records Law. Specifically, the PURCHASER shall: a. Keep and maintain public records that ordinarily and necessarily vVgUid be required bythe SELLER inconnection with this Agreement; b. Provide the public with access tosuch public records on the same terms and conditions that the SELLER would provide the records and at a cost that dues not exceed that provided in chapter 119, Ra. Stat., oras otherwise provided by law; C. Ensure that public records that are exempt orthat are confidential and exempt from public record requirements are not disclosed except asauthorized bylaw; and d. Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt. All records stored electronically must beprovided tothe SELLER in a format that is compatible with the information technology systems of the SELLER. SELLER shall, upon request, provide guidance to PURCHASER 8stothe public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps n88SOn8bly required to assist PURCHASER in not violating them. The failure of PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. If PURCHASER fails to core the default within seven (7) days' notice from the SELLER the SELLER may terminate the Agreement. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER; SELLER: B0YNTON BEACH FAITH BASED QOYP0TONBEACH COMMUNITY COMMUNITY DEVELOPMENT REDEVELOPMENT AGENCY CORPORATI Printed Name: Keturah Joseph Printed Name: TvPensg[ga mmmm-2 PURCHASER's Initials: PURCHASE AND DEVELOPMENT AGREEMENT Page 13 of 14 Title: Executive Director Title: Chair Date: 0� Date: VV|TNESS: Printed Name: Printed Name: Approved astoform and legal sufficiency: CRA Attorney o1*mm-2 PUR[HA5ER~s Initials: PURCHASE AND DEVELOPMENT AGREEMENT Page 14 of 14 EXHIBIT "A" LEGAL DESCRIPTION 402 NW 1211 Avenue, Boynton Beach, FL 33435 PNC#08-43-45-21-14-000-4150 Lot 415 of Cherry Hills, according to the plat thereof as recorded in Plat Book 4, Page 58 of the Public Records of Palm Beach County, Florida, LESS AND EXCEPT that portion deeded to Palm Beach County in O.R. Book 4383, Page 355, described as follows: Begin at the Northeast corner of said Lot 415; thence South 0347'23" East, along the Easterly line of said Lot 415 for a distance of 24.23 feet to the point of curvature of a circular curve concave to the Southwest and having for its elements a central angle of 8811'44" and a radius of 25.00 feet;thence Northerly, Northwesterly and Westerly along said curve for an arc distance of 38.48 feet to the point of tangency, said point being on the Northerly line of said Lot 415;thence North 8800'53" East along said Northerly Lot Line for a distance of 24.23 feet to the Point of Beginning. and 404 NW 12th Avenue, Boynton Beach, FL 33435 PNC#08-43-45-21-14-000-4140 Lot 414, Cherry Hills, according to the Plat thereof, as recorded in Plat Book 4, Page 58, of the Public Records of Palm Beach County, Florida 01669305-2 PURCHASER's Initials: SELLER's Initials a..s;�s, i �Y V ` B E AC H !a sii C�d R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: July 12, 2022 OLD BUSINESS AGENDAITEM: 13.E. SUBJECT: Consideration of Approval of System Audit Reports and Payments Release to Seabourn Cove Holdings LLC for the Properties known as Seabourn Cove - Phase I & Phase I I SUMMARY: The CRA entered into two Direct Incentive Funding Agreements with Gulfstream Gardens, LLC on August 14, 2012 for development of the properties known as Seabourn Cove — Phase I and Phase II (see Attachment 1). The properties were purchased by Hart Seabourn Cove, LLC on December 18, 2012. In August 2013, the CRA Board approved amendment of the Agreements to properly allocate the electric charging stations between the two Agreement Phases (see Attachment 11). The Agreements are in place for a period of ten years and an annual Systems Audit is required based on achieving Gold Rating National Green Building standards. The annual Systems Audit report is first transmitted to the City's Development Services Department for compliance review and approval, then to the CRA staff for review and finally to the CRA Board for approval. On January 29, 2021, Hart Seabourn Cove, LLC entered into an agreement transferring the property to Seabourn Cove Holdings LLC. The Restrictive Covenant for Phase I I of the project was approved by the C RA Board on February 9, 2021 (see Attachment 111). Payments to the developer will be made once the following conditions are met (Section 5.3.4 of the Agreements): 1. The CRA Board's acceptance of a properly documented and supported audit report as certified by the Building Official of the City of Boynton Beach (see Attachment IV). 2. Final certification of tax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year; and, 3. Documents evidencing payment by the developer of ad valorem taxes for the preceding year(see Attachment V). On April 27, 2022, the CRA received the required Systems Audit and City compliance verification as required in Section 5.3 of the Agreements, as well as verification of tax payment. The Systems Audit is in compliance with the Agreement. The Increment Revenue Calculation Worksheets (see Attachments VI & VII) indicate the financial breakdown to determine the amount of the annual reimbursement as shown below: • Phase I - reimbursement payment of $435,899 (ninth year of ten consecutive payments) with a 50% award factor, the C RA will keep $435,899 • Phase 11 — reimbursement payment of $191,317 (eighth year of ten consecutive payments)with a 50% award factor, the CRA will keep $191,317 FISCAL IMPACT: Fiscal Year 2021-2022 Budget, Project Fund 02-58400-443, $435,899 for Phase I and $191,317 for Phase I I CRA P LAN/P ROJ ECT/P ROG RAM: 2016 Boynton Beach Community Redevelopment Plan - Federal Highway District CRA BOARD OPTIONS: 1. Approve the DIFA payments to Seabourn Cove Holdings LLC for Seabourn Cove in the amount of$435,899 for Phase I and $191,317 for Phase II. 2. Do not approve DI FA payments to Seabourn Cove Holdings LLC for Seabourn Cove- Phase I and Phase 11. ATTACHMENTS: Description D Attachment I - DIFAAgreements for Phase I and Phase II D Attachment II - DIFAAmendments D Attachment III - Restrictive Covenant D Attachment IV - Performance Audit D Attachment V - Proof of paid taxes D Attachment VI -TIF Calculation Phase I D Attachment Vill -TIF Calculation Phase II Gulfstream Gardens/Seabourn Cove Phase I DIRECT INCENTIVE FUNDING AGREEMENT This i an agreement (hereinafter "Agreement") entered into as of the day of w ,2012,by and between: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes, (hereinafter referred to as"CRA"),with a business address of 710 North Federal Highway,Boynton Beach,Florida 33435. and GULFSTREAM GARDENS,LLC, a Florida limited liability company, with a business address of 601 Bayshore Boulevard, Suite 650, Tampa, Florida 33606 (hereinafter collectively referred to as the "Developer")and/or assigns,provided such are affiliates of the Developer. RECITALS: WHEREAS, as part of its strategy to"encourage large-scale projects,which define new markets, quality, innovation and character in the CRA area" the CRA has adopted a Direct Incentive Program dated March 22,2004 (hereinafter the"Direct Incentive Program"); and WHEREAS, this Agreement pertains to Direct Incentive funding for that certain project currently referred to as Seabourn Cove Phase I, City File No. NWSP 12-001, located on property further described on Exhibit"A"within the CRA boundaries; and WHEREAS, at the March 13, 2012 meeting of the CRA Board, the CRA Board of Directors (hereinafter "CRA Board") by appropriate action made the Project eligible for 50% of the maximum incentive permissible under the Direct Incentive Program, subject to approval of a mutually acceptable Direct Incentive Funding Agreement(i.e.,this Agreement); and WHEREAS, this Direct Incentive Funding Agreement is not intended to be a "Development Agreement"within the meaning of Florida Statutes, Section 163.3221; and WHEREAS, at its March 13, 2012 meeting, the CRA Board approved this Direct Incentive Funding Agreement. NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein contained and other good and valuable consideration,the receipt of which is hereby acknowledged, it is agreed herein between the parties as follows: Section 1. Recitals. The foregoing recitals are true and correct at the time of the execution of this Direct Incentive Funding Agreement and are incorporated herein. Section 2. Definitions. As used in this Direct Incentive Funding Agreement, the following terms shall have the following meanings: "Affiliate" means a company or corporation that the Developer maintains any ownership interest in. Page 1 of 15 "Agreement" means this Direct Incentive Funding Agreement and all exhibits and attachments thereto, as any of the same may hereafter be amended from time to time. "Base Value" means the assessed value of the Project as determined by the Palm Beach County Property Appraiser prior to construction of the improvements and as reflected in Exhibit "B" attached hereto. "Certification" means the credential or process for the National Association of Home Builders Research Center which issues National Green Building Certification to all types of residential construction; new or remodeled single-family homes, new or remodeled multifamily buildings, and residential land developments that meet the criteria of the ICC 700-2008 National Green Building Standard. "City"means the City of Boynton Beach,Florida. "Commence" or "Commencement" as such terms relate to the commencement of construction of the Project as required hereunder, means the issuance by the City of the permit required for the commencement of vertical construction and the commencement of such vertical construction pursuant to and in accordance with such permit. "Developer" means Gulfstream Gardens, LLC and any assignee or transferee of Gulfstream Gardens, LLC that is permitted under this Agreement, from and after the date of such permitted assignment or transfer. "Electric Vehicle or EV Charging Station" means an electric recharging point, charging point and EVSE (Electric Vehicle Supply Equipment), that supplies electric energy for the recharging of electric vehicles or plug-in hybrid electric-gasoline vehicles. "Gold Rating National Green Building Standard"The National Association of Home Builders' (NAHB) Green Building Program based upon American National Standard Institute approved ICC 700- 2008 National Green Building Standard. The Standard defines green building for single- and multifamily homes, residential remodeling projects, and site development projects while still allowing for the flexibility required for regionally-appropriate best green practices. To comply with the Standard, a builder or remodeler must incorporate a minimum number of features in the following areas: lot and site development; energy, water, and resource efficiency; indoor environmental quality; and home owner education. The Gold Rating requires 558 Performance Point inclusive of 100 "Additional Points" under the program. "Pledged Project Increment Revenues" means the variable disbursement to the Developer equal to 50% of the Project Increment Reienues. An example of how the Pledged Project Increment Revenues are calculated is shown in Exhibit`B". "Project" means that certain land development project currently referred to as Seabourn Cove, Phase I, City File No. NWSP 12-001, located on property further described on Exhibit "A" within the CRA boundaries. "Project Increment Revenues" means the amount deposited in the Redevelopment Trust Fund for the Redevelopment Area pursuant to Florida Statutes, Section 163.387, which is attributable to the Proj ect. "Property"means the real property described on Exhibit"A". Page 2 of 15 "Redevelopment Area"means those areas within the limits of the City which have been declared blighted in accordance with the provisions of Florida Statutes, Chapter 163,Part III. "Redevelopment Trust Fund" means the trust fund established pursuant to Section 163.387, Florida Statutes for the deposit of incremental revenues attributable to the Redevelopment Area. "Site Plan"means the site plan for the Project, a copy of which is attached hereto as Exhibit"E" approved by Resolution R09-176 on January 4,2009. "Systems Audit" means a review of the National Green Building Standard checklist from original inspections and certification of the units to confirm ongoing compliance, blower door testing to confirm readings are in compliance with original testing and duct blaster testing to confirm readings are in compliance with original testing. "Substantial Completion" or "Substantially Complete" means the completion of 90% of the Project's units, as evidenced by issuance of a certificate of occupancy for such units. "Tax Collector"means the duly elected tax collector for Palm Beach County,Florida. "Tax Roll" means the real property ad valorem assessment roll maintained by the Property Appraiser for the purpose of the levy and collection of ad valorem taxes. "Unit"means a single residential dwelling within the Project. "Unit Type"means a Type I(A), II(B, C,D)or III(B, C, D) designation based on the unit floor plan approved in the Site Plan. Section 3. Effective Date. This Agreement shall be effective on the date that the last party to sign executes this Agreement(hereinafter"Effective Date"). Section 4. Developer's Oblizations—Construction. 4_1 Developer agrees to construct the units for the Project as described in the Site Plan and to obtain the Gold Rating of the National Green Building Standard as set out therein. The Site Plan may be modified from time to time by Developer in accordance with and pursuant to the Code of Ordinances of the City of Boynton Beach; provided, however, that the Developer shall not have the right to reduce the number of residential units, reduce the energy efficiency of the units, eliminate the EV Charging Station or to make any other change which would substantially reduce the taxable value of the Project without the prior approval of the CRA. "Substantially" as used in this Section means any change that would require a major Site Plan Modification from the City of Boynton Beach. 4_2 Convicted Vendor List. As provided in F.S. 287.132-133, by entering into this Agreement or perforining any work in furtherance hereof, Developer certifies that it, and its affiliates, contractors, sub-contractors or agents who will perform hereunder, have not been placed on the Convicted Vendor List maintained by the State of Florida Department of Management Sen-ices within thirty-six(36)months immediately preceding the Effective Date. Section 5. Certification Requirements. The Project has been modeled to obtain a Gold Rating under the National Green Building Standard. As a condition precedent to its receipt of any funds pursuant to this Agreement, the Developer and its successors or assigns, shall provide evidence that the Page 3 of 15 units have received a Gold Rating under the National Green Building Standard. The Developer shall also provide third party verification that the units comply with the standards for the Gold Rating pursuant to the National Green Building Standard for the duration of Direct Incentive Funding Agreement. Implementation of the Certification requirements shall be as follows: 5.1 Certification and Occupant Education. 5.1.1 Gold Rating Standard. Developer has prepared a "Designer's Report" attached hereto as Exhibit "C" outlining the necessary components for compliance with the ICC-700 rating system and practices required under the National Green Building Standard to receive a Gold Rating. This will require a level of Gold for each section inclusive of 100 "Additional Points" available under the program. Certification that this standard is met will be accomplished through the National Association of Home Builders Resource Center as overseer of the program at the Developer's expense. 5.1.2 Initial Certification. The Developer will provide evidence of certification meeting the Gold Rating of the National Green Building Standard including two inspections for each apartment including a pre-drywall and final inspection. A detailed checklist will be created and all the components and practices will be listed to show individual unit compliance with the Gold Rating. The checklists and reports shall be submitted to the City's Development Services Department within fifteen(15) days of completion. 5.1.3 Occupant Manuals and Training. The Developer shall produce and distribute a building occupant's manual identifying the green attributes of each unit and the Project. This manual shall also include any manufacturer's information or product data for equipment, fixtures, and appliances. Through the manual, occupants will be familiarized with the green building practices implemented and the impact of occupants' activities on costs of operating the building. The manual shall include a narrative detailing the importance of constructing a green building, including a list of green building attributes included in the building; the green building program certificate (copy of the National Green Building Standard or sometimes referred to as the "NGBS") with measures achieved and the warranty, operation, & maintenance instructions for all equipment, fixtures, appliances, & finishes as per requirements of Chapter 10 of the Designers Report of NGBS. Training will also be provided regarding all equipment operation and control systems at the cost of the Developer. 5.1.4 Installation and Maintenance of Electric Vehicle Charging Stations. The Developer shall install at the Project two Electric Vehicle Charging Stations. Proof of installation of the EV Stations shall be submitted to the City's Development Department upon completion of the Project. Developer or its assigns shall be responsible for the electrical expense and maintenance of the EV charging stations throughout the term of this Agreement. 5_2 Non-Discrimination. The Developer, its successors and assigns, agree that no person shall on the grounds of race, color, disability, national origin, religion, age, familial status, sex, or sexual orientation be subjected to discrimination in the lease of any Units provided for in this Agreement. Should such discrimination occur, the CRA will provide notice to the Developer of a breach of this condition and thereafter, Developer has 15 days to demand arbitration as to the claim of discrimination. The parties will then mutually agree to an arbitrator and if they cannot agree, the auspices of the American Arbitration Association will govern. This arbitration is independent of any other actions being taken by other agencies. However, a finding by any other agency or court that such discrimination has occurred may be relied upon by the CRA as conclusive proof of a breach of this provision. If Developer does not demand arbitration within fifteen(15) days, or if arbitration is conducted and it is determined by the arbitrator that discrimination occurred, the CRA shall have the right to terminate this Agreement and Page 4 of 15 pursue any and all other lawful remedies.The cost of such arbitration shall be borne by the non-prevailing party. Such non prevailing party shall be determined by the arbitrator. 5_3 Systems Auditing. Prior to receiving any annual allotment of incentive grant funds, Developer shall provide written evidence, at its sole cost and expense, satisfactory to the CRA in its sole discretion, of continued compliance in all material respects by the Developer with all agreed upon Gold Rating National Green Building standards set forth in this Agreement. On an annual basis, the Developer will perform a systems audit on thirty-two (32) Units each year for the next ten (10) years as evidence that the Units continue to meet the Gold Rating of the National Green Building Standard and ensure that the EV Charging stations are in working order. This auditing process is based on the schedule attached and contained within Exhibit"D". 5.3.1 This systems audit shall be conducted by an independent auditor, selected and paid for by the Developer with the approval of the CRA. 5.3.2 The examinations and opinions required under this Section must be conducted in accordance with the definition of systems auditing contained in Section 2 of this Agreement. 5.3.3 The auditing Reports will be transmitted to the City's Development Services Department on an annual basis for duration of the Agreement indicating the units' compliance with the Gold Rating of the National Green Building Standard. Each annual performance audit must be submitted to the CRA no later than the last day of April for the preceding year. The CRA shall accept the audit or, should it make the determination that there are deficiencies with the audit and/or documentation for the audit, shall so notify the Developer in writing, within twenty(20) days of receipt of Audit Report. In the event of notification of deficiencies by the CRA, distribution of funding shall be suspended until resolution of the dispute regarding compliance. 5.3.4 Disbursement of Direct Incentive Program Funds shall occur upon (1) the CRA's acceptance of a properly- documented and supported audit Report by the CRA Board, (2) final certification of tax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year, and (3) documents eNidencing payment by the developer of ad valorem taxes for the preceding year. 5_4 Inspection. Upon ten(10) business days prior written notice and at any time during normal business hours and as often as the CRA deems necessary, there shall be made available by the Developer to the CRA for examination, all of its records with respect to all matters covered by this Section. The CRA reserves the right to require copies of such records and/or to conduct an inspection of the Developer's records regarding performance measures at any time for any period covered by this Section of the Agreement, all at the CRA's cost and expense. Any delay in the production of documents requested by the CRA shall toll the CRA's time for review of a request for distribution of funds. 5_5 Non-Compliance. In any year in which the systems audit discloses that Developer is in non-compliance in any material respect with Gold Rating of the National Green Building Standard, the Developer may be deemed in default and the CRA will be entitled to the remedies set forth in Section 8 below. After the exhaustion of all opportunities to cure available to Developer as set forth in Section 8, then at the option of the CRA, the Direct Incentive Funding for the Developer may be reduced as follows: 5.5.1 If after the annual audit determines that any of the units have fallen below the Gold Rating, and Developer has had the opportunity to cure under Section 8 below, the CRA shall withhold the annual Pledged Project Increment Revenue payment. Page 5 of 15 5.5.2 Exceeding the agreed upon requirements of the Gold Rating of the National Green Building Standard in any given subject year shall not entitle the Developer to additional funding under this Agreement or to a credit or set-off against any reduction in funds due to failure to meet the Gold Rating of the National Green Building Standard hereunder. Section 6. Direct Incentive Funding. The direct incentive funding provided for under this Agreement is granted to the Developer for the purpose of offsetting, in part, the Developer's cost of maintaining the energy efficiency improvements and/or programs within the Project. 6.1 Direct Incentive FundinLy Formula and Term. The CRA hereby agrees to direct fiord, that is, to pledge and assign to Developer for a period of ten (10) consecutive years, as provided herein, an annual amount which equals the Pledged Project Increment Revenues less any amounts deducted pursuant to the terms of Section 5 above due to the failure of the Developer to comply with the Gold Rating of the NGBS. 6_2 Commencement and Conditions of Funding. The ten (10) year term for the receipt of incentive funding shall commence in the year that the following conditions are met: A. The Project is Substantially Complete; B. The completed improvements of the Project have been placed on the Tax Roll; C. The CRA has received Project Increment Revenues from such improvements; D. Systems Audit Report is received and found acceptable by the City and CRA; and E. An annual report is made to the CRA Board by the Developer of the status of the project at the next regularly scheduled meeting of the Board. 6_3 Disbursement of Funds. Subject to the conditions provided herein, the Pledged Project Increment Revenues shall be disbursed to the Developer upon (1) the CRA's acceptance of a properly documented and supported audit Report, (2) final certification of tax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year, and (3) documents evidencing payment by the Developer of ad valorem taxes for the preceding year. There is no obligation by the CRA to disburse the Pledged Project Increment Revenue during the cure period or if the Developer is in default of this Agreement. 6.4 No Pledge of Pledged Project Increment Revenues. The CRA warrants and represents that the Pledged Project Increment Revenues are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by term of this Agreement. 6_5 Subordination. Any Pledged Project Increment Revenue of the CRA pursuant to this Agreement is subordinate to the pledge of the tax increment revenue given to secure the CRA's Tax Increment Revenue Bonds pursuant to Resolution No. 04-04, adopted December 6, 2004, as amended and supplemented. Page 6 of 15 Section 7. Restrictive Covenant. Upon completion of the improvements of the Project and prior to the issuance of final certificates of occupancy by the City, the Developer shall create a Restrictive Covenant Agreement meeting the requirements outlined in this Agreement. The Restrictive Covenants shall be approved by the CRA which shall not be unreasonably withheld or delayed or conditioned. Such documents, which shall be recorded, shall contain restrictive covenants which shall include,at least,the following terms: 771 Certification Restrictive and Occupant Manual Covenants. The restrictive covenants governing Certification shall include the following: 7.1.1 All units shall be certified to achieve the Gold Rating of the National Green Building Standard and no restrictions shall be adopted which prohibit or limit the ability to achieve or maintain that standard. Two EV Charging Stations shall also be placed on site as reflected on Exhibit 66EP9 7.1.2 A manual identifying the green attributes of each unit and the Project shall be maintained to familiarize building occupants with the green building practices implemented and the impact of occupants' activities on costs of operating the building. Training will also be provided regarding all equipment operation and control systems at the cost of the Developer. 7.1.3 The Restrictive Covenants shall terminate at such time as this Agreement terminates pursuant to this Agreement,including but not limited to Section 4 and Section 8. 7.2 Systems Auditing Restrictive Covenants. The restrictive covenants governing the Systems Auditing shall contain the following: 7.2.1 On an annual basis, the Developer will perform a systems audit on thirty- two (32) Units each year for the next ten (10) years as evidence that the Units continue to meet the Gold Rating of the National Green Building Standard and ensure that the EV Charging stations are in working order. This auditing process is based on the schedule attached and contained within Exhibit"D", 7.2.2 The Developer shall have the right to access the audited units to complete the Systems Audits described herein for the duration of this Agreement. 7.2.3 The Developer shall provide the Systems Audit Report to the City's Development Services Department on an annual basis, beginning April 30th in the year in which funding begins pursuant Section 6.2 and no later than April 30th of each year thereafter for duration of this Agreement indicating the units' compliance with the Gold Rating of the National Green Building Standard. Section 8. Events of Default,Remedies and Termination. 8.1 Default. Upon the occurrence of any one or more of the following events, all obligations of the CRA to disburse further funds under this Agreement shall terminate at the option of the CRA. Notwithstanding the preceding sentence, CRA may at its option continue to make payments or portions of payments after the occurrence of one or more of such events without waiving the right to exercise such remedies and without incurring liability for further payment. The CRA may at its option terminate this Agreement and any and all funding under this Agreement upon occurrence of any one or more of the following: Page 7 of 15 8.1.1 Any representation by the Developer or its agents or representatives in or in connection with this Agreement or the Direct Incentive Program Application is inaccurate or incomplete or false in any material respect. 8.1.2 The vacating, abandoning, or closing of the Developer's business except transfer for a permitted assignment or of such corporate entity. 8.1.3 The failure of the Developer to observe or perform any of the terms, covenants, conditions, obligations, or provisions of this Agreement in any material respect to be observed or performed by the Developer or such failure continues for a period of thirty (30) days after written notice thereof from the CRA to the Developer provided,however,that if the nature of Developer's default is such that more than thirty (30) days are reasonably required for its cure, then Developer shall not be deemed to be in default if Developer commenced such cure within said 30-day period and thereafter diligently pursues such cure to completion. 81.4 The making by Developer of any general assignment, or general arrangement for the benefit of creditors; 8.1.5 The filing by or against Developer of a petition to have the Developer adjudged bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy unless,in the case of a petition filed against the Developer,the same is dismissed within sixty(60)days; 8.1.6 Appointment of a trustee or receiver to take possession of substantially all of Developer's assets,where possession is not restored to Developer within sixty(60) days; or 81.7 The attachment, execution or other judicial seizure of substantially all of Developer's assets where such seizure is not discharged within thirty(30)days. 8.1.8 Should the Site Plan or building permit expire at any time, and within sixty (60) days thereof and Developer does not apply a for a renewal or extension, then this Agreement shall terminate and be of no further force and effect. 8.1.9 Should the Developer modify the Site Plan without approval from the City then this Agreement shall terminate and be of no further force and effect. 8`2 Remedies. Upon the occurrence of any one or more of the foregoing events set forth in Section 8.1, CRA shall at its option, give notice in writing to the Developer to cure its failure of performance if such failure may be cured. Upon the failure of Developer to cure within (90) days, CRA may exercise any one or more of the following remedies: 8.2.1 Terminate this Agreement upon not less than fifteen (15) days notice, by certified letter to the Developer at the address specified in Section 9.5 of this Agreement, such notice to take effect when delivered to the Developer. 8.2.2 Commence a legal action for the judicial enforcement of this Agreement. 8.2.3 Withhold the disbursement of any payment or any portion of a payment. 8.2.4 Take any other remedial actions that may otherwise be available under law. Page 8 of 15 8_3 Attorney's Fees and Costs. In any judicial action arising from this Agreement the prevailing party shall be entitled to an award of its reasonable attorney's fees and costs, at both the trial and appellate levels, from the non-prevailing party. 8_4 Law and Remedy. This Agreement shall be governed by the laws of the State of Florida Venue of any and all legal actions arising from this Agreement shall be in Palm Beach County, Florida. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder, shall preclude any other or further exercise thereof. 8_5 Strict Performance. No failure by either party to insist upon strict performance of any covenant, agreement, term or condition of this Agreement or to exercise any right or remedy available to such party by reason of the other parry's Default and no payment or acceptance of full or partial payments of amounts due under this Agreement during the continuance(or with CRA's knowledge of the occurrence) of any Default or Event of Default, shall constitute a waiver of any such Default or Event of Default or of such covenant, agreement, term, or condition or of any other covenant, agreement, term, or condition. No waiver of any Default shall affect or alter this Agreement, but each and every covenant, agreement, term and condition of this Agreement shall continue in full force and effect with respect to any other then existing or subsequent Default. Payment by either party of any amounts due under this Agreement shall be without prejudice to and shall not constitute a waiver of any rights against the other party provided for under this Agreement or at law or in equity. One party's compliance with any request or demand made by the other party shall not be deemed a waiver of such other party's right to contest the validity of such request or demand. All the terms, provisions, and conditions of this Agreement and the restrictive covenants shall inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns. The Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that both parties have contributed substantially and materially to the preparation of the Agreement and the restrictive covenants. 8.6 Remedies Under Bankruptcy and InsolveneV Codes. If an order for relief is entered or if any stay of proceeding or other act becomes effective against Developer or in any proceeding which is commenced by or against Developer under the present or any future federal bankruptcy code or in a proceeding which is commenced by or against Developer, seeking a reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any other present or future applicable federal, state or other bankruptcy or insolvency statute or law, CRA shall be entitled to invoke any and all rights and remedies available to it under such bankruptcy or insolvency code, statute or law or this Agreement. 8_7. Termination. The obligations of Developer and CRA shall terminate upon the earlier of(i) expiration of the Project Increment Revenues payments to Developer as provided in Section 6 above as a result of the expiration of the agreed upon payment periods; or (ii) failure by the Developer to complete the Project by June 1,2013,unless extended as provided therein. Section 9. General Conditions. 9.1 CRA's Maintenance of Records and Annual Account Fundine. Commencing with the Effective Date, the CRA shall maintain and administer separate financial records which reflect terms of this Agreement. Such records shall clearly document for the benefit of the Page 9 of 15 CRA and the Developer,the Base Year amount and the annual revenue collected by the CRA attributable to the Project and the annual amounts owing and paid under this Agreement. 9_2 Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement. Prior to Substantial Completion of the Project, this Agreement may not be assigned by the Developer without the prior written consent of the CRA. After Substantial Completion this Agreement may be transferred by the Developer; provided, however, that any assignee thereto shall specifically assume all of the obligations of the Developer under this Agreement.Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. In the event that the CRA determines that the Developer is in violation of this paragraph, the CRA shall have the right to terminate this Agreement and to seek repayment of the funds paid by the CRA to the Developer. Notwithstanding anything to the contrary contained in this section, prior to the issuance of the Certificate of Occupancy, Developer may assign this Agreement to an affiliate of Developer with the consent of CRA, such consent not to be unreasonably withheld. Such assignment shall not relieve the Developer of any of its obligations or duties as set forth herein. After the issuance of the Certificate of Occupancy, Developer may assign this Agreement to an affiliate of Developer without the consent of but with at least 10 days notice to CRA. 9_3 No Brokers. CRA and Developer each represents to the other that it has not dealt with any broker, finder, or like entity in connection with this Agreement or the transactions contemplated hereby, and each party shall indemnify the other against any claim for brokerage commissions, fees, or other compensation by any person alleging to have acted for or dealt with the indemnifying party in connection with this Agreement or the transactions contemplated hereby. 9_4 Indemnification and Hold Harmless. The Developer agrees to protect, defend, reimburse, indemnify and hold the CRA, its agents, employees and elected officers and each of them, free and harmless at all times from and against any and all claims, liability, expenses, Iosses, costs, fines and daanages, including attorney's fees, and causes of every kind and character (sometimes collectively "Liability") against and from the CRA which arise out of this Agreement, except to the extent that any of the Liability results from the negligence or willful misconduct of the CRA. The Developer recognizes the broad nature of this indemnification and hold harmless clause, and voluntarily makes this covenant and expressly acknowledges the receipt of good and valuable consideration provided by the CRA in support of this clause in accordance with the laws of the State of Florida. This paragraph shall survive the termination of the Agreement. 9^5 Notices and other Communications. Whenever it is provided herein that notice, demand, request, consent, approval or other communication shall or may be given to, or served upon, either of the parties by the other (or any recognized mortgagee), or whenever either of the parties desires to give or serve upon the other any notice, demand, request, consent, approval or other communication with respect hereto or to the Project, each such notice, demand,request, consent, approval or other communication (referred to in this Section 9.5 as a"Notice") shall be in writing (whether or not so indicated elsewhere in this Agreement) and shall be effective for any purpose only if given or served by (i) certified or registered United States Mail, postage prepaid, return receipt requested, (ii) personal delivery with a signed receipt or(iii) a recognized national courier service,addressed as follows: If to Developer: Gulfstream Gardens,LLC 601 Bayshore Boulevard, Suite 650 Tampa,Florida 33606 Page 10 of 15 If to CRA: Boynton Beach Community Redevelopment Agency 710 N.Federal Highway Boynton Beach,Florida 33435 With a copy to: James Cherof Goren,Cherof,Doody&Ezrol 3099 East Commercial Boulevard,Suite 200 Fort Lauderdale,FL 33308 Tel: 954-7714500 Fax: 954-7714923 9.5.1. Any Notice may be given in a manner provided in this Agreement on either party's behalf by its attorneys designated by such party-by Notice hereunder. 9.5.2. Every Notice shall be effective on the date actually received, as indicated on the receipt therefore,or on the date delivery thereof is refused by the intended recipient. 9_6 Time is of the Essence. The parties acknowledge that time is of the essence in the performance of the provisions in this Agreement. 9_7. Entire Agreement. The CRA and Developer agree that this Agreement sets forth the entire agreement between the parties and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Agreement may be added to, modified, superseded, or otherwise altered, except by written instrument executed by the parties hereto. 9_8 Exhibits. Each Exhibit referred to in this Agreement forms an essential part of this Agreement. Any Exhibit not physically attached shall be treated as part of this Agreement and are incorporated herein by reference. 9_9 Severability. If any provision of this Agreement or application thereof to any person or situation shall,to any extent,be held invalid or unenforceable,the remainder of this Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable shall not be affected thereby, and shall continue in full force and effect, and be enforced to the fullest extent permitted by law. 9.10 Priority of Interpretation. In the event of any conflict between the terms and conditions of this Agreement and the Direct Incentive Program, the terms and conditions of this Agreement shall prevail. 9.11 Headings. Headings herein are for convenience of reference only and shall not be considered in any interpretation of this Agreement. 9.12 Insurance. All parties hereto understand and agree that the CRA does not intend to purchase property insurance in connection with this Project. 9.13 Binding Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the CRA and the Developer(or in any representative capacity) as applicable, has full right and lawful authority to execute this Agreement and to bind and Page 11 of 15 obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. Section 10. Recordins. 10.1 This Agreement may be recorded in the Public Records of Palm Beach County, Florida. 10.2 Any obligation so created by this Agreement shall be effective as a lien only upon the recording of such lien and shall be subordinate to any mortgage applicable to such property. Notwithstanding the foregoing, nothing herein contained shall be construed as creating an obligation hereunder upon any mortgagee or holder of other security interest including deed of trust prior to said Mortgagee or holder acquiring title by foreclosure or otherwise. 10.3 Nothing contained in this Amendment shall be deemed to be a right in favor of, or a duty to, the general public or any tenant occupant, invite, trespass or person or entity of any other status or classification for any reason, use or purpose whatsoever, whether public or private, it being the intention of the parties hereto that nothing in this Agreement, expressed or implied, shall confer upon any person or entity any such right or duty. Rights granted to, or duty in favor of, a third party beneficiary are neither intended nor granted. 10.4 CRA Specifically grants to Developer the right to obtain a mortgage for the development, construction and ownership of the Project. CRA understands, acknowledges and agrees that this Agreement, including but not limited to the Restrictive Covenant Agreement contemplated by Section 7, and each and every other obligation, term and condition of this Agreement is subordinate to such mortgage, its modifications and amendments, changes or replacements, and for all purposes, such mortgage shall be, and treated as, prior in right and time to this Agreement. CRA shall, if requested, execute such additional documents in recordable form as may be necessary or convenient to evidence this promise and protision. Section 11. Total or Partial Destruction. 11.1 If the Project shall be damaged by fire, the elements, unavoidable accident or other casualty, so that compliance in any material respects by the Developer with the agreed upon gold rating national green building standards as set forth in this Agreement is impossible, interrupted or frustrated, or if as a result of such damage by fire, the elements, unavoidable accident or other casualty, the obligations, terms and conditions of this Agreement cannot be carried out by the Developer, the Agreement shall nonetheless remain in full force and effect so long as the Developer commences within thirty (30) days of the event restoration and repairs and diligently pursues such repair and/or restoration until completion. It is understood, acknowledged and agreed that in the event of damage that exceed the normal and customary insurance deductable of the Developer that Developer must apply for and then receive insurance proceeds in order to commence restoration and repair. So long as the Developer timely applies for and is diligently pursuing the receipt of such insurance proceeds, Developer shall have complied with the preceding requirement provided such repairs and restoration are completed within six (6) months of the dates of the event. In the event of a natural disaster, Act of God or similar major catastrophe the parties acknowledge, understand and agree that performance as to repair or restoration may not be possible within the time frames stated above and the Developer shall be given such time as is reasonable to commence repairs and restoration and to complete same. During the period that the Project is being repaired and restored, the CRA shall have no obligation to disburse Pledged Project Increment Revenues. Page 12 of 15 11.2 This Section 11 shall be paramount to all other provisions of this Agreement, including but not limited to Section 4 and Section 8. [SIGNATURES ON FOLLOWING PAGES] Page 13 of 15 IN ESS OF THE FOREGOING, the parties have set their hands and seals the day and year first above written. WITNESSES GULFSTREAM GARDENS,LLC a Florida limited 1' ty company By: �c - Print Name: Print Name: y Title: c Print N STATE OF FLORIDA } SS: COUNTY OF CC BEFORE ME, an officer duly a orized by Iaw to administer oaths and take acknowledgments, personally appeared o as cof GULFSTREAM GARDENS, LLC, and acknowledged under oath that he/she has exe&ked the foregoing Agreement as the proper official of GULFSTREAM GARDENS, LLC, for the use and purposes mentioned herein and that the instrument is the act and deed of GULFSTREAM GARDENS, LLC. He/she is.personally/mown to me or_has produced as identification. IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this y of_ _ ,2012. My Commission Expires: Notary Public, State of Florida at UAMIMRINE COLLIN PUBLIC OF FLORIDA Cin EE170321 Expires 2JI512016OTARY P [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CITY SIGNATURE ON FOLLOWING PAGE] Page 14 of 15 WITNESSES BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: Print ame: v Woodrow Hay, CRA Chairman Print Name: STATE OF FLORIDA ) SS: COUNTY OF PALM BEACH ) BEFORE ME, an officer duly authorized by law to admi 's er oaths and take acknowledgments, personally appeared I as of BOYNTON BEACH COMMUNITY REDEVELOPMENT A ENCY, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of BOYNTON BEACH COMMUNITY CRED= AGENCY, for the use and purposes mentioned herein and that the instrument is the d of B ON BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she is personally known to me or as produced as identification. ITNESS OF FOREG ING, I have set my hand and official seal at in the State and County aforesaid on this day of 2012 My Commission Expires: 1,TotZT Public, State of Florida at Large t y J 11, 1 113 ac�® of y h. Page 15 of 15 Exhibit 'An Phase 1 ALL OF GULFSTREAM GARDENS,ACCORDING TO THE PLATTHEREOF AS RECORDED IN PLAT BOOK 107,PAGES 175 AND 176, OF THE PUBLIC RECORDS OF PALM BEACHCOUNTY, FLORIDA. SAID LYING IN THE CITY OF BOYNTON BEACH, PALM BEACH COUNTY, FLORIDA, CONTAINING 673,459.95 SQUARE FE (1&461 ACRES),MORE OR LESS. Exhibit "B" Phase I ESTIMATED PLEDGED PROJECT INCREMENT REVENUE CALCULATION WORKSHEET Value of the Project prior to Redevelopment(BASE YEAR) 2011 PCN 08-43-46-04-37-001-0010 $ 450,000 PCN 08-43-46-04-37-001-0020 $ 1,515,000 PCN 08-43-46-04-37-001-0030 $ 135,000 PCN 08-43-46-04-37-001-0040 $ 1,020,000 TOTAL $ 3120 000 Value of the Project after Redevelopment(308 units@ $85,000 each) $ 26,180,000 ($85,000 based on Las Ventanas assessed value) Project Increment $ 23,060 000 TIF Revenue=(95%of Project Increment X(City Millage f County Millage) City Millage Rate* 0.0071941 City TIF Contribution=95%of Project Increment X City Millage $ 157,601 County Millage Rate* 0.0047815 County Contribution=95%of Project Increment X County Millage $ 104,748 *Millage Rates are set annually by the City and County as part of their respective budget processes. Annual TIF Revenue created by Project $ 262,349 Incentive Award=Award Factor X TIF Revenue created by Project Award Factor 50% Total Estimated Pledged Project Increment Revenue to Developer(Annually) $ 131,175 Total Remaining with CRA $ 131,175 Years of Pledged Revenue $ 10 Estimated Total Pledged Project Increment Revenue Over Tenn $ 1,311,747 NOTES: The developer incentive ay.and calculations are based on City and County millage rates that are adjusted annually and finalized by September 30 of each year. EXHIBIT "C" VEMWATMREPORT-MATO"OMM RULMW 4rrMMM �rrr��ec wMwMAdMMw zpcMbduo= owdualkinkM L=l ,e,ate 2 11011MI r"Mile "Pt , ., MiI1S11olkMkilid 4 4 WA Mia ! d 0 li! 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ME voi ; mmrx. ,,rm { x,07, Gulfstream Gardens/Seabourn Cove Phase 11 DIRECT INCENTIVE FUNDING AGREEMENT This 's an agreement (hereinafter "Agreement") entered into as of the A day of 2012,by and between: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes,(hereinafter referred to as "CRA"), with a business address of 710 North Federal Highway,Boynton Beach,Florida 33435. and GULFSTREAM GARDENS PHASE II, LLC, a Florida limited liability company, with a business address of 601 Bayshore Boulevard, Suite 650, Tampa, Florida 33606 (hereinafter collectively referred to as the"Developer")and/or assigns, provided such are affiliates of the Developer. RECITALS: WHEREAS, as part of its strategy to "encourage large-scale projects,which define new markets, quality, innovation and character in the CRA area" the CRA has adopted a Direct Incentive Program dated March 22,2004(hereinafter the"Direct Incentive Program"); and WHEREAS, this Agreement pertains to Direct Incentive funding for that certain project currently referred to as Seabourn Cove Phase II, City File No. NWSP 12-001, located on property further described on Exhibit"A"within the CRA boundaries; and WHEREAS, at the March 13, 2012 meeting of the CRA Board, the CRA Board of Directors (hereinafter "CRA Board") by appropriate action made the Project eligible for 50% of the maximum incentive permissible under the Direct Incentive Program, subject to approval of a mutually acceptable Direct Incentive Funding Agreement(i.e.,this Agreement); and WHEREAS, this Direct Incentive Funding Agreement is not intended to be a "Development Agreement"within the meaning of Florida Statutes, Section 163.3221; and WHEREAS, at its March 13, 2012 meeting, the CRA Board approved this Direct Incentive Funding Agreement. NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein contained and other good and valuable consideration, the receipt of which is hereby acknowledged, it is agreed herein between the parties as follows: Section 1. Recitals. The foregoing recitals are true and correct at the time of the execution of this Direct Incentive Funding Agreement and are incorporated herein. Section 2. Definitions. As used in this Direct Incentive Funding Agreement, the following terms shall have the following meanings: "Affiliate"means a company or corporation that the Developer maintains any ownership interest in. Page 1 of 15 "Agreement" means this Direct Incentive Funding Agreement and all exhibits and attachments thereto, as any of the same may hereafter be amended from time to time. "Base Value" means the assessed value of the Project as determined by the Palm Beach County Property Appraiser prior to construction of the improvements and as reflected in Exhivit `B" attached hereto. "Certification" means the credential or process for the National Association of Home Builders Research Center which issues National Green Building Certification to all types of residential construction; new or remodeled single-family homes, new or remodeled multifamily buildings, and residential land developments that meet the criteria of the ICC 700-2008 National Green Building Standard. "City"means the City of Boynton Beach,Florida. "Commence" or "Commencement" as such terms relate to the commencement of construction of the Project as required hereunder, means the issuance by the City of the permit required for the commencement of vertical construction and the commencement of such vertical construction pursuant to and in accordance with such permit. "Developer" means Gulfstream Gardens Phase II, LLC and any assignee or transferee of Gulfstream Gardens Phase 11, LLC that is permitted under this Agreement, from and after the date of such permitted assignment or transfer. "Electric Vehicle or EV Charging Station" means an electric recharging point, charging point and EVSE (Electric Vehicle Supply Equipment), that supplies electric energy for the recharging of electric vehicles or plug-in hybrid electric-gasoline vehicles. "Gold Rating National Green Building Standard"The National Association of Home Builders' (NAHB) Green Building Program based upon American National Standard Institute approved ICC 700- 2008 National Green Building Standard, The Standard defines green building for single- and multifamily homes, residential remodeling projects, and site development projects while still allowing for the flexibility required for regionally-appropriate best green practices, To comply with the Standard, a builder or remodeler must incorporate a minimum number of features in the following areas: lot and site development; energy, water, and resource efficiency; indoor environmental quality; and home owner education. The Gold Rating requires 558 Performance Point inclusive of 100 "Additional Points" under the program. "Pledged Project Increment Revenues" means the variable disbursement to the Developer equal to 50% of the Project Increment Revenues. An example of how the Pledged Project Increment Revenues are calculated is shown in Exhibit"B". "Project" means that certain land development project currently referred to as Seabourn Cove, Phase 11, City File No. NWSP 12-001, located on property fiuther described on Exhibit "A" within the CRA boundaries. "Project Increment Revenues" means the amount deposited in the Redevelopment Trust Fund for the Redevelopment Area pursuant to Florida Statutes, Section 163.387, which is attributable to the Project. "Property"means the real property described on Exhibit"A". Page 2 of 15 "Redevelopment Area"means those areas within the limits of the City which have been declared blighted in accordance with the provisions of Florida Statutes, Chapter 163,Part III. "Redevelopment Trust Fund" means the trust fund established pursuant to Section 163.387, Florida Statutes for the deposit of incremental revenues attributable to the Redevelopment Area. "Site Plan"means the site plan for the Project, a copy of which is attached hereto as Exhibit"E" approved by the City of Boynton Beach on March 20,2012. "Systems Audit" means a review of the National Green Building Standard checklist from original inspections and certification of the units to confirm ongoing compliance, blower door testing to confirm readings are in compliance with original testing and duct blaster testing to confirm readings are in compliance with original testing. "Substantial Completion" or "Substantially Complete" means the completion of 90% of the Project's units, as evidenced by issuance of a certificate of occupancy for such units. "Tax Collector"means the duly elected tax collector for Palm Beach County,Florida. "Tax Roll" means the real property ad valorem assessment roll maintained by the Property Appraiser for the purpose of the levy and collection of ad valorem taxes. "Unit"means a single residential dwelling within the Project. "Unit Type"means a Type I(A),H(B, C,D) or III(B, C,D) designation based on the unit floor plan approved in the Site Plan. Section 3. Effective Date. This Agreement shall be effective on the date that the last party to sign executes this Agreement(hereinafter"Effective Date"). Section 4. Developer's Obligations—Construction. 41 Developer agrees to construct the units for the Project as described in the Site Plan and to obtain the Gold Rating of the National Green Building Standard as set out therein. The Site Plan may be modified from time to time by Developer in accordance with and pursuant to the Code of Ordinances of the City of Boynton Beach; provided, however, that the Developer shall not have the right to reduce the number of residential units, reduce the energy efficiency of the units, eliminate the EV Charging Station or to make any other change which would substantially reduce the taxable value of the Project without the prior approval of the CRA. "Substantially" as used in this Section means any change that would require a major Site Plan Modification from the City of Boynton Beach. 4_2 Convicted Vendor List. As provided in F.S. 287.132-133, by entering into this Agreement or performing any work in furtherance hereof, Developer certifies that it, and its affiliates, contractors, sub-contractors or agents who will perform hereunder, have not been placed on the Convicted Vendor List maintained by the State of Florida Department of Management Services within thirty-six(36)months immediately preceding the Effective Date. Section 5. Certification. Requirements. The Project has been modeled to obtain a Gold Rating under the National Green Building Standard. As a condition precedent to its receipt of any funds pursuant to this Agreement, the Developer and its successors or assigns, shall provide evidence that the Page 3 of 15 units have received a Gold Rating under the National Green Building Standard. The Developer shall also provide third party verification that the units comply with the standards for the Gold Rating pursuant to the National Green Building Standard for the duration of Direct Incentive Funding Agreement. Implementation of the Certification requirements shall be as follows: 5_1 Certification and Occupant Education, 5.1.1 Gold Rating Standard. Developer has prepared a "Designer's Report" attached hereto as Exhibit "C" outlining the necessary components for compliance with the ICC-700 rating system and practices required under the National Green Building Standard to receive a Gold Rating. This will require a level of Gold for each section inclusive of 100 "Additional Points" available under the program. Certification that this standard is met will be accomplished through the National Association of Home Builders Resource Center as overseer of the program at the Developer's expense. 5.1.2 Initial Certification. The Developer will provide evidence of certification meeting the Gold Rating of the National Green Building Standard including two inspections for each apartment including a pre-drywall and final inspection. A detailed checklist will be created and all the components and practices will be listed to show individual unit compliance with the Gold Rating. The checklists and reports shall be submitted to the City's Development Services Department within fifteen(15) days of completion. 5.1.3 Occupant Manuals and Training. The Developer shall produce and distribute a building occupant's manual identifying the green attributes of each unit and the Project. This manual shall also include any manufacturer's information or product data for equipment, fixtures, and appliances. Through the manual, occupants will be familiarized with the green building practices implemented and the impact of occupants' activities on costs of operating the building. The manual shall include a narrative detailing the importance of constructing a green building, including a list of green building attributes included in the building; the green building program certificate (copy of the National Green Building Standard or sometimes referred to as the "NGBS") with measures achieved and the warranty, operation, &maintenance instructions for all equipment, fixtures, appliances, & finishes as per requirements of Chapter 10 of the Designers Report of NGBS. Training will also be provided regarding all equipment operation and control systems at the cost of the Developer. 5.1.4 Installation and Maintenance of Electric Vehicle Charging Stations. The Developer shall install at the Project two Electric Vehicle Charging Stations. Proof of installation of the EV Stations shall be submitted to the City's Development Department upon completion of the Project. Developer or its assigns shall be responsible for the electrical expense and maintenance of the EV charging stations throughout the term of this Agreement. 5_2 Non-Discrimination. The Developer, its successors and assigns, agree that no person shall on the grounds of race, color, disability, national origin, religion, age, familial status, sex, or sexual orientation be subjected to discrimination in the lease of any Units provided for in this Agreement. Should such discrimination occur, the CRA will provide notice to the Developer of a breach of this condition and thereafter, Developer has 15 days to demand arbitration as to the claim of discrimination. The parties will then mutually agree to an arbitrator and if they cannot agree, the auspices of the American Arbitration Association will govern. This arbitration is independent of any other actions being taken by other agencies. However, a finding by any other agency or court that such discrimination has occurred may be relied upon by the CRA as conclusive proof of a breach of this provision. If Developer does not demand arbitration within fifteen(15) days, or if arbitration is conducted and it is determined by the arbitrator that discrimination occurred, the CRA shall have the right to terminate this Agreement and Page 4 of 15 pursue any and all other lawful remedies.The cost of such arbitration shall be borne by the non-prevailing party. Such non-prevailing party shall be determined by the arbitrator. 5_3 Systems Auditing. Prior to receiving any annual allotment of incentive grant funds, Developer shall provide written evidence, at its sole cost and expense, satisfactory to the CRA in its sole discretion, of continued compliance in all material respects by the Developer with all agreed upon Gold Rating National Green Building standards set forth in this Agreement. On an annual basis, the Developer will perform a systems audit on fourteen (14) Units each year for the next ten (10) years as evidence that the Units continue to meet the Gold Rating of the National Green Building Standard and ensure that the EV Charging stations are in working order. This auditing process is based on the schedule attached and contained within Exhibit"D'. 5.3.1 This systems audit shall be conducted by an independent auditor, selected and paid for by the Developer with the approval of the CRA. 5.3.2 The examinations and opinions required under this Section must be conducted in accordance with the definition of systems auditing contained in Section 2 of this Agreement. 5.3.3 The auditing Reports will be transmitted to the City's Development Services Department on an annual basis for duration of the Agreement indicating the units' compliance with the Gold Rating of the National Green Building Standard. Each annual performance audit must be submitted to the CRA no later than the last day of April for the preceding year. The CRA shall accept the audit or, should it make the determination that there are deficiencies with the audit and/or documentation for the audit, shall so notify the Developer in writing, within twenty (20) days of receipt of Audit Report. In the event of notification of deficiencies by the CRA, distribution of funding shall be suspended until resolution of the dispute regarding compliance. 5.3.4 Disbursement of Direct Incentive Program Funds shall occur upon (1) the CRA's acceptance of a properly documented and supported audit Report by the CRA Board, (2) final certification of tax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year, and(3) documents evidencing payment by the Developer of ad valorem taxes for the preceding year. 5_4 Inspection. Upon ten(10) business days prior written notice and at any time during normal business hours and as often as the CRA deems necessary, there shall be made available by the Developer to the CRA for examination, all of its records with respect to all matters covered by this Section. The CRA reserves the right to require copies of such records and/or to conduct an inspection of the Developer's records regarding performance measures at any time for any period covered by this Section of the Agreement, all at the CRA's cost and expense. Any delay in the production of documents requested by the CRA shall toll the CRA's time for review of a request for distribution of funds. 5.5 Non-Compliance. In any year in which the systems audit discloses that Developer is in non-compliance in any material respect with Gold Rating of the National Green Building Standard, the Developer may be deemed in default and the CRA will be entitled to the remedies set forth in Section 8 below. After the exhaustion of all opportunities to cure available to Developer as set forth in Section 8, then at the option of the CRA, the Direct Incentive Funding for the Developer may be reduced as follows: 5.5.1 If after the annual audit determines that any of the units have fallen below the Gold Rating, and Developer has had the opportunity to cure under Section 8 below, the CRA shall withhold the annual Pledged Project Increment Revenue payment. Page 5 of 15 5.5.2 Exceeding the agreed upon requirements of the Gold Rating of the National Green Building Standard in any given subject year shall not entitle the Developer to additional funding under this Agreement or to a credit or set-off against any reduction in funds due to failure to meet the Gold Rating of the National Green Building Standard hereunder. Section 6. Direct Incentive Funding. The direct incentive funding provided for under this Agreement is granted to the Developer for the purpose of offsetting, in part, the DeveIoper's cost of maintaining the energy efficiency improvements and/or programs within the Project. 6.1 Direct Incentive FundinLr Formula and Term. The CRA hereby agrees to direct fund, that is, to pledge and assign to Developer for a period of ten (10) consecutive years, as provided herein, an annual amount which equals the Pledged Project Increment Revenues less any amounts deducted pursuant to the terms of Section 5 above due to the failure of the Developer to comply with the Gold Rating of the NGBS. 6.2 Commencement and Conditions of Funding. The ten (10) year term for the receipt of incentive funding shall commence in the year that the following conditions are met: A. The Project is Substantially Complete; B. The completed improvements of the Project have been placed on the Tax Roll; C. The CRA has received Project Increment Revenues from such improvements; D. Systems Audit Report is received and found acceptable by the City and CRA; and E. An annual report is made to the CRA Board by the Developer of the status of the project at the next regularly scheduled meeting of the Board. 6.3 Disbursement of Funds. Subject to the conditions provided herein, the Pledged Project Increment Revenues shall be disbursed to the Developer upon (1) the CRA's acceptance of a property documented and supported audit Report, (2) final certification of tax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year, and (3) documents evidencing payment by the Developer of ad valorem taxes for the preceding year. There is no obligation by the CRA to disburse the Pledged Project Increment Revenue during the cure period or if the Developer is in default of this Agreement. 6`4 No Pledge of Pledged Project Increment Revenues. The CRA warrants and represents that the Pledged Project Increment Revenues are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by term of this Agreement. 6.5 Subordination. Any Pledged Project Increment Revenue of the CRA pursuant to this Agreement is subordinate to the pledge of the tax increment revenue given to secure the CRA's Tax Increment Revenue Bonds pursuant to Resolution No. 04-04, adopted December 6,2004, as amended and supplemented. Page 6 of 15 Section 7. Restrictive Covenant. Upon completion of the improvements of the Project and prior to the issuance of final certificates of occupancy by the City, the Developer shall create a Restrictive Covenant Agreement meeting the requirements outlined in this Agreement. The Restrictive Covenants shall be approved by the CRA which shall not be unreasonably withheld or delayed or conditioned. Such documents, which shall be recorded, shall contain restrictive covenants which shall include,at least,the following terms: 7_1 Certification Restrictive and Occupant Manual Covenants. The restrictive covenants governing Certification shall include the following: 7.1.1 All units shall be certified to achieve the Gold Rating of the National Green Building Standard and no restrictions shall be adopted which prohibit or limit the ability to achieve or maintain that standard. Two EV Charging Stations shall also be placed on site as reflected on Exhibit 7.1.2 A manual identifying the green attributes of each unit and the Project shall be maintained to familiarize building occupants with the green building practices implemented and the impact of occupants' activities on costs of operating the building. Training will also be provided regarding all equipment operation and control systems at the cost of the Developer. 7.1.3 The Restrictive Covenants shall terminate at such time as this Agreement terminates pursuant to this Agreement, including but not limited to Section 4 and Section 8, 7_2 Systems Auditine Restrictive Covenants. The restrictive covenants governing the Systems Auditing shall contain the following: 7.2.1 On an annual basis, the Developer will perform a systems audit on fourteen (14) Units each year for the next ten (10) years as evidence that the Units continue to meet the Gold Rating of the National Green Building Standard and ensure that the EV Charging stations are in working order. This auditing process is based on the schedule attached and contained within Exhibit 66D99 7.2.2 The Developer shall have the right to access the audited units to complete the Systems Audits described herein for the duration of this Agreement. 7.2.3 The Developer shall provide the Systems Audit Report to the City's Development Services Department on an annual basis, beginning April 30th in the year in which funding begins pursuant Section 6.2 and no later than April 30th of each year thereafter for duration of this Agreement indicating the units' compliance with the Gold Rating of the National Green Building Standard. Section 8. Events of Default Remedies and Termination. 8_1 Default. Upon the occurrence of any one or more of the following events, all obligations of the CRA to disburse further fluids under this Agreement shall terminate at the option of the CRA. Notwithstanding the preceding sentence, CRA may at its option continue to make payments or portions of payments after the occurrence of one or more of such events without waiving the right to exercise such remedies and without incurring liability for further payment. The CRA may at its option terminate this Agreement and any and all funding under this Agreement upon occurrence of any one or more of the following: Page 7 of 15 8.1.1 Any representation by the Developer or its agents or representatives in or in connection with this Agreement or the Direct Incentive Program Application is inaccurate or incomplete or false in any material respect. 8.1.2 The vacating, abandoning, or closing of the Developer's business except for a permitted assignment or transfer of such corporate entity. 8.1.3 The failure of the Developer to observe or perform any of the terms, covenants, conditions, obligations, or provisions of this Agreement in any material respect to be observed or performed by the Developer or such failure continues for a period of thirty (30) days after written notice thereof from the CRA to the Developer provided,however,that if the nature of Developer's default is such that more than thirty (30) days are reasonably required for its cure, then Developer shall not be deemed to be in default if Developer commenced such cure within said 30-day period and thereafter diligently pursues such cure to completion. 8.1.4 The making by Developer of any general assignment, or general arrangement for the benefit of creditors; 8.1.5 The filing by or against Developer of a petition to have the Developer adjudged bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy unless, in the case of a petition filed against the Developer,the same is dismissed within sixty(60)days; 8.1.6 Appointment of a trustee or receiver to take possession of substantially all of Developer's assets,where possession is not restored to Developer within sixty(60)days; or 8.1.7 The attachment, execution or other judicial seizure of substantially all of Developer's assets where such seizure is not discharged within thirty(30)days. 8.1.8 Should the Site Plan or building permit expire at any time, and within sixty (60) days thereof and Developer does not apply a for a renewal or extension, then this Agreement shall terminate and be of no further force and effect. 8.1.9 Should the Developer modify the Site Plan without approval from the City then this Agreement shall terminate and be of no further force and effect. 8_2 Remedies. Upon the occurrence of any one or more of the foregoing events set forth in Section 8.1, CRA shall at its option, give notice in writing to the Developer to cure its failure of perfonnance if such failure may be cured. Upon the failure of Developer to cure within (90) days, CRA may exercise any one or more of the following remedies: 8.2.1 Terminate this Agreement upon not less than fifteen(15) days notice, by certified letter to the Developer at the address specified in Section 9.5 of this Agreement, such notice to take effect when delivered to the Developer. 8.2.2 Commence a legal action for the judicial enforcement of this Agreement. 8.2.3 Withhold the disbursement of any payment or any portion of a payment. 8.2.4 Take any other remedial actions that may otherwise be available under law. Page 8 of 15 8_3 Attorney's Fees and Costs. In any judicial action arising from this Agreement the prevailing party shall be entitled to an award of its reasonable attorney's fees and costs, at both the trial and appellate levels, from the non-prevailing party. 8_4 Law and Remedy. This Agreement shall be governed by the laws of the State of Florida Venue of any and all legal actions arising from this Agreement shall be in Palm Beach County, Florida. No remedy herein conferred upon any party is intended to be exclusive of any other remedy,and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder, shall preclude any other or further exercise thereof. 8_5 Strict Performance. No failure by either party to insist upon strict performance of any covenant, agreement, term or condition of this Agreement or to exercise any right or remedy available to such party by reason of the other party's Default and no payment or acceptance of full or partial payments of amounts due under this Agreement during the continuance(or with CRA's knowledge of the occurrence) of any Default or Event of Default, shall constitute a waiver of any such Default or Event of Default or of such covenant, agreement,term, or condition or of any other covenant, agreement, term, or condition. No waiver of any Default shall affect or alter this Agreement, but each and every covenant, agreement, term and condition of this Agreement shall continue in full force and effect with respect to any other then existing or subsequent Default. Payment by either party of any amounts due under this Agreement shall be without prejudice to and shall not constitute a waiver of any rights against the other party provided for under this Agreement or at law or in equity. One party's compliance with any request or demand made by the other party shall not be deemed a waiver of such other party's right to contest the validity of such request or demand. All the terms, provisions, and conditions of this Agreement and the restrictive covenants shall inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns. The Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that both parties have contributed substantially and materially to the preparation of the Agreement and the restrictive covenants. $_6 Remedies Under Bankruptcy and Insolvency Codes. If an order for relief is entered or if any stay of proceeding or other act becomes effective against Developer or in any proceeding which is commenced by or against Developer under the present or any future federal bankruptcy code or in a proceeding which is commenced by or against Developer, seeking a reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any other present or future applicable federal, state or other bankruptcy or insolvency statute or law, CRA shall be entitled to invoice any and all rights and remedies available to it under such bankruptcy or insolvency code, statute or law or this Agreement. $_7. Termination. The obligations of Developer and CRA shall terminate upon the earlier of(i) expiration of the Project Increment Revenues payments to Developer as provided in Section 6 above as a result of the expiration of the agreed upon payment periods; or(ii) failure by the Developer to complete the Project before June 1, 2014,unless extended as provided therein. Section 9. General Conditions. 9_1 CRA's Maintenance of Records and Annual Account Funding. Commencing with the Effective Date, the CRA shall maintain and administer separate financial records which reflect terms of this Agreement. Such records shall clearly document for the benefit of the Page 9 of 15 CRA and the Developer,the Base Year amount and the annual revenue collected by the CRA attributable to the Project and the annual amounts owing and paid under this Agreement. 9.22 Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement. Prior to Substantial Completion of the Project, this Agreement may not be assigned by the Developer without the prior written consent of the CRA. After Substantial Completion this Agreement may be transferred by the Dev=eloper; provided, however, that any assignee thereto shall specifically assume all of the obligations of the Developer under this Agreement.Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. In the event that the CRA determines that the Developer is in violation of this paragraph, the CRA shall have the right to terminate this Agreement and to seek repayment of the funds paid by the CRA to the Developer. Notwithstanding anything to the contrary contained in this section, prior to the issuance of the Certificate of Occupancy, Developer may assign this Agreement to an affiliate of Developer with the consent of CRA, such consent not to be unreasonably withheld. Such assignment shall not relieve the Developer of any of its obligations or duties as set forth herein. After the issuance of the Certificate of Occupancy, Developer may assign this Agreement to an affiliate of Developer without the consent of but with at least 10 days notice to CRA. 9_3 No Brokers. CRA and Developer each represents to the other that it has not dealt with any broker, finder, or like entity in connection with this Agreement or the transactions contemplated hereby, and each party shall indemnify the other against any claim for brokerage commissions, fees, or other compensation by any person alleging to have acted for or dealt with the indemnifying party in connection with this Agreement or the transactions contemplated hereby. 9_4 Indemnification and Hold Harmless. The Developer agrees to protect, defend, reimburse, indemnify and Bold the CRA, its agents, employees and elected officers and each of them, free and harmless at all times from and against any and all claims, liability, expenses, losses, costs, fines and damages, including attorney's fees, and causes of every kind and character (sometimes collectively "Liability") against and from the CRA which arise out of this Agreement, except to the extent that any of the Liability results from the negligence or willful misconduct of the CRA. The Developer recognizes the broad nature of this indemnification and hold harmless clause, and voluntarily makes this covenant and expressly acknowledges the receipt of good and valuable consideration provided by the CRA in support of this clause in accordance with the laws of the State of Florida. This paragraph shall survive the termination of the Agreement. 9_5 Notices and other Communications. Whenever it is provided herein that notice, demand, request, consent, approval or other communication shall or may be given to, or served upon, either of the parties by the other (or any recognized mortgagee), or whenever either of the parties desires to give or serve upon the other any notice, demand, request, consent, approval or other communication with respect hereto or to the Project, each such notice, demand,request, consent, approval or other communication (referred to in this Section 9.5 as a"Notice") shall be in writing (whether or not so indicated elsewhere in this Agreement) and shall be effective for any purpose only if given or served by (i) certified or registered United States Mail, postage prepaid, return receipt requested, (ii) personal delivery with a signed receipt or(iii) a recognized national courier service,addressed as follows: If to Developer: Gulfstream Gardens Phase II,LLC 601 Bayshore Boulevard, Suite 650 Tampa,Florida 33606 Page 10 of 15 H to CRA: Boynton Beach Community Redevelopment Agency 710 N.Federal Highway Boynton Beach,Florida 33435 With a copy to: James Cherof Goren, Cherof,Doody&Ezrol 3099 East Commercial Boulevard,Suite 200 Fort Lauderdale,FL 33308 Tel: 954-7714500 Fax: 954-7714923 9.5.1. Any Notice may be given in a manner provided in this Agreement on either party's behalf by its attorneys designated by such party by Notice hereunder. 9.5.2. Every Notice shall be effective on the date actually received, as indicated on the receipt therefore,or on the date delivery thereof is refused by the intended recipient. 9_6 Time is of the Essence. The parties acknowledge that time is of the essence in the performance of the provisions in this Agreement. 9_7. Entire Agreement. The CRA and Developer agree that this Agreement sets forth the entire agreement between the parties and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Agreement may be added to,modified, superseded, or otherwise altered, except by written instrument executed by the parties hereto. 9_8 Exhibits. Each Exhibit referred to in this Agreement forms an essential part of this Agreement. Any Exhibit not physically attached shall be treated as part of this Agreement and are incorporated herein by reference. 9_9 Severability. If any provision of this Agreement or application thereof to any person or situation shall,to any extent,be held invalid or unenforceable,the remainder of this Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable shall not be affected thereby, and shall continue in full force and effect,and be enforced to the fullest extent permitted by law. 9.10 Priority of Interpretation. In the event of any conflict between the terms and conditions of this Agreement and the Direct Incentir a Program, the terms and conditions of this Agreement shall prevail. 9.11 Headings. Headings herein are for convenience of reference only and shall not be considered in any interpretation of this Agreement. 9.12 Insurance. All parties hereto understand and agree that the CRA does not intend to purchase property insurance in connection with this Project. 9.13 Binding Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the CRA and the Developer(or in any representative capacity) as applicable, has full right and lawful authority to execute this Agreement and to bind and Page 11 of 15 obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. Section 10. Recording. 10.1 This Agreement may be recorded in the Public Records of Palm Beach County, Florida. 10.2 Any obligation so created by this Agreement shall be effective as a lien only upon the recording of such lien and shall be subordinate to any mortgage applicable to such property. Notwithstanding the foregoing, nothing herein contained shall be construed as creating an obligation hereunder upon any mortgagee or holder of other security interest including deed of trust prior to said Mortgagee or holder acquiring title by foreclosure or otherwise. 10.3 Nothing contained in this Amendment shall be deemed to be a right in favor of, or a duty to,the general public or any tenant occupant, invite, trespass or person or entity of any other status or classification for any reason, use or purpose whatsoever, whether public or private, it being the intention of the parties hereto that nothing in this Agreement, expressed or implied, shall confer upon any person or entity any such right or duty. Rights granted to, or duty in favor of, a third party beneficiary are neither intended nor granted. 10.4 CRA Specifically grants to Developer the right to obtain a mortgage for the development, construction and ownership of the Project. CRA understands, acknowledges and agrees that this Agreement, including but not limited to the Restrictive Covenant Agreement contemplated by Section 7, and each and every other obligation, term and condition of this Agreement is subordinate to such mortgage, its modifications and amendments, changes or replacements, and for all purposes, such mortgage shall be, and treated as, prior in right and time to this Agreement. CRA shall, if requested, execute such additional documents in recordable form as may be necessary or convenient to evidence this promise and provision. Section 11. Total or Partial Destruction. 11.1 If the Project shall be damaged by fire, the elements, unavoidable accident or other casualty, so that compliance in any material respects by the Developer with the agreed upon gold rating national green building standards as set forth in this Agreement is impossible, interrupted or frustrated, or if as a result of such damage by fire, the elements, unax oidable accident or other casualty, the obligations, terms and conditions of this Agreement cannot be carried out by the Developer, the Agreement shall nonetheless remain in full force and effect so long as the Developer commences within thirty (30) days of the event restoration and repairs and diligently pursues such repair and/or restoration until completion. It is understood, acknowledged and agreed that in the event of damage that exceed the normal and customary insurance deductible of the Developer that Developer must apply for and then receive insurance proceeds in order to commence restoration and repair. So long as the Developer timely applies for and is diligently pursuing the receipt of such insurance proceeds, Developer shall have complied with the preceding requirement provided such repairs and restoration are completed within six (b) months of the dates of the event. In the event of a natural disaster, Act of God or similar major catastrophe the parties acknowledge, understand and agree that performance as to repair or restoration may not be possible within the time frames stated above and the Developer shall be given such time as is reasonable to commence repairs and restoration and to complete same. During the period that the Project is being repaired and restored, the CRA shall have no obligation to disburse Pledged Project Increment Rei enues. Page 12 of 15 11.2 This Section 11 shall be paramount to all other provisions of this Agreement, including but not limited to Section 4 and Section 8. [SIGNATURES ON FOLLOWING PAGES] Page 13 of 15 IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first above written. WITNESSES GULFSTREAM GARDENS PHASE H,LLC a Florida limited i ility company Y By: Print Name: Print Name: ryto Title: Print N e: STATE OF FLORIDA ) } SS: COUNTY OF A ) BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared "i�"C'�'nrA ( MnE 0 _ as of GULFSTREAM GARDENS, LLC, and acknowledged under oath that he/she has�Aecuted the foregoing Agreement as the proper official of GULFSTREAM GARDENS PHASE 11, LLC, for the use and purposes mentioned herein and that the instrument is the act and deed of GULFSTREAM GARDENS PHASE II, LLC. He/she is personally known .to me or has produced as identification. IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this L y of _ , 2012. CATHERINE COLLIN NOTARY PUBLIC STATE OF FLORIDA "P Comm#EE17OVI to My Commission Expires: "l t Notary Public, State of Florida at L Expires 211512016 [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CITY SIGNATURE ON FOLLOWING PAGE] Page 14 of 15 WITNESSES BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: Print Name: Woodrow Hay, CRA Chairman Print Name: STATE OF FLORIDA ) SS: COUNTY OF PALM BEACH ) BEFORE ME, an office•duly aut rized by law to a ister joaths and take acknowledgments, personally appeared % as of BOYNTON BEACH COMMUNITY REDEVELOPMENT dGENcy, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, for the use and purposes mentioned herein and that the instrument is the d =Wrl'NEF ON BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she is rsonafy as produced as identification. IN FORE ING, I have set my hand and official seal at in the State and County aforesaid on this day of ,2012 My Commission Expires: 4ot�aryPublic, State of Florida at Large MUM UTTRUCKu • My Com,EsOn Jos 11,2014 951135 listBmW TWough Millonal Mary Assn. Page 15 of 15 Exhibit A Prase 11 RECORDS OF PALM BEACH COUNTY,FLORIDA,BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: A PORTION OF RIGHT-OF-WAY OF MILLER ROAD,AS SHOWN ON THE PLAT OF KILLIAN'S PARK,ACCORDING TO THE PLAT THEREOF,AS RECORDED IN PIAT BOOK 23,PAGE 195,OF THE PUBLIC RECORDS OF PALM BEACH COUNTY,FLORIDA.DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 6 OF SAID KILLIANS PARK; THENCE EAST ALONG THE NORTH RIGHT-OFF WAY LINE OF SAID MILLER ROAD, A DISTANCE OF 450.00 FEET; THENCE SOUTH 08°33'15'WEST ALONG THE EAST RIGHT-OF-WAY LINE OF MILLER ROAD,A DISTANCE OF 30.34 FEET; THENCE WEST ALONG THE SOUTH RIGHT-OF-WAY LINE OF MILLER ROAD,A DISTANCE OF 445.49 FEET; THENCE NORTH,A DISTANCE OF 30.00 FEET,TO THE POINT OF BEGINNING, SAID LANDS LYING IN THE CITY OF BOYNTON BEACH.PALM BEACH COUNTY,FLORIDA, CONTAINING 322,489 SQUARE FEET(7.40 ACRESI,MORE OR LESS. Exhibit "B" Phase II ESTIMATED PLEDGED PROJECT INCREMENT REVENUE CALCULATION WORKSHEET Value of the Project prior to Redevelopment(BASE YEAR) 2011 PCN 08-43-46-04-17-000-0370 $ 165,000 PCN 08-43-46-04-11-000-0060 $ 30,000 TOTAL $ 195,000 Value of the Project after Redevelopment(146 units@ $85,000 each) $ 12,410,000 ($85,000 based on Las Ventanas assessed value) Project Increment $ 12,215,000 TIF Revenue=(95%of Project Increment X (City Millage+County Millage) City Millage Rate* 0.0071941 City TIF Contribution=95%of Project Increment X City Millage $ 83,482 County Millage Rate* 0.0047815 County Contribution=95%of Project Increment X County Millage $ 55,486 *Millage Rates are set annually by the City and County as part of their respective budget processes. Annual TIF Revenue created by Project $ 138,968 Incentive Award=Award Factor X TIF Revenue created by Project Award Factor 50% Total Estimated Pledged Project Increment Revenue to Developer(Annually) $ 69,484 Total Remaining with CRA $ 69,484 Years of Pledged Revenue $ 10 Estimated Total Pledged Project Increment Revenue Over Term $ 694,839 NOTES: The developer incentive award calculations are based on City and County millage rates that are adjusted annually and finalized by September 30th of each year. MaIIBIT "C" VENRCATM)NREPORT-HATIMM�BUL M+SsrA� edbbr oEdmkuic oMMa■r■4Addi0..wrllMd.aflYwr s.Ad.■Rmm*PL Tworoulaw WORM �L sswo,���� r _. A■rfllef r aYanatad r r �Mff■ A d■sa■ Msra■aw ff■rfbfrdfh■ Waeb� o+AQI r.8rb >f f fRlwisasff�ffMfedeaar sfMMswAfeMEa 4 4 fl A mamas■ e M PffMbdasfrrfdfdffalbrarm q■eefiu it 4 palfloombow (9♦Brae Mourd Masao 4 4 fMas.rra4 Af bn ■civeo dneir! 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And EL4,RT SURN COVE, LLC, a Delaware limited liability company, with a business address c/o Heitman Capital Management LLC, 191 North Wacker Drive, 25th Floor, Chicago, IL 60606 (hereinafter referred to as"Seabourn Cove"). RECITALS: WHEREAS, Gulfstream Gardens, LLC (the "Developer") and CRA initially negotiated a Direct Incentive Funding Agreement (the "Initial DIFA") for Seabourn Cove Apartments Phase I and Phase II, but thereafter agreed to separate the Initial DIFA into a separate DIFA for each Phase, and thereafter executed separate DIFA's on August 14,2012; and WHEREAS, the separate DIFA's mistakenly failed to split the Initial DIFA requirement for two (2)EV charging stations into one(1)for each Phase; and WHEREAS, Seaborne Cove has now acquired title to Scabourn Cove Apartments Phase I and Seabourn Cove Apartments Phase 10, and WHEREAS,the parties wish to amend each DIFA to correct such error; NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein contained and other good and valuable consideration,the receipt of which is hereby acknowledged, it is agreed herein between the parties as follows: Section 1. Recitals. The foregoing recitals are true and correct at the time of the execution of this First Amendment and are incorporated herein. Section 2. Amendment to Section 7.1.1 of the eement. Section 7.1.1 of the DIFA is amended to require only one(1)EV Charging Station. Section 3. No Other Amendments. Except ass forth above the Agreement shall remain unmodified and in full force and effect. IN WITNESS OF TIRE FOREGOING, the parties have set their hands and seals the day and year first above written. [SIGNATURES ON FOLLOWING PAGES] Page 1 of 3 VaTNESSES: HART SEA]BOURN COVE, LLC, a Delaware limited liability company By: Heitman America Real Estate Holding,L.P., PrintName- Mew--A4cmilLn- in its capacity as managing member By: Heitman America Real Estate Holding GP, LLC, umv-.4- its general partner Print Name: tLoj& A&&5- By: Heitman America Real Estate IT LLC, its managing member By: Heitman America Real Estate Trust,L.P., its managing member By: Heitman America Real Estate Trust, LLC, its partne J 'tsa By: Print Name: AIN v Title: S jL-10 STATE OF SS: COUNTY OF BEFORE ME, officer d au orized by law to administer oaths and take acknowledgments, personally appeared Z, f Z- as oclo &FAI . 4-- of Heitman America Real Estate Trust, LLC, the general partner of Heitman America Real Estate Trust, L.P., the managing member of Heitman America Real Estate REIT LLC, the managing member of Heitman America Real Estate Holding GP, LLC, the general partner of Heitman America Real Estate Holding, L.P, the managing member of HART SEABOURN COVE, LLC, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of HART SEURN COVE,LLC, for the use and purposes mentioned herein and that the instrument is the act and deed of HART SEABOURN COVE, LLC, He/she ispe s oall known to me or has produced as identification. IN WTI7NESS OF TTIE FO REG ING, I have set my hand and official seal at in the State and County aforesaid on this /5--davof X rL- 2016. My Commission Expires: PublKic "OFFiCIAL SEAL" J ' Uj r Jenniffer LEscobarete 'a L Notary Public.State of Illinois poy 13jig MY Cornmission Expires ,,n771m2n04e% Page 2 of 3 WITNESSES BOYNTON BEACH COMMUNITY REDE rL EN AGE By: 7 ;7.' 7 ame: Steven B. Grant,CRA Chalrrnan Name: STATE OF FLORIDA SS: COUNTY OF PALM BEACH BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared 94-ede-o 8. 6t-Ai0f as C kA C-4*1!nYiAAJ of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of BON BEACH COMMUNITY REDEVELOPMENT AGENCY, for the use and purposes mentioned herein and that the instrument is the act and deed of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she is personally known to me or has produced as identification. IN WITNESS OF TE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this 7 day of My Commission Expires: Notary Public, State of Florida at Large -00L 0 C? SUSAN E.KPIRI Notary Public-State o1 Floddl comadsSlorl&FF 24400 My Comm.Expirgs Oct V.2019 0m*dfta*KdWd*MAWL pilot% Page 3 of 3 Gulfstrearn Gardens/Seabourn.Cove Phase 11 FMT AMENDMENT TO DIRECT INCENTIVE FUNDING AGREEMENT -AThis is a first amendment (hereinafter "First Amendment") entered into as of the day of ML 2016,by and between: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes,(hereinafter referred to as"CRA"),with a business address of 710 North Federal Highway,Boynton Beach,Florida 33435, And HART SURN COVE, LLC, a Delaware limited liability company, with a business address c/o Heitman Capital Management LLC, 191 North Wacker Drive, 25th Floor, Chicago, IL 60606 (hereinafter referred to as"Seaboum Cove"). RECITALS: WHEREAS, Gulfstream Gardens, LLC (the "Developer") and CRA initially negotiated a Direct Incentive Funding Agreement (the "Initial DIFA") for Seaboum Cove Apartments Phase I and Phase 11, but thereafter agreed to separate the Initial DIFA into a separate DIFA for each Phase, and thereafter executed separate DTFA's on August 14, 2012;and WHEREAS, the separate DIFA's mistakenly failed to split the Initial DIFA requirement for two (2)EV charging stations into one(1) for each Phase; and WHEREAS, Seaborne Cove has now acquired title to Seaboum Cove Apartments Phase I and Seaboum Cove Apartments Phase 11, and WHEREAS,the parties wish to amend each DIFA to correct such error; NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein contained and other good and valuable consideration,the receipt of which is hereby acknowledged, it is agreed herein between the parties as follows: Section 1, Recitals. The foregoing recitals are true and correct at the time of the execution of this First Amendment and are incorporated herein. Section 2. Amendment to Section 7.1.1 of the Agreement. Section 7.1.1 of the D1FA is amended to require only one(1)EV Charging Station. Section 3. No Other Amendments. Except ass forth above the Agreement shall remain unmodified and in fall force and effect. IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first above written. [SIGNATURES ON FOLLOWING PAGES] Page I of 3 VaTNESSES: HART SEABOURN COVE, LLC, a Delaware limited liability company By: Heitman America Real Estate Holding,L-P., Print Name: Chiluo amilho in its capacity as managing member By: Heitman America Real Estate Holding GP, LLC, its general partner A N Rame *c By: Heitman America Real Estate REIT LLC, its managing member By: Heitman America Real Estate Trust,L.P., its managing member By: Heitman America Real Estate Trust, LLC, its q q partner By: PrinAtName: r Title: Z)-r STATE OF COUNTY OF SS: BEFORE ME, an officer duly authoped by law to adinmister oaths and take acknowledgments, personally appeared , /in �vpvg..4- as " ter via- loxvroAt- of Heitman Ameri6a Real Estate Trust, LLC, the general partner of Heitman America Real Estate Trust, L.P., the managing member of Heitman America Real Estate REIT LLC, the managing member of Heitman America Real Estate Holding GP, LLC, the general partner of Heitman America Real Estate Holding, L. the managing member of HART SEA BOUNC OVE, LLC, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of HART SEABOURN COVE, LLC, for the use and purposes mentioned herein and that the instrument is the act and deed of HART SURN COVE, LLC, He/she is personally-kumm to me or has produced as identification. IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this_]gray of 2016. My Commission Expires: N7 11�Pubilc OFFICIAL SEAL" J re Jennifer-Escobarete Notary Public, State of Illinois :5C V Commist;ion jr s 1 019 L.M1Y Commission Expires 1427t2aIg Page 2 of 3 WITNESSES BOYNTON BEACH COMMUNITY REDEVELOP7T.: C By: P ame: t e teven B.Grant, CRA C irman Print Name: L STATE OF FLORIDA SS: COUNTY OF PALM BEACH BEFORE MEE, an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared Scted g4A 8. Gr*,o+ as C.ILA aj&j:r-!M AcO of BO ON BEACH COMMUNITY REDEVELOPMENT AGENCY, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of BO ON BEACH COMMUNITY REDEVELOPMENT AGENCY, for the use and purposes mentioned herein and that the instrument is the act and deed of BO ON BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she is personay known to me or has produced as identification. IN WnNESS OF T FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this day o 2016. My Commission Expires: Not Public, State of Florida at Large Ski 11 E.HARRIS NftV Public-Stab al Florida Coffafflosim#FF 244020 My Comm.Exorn Oct 17.2019 Bonded dnup 110ong Wary Assn. Page 3 of 3 ASSIGNMENT AND ASSUMPTION OF DIRECT INCENTIVE FUNDIN AGREEMENT This ASSIGNMENT AND ASSUMPTION OF DIRECT INCENTIVE FUNDING AGREEMENT (this "Assignment") is made effective as of the_L)j4'� day of January, 2021 (the "Effective Date"), between HART SEABOURN COVE, LLC, a Delaware limited liability company("Assignor"),and SEABOURN COVE HOLDINGS LLC,a Delaware limited liability company("Assignee?'). RECITALS WHEREAS, Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Chapter 163,Part III of the Florida Statutes("CRA"),and Gulfstream Gardens Phase 11, LLC, a Florida limited liability company ("Gulfstream"), Assignor's predecessor-in- interest, entered into that certain Direct Incentive Funding Agreement dated August 14, 2012 for "Gulfstream Gardens/Seabourn Cove Phase 11", as amended by that certain First Amendment to Direct Incentive Funding Agreement dated April 15, 2016 (the "DIFA") with respect to the property described on Exhibit A attached hereto and Exhibit A attached to the DIFA (the "Property"); WHEREAS, Gulfstream assigned its interest in the DIFA to Assignor pursuant to that certain Assignment and Assumption of Direct Incentive Funding Agreement dated August 1,2013 by Gulfstream for the benefit of Assignor(the"First Assignment"); WHEREAS, Assignor agreed to sell the Property to Assignee pursuant to that certain Agreement of Purchase and Sale by and between Assignor and Assignee's predecessor-in-interest, Seabourn PT Investor LLC, a Delaware limited liability company, dated December 23, 2020 (as assigned,the"PSA"); and WHEREAS, pursuant to the PSA,Assignor has a duty to assign the DIFA to Assignee. NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein contained and other good and valuable consideration, the receipt of which is hereby acknowledged, it is agreed herein between the parties as follows: I. RECITALS; DEFINED TERMS. The recitals to this Assignment are hereby incorporated into the body of this Assigmuent as if restated herein. All capitalized terms used herein and not otherwise defined herein shall have the same meanings as are ascribed to such terms in the DIFA. 2. ASSIGNMENT. Pursuant to Section 9.2 of the DIFA, as the Property is at Substantial Completion, Assignor hereby sells, transfers, conveys, assigns and sets over to Assignee all of its right title and interest in the DIFA, except that Assignor retains the right to receive payments under the DIFA relating to calendar year 2020. Assignor represents, warrants and covenants with Assignee that at the time of delivery of this Assignment,the DIFA is free from all encumbrances made by Assignor, and Assignor will warrant and defend the same against the 116452230 US—Active\1 1645223OW-4 claims and demands of all persons claiming by,through or under Assignor,but against none other. Except for this special warranty of title,the DIFA is assigned"as-is"and Assignor makes no other warranty with respect thereto. Assignor agrees to indemnify, protect, defend and hold Assignee harmless from and against all liabilities, obligations, actions, suits,proceedings or claims, and all costs and expenses (including, without limitation, reasonable attorneys' fees and costs) incurred in connection with the DIFA occurring or alleged to have occurred on or prior to the Effective Date. 3. ACCEPTANCE AND ASSUMPTION. Assignee hereby accepts the foregoing assignment of the DIFA as of the Effective Date and as of such date hereby assumes the performance of all the terms,covenants and conditions of the DIFA with respect to the period from and after the Effective Date. Assignee agrees to indemnify, protect, defend and hold Assignor harmless from and against all liabilities, obligations, actions, suits,proceedings or claims, and all costs and expenses (including, without limitation, reasonable attorneys' fees and costs) incurred in connection with the DIFA occurring or alleged to have occurred after the date hereof. 4. COUNT ,�� _�ARTS. This Assignment may be executed in any number of counterparts and by each of the undersigned on separate counterparts, and each such counterpart shall be deemed to be an original, but all such counterparts put together shall constitute but one and the same Assignment. Signatures sent by PDF or DocuSign or similar electronic means shall be effective and binding on the parties hereto. [Remainder of page intentionally left blank; signatures follow] US—Active\1 1645223OXV-4 IN WITNESS WHEREOF, the parties hereto have executed this Assignment as of the Effective Date. ASSIGNOR: By: HART SEABOURN COVE, LLC, a Delaware limited liability comp tt1y., By: Name:Helen Garrah Its: Senior Vice President [Assignee signature page follows] 116452230 ASSIGNEE: SEA13OURLN COVE HOLDINGS LLC., a Delaware limited liability Company By: Dermot Seabourn, LLC, a Delaware limited liability coiApany, its managing member fit By: Name: Its: _-e [Signature Pa- —DIFAAssigriment(11)] Z:� EX IT A-THE PROPERTY PHASE 11 PARCEL l: Lots 37, 38 and 58, of AMENDED PLAT OF TRADE WINDS ESTATES, according to the Plat thereof, recorded in Plat Book 21,Page 73,of the Public Records of Palm Beach County,Florida, LESS that portion deeded to the State of Florida by instrument recorded in Official Records Book 104,Page 35,of the Public Records of Palm Beach County, Florida. PARCEL 2: That part of Lot 59,AMENDED PLAT OF TRADE WINDS ESTATES,a subdivision, according to the Plat thereof,recorded in Plat Book 21,Page 73,of the Public Records of Palm Beach County, Florida; lying West of the right-of-way of State Road 5 (U.S.Highway No. 1)as conveyed to Palm Beach County,by a Deed recorded in Official Records Book 124,Page 638,of the Public Records of Palm Beach County,Florida. PARCEL 3: Lot 15, KILLIAN'S PARK, a subdivision according to the Plat thereof, as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. LESS AND EXCEPT a parcel of land in Lot 15,KILLIAN'S PARK,according to the Plat thereof, recorded in Plat Book 23, Page 195, Palm Beach County, Florida, Public Records, more particularly described as follows: From the Southeast comer of said Lot 15,run Westerly along the South line of said Lot 15 for 3.0 feet to a point on the arc of a curve concave to the Westerly and having a radius of 11,409.2 feet; thence run in a Northerly direction along the arc of said curve for 198.15 feet to a point on the North line of said Lot 15; thence run Easterly along said North line for 8.87 feet to the Northeast comer of said Lot 15; thence run Southerly along the East line of said Lot 15 for 200 feet to the Southeast comer of said lot. PARCEL 4: All of Lot 6 and the West 1/2 of Lot 7, of KILLIAN'S PARK, according to the Plat thereof, as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. PARCEL 5: The East half of Lot 7 and all of Lot 8, of KILLIAN'S PARK, according to the Plat thereof, as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. PARCEL 6: 116452230 US—Active\1 16452230\V-4 Lot 12 and the West 1/2 of Lot 13,of KILLIAN'S PARK,according to the Plat thereof,as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. P CEL 7: The East 1/2 of Lot 13, and all of Lot 14, of KILLIAN'S PARK, according to the Plat thereof, as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. PARCEL 8: The West 1/2 of Lot 17,all of Lot 18,and the East 1/2 of Lot 19,of KILLIAN'S PARK,according to the Plat thereof, as recorded in Plat Book 23, Page 195, of the Public Records of Palm Beach County,Florida. PARCEL 9: The East 1/2 of Lot 10 and all of Lot 11, of KILLIAN'S PARK, according to the Plat thereof, as recorded In Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. PARCEL 10: Lot 16 and the East 1/2 of Lot 17,of KILLIAN'S PARK,according to the Plat thereof,as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. PARCEL 11: The West 1/2 of Lot 19 and Lots 20 through 29,inclusive,of KILLIAN'S PARK,according to the Plat thereof, as recorded in Plat Book 23,Page 195,of the Public Records of Palm Beach County, Florida. PARCEL 12: Lot 9 and the West 1/2 of Lot 10, KILLIAN'S PARK,A SUBDIVISION OF LOTS 36, 36-A, 60 AND 61, AMENDED PLAT OF TRADE WINDS ESTATES in Section 4, Township 46 South, Range 43 East, recorded in Plat Book 21, Page 73, of the Public Records of Palm Beach County, Florida,according to the Plat thereof,as recorded in Plat Book 23,Page 195,of the Public Records of Palm Beach County, Florida. Also known as: Lot 9 and the West 1/2 of Lot 10, KILLIAN'S PARK, according to the Plat thereof, as recorded in Plat Book 23,Page 195,of the Public Records of Palm Beach County,Florida. PARCEL 13: That portion of Miller Road, as vacated and abandoned by ordinance No. 06-007, as recorded in Official Records Book 19827, Page 1793, of the Public Records of Palm Beach County, Florida, being more particularly described as follows: US Active\116452230\V-4 A portion of the Right-of-Way of Miller Road, as shown on the Plat of KILLIAN'S PARK, according to the Plat thereof,as recorded in Plat Book 23,Page 195,of the Public Records of Palm Beach County, Florida, described as follows: BEGINNING at the Southwest comer of Lot 6 of said KILLIAN'S PARK; thence East along the North Right-of Way line of said Miller Road, a distance of 450.00 feet; thence South 08'33'15" West along the East Right-of Way line of Miller Road,a distance of 30.34 feet;thence West along the South Right-of-Way line of Miller Road,a distance of 445.49 feet;thence North, a distance of 30.00 feet,to the Point of Beginning. Parcel Nos: 08-43-46-04-11-000-0060 US—Active\1 16452230\V-4 Prepared by: Dentons US LLP 233 South Wacker Drive Suite 5900 Chicago, Illinois 60606-6361 After Recording Return to: The Dermot Company, LP 729 Seventh Avenue, 15th Floor New York,New York 10019 Attn: Drew Spitler Parcel ID No(s): 08-43-46-04-37-000-0000 08-43-46-04-11-000-0060 SPEC WARRANTY DEED THIS SPECIAL WARRANTY DEED, made as of the 29th day of January, 2021 by and between HART SEADOURN COVE, LLC, a Delaware limited liability company, party of the first part, having an address of 191 North Wacker Drive, Suite 2500, Chicago, Illinois 60606, and SEABOURN COVE HOLDINGS LLC, a Delaware limited liability company, party of the second part, having an address of 729 Seventh Avenue, 15th Floor, New York, New York 10019, WITNESSETH, that the party of the first part, for and in consideration of the sum of Ten and No/100 Dollars in hand paid by the party of the second part, the receipt whereof is hereby acknowledged, by these presents does GRANT, BARGAIN, SELL, REMISE, RELEASE AND CONVEY to the party of the second part, and to its heirs and assigns, FOREVER, the following described real estate, situated in the County of Palm Beach and State of Florida known and described as follows, to wit: See Exhibit"A" attached hereto and made a part hereof. Together with all of the party of the first part's right, title and interest in the improvements,hereditaments,easements and appurtenances thereunto belonging, or in any way appertaining,and the reversion and reversions,remainder and remainders,rents,issues and profits thereof, and all the estate, right, title, interest, claim or demand whatsoever, either in law or equity, of, in and to the above described premises, with the improvements, US-Active\1 1643091 8\V-3 hereditaments, easements and appurtenances (collectively, the "Property"): TO HAVE AND TO HOLD the Property with the appurtenances,unto the party of the second part, its successors,heirs and assigns in fee simple forever. And the party of the first part, for itself, and its successors, does covenant,promise and agree, to and with the party of the second part, its heirs and assigns,that it is lawfully seized of said Property in fee simple, that it has good right and lawful authority to sell and convey the Property,that it has not done or suffered to be done, anything whereby the said premises hereby granted are, or may be, in any manner encumbered or charged, except as provided on Exhibit B, without serving to reimpose same, and WILL WARRANT AND DEFEND against all persons lawfully claiming or to claim the same, by through or under it, subject to the matters described on Exhibit B, without serving to reimpose same, and not otherwise. Addresses of real estate: 3480 Old Dixie Highway and 3501 North Federal Highway, Boynton Beach,Palm Beach County,Florida 116430918 IN WITNESS WHEREOF, said party of the first part has executed this Special Warranty Deed as of the date first above written. By: HART SEABOURN COVE, LLC, Witness: a Delaware limited liability company By: Print Name: ' — r Witness. By: Name:Helen Garrahy By: Its: Senior Vice President Print Name: STA OF ILLINOIS ) ) SS. COUNTY OF COOK � I, the undersigned, a Notary Public in and for the County and State aforesaid, DO HEREBY CERTIFY, that the above named Senior Vice President of HART Seabourn Cove, LLC, personally known to me to be the same person whose name is acknowledged d subscribed to the foregoing instrument as such Senior Vice President,appeared before nye this day in person and acknowledged that she signed and delivered the said instrument as her own free and voluntary act and as the free and voluntary act of said limited liability company. Given under my hand and Notary Seal,this day of January, 2021. t tarOublic JENNIFER ESQ ARETE OFFICIAL SEAL Not Public-State of Illinois My Commission Expires Feb 11,2023 116430918 EXMBIT A LEGAL DESCRIPTION Parcel A: All that Plat of GULFSTREAM GARDENS, according to the Map or Plat thereof as recorded in Plat Book 107,Pages 175 and 176, of the Public Records of Palm Beach County,Florida. Parcel Nos: 08-43-46-04-37-000-0000 Parcel B: PARCEL 1: Lots 37, 38 and 58, of AMENDED PLAT OF TRADE WINDS ESTATES, according to the Plat thereof,recorded in Plat Book 21,Page 73, of the Public Records of Palm Beach County, Florida, LESS that portion deeded to the State of Florida by instrument recorded in Official Records Book 104, Page 35,of the Public Records of Palm Beach County,Florida. PARCEL 2: That part of Lot 59,AMENDED PLAT OF TRADE WINDS ESTATES, a subdivision, according to the Plat thereof,recorded in Plat Book 21,Page 73,of the Public Records of Palm Beach County, Florida;lying West of the right-of-way of State Road 5 (U.S.Highway No. 1)as conveyed to Palm Beach County,by a Deed recorded in Official Records Book 124,Page 638,of the Public Records of Palm Beach County,Florida. PARCEL 3: Lot 15,KILLIAN'S PARK, a subdivision according to the Plat thereof, as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. LESS AND EXCEPT a parcel of land in Lot 15,KILLIAN'S PARK,according to the Plat thereof, recorded in Plat Book 23, Page 195, Palm Beach County, Florida, Public Records, more particularly described as follows: From the Southeast comer of said Lot 15, run Westerly along the South line of said Lot 15 for 3.0 feet to a point on the arc of a curve concave to the Westerly and having a radius of 11,409.2 feet; thence run in a Northerly direction along the arc of said curve for 198.15 feet to a point on the North line of said Lot 15; thence run Easterly along said North line for 8.87 feet to the Northeast comer of said Lot 15; thence run Southerly along the East line of said Lot 15 for 200 feet to the Southeast comer of said lot. 116430918 PARCEL 4: All of Lot 6 and the West 1/2 of Lot 7, of ILLIAN'S PARK, according to the Plat thereof, as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. PARCEL 5: The East half of Lot 7 and all of Lot 8, of ILLIAN'S PARK, according to the Plat thereof, as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. PARCEL 6: Lot 12 and the West 1/2 of Lot 13,of KILLIAN'S PARK,according to the Plat thereof,as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County, Florida. PARCEL 7: The East 1/2 of Lot 13, and all of Lot 14, of ILLIAN'S PARK, according to the Plat thereof, as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. PARCEL 8: The West 1/2 of Lot 17,all of Lot 18,and the East 1/2 of Lot 19,of KILLIAN'S PARK,according to the Plat thereof, as recorded in Plat Book 23, Page 195, of the Public Records of Palm Beach County, Florida. PARCEL 9: The East 1/2 of Lot 10 and all of Lot 11, of KILLIAN'S PARK, according to the Plat thereof, as recorded In Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. PARCEL 10: Lot 16 and the East 1/2 of Lot 17,ofKILLIAN'S PARK,according to the Plat thereof,as recorded in Plat Book 23,Page 195,of the Public Records of Palm Beach County,Florida. PARCEL 11: The West 1/2 of Lot 19 and Lots 20 through 29,inclusive,of KILLIAN'S PARK,according to the Plat thereof, as recorded in Plat Book 23,Page 195,of the Public Records of Palm Beach County, Florida. PARCEL 12: Lot 9 and the West 1/2 of Lot 10, KILLIAN'S PARK, A SUBDIVISION OF LOTS 36, 36-A, 60 AND 61, AMENDED PLAT OF TRADE WINDS ESTATES in Section 4, Township 46 South, Range 43 East, recorded in Plat Book 21, Page 73, of the Public Records of Palm Beach County, 116430918 Florida,according to the Plat thereof,as recorded in Plat Book 23,Page 195,of the Public Records of Palm Beach County, Florida. Also known as: Lot 9 and the West 1/2 of Lot 10, KILLIAN'S PARK, according to the Plat thereof, as recorded in Plat Book 23,Page 195, of the Public Records of Palm Beach County,Florida. PARCEL 13: That portion of Miller Road, as vacated and abandoned by ordinance No. 06-007, as recorded in Official Records Book 19827, Page 1793, of the Public Records of Palm Beach County, Florida, being more particularly described as follows: A portion of the Right-of-Way of Miller Road, as shown on the Plat of KILLIAN'S PARK, according to the Plat thereof,as recorded in Plat Book 23,Page 195,of the Public Records of Palm Beach County, Florida, described as follows: BEGINNING at the Southwest comer of Lot 6 of said KILLIAN'S PARK; thence East along the North Right-of Way line of said Miller Road, a distance of 450.00 feet; thence South 08'33'15" West along the East Right-of Way line of Miller Road,a distance of 30.34 feet;thence West along the South Right-of-Way line of Miller Road, a distance of 445.49 feet;thence North, a distance of 30.00 feet,to the Point of Beginning. Parcel Nos: 08-43-46-04-11-000-0060 116430918 EXHIBIT B PERMITTED EXCEPTIONS I All general real property taxes and assessments for the year 2021 and subsequent years,which are not due and payable. 2. Rights of tenants in possession as of the date hereof,as tenants only,under the terms of unrecorded leases,with no right of refusal,right of first offer,option to purchase all or any part of the property or interests therein or other similar right. 3. Zoning and other regulatory laws and ordinances affecting the Property. 4. Matters which would be disclosed by a current and accurate survey of the Property. 5. Covenants, conditions, restrictions, encumbrances, easements, rights of way, limitations and other matters of record that were recorded in the applicable public records of the county in which the Property is located prior to the date of the deed to which this Exhibit B is attached, to the extent and only to the extent that same are valid and subsisting and affect the Property as of the date hereof. 116430918 The City of Boynton Beach DEVELOPMENT DEPARTMENT BUILDING DIVISON 100 E. Boynton Beach Boulevard P.O. Box 310 Boynton Beach, Florida 33425-0310 TEL: 561-742-6350 a FAX: 561-7426357 • www.boynton-beach.org April 27, 2022 Thuy Shutt Executive Director Boynton Beach CRA 100 E ocean Ave Boynton Beach, Florida 33435 Ref: Seabourn Cove (Phase I & II) Re : Systems Audit 2021 Dear Ms . Shutt I have received the audit report and letter of certification prepared by Drew Smith from Two Trails for the above referenced project . Based on the information contained within the report and the findings from Mr. Smith the project is in compliance with section 5 . 3 of the August 14th, 2012 Direct Incentive Funding (DIF) Agreement . If you have any questions or concerns please contact me in the Building Division at 561 . 742 . 6376 . Thank you. Sincerely, John Kuntzman, CBO, PX, BN, CFM, Building Official /Flood Plain Manager Cc: Adam Temple, Director of Development S:ADevelopment\BUILDING\Mack, Andrew\Correspondance\Seabourne Cove Systems Audit 040616.doc $ors tairaab(�Bu%(cr(ng COlYaCr(tarets ii �\4 To whom it may concern, Two Trails has conducted the yearly random audit for 2022 year.Our findings show that all units on the targeted matrix list are currently in compliance of the National Green Building Standard (NGBS) Certification. Based on the information and testing,the Seabourn Cove units are realizing approximately a 30%energy use reduction and approximately a 50%water use reduction over a standard code-built unit of its type. If you have any questions in regard to the attached results,please feel free to contact our office. Thank you, Drew Smith COO Florida Building Commissioner-Green Building FloridaFGBC Certifying Agent WraterStar Inspector too General Conty as too CGt'O2488 b Horne Inspector d769 94L776.8680 www.twotralls.com Aq V 4/27/22 John Kuntzman— Building Official / City Engineer City of Boynton Beach Public Works 100 Boynton Beach Boulevard Boynton Beach, Florida 33435 RE: Completed NGBS Certification Audit— Seabourn Cove Dear Mr. Kuntzman, Attached is the completed NGBS Certification audit for Seabourn Cove's Phase I and 11. The audit and certification was performed by Two Trails Green Consulting of Sarasota, Florida. I will also drop off a hard copy at your office. Should you need additional information or have any questions, please do not hesitate to contact me. 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GANNOlit Anne M.Gannon Constitutional Tax Collector CONSTITUTIONAL TAX COLLECTOR Serving Palm Beach County Serving Pahn Fleach Counky P.O.Box 3353 0 Serving you, West Palm Beach,FL 33402-3353 .............................................................. Items Ibtal ---------------- Checkout C t i 0 n d 0 View ............................................................... _.,m _. ----------------------------------------- Property Control Number Property Type Status 08-43-46-04-37-000-0000 Real Property Active Mailing Address: Property Address: SEABOURN COVE HOLDINGS LLC 3501 N FEDERAL HWY 729 7TH AVE FL 15 BOYNTON BEACH FL 33483 NEW YORK, NY 10019-6888 Geo CD: Deed Number: 0 Legal Description GULFSTREAM GARDENS ALL OF PL ------------------------------------------------------------------------------ Ad Valorem Gross Tax Credit Net Tax Savings CITY OF BOYNTON BEACH $596,018.52 $0.00 $596,018.52 $0.00 COUNTY $363,722.38 $0.00 $363,722.38 $0.00 SO FLA WATER MANAGEMENT DIST $19,429.15 $0.00 $19,429.15 $0.00 SCHOOL $528,696.50 $0.00 $528,696.50 $0.00 CHILDRENS SERVICES COUNCIL $47,084.71 $0.00 $47,084.71 $0.00 F.I.N.D. $2,417.31 $0.00 $2,417.31 $0.00 PBC HEALTH CARE DISTRICT $54,850.32 $0.00 $54,850.32 $0.00 Sub Total $1,612,218.89 $0.00 $1,612,218.89 $0.00 Non Ad Valorem Gross Tax Credit Net Tax Savings SOLID WASTE AUTHORITY OF PBC $30,910.19 $0.00 $30,910.19 $0.00 BOYNTON BEACH FIRE RESCUE ASSESSMENT $38,864.82 $0.00 $38,864.82 $0.00 Sub Total $69,775.01 $0.00 $69,775.01 $0.00 Total Tax $1,681,993.90 $0.00 $1,681,993.90 $0.00 .............................................................. Period Bill Number Due Date Bill Year Tax Discount Penalty/Fee Interest Total Due INST 1 101364971 3/31/2022 2021 $0.00 $0.00 $0.00 $0.00 $0.00 Total Due: $0.00 $0.00 $0.00 $0.00 $0.00 .............................................................. Tax Certificates Payments made between 5/31 - 6/7 of any year indicates the purchase of a Tax Certificate for delinquent taxes. Tax Certificate purchase(s) ARE NOT a payment of taxes. "Paid By"information displays the name of the Tax Certificate purchaser. If a bill number begins with a year (i.e. 2020-001234), a Tax Certificate was sold fordelinquent ;property taxes. The amount due is shown above in the"Tax Installment"section under the Total Due column. ** This Icon A indicates delinquent taxes and the tax bill cannot be paid on-line at this time. It may also indicate a recent TDA where additional fees are required. Contact our office at 561-355-2264 or email ClientAdvocate@pbctax.com for additional details. https://pbctax.manatron.com/Tabs/PropertyTax/AccountDetail/BillDetail.aspx?p=08-43-46-04-37-000-0000&a=1158845&b=101364971&y=2021&t=236... 1/2 22/06/2022,09:46 Bill Detail Bill Bill Receipt Amount Paid Last Paid Paid By Year Number Number 2021 101364971 U22.62859 $1,614,714.14 11/12/2021 RIVERGATE KW MANAGEMENT LLC AAF https://pbctax.manatron.com/Tabs/PropertyTax/AccountDetail/BillDetail.aspx?p=08-43-46-04-37-000-0000&a=1158845&b=101364971&y=2021&t=236... 2/2 22/06/2022,09:48 Bill Detail ANNE M. GANNOlit Anne M.Gannon Constitutional Tax Collector CONSTITUTIONAL TAX COLLECTOR Serving Palm Beach County Serving Pahn Fleach Counky P.O.Box 3353 0 Serving you, West Palm Beach,FL 33402-3353 .............................................................. Items Ibtal ---------------- Checkout C t i 0 n d 0 View ............................................................... _.,m _. ----------------------------------------- Property Control Number Property Type Status 08-43-46-04-11-000-0060 Real Property Active Mailing Address: Property Address: SEABOURN COVE HOLDINGS LLC 3480 OLD DIXIE HWY 729 7TH AVE FL 15 BOYNTON BEACH FL 33483 NEW YORK, NY 10019-6888 Geo CD: Deed Number: 0 Legal Description KILLIANS PARK LTS 6 THRU 14, LT 15 (LESS ELY 8.87 FT SR 5 R/W), LTS 16 THRU 29 &30 FT ABND PT OF MILLER RD LYG S OF&AD3 TO LTS 6 THRU 14 IN OR19827P1793 &TRADE WINDS ESTS AMND PL PB21P73 LTS 37, 38, LT 58 (LESS ELY .90 FT SR 5 R/W) < 59 (LESS ELY 3 FT SR 5 R/W) .............................................................. ----------------------------------- Ad Valorem Gross Tax Credit Net Tax Savings CITY OF BOYNTON BEACH $252,328.05 $0.00 $252,328.05 $0.00 COUNTY $153,984.07 $0.00 $153,984.07 $0.00 SO FLA WATER MANAGEMENT DIST $8,225.45 $0.00 $8,225.45 $0.00 SCHOOL $248,090.26 $0.00 $248,090.26 $0.00 CHILDRENS SERVICES COUNCIL $19,933.60 $0.00 $19,933.60 $0.00 F.I.N.D. $1,023.38 $0.00 $1,023.38 $0.00 PBC HEALTH CARE DISTRICT $23,221.22 $0.00 $23,221.22 $0.00 Sub Total $706,806.03 $0.00 $706f806.03 $0.00 Non Ad Valorem Gross Tax Credit Net Tax Savings SOLID WASTE AUTHORITY OF PEC $14,852.68 $0.00 $14,852.68 $0.00 BOYNTON BEACH FIRE RESCUE ASSESSMENT $18,601.80 $0.00 $18,601.80 $0.00 Sub Total $33,454.48 $0.00 $33,454.48 $0.00 Total Tax $740,260.51 $0.00 $740,260.51 $0.00 .............................................................. ----------------------------------------------------------------------------- Period Bill Number Due Date Bill Year Tax Discount Penalty/Fee Interest Total Due INST 1 101364321 3/31/2022 2021 $0.00 $0.00 $0.00 $0.00 $0.00 .............. Total Due: $0.00 $0.00 $0.00 $0.00 $0.00 ------------------ -------------------------------------------------------- Tax Certificates Payments made between 5/31 - 6/7 of any year indicates the purchase of a Tax Certificate for delinquent taxes. Tax Certificate purchase(s) ARE NOT a payment of taxes. "Paid By"information displays the name of the Tax Certificate purchaser. If a bill number begins with a year (i.e. 2020-001234), a Tax Certificate was sold fordelinquent ! ;property axes. The amount due is shown above in the"Tax Installment"section under the Total Due -- - column. ** This Icon A indicates delinquent taxes and the tax bill cannot be paid on-line at this time. It may also indicate a recent TDA where additional fees are required. Contact our office at 561-355-2264 or email ClientAdvocate@pbctax.com for additional details. https://pbctax.manatron.com/Tabs/PropertyTax/AccountDetail/Bill Detail.aspx?p=08-43-46-04-11-000-0060&a=1158406&b=101364321&y=2021&t=236... 1/2 22/06/2022,09:48 Bill Detail Bill Bill Receipt Amount Paid Last Paid Paid By Year Number Number 2021 101364321 U22.62875 $710,650.10 11/12/2021'RIVERGATE KW MANAGEMENT LLC AAF https://pbctax.manatron.com/Tabs/PropertyTax/AccountDetail/BillDetail.aspx?p=08-43-46-04-11-000-0060&a=1158406&b=101364321&y=2021&t=236... 2/2 a� cu m a� 0 U E D O CD N (6 N N (n .U) E Q O O � o � Q o Cl) O U Q 4- U 0 0 N CF) LLL j 0 N � U N 0 N N o N 0 m U U } (n v v v v N LO 0 0 0 0 O lepOp N I- 0) o O 0) O LLL r O O O O O O O co M — CO O O O 0) T — O O O O O O O O O co co 0) I- LO co co N N O Ln Lf O O r r O 04 '9T M r L() Ln (n IL LO T CO N N N O ---t O N I- M M 019T LO T O r LO le Lo O M co N T T cl Ln N O r— ~ Ncc 6 _ O N (6 m Ef) EA EA EA EA EA EA EA EA N Ef) � EA � N � N W cy O c 0 W N Q cu a) a O O (6 U) °? m a m Q m >, > cFe x _ W H > 0 U 0 x 0: .-. O N N � U V) �e cLU Cl) cn Q � N = L cy Qm 2 O II T fi li 5 E � � u W 0 N cn m > H x O cu U >N cud c -0 EE 0 J H a � � cn Q c o 00 V �� X CY) U O cu 0 N 0- 0 Z V N M X X c cru > v >d/oj J N d W O C �• p N U O '0 0 Ua Z a� ami U v D Q X L) " cu 3 0 � c o _ _ _ LU "- � �. � M S E C >E CL cu E E (D aUi a� a1) � E o Q U ^o o o 0 � z > 0 VLL L + L) 0, �.t > — O y 0 " Q E d C O (D0 o 0 0 0 o (D o —_ c� o o cu � T N M qT O O O O O O N N o cu i ++ .> o- N (5 EE 0 0 0 0 0 0 O O Ln Ll V O C C (6 in N >p LT T T T O L cu � T mo 6-0 0 0 0 0 0 0 N d II II N C E 0 O m O 'C O O O O O 0C: — U cu V U N y U 02 cu 0N M M M M M o LY cu - cn Q N c�6 0 U N N N A 0 00000 d0 r 0) -0 N a� Mn 0 YMcu > d 0 — QU .Cc E a) "C N O UN d Co Co Co Co Co cn O L O U yQa� (/ u C yyy...LLLJJJ O Oo Oo Oo Oo Oo O ++ > G C C N _ > a O O 0 (p U U O 0 0 0 0 0 0 N 0 N �� � Ocu �� � � N O 7 Z Z Z Z Z 7 '� U U O cu C i cc O U U C N cu ++ — cu a > aaaaa > a Q � Q F- F c°) "' q e \ \ § \ / ) / e < \ \ \ / o Cl) e & 2 .0 a_ * ) \ c \ 0 \ \ R e O o G Cl) ♦ ♦ ♦ ♦ z CY) LO o 0 o I R , / 0 ¥ ¥ o \ R o o o I- � I- CN p CID CID 9 � 2 R g 2 2 \ % 0 7 ` \ \ \ m � � q 9 z o CID Cl) q ■ % e LV), 60,16M. m m m S mm m = Cl) � \ « k0 ° LU 2 0 ® 3 2 2 / @ \ z R ° / § LU « / CIL CE ® \_ a W D @ E / C / t LL E @ @ c LU � p 2 — 0 p 0 \ 2 z _ > / R \ � ƒ g W 2 % o > m ƒ — m � \ w w w 00 LU CE g o 2 0 0 2 C / D Z w q w k / / R j 2 0 @ m u 2 2 0 LU 9 2 ® @ U @ e / 0 w � } 2 2 j Cl) q 2 x o O @ @ Lu z / [ 2 2 � / \ LU cnCDL cu E k p E � / / p \ o LU ƒ J / �_ 0- x \ 0 ( � / / £ o / � 2 ± I- q @ -Fu J '0 > a 2 0 o J 'p \ p @ LL � @ / O D 0 0 11CY) E 7 2 J / LU .§ 0 0 k y E @ O cu @ Q @ \ 049 / k 2 (1) R f 2 £ \ 04 .(Dk k k k % f JLU 0 LO / \ % i E C Cl) > 2 2 q 0 $ $ 7 % § ® \ % J @ J § 3 / CO CO / ° � ® 0 cu 0 k ± f / § ® 7 � k / / y a > 3 / 2 / 7 L % 2 / / _ 2 ± j o R / / / k k k g 0 a Q U a o 2 E 0 2 0 2 « w w ¥ @ a..s;�s, i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: July 12, 2022 NEW BUSINESS AGENDAITEM: 14.A. SUBJECT: Consideration and Discussion of Fiscal Year 2022-2023 Project Fund Budget SUMMARY: The Boynton Beach CRA is a quasi-governmental, Special District operating under Title XI, Chapter 163, Part I I I of the Florida Statutes. The agency's annual financial operations run on a fiscal calendar beginning on October 1st and ending on September 30th of each year. The C RA does not obtain its revenue from charging an additional tax. The CRA receives its annual funding based on a percentage share of the existing ad-valorem property taxes paid to the City of Boynton Beach and Palm Beach County. The CRA's annual budget is comprised of three accounting funds: 1. The General Fund which contains the administrative, general operation, insurances, property maintenance and CRA/CRAAB and marina related items; 2. The Debt Service Fund which contains the CRA's financial debt obligations and encumbrances such as bond repayments and developer's tax increment funding agreements; and, 3. The Project Fund which contains all of the capital projects, development projects or initiatives, property acquisitions, local business grant programs or promotional events, as well as eligible innovative policing activities such as the Neighborhood Officer Program. At this first CRA budget meeting, the Board's FY 2022-2023 Project Fund budget allocation discussion will assist in identifying the priority projects for the upcoming fiscal year as well as deciding what funding amounts to provide to each proposed Project (see Attachment 1). The Project Fund and overall budget breakdown will identify bond debt obligations, existing tax increment revenue funding agreements obligations and available funding for priority projects, programs or funding requests such as but not limited to the Neighborhood Officer Police Program, District Improvement Projects, Business Development and Promotional Events and Marketing. The CRA's FY 2022-2023 Budget discussion will occur again at the CRA Advisory Board (CRAAB) meetings being held on August 4th and September 1st as well as the CRA Board's August 9th and September 13th meetings. Final approval and adoption of the CRA's annual budget for Fiscal Year 2022-2023 by the Boynton Beach City Commission is anticipated to occur at their September 20, 2022 meeting. FISCAL IMPACT: To be determined based on Board discussion and action. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: To be determined by CRA Board based on discussion and direction. ATTACHMENTS: Description D Attachment I - Fiscal Year 2022-2023 Draft Project Fund Budget Worksheets - REVISED (14 (h 1- LO M M a N (h (h 00 L() O N (O •E Q. 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Personnel Officer Salary&Incentive(Paramore) 1 107,945 107,945 Salary,Education Incentive Officer Benefits-Pension 1 45,081 45,081 Pension Officer Benefits 1 18,200 18,200 Healthcare,Dental,Vision,FICA Officer Salary&Incentive(]Rivera) 1 88,780 88,780 Salary,Education Incentive Officer Benefits-Pension 1 37,076 37,076 Pension Officer Benefits 1 16,721 16,721 Healthcare,Dental,Vision,FICA Officer Salary&Incentive 1 62,659 62,659 Salary,Education Incentive(AVG) Officer Benefits-Pension 1 18,840 18,840 Pension(AVG) Officer Benefits 1 15,090 15,090 Healthcare,Dental,Vision,FICA(AVG) Police Service Aide(Civilian)Salary&Incentive 1 36,513 36,513 Salary,Education Incentive(AVG) Police Service Aide(Civilian)Benefits-Pension 1 10,978 10,978 Pension(AVG) Police Service Aide(Civilian)Benefits 1 12,883 12,883 Healthcare,Dental,Vision,FICA(AVG) Total Personnel Costs $ 470,766 Uniform 4 ' 500 $ 2,000 uniforms,belts Community Events/Promotions 1 4,000 4,000 Youth Programs Misc.Equipment-As needed 1 2,500 2,500 Segway(Maintenance) 3 333 1,000 Preventative maintenance Total Equipment Costs is 9,500 s Cell Phones Service Plan 4 675 2,700 $56.25/mo for staff Office Supplies/Misc Supplies 1 2,000 2,000 Office Supplies(incl printer/copier) Office Electric,Cable/Internet,water/sewage 12 515 6,180 Monthly operating costs Office Space Monthly Maintenance 12 0 - Monthly Maint.Ocean Palm Plaza Office Cleaning 1 1,500 1,500 City Cleaning Crew(Gail) Computer equipment 4 250 1,000 Misc,Cameras Training 4 1,000 4,000 CPTED,STEP academy Total Office Expenses $ 17,380 NOTE:All amounts provided by Police Department with exception of Contingency and ILA amount for FY 2022-2023 Revised by CRA to include promotional/marketing materials and additional equipment. �j O O O O O O O O O 0 0 0 0 0 0 0 0 0 o O 0 M coM -� L q O r m EA EA EA EA EA EA EA EA EA O co O � L co 0 LV N r_ W ami z (' D D D c+u D m D D W m m m m W + U m o 0 0 0 o `° o! o L L 2 N © O Wc N cc W o 04 Z O W O O N °� Q Z } ~ } " z O O O m 0 Q yr cn o m LU m m w z O 0 O �, ,� �, w Y u = N LV � N N N Q ~ d ( Y 0 u_ � � c(o � u_ � Y M 2 a� m O 0 H fn [Z Q a� U z U) ga a� w CYi a in � � H e °� a a z fn ca z o O = a� CL d o O a� � Q Q = > 0 d > _ t7 z Z zt�7 °�° mcg w F— m w � .� z � � � mLU z Q = J -0 z Q Q LU -0z N = w Q c o� Q > Q m a H _ Q D D o z z LU co 0 w a) m m w Y m U w Q c w O m w H m z Y Q m Q m H O ¢ m w m w O o a w LU C) OQ � � DO w c � mo zN cj20 w LO co � Y m O w 0 0 w `1 Cl) a� O o� U Z H w O U U Q U = = r- O = O z a w O z O O >- 2 Y uw u.i z m Li � m a 14 �j o 0 0 o O C7 C C C o O 14 O v v L LO1414j m r v! 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SUBJECT: Discussion and Consideration of Lease Amendment between Boynton Beach CRA and Cafe Barista, Inc. d/b/a Hurricane Alley SUMMARY: The C RA purchased the properties located at 511, 515 & 529 East Ocean Avenue on December 16, 2021 (see Attachment 1). At the time of the closing there were several active leases which were assigned to the C RA (see Attachment 11). Cafe Barista, I nc.'s (d/b/a Hurricane Alley) lease is due to expire on August 31, 2022, pursuant to the Lease Amendment dated September 1, 2017 (see Attachment 111). On June 7, 2022, the CRA Board approved the Purchase and Development, TIRFA, and Parking Lease Agreement with BB QOZ, LLC (f/k/a Affiliated Development, LLC) for the sale and development of the properties located at 511, 515 & 529 East Ocean Avenue, which is a part of the 115 N. Federal Highway I nfill Mixed Use Redevelopment Project (aka The Pierce). The Parking Lease Agreement and disposition of the land below Fair Market Value are scheduled to be approved by City Commission at their the July 5, 2022 meeting. Once approved, all agreements may be executed by all parties. Based on the timeframes outlined in the development agreement, these properties will not be transferred to BB QOZ, LLC before the expiration of the Hurricane Alley's lease. It is anticipated that Hurricane Alley's relocation within The Pierce development will be accomplished within 18 months of the execution of the agreements. Staff recommends a one year time extension with an administrative six month extension and an additional extensions shall be subject to CRA Board approval for any unforseen circumstances that may arise during construction. Therefore, CRA staff and Kim Kelly(owner of Hurricane Alley) are requesting an extension to the current lease as follows (see Attachments IV & V): • One (1)year extension -August 31, 2023 • One administrative additional six (6) month extension with thirty (30) day written notice to be approved by the Executive Director • Additional extensions with thirty(30)day written notice subject to CRA Board approval • Rent terms/conditions remain unchanged • Ninety(90)days written termination by either party This will allow Hurricane Alley to remain operating until the land is transferred to BB QOZ, LLC for the development of The Pierce at which time Hurricane Alley's lease will be assigned BB QOZ, LLC. FISCAL IMPACT: To be determined by the Board CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach CRA Redevelopment Plan CRA BOARD OPTIONS: 1. Approve and execute the Lease Amendment between the Boynton Beach CRA and Cafe Barista, Inc. d/b/a Hurricane Alley. 2. Do not approve the Lease Amendment between the Boynton Beach CRA and Cafe Barista, Inc. d/b/a Hurricane Alley. 3. Provide alternative revisions and/or direction to CRA staff for the Lease Amendment between the Boynton Beach CRA and Cafe Barista, Inc. d/b/a Hurricane Alley. ATTACHMENTS: Description D Attachment I -Warranty Deed D Attachment II -Assignment of Leases D Attachment III -Current Lease Amendment with Cafe Barista, Inc. d/b/a Hurricane Alley D Attachment IV - Hurricane Alley Requests for Extension to Lease D Attachment V - Draft Lease Amendment Precured by and return to: Kenneth W.Dodge Lewis,Longman& Walker,P.A. 360 South Rosemary Avenue,Suite 1100 West Palm Beach,FL 33401 Telephone: 561-640-0820 File Number: 21-0060 [Space Above This Line For Recording Data] Special Warranty Deed This Special Warranty Deed made this 16th day of December, 2021, between 500 Ocean Properties, LLC, a Florida limited liability company,whose post office address is 511 E. Ocean Avenue,Boynton Beach,FL 33435, grantor; and Boynton Beach Community Redevelopment Agency,a public agency created pursuant to Chapter 163,Part II1,of Florida Statutes,whose post office address is 100 E.Ocean Avenue,4th Floor,Boynton Beach, FL 33435, grantee: (Whenever used herein the terms grantor and grantee include all the parties to this instrument and the heirs,legal representatives,and assigns of individuals, and the successors and assigns of corporations,trusts and trustees) Witnesseth,that said grantor, for and in consideration of the sum TEN AND NO/100 DOLLARS($10.00)and other good and valuable considerations to said grantor in hand paid by said grantee, the receipt whereof is hereby acknowledged, has granted, bargained,and sold to the said grantee, and grantee's heirs and assigns forever,the following described land,situate, lying and being in Palm Beach County,Florida,to-wit: PARCEL 1: Lot 10, Less the South 8 feet thereof, and the West 7 feet 8 inches of Lot 11, Less the South 8 feet thereof, Block 6, Boynton,according to the plat thereof, as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County,Florida. PARCEL 2: The East 42 feet 4 inches of Lot 11, Less the South 8 feet thereof, in Block 6, Boynton, according to the plat thereof, as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida. PARCEL 3: Lot 12, Block 6, Original Town of Boynton, according to the plat thereof, recorded in Plat Book 1, Page 23,of the Public Records of Palm Beach County, Florida. Together with all the tenements,hereditaments and appurtenances thereto belonging or in anywise appertaining. To Have and to Hold,the same in fee simple forever. And the grantor hereby covenants with said grantee that the grantor is lawfully seized of said land in feesimple; that the grantor has good right and lawful authority to sell and convey said land:that the grantor hereby fully warrants the title to said land and will defend the same against the lawful claims of all persons claiming by,through or under grantors. In Witness Whereof,grantor has hereunto set grantor's hand and seal the day and year first above written. DoubleTime® Signed,sealed and delivered in our presence: r 500 Ocean Proetie LC Z/' -- Witness c me: n _ Hary F.Der, 1 ,Man'f[r Member t° Witness Name: (Corporate Sea]) State of Florida County of Palm Beach The foregoing instrument was acknowledged before me by means of[X] physical presence or online notarization, this 16th day of December, 2021, by Harvey E. Oyer, 111 of 500 Ocean Properties, LLC, on behalf of the corporation. He/she [j is personally known to me or[X]has produced a driver's license as identific )n. 11 [Notary Seal] Notary Public Printed Name: ,�0 GINGER CARLISLE ROGERS � CommWonfG0963105 My Commission Expires: 10w Expires Ml"10,2024 Special warranty Deed-Page 2 DoubleTime® ASSIGNMENT AND ASSUMPTION OF LEASES THIS ASSIGNMENT AND ASSUMPTION OF LEASES (herei a referred to as the "Assignment") is made and entered Into as of the day of December, 2021, by and between SW OCEAN PROPERTIES, LLC, a Florida limited liability company (hereinafter referred to as "Assignor"), and BOYNTON BEAM COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part iIi, of Florida Statutes (hereinafter referred to as"Assignee"),who agree as follows: 1. Assi nment and Assurrlotion.. For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor does hereby assign all of Assignor's right,title and interest as Landlord in,to and under those certain Lease Agreements (together with any and all amendments, modifications and renewals thereto) attached hereto as Exhibit "A" and made a part hereof (hereinafter referred to as the "Lease"), pertaining to the real property described therein (hereinafter referred to as the "Premises"), together with all security deposits, if any, referred to in the Leases. Assignee hereby accepts the foregoing assignment and assumes and agrees to perform the obligations of the Landlord under the Leases to be performed on and following the date hereof. 2. , qA rAnties. Representations and Covenants. Assignor hereby warrants, represents and covenants as follows as to the Leases: (a) The Leases are In full force and effect and have not been modified or amended. (b) Assignor knows of no claims of default by the Tenant under the Leases. (c) Assignor has full power and authority to assign the Leases and the Leases have not been previously assigned or pledged as collateral in connection with any financing of the property. (d) Assignor Is unaware of any condition which with the passage of time,the giving of notice, or both, would constitute a default by either Assignor or the Tenant under the Leases. 3. Indemnification, Assignor does hereby agree to defend, indemnify and hold harmless Assignee from any liability, damages, causes of action, expenses and reasonable attorneys' fees incurred by Assignee by reason of the failure of Assignor to have performed and discharged all obligations and liabilities of the Landlord to be performed pursuant to the Leases prior to the date of this Assignment. Assignee does hereby agree to defend, indemnify and hold harmless Assignor from any liability, damages, causes of action, expenses and reasonable attorneys' fees incurred by Assignor by reason of the failure of Assignee to have MS4220-t Assignment and Assumption of Lease Page 2 of 3 performed and discharged all obligations and liabilities of the Landlord to be performed pursuant to the Leases from and after the date of this Assignment. 4. Attorneys' Fees. In the event of any litigation between the parties arising under this Assignment, the prevailing parry in such litigation shall be entitled to recover from the non-prevailing party its reasonable attorneys'fees and other legal expenses. 5. Successors @_nd Assigns. This Assignment shall bind and benefit the parties hereto and their respective successors and assigns. 6. Notice to Tenant. Notice of this Assignment may be given by either Assignor or Assignee to the Tenant under the Leases. ASSIGNOR: ASSIGNEE: 500 OCEAN P, OPERTIES,LLC BOYNTON BEACH COMMUNITY t`� REDEVELOPMENT AGENCY H EYE.O R, pi, M aging Member Steven B. Grant,Chair Date: .% 'F %' Date: 01364920-1 Assignment and Assumption of Lease Page 2 of 3 performed and discharged all obligations and liabilities of the Landlord to be performed pursuant to the Leases from and after the date of this Assignment. 4. Attorneys' Fees. In the event of any litigation between the parties arising under this Assignment, the prevailing party in such litigation shall be entitled to recover from the non-prevailing party its reasonable attorneys'fees and other legal expenses. 5. Successors and Assigns. This Assignment shall bind and benefit the parties hereto and their respective successors and assigns. 6. Notice to Tenant. Notice of this Assignment may be given by either Assignor or Assignee to the Tenant under the Leases. ASSIGNOR: ASSIGNEE: 500 OCEAN PROPERTIES, LLC BOYNTON BEACH COMMUNITY REDCVELO NCY HARVEY E. OYER, 111, Managing Member Steven B. Grant, Chair Date: _ Date: 01584320-1 Assignment and Assumption of Lease Page 3 of 3 Exhibit "A" Lease Agreements See Attached Leases: Scott Rudderow Freddy Brinley _Oyer, Macoviak and Associates Cafe Barista, Inc. Kala Marketing Group Florida Technical Consultants, LLC 01584220-1 SCOTT RUDDEROW APT. #3 RENEWAL RESIDENTIAL LEASE AGREEMENT THIS RESIDENTIAL LEASE AGREEMENT ("Lease") is made effective as of the 15th day of November 2017, between 500 OCEAN PROPERTIES. LLC, a Florida limited liability company, whose mailing address is 511 East Ocean Avenue, Boynton Beach,Florida 33435("LANDLORD")and SCOTT RUDDEROW('`TENANT"),whose address shall be the address of the"Property"described below. WITNESSETH: That LANDLORD, for and in consideration of the covenants, agreements and conditions herein contained,on the part of TENANT to be kept and performed,does hereby lease to TENANT,and TENANT does hereby lease from LANDLORD,the one bedroom, one bathroom apartment located at 517 1/2 East Ocean Avenue,Apartment No.3,Boynton Beach, Florida 33435("Property''). The tcrms and cunditiuns of this Lcasc are as fulluws: 1. TERM. The term of this Lease shall be for one (1) year, commencing on November 15,2017,and unless earlier terminated in accordance with the terms of this Lease,expiring at 12:00 midnight on November 14,2018. 2. RENT. (a) TENANT agrees to pay to LANDLORD in lawful money of the United States each month during the Term of this Lease, the sum of Seven Hundred and No/100 Dollars($700.00) ("Rent"). Rent shall be paid at LANDLORD'S address stated above,or at such other place as LANDLORD may specify in writing. (h) In addition to any other rights of LANDLORD hereunder, In the event TENANT shall fail to pay rent or other sums due hereunder on its due date.TENANT shall pay to LANDLORD a late fee in the amount of Twenty and No/]00 Dollars for each calendar day that the rent is late beyond the due date. The late fee is not a penalty, but liquidated damages to defray administrative and related expenses due to such late payment. 3. SECURITY DEPOSIT. Upon execution hereof:TENANT shall pay to LANDLORD:(i)the sum of Seven Hundred and No/100 Dollars($700.00)as prepaid first month's rent: and (ii) the sum of Seven Hundred and No/100 Dollars ($700.00) as prepaid last month's rente: and (iii) the sume of Seven Hundred and No/100 ($700.00) representing the Security Deposit. This is a total of Two Thousand One Hundred and No/100 Dollars($2100.00) 4. OCCUPANCY AND USE OF THE PREMISES. (a) TENANT shall occupy the Property as a residential apartment for TENANT only.TENANT shall not change,alter or install locks without the prior written consent of LANDLORD. (b) TENANT shall not allow any pets or animals greater than ten (10) pounds on the Property without LANDLORD'S prior written consent(which shall be given or denied in LANDLORD's sole and absolute discretion). If LANDLORD, in its sole and absolute discretion,allows TENANT to have an animal in excess often(10)pounds on the Property, TENANT shall pay to LANDLORD an additional security deposit of Five Hundred and No/100 Dollars($500.00)to protect LANDLORD from costs and expenses associated with damage to the Property caused by the animal or cleaning costs resulting from animal being on the Property("Animal Security Deposit"). In addition, TENANT shall obtain a liability insurance policy covering risks associated with owning the animal, with limits of no less than $100,000 per incident, naming LANDLORD as an additional named insured,and requiring thirty(30)days advance written notification to I.ANni.01111 prior to any modification, termination, or expiration of the liability insurance policy. If LANDLORD determines that TENANT did permit pets or animals on the Property in violation of the foregoing restriction, or if TENANT's pet has caused damage to. or the need to clean, the Property, such breach shall be considered a material breach entitling LANDLORD to all remedies provided for herein, including but not limited to retention of the Animal Security Deposit and immediate eviction. TENANT hereby acknowledees and n reel that TENANT shall be solei and e nally responsible for all loss costs dame es or ig'u caused TENANT'S ets and shall Indemnify LANDLORD and all third parties who suffer loss cost.-Injun,or dams a as s a result of TENANT'S ets beige located on the Property. (c) No smoking= shall be permitted within the apartment, in the hallways, or common areas at anytime with no exce tions. TENANT acknowledees that t each apartment contains a as stove/oven and that smoking within the 9M rtment hallways,or common areas by TENANT ses a hazard to all p±rsons in the buildin . (d) TENANT shall abide by and comply with all reasonable rules and regulations now or hereafter promulgated by LANDLORD and all ordinances and laws of all governmental entities,whether federal,state or local,having jurisdiction in the matter. TENANT shall neither permit not commit,whether with or without knowledge or consent, any immoral, improper or unlawful practice or act in or upon the Property. TENANT agrees not to make,nor permit to be made,any disturbance,noise or annoyance of any kind which is detrimental to the Property. TENANT shall not, in any manner,alter,damage or deface the Property. (e) Provided that TENANT abides by all terms, obligations, and covenants of this Lease, TENANT shall enjoy quiet and peaceful possession of the Property during the Term. 5. UTILITIES. (a) During the Term, LANDLORD shall pay the cost of water and sewer service, garbage service,gas service,and quarterly pest control. During the Term, TENANT agrees to pay all utility charges for electricity,telephone,television/internet,and any other utilities or services used at the Property, including all installation and activation fees and any deposits required by such utility providers. (b) Except in the instance of LANDLORD'S negligence.LANDLORD shall not be liable to TENANT in the event any utility services are interrupted or become unavailable. for any reason whatsoever, and such interruption or unavailability shall not constitute actual or constructive eviction,nor be deemed an interference with TENANT's occupancy of the Property,nor shall Rent he abated during any such period of interruption or unavailability. 6. MAINTENANCE AND REPAIRS:HURRICANE PROTECTION_: SURRENDER OF PROPERTY: AND INSURANCE. (a) TENANT shall,at its sole expense,keep and maintain the Property in good,clean and sanitary condition and repair during the Term of this Lease. Except for repairs due to TENANT's misuse,waste,or neglect or that of TENANT's family members, agents or visitors.the LANDLORD will be responsible for the repair and replacement of the roof:air conditioning system.and appliances. (b) TENANT shal I not drain,nor permit the drainage of:grease into the toilets or sinks. (c) In the event of a hurricane watch or hurricane warning, TENANT shall use reasonable efforts to secure the Property against damage. (d) LANDLORD shall engage a professional pest control contractor to provide calendar quarterly pest control service. (e) TENANT shall.at the end of the Lease term,surrender and deliver to LANDLORD the Property,without demand. "broom clean" and in the same condition as it existed on the commencement date hereof,reasonable wear and tear excepted. (f) During the Term, TENANT shall provide,at TENANT'S expense. any insurance that TENANT desires to insure TENANT'S personal property located at the Property. Under no circumstance shall LANDLORD be res onsible or liable for TENANT'S Mrsonal,,Lroggrtv Iocated at the Property. 7. NO ADDITIONS OR ALTERATIONS. (a) TENANT shall not make any additions, changes or alterations in and upon the Property(including,without limitation,painting of portions of the Property) of any nature whatsoever without the prior written consent of LANDLORD,which consent may be given or withheld in LANDLORD's sole discretion. LANDLORD may remove or change, at TENANT's cost and expense, any addition. change or alteration made by TENANT without LANDLORD's consent,the charge for which shall be paid by TENANT upon demand. TENANT shall not permit or install nails, screws or adhesive hangers except standard picture hooks: and no nails, screws or hangers may be placed in walls. woodwork or any part of the Property. (b) No personal propcity, appliances or fixtures shall be removed by TENANT without the prior written consent of LANDLORD. LANDLORD's interest in the Property shall not be subject to mechanics' or other liens for improvements made by TENANT nor for services,labor or materials performed at TENANT's request. (c) If any lien is filed against the Property for improvements or work claimed to have been done or for materials claimed to have been furnished to TENANT, the lien shall be discharged by TENANT within ten (10) days thereafter, at TENANT's expense, and TENANT shall indemnify LANDLORD for any loss, cost, or expense incurred by LANDLORD as a result of TENANT'S violation of this provision. The foregoing indemnification shall survive termination or expiration of this Lease. 8. DESTRUCTION BY CASUALTY. In the event the Property or any portion thereof may be rendered untenantable by reason of fire, explosion or any other casualty, LANDLORD, at LANDLORD's option, may either repair the Property to make the same tenantable within sixty (60) days thereafter. or terminate this Lease. In such event. LANDLORD shall give TENANT ten(10)days'notice in writing of LANDLORD's intention to repair or terminate this Lease. If LANDLORD elects to repair the damaged Property. LANDLORD shall proceed with due diligence and TENANT's Rent for that period of time during which the Property is or remains untenantable shall be abated or apportioned. 9. PROPERTY LOSS. DAMAGE AND INDEMNIFICATION. (a) The taking of possession of the Property by TENANT shall be conclusive evidence that the Property is in all respects in good and satisfactory condition and acceptable to TENANT. LANDLORD shall not be liable to TENANT, TENANT's family members,agents,licensees or invitees,for damage to persons or property caused by any individual or entity. LANDLORD shall not be liable for any patent or latent defects in the Property. (b) LANDLORD shall not be liable for the presence of bugs,vermin or insects in the Property. TENANT hereby releases LANDLORD from any and all claims for loss, damage or injury of any nature whatsoever to person or property, including (without limitation)damage caused by theft,vandalism,water,smoke,fire or other causes, or resulting in any way from or in any fashion arising from or connected with the occupancy or use of the Property. (c) TENANT further agrees to hold LANDLORD harmless and to indemnify LANDLORD from and against any and all claims, liabilities,actions,causes of action,damages,costs and expenses whatsoever which may arise out of,result from or be attributable to TENANT's use or occupancy of the Property,or any act or omission thereon (whether by TENANT. TENANT's family members, agents, employees. licensees or invitees), which indemnification shall include attomeys'fees at trial and appellate levels. The foregoing indemnification shall survive termination or expiration of this Lease. (d) LANDLORD'S insurance does not cover loss or damage to any of TENANT's personal property or possessions. If TENANT desires insurance coverage for any of TENANT's personal property or possessions, TENANT shall obtain and pay for any such insurance coverage. 10. ASSIGNMENT OR SUBLEASING. TENANT shall neither sublet the Property or any part thereof nor assign(voluntarily or by operation of law)this Lease or any interest therein, nor mortgage nor encumher the Property or this Lease. 11. RIGHT OF ENTRY. LANDLORD shall have the right by or through itself or its agents or employees, to enter the Property at all reasonable hours. LANDLORD' entry into the Property shall be for the purpose examining it and to, in LANDLORD's sole discretion, make such repairs and alterations as LANDLORD may deem necessary to insure the orderly and proper maintenance of same. In addition, LANDLORD specifically reserves the right to enter upon the Property at reasonable times after first having informed TENANT of LANDLORD's intention to do so, for the purpose of showing the Property to prospective:(i)tenants;(ii)purchasers;or(iii)mortgagees. 12. DEFAULT. (a) If TENANT shall fail to pay any installment of Rent or other sums on the due date or if TENANT should fail to keep and perform each and every one of the terms and conditions of this Lease,then and in any of such events,TENANT will be in default hereunder. If TENANT should become in default hereunder,LANDLORD will have any and all of the rights and remedies which the law of Florida confers upon a landlord against a tenant in default, including, without limitation, the right to: (i) terminate this Lease and sue for unpaid Rent;and/or(ii)accelerate the entire unpaid balance of the Rent for the Term of this Lease and sue for the collection of such Rent; and/or (iii)take possession of the Property(and any and all of TENANT's personal property therein)and, at LANDLORD's option,rent the Property for the account of TENANT. In the event that LANDLORD takes possession of the Property, it may remove TENANT's personal property and store same at the expense of TENANT, without being liable for damages therefor. In the event that LANDLORD takes possession of the Property and relets same for the account of TENANT. LANDLORD shall receive the Rent and other proceeds thereof and apply same first to payment of expenses which LANDLORD may have incurred in connection with taking possession and reletting(including,without limitation, the cost of brokerage,repair,alteration and all other sums)and apply any remaining Rent or proceedings to payment of Rent and other sums due hereunder and TENANT shall remain liable for any deficiency. If at the time of any default by TENANT there remains any unrefunded balance of the Security,then LANDLORD may retain the Security without the fact of such retention of the Security altering or limiting the right to immediate possession of the Property by LANDLORD or any other rights of LANDLORD in law or in equity. In the event TENANT shall fail to vacate the Property as and when required hereunder.TENANT shall be deemed a tenant at sufferance and, in addition to any other rights and remedies accorded to LANDLORD,TENANT shall be charged, for each day during its occupancy, an amount equal to 2501/6 of the rental amount which was due hereunder immediately prior to such holdover occupancy. (b) If, by reason of a default hereunder, a party employs an attorney to enforce or otherwise protect its rights hereunder and such party prevails in litigation resulting from the default, the non-prevailing party will owe and will pay the prevailing party's reasonable attorneys' fees (including fees at trial and appellate levels) and costs and expenses. 13. APPLIANCES AND AIR CONDITIONING. All fixtures and appliances at the Property are supplied by LANDLORD for the Term of this Lease and are owned by LANDLORD. 14. SUBORDINATION. This Lease is subject and subordinate to all ground or underlying leases,encumbrances, mortgages and other matters which may now or hereafter affect or become a lien upon the Property(or any portion thereof)and to any renewals,modifications,amendments,replacements or extensions thereof. TENANT shall execute any and all instruments as LANDLORD may request in order to effectuate or confirm the foregoing subordination and TENANT hereby irrevocably appoints LANDLORD as TENANT's attorney-in-fact to execute any and all such instruments. 15. CUMULATIVE REMEDIES: LAWS: NOTICES: INVALIDITY,• WAIVER: SURRENDER: ENTIRE AGREEMENT: SUCCESSORS AND ASSIGNS. All rights and remedies hcrcin created for the benefit of LANDLORD are cumulative and resort to any one remedy shall not be construed to be an election of remedies on the part of LANDLORD or to exclude or prevent LANDLORD's resort to any other remedy in this Lease. This Lease shall be construed in accordance with Florida lay. All notices shall be hand-delivered or mailed by certified mail,return receipt requested,to LANDLORD at the address for payment of Rent and to TENANT(after the date ofcommencement of the Term of this Lease)at the property address. Notices to TENANT mailed in accordance with the terms hereof shall be deemed given when mailed: however, notices to LANDLORD shall be deemed received only upon actual receipt.Notices to TENANT may be effectuated by personally serving same on TENANT, any member of TENANT's family or any agent of TENANT found at or upon the Property. If any part or provision of this Lease is deemed by a court of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the remaining provisions,all of which shall remain in full force and effect. No act or thing done by LANDLORD shall be deemed an acceptance of a surrender of the Property or this Lease, and no agreement to accept the Property and surrender the Lease shall be valid unless in writing signed by LANDLORD. Delivery of keys to LANDLORD or its agent shall not operate as a termination of this Lease or a surrender of the Property. The failure of LANDLORD to insist upon the strict performance of any provision of this Lease shall not constitute a waiver of any subsequent act or failure of performance. Receipt of Rent by LANDLORD with knowledge of breach of any provision of this Lease shall not be deemed a waiver of such breach. No provision of this Lease shall be deemed to have been waived by LANDLORD unless such waiver shall be in writing signed by LANULUKU and no payment of Rent of a lesser amount than that due, nor any endorsement or statement on a check, shall be deemed an accord and satisfaction and LANDLORD may accept such check or payment without prejudice to its right to recover any unpaid rent or other sums, or to pursue any remedy provided in this Lease. This Lease contains the entire agreement between the parties with respect to the IN WITNESS WHEREOF, the parties hereto have executed this Leasc on the date and year first above written. WITNESSES: LANDLORD: 500 Ocean Properties, LLC By: Christian Macoviak, its Managing Member TENANT; ° .� Scott iddemlwv Phone (W) e a_ - 16 - �... Email 1 2-&(P-5f-94#-4'1.EON, Emergency Contact jl>M�c►a'i?'i� ��v..t� (5'(r1 rID/_-5&51 subject matter and supersedes any prior or oral agreements or understandings. All promises,covenants and agreements set forth in this Lease shall be binding upon and inure to the benefit of the parties hereto, and (to the extent permitted) their respective heirs, personal representatives.successors and assigns. 16. RADON GAS. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities,may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state requirements have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county public health unit. [SIGNATURES CONTAINED ON FOLLOWING PAGES] Renewal Lease Agreement June 24,2021 500 Ocean Properties, LLC and Scott Rudderow ("tenant") agree to renew lease on said premises know as 517%E Ocean Ave Apt#3, Boynton Beach,FL 33435, original lease dated 15th day of November 2018. For good consideration 500 Ocean Properties, LLC and Scott Rudderow("tenant") agrees to extend the said lease for a period of Mix-months,starting date of 15th day of July 2021 and terminating on the 14th day of January 2022. The parties agree that no further right of renewal or extension shall exist beyond the termination date indicated above unless both parties agree to another lease extension agreement. Rent will increase to $745.00(seven hundred forty five). All other lease terms shall remain unchanged and continue during the lease extension period as is set forth herin. This agreement shall be binding upon and shall insure the benefit of the parties,their successors, assigns, personal agents and managing members. Landlord Date — its — L Tenant ! w -- ate - - FREDDY BRINLEY APT. #5 RENEWAL RESIDENTIAL LEASE AGREEMENT THIS RESIDENTIAL LEASE AGREEMENT ("Lease") is made effective as of the 6th day of January 2019,between 500 OCEAN PROPERTIES, LLC,a Florida limited liability company, whose mailing address is 511 East Ocean Avenue, Boynton Beach, Florida 33435 ("LANDLORD") and FREDDIE BRINLEY ("TENANT"), whose address shall be the address of the"Property"described below. WITNESSETH: That LANDLORD, for and in consideration of the covenants, agreements and conditions herein contained,on the part of TENANT to be kept and performed,does hereby lease to TENANT,and TENANT does hereby lease from LANDLORD,the one bedroom, one bathroom apartment located at 517 1/2 East Ocean Avenue,Apartment No 5, oynton Beach, Florida 33435 ("Pro "). The terms and conditions of this Lease are as follows: 1. TERM. The term of this Lease shall be for one (1) year, commencing on January 6,2019,and unless earlier terminated in accordance with the terms of this Lease, expiring at 12:00 midnight on January 2,2020 - 2. -..RENT. (a) TENANT agrees to pay to LANDLORD in lawful money of the United States each month during the Term of this Lease, the sum of Nine Hundred Fifty and No/100 Dollars ($950.00) ("Rent"). Rent shall be paid at LANDLORD'S address stated above,or at such other place as LANDLORD may specify in writing. (b) In addition to any other rights of LANDLORD hereunder, in the event TENANT shall fail to pay rent or other sums due hereunder on its due date,TENANT shall pay to LANDLORD a late fee in the amount of Twenty and No/100 Dollars for each calendar day that the rent is late beyond the due date. The late fee is not a penalty, but liquidated damages to defray administrative and related expenses due to such late payment. 3. SECURITY DEPOSIT. Upon execution hereof,TENANT shall pay to LANDLORD: (i) the sum of Nine Hundred Fifty and No/100 Dollars ($950.00) as prepaid first month's rent: and (ii) the sum of Nine Hundred Fifty and No/100 Dollars ($950.00)as prepaid last month's rent:and(iii)the sum of Nine Hundred Fifty and No/100 ($950.00) representing the Security Deposit. This is a total of Two Thousand Eight Hundred Fifty and No/100 Dollars($2850.00) 4. OCCUPANCY AND USE OF THE PREMISES. (a) TENANT shall occupy the Property as a residential apartment for TENANT only. TENANT shall not change, alter or install locks without the prior written consent of LANDLORD. (b) TENANT shall not allow any pets or animals greater than ten (10) pounds on the Property without LANDLORD'S prior written consent(which shall be given or denied in LANDLORD's sole and absolute discretion). If LANDLORD,in its sole and absolute discretion,allows TENANT to have an animal in excess of ten(10)pounds on the Property, TENANT shall pay to LANDLORD an additional security deposit of Five Hundred and No/100 Dollars ($500.00) to protect LANDLORD from costs and expenses associated with damage to the Property caused by the animal or cleaning costs resulting from animal being on the Property ("Animal_Security D osit"). In addition, TENANT shall obtain a liability insurance policy covering risks associated with owning the animal, with limits of no less than $100,000 per incident, naming LANDLORD as an additional named insured,and requiring thirty(30)days advance written notification to LANDLORD prior to any modification, termination, or expiration of the liability insurance policy. If LANDLORD determines that TENANT did permit pets or animals on the Property in violation of the foregoing restriction, or if TENANT's pet has caused damage to, or the need to clean, the Property, such breach shall be considered a material breach entitling LANDLORD to all remedies provided for herein, including but not limited to retention of the Animal Security Deposit and immediate eviction. TENANT hereby acknowledges and a rees that TENANT shall be sole!y and personaft responsible for all Ioss costs damages,or kjuEy caused by TENANT'S gets and shall indemnify LANDLORD and aU third partles,who suffer los cos in yX or damage as a result of TENANT'S pets being located on the Prone - (c) No smokin shall be_permitted_within the apartment, in the hallways,or common areas at anytime with no exceptions. TENANT acknowledges that each al2artment contains a gas stoveloven and that smokin within the apartment hallways,or common areas by TENANT possa a hazard to all persons in the building. (d) TENANT shall abide by and comply with all reasonable rules and regulations now or hereafter promulgated by LANDLORD and all ordinances and laws of all governmental entities, whether federal, state or local,having jurisdiction in the matter. TENANT shall neither permit not commit,whether with or without knowledge or consent, any immoral, improper or unlawful practice or act in or upon the Property. TENANT agrees not to make,nor permit to be made,any disturbance,noise or annoyance of any kind which is detrimental to the Property. TENANT shall not, in any manner,alter,damage or deface the Property. (e) Provided that TENANT abides by all terms, obligations, and covenants of this Lease, TENANT shall enjoy quiet and peaceful possession of the Property during the Term. 5. UTILITIES. (a) During the Term, LANDLORD shall pay the cost of water and sewer service, garbage service, gas service, and quarterly pest control. During the Term, TENANT agrees to pay all utility charges for electricity,telephone,television/internet,and any other utilities or services used at the Property, including all installation and activation fees and any deposits required by such utility providers. (b) Except in the instance of LANDLORD'S negligence, LANDLORD shall not be liable to TENANT in the event any utility services are interrupted or become unavailable, for any reason whatsoever, and such interruption or unavailability shall not constitute actual or constructive eviction, nor be deemed an interference with TENANT's occupancy of the Property,nor shall Rent be abated during any such period of interruption or unavailability. b. MAINTENANCE AND REPAIRS;HURRICANE PROTECTION• SURRENDER OF PROPERTY-; AND INSURANCE. (a) TENANT shall,at its sole expense,keep and maintain the Property in good,clean and sanitary condition and repair during the Term of this Lease. Except for repairs due to TENANT's misuse,waste,or neglect or that of TENANT's family members, agents or visitors, the LANDLORD will be responsible for the repair and replacement of the roof,air conditioning system,and appliances. (b) TENANT shall not drain, nor permit the drainage of,grease into the toilets or sinks. (c) In the event of a hurricane watch or hurricane warning, TENANT shall use reasonable efforts to secure the Property against damage. (d) LANDLORD shall engage a professional pest control contractor to provide calendar quarterly pest control service. (e) TENANT shall, at the end of the Lease term, surrender and deliver to LANDLORD the Property, without demand, "broom clean"and in the same condition as it existed on the commencement date hereof,reasonable wear and tear excepted. (f) During the Term,TENANT shall provide, at TENANT'S expense, any insurance that TENANT desires to insure TENANT'S personal property located at the Property. Under no circumstance shall LANDLORD be responsible or liable for TENANT'S ersonal Rroperty located at the Proue 7. NO ADDITIONS OR ALTERATIONS. (a) TENANT shall not make any additions, changes or alterations in and upon the Property(including, without limitation,painting of portions of the Property) of any nature whatsoever without the prior written consent of LANDLORD,which consent may be given or withheld in LANDLORD's sole discretion. LANDLORD may remove or change, at TENANT's cost and expense, any addition, change or alteration made by TENANT without LANDLORD's consent,the charge for which shall be paid by TENANT upon demand. TENANT shall not permit or install nails, screws or adhesive hangers except standard picture hooks; and no nails, screws or hangers may be placed in walls, woodwork or any part of the Property. (b) No personal property, appliances or fixtures shall be removed by TENANT without the prior written consent of LANDLORD. LANDLORD's interest in the Property shall not be subject to mechanics' or other liens for improvements made by TENANT nor for services,labor or materials performed at TENANT's request. (c) If any Iien is filed against the Property for improvements or work claimed to have been done or for materials claimed to have been furnished to TENANT, the lien shall be discharged by TENANT within ten (10) days thereafter, at TENANT's expense, and TENANT shall indemnify LANDLORD for any loss, cost, or expense incurred by LANDLORD as a result of TENANT'S violation of this provision. The foregoing indemnification shall survive termination or expiration of this Lease. 8. DESTRUCTION.BY CASUALTY. In the event the Property or any portion thereof may be rendered untenantable by reason of fire, explosion or any other casualty, LANDLORD, at LANDLORD's option, may either repair the Property to make the same tenantable within sixty (60) days thereafter, or terminate this Lease. In such event,LANDLORD shall give TENANT ten(10)days'notice in writing of LANDLORD's intention to repair or terminate this Lease. If LANDLORD elects to repair the damaged Property, LANDLORD shall proceed with due diligence and TENANT's Rent for that period of time during which the Property is or remains untenantable shall be abated or apportioned. 9. PROPERTY LOSS. DAMAGE AND INDEMNIFICATION. (a) The taking of possession of the Property by TENANT shall be conclusive evidence that the Property is in all respects in good and satisfactory condition and acceptable to TENANT. LANDLORD shall not be liable to TENANT, TENANT's family members,agents,licensees or invitees,for damage to persons or property caused by any individual or entity. LANDLORD shall not be liable for any patent or latent defects in the Property. (b) LANDLORD shall not be liable for the presence of bugs, vermin or insects in the Property. TENANT hereby releases LANDLORD from any and all claims for loss, damage or injury of any nature whatsoever to person or property, including (without limitation)damage caused by theft,vandalism,water,smoke,fire or other causes, or resulting in any way from or in any fashion arising from or connected with the occupancy or use of the Property. (c) TENANT further agrees to hold LANDLORD harmless and to indemnify LANDLORD from and against any and all claims,liabilities,actions,causes of action,damages, costs and expenses whatsoever which may arise out of,result from or be attributable to TENANT's use or occupancy of the Property,or any act or omission thereon (whether by TENANT, TENANT's family members, agents, employees, licensees or invitees), which indemnification shall include attorneys' fees at trial and appellate levels. The foregoing indemnification shall survive termination or expiration of this Lease. (d) LANDLORD'S insurance does not cover loss or damage to any of TENANT's personal property or possessions. If TENANT desires insurance coverage for any of TENANT's personal property or possessions, TENANT shall obtain and pay for any such insurance coverage. 10. ASSIGNMENT OR SUBLEASING. TENANT shall neither sublet the Property or any part thereof nor assign(voluntarily or by operation of law) this Lease or any interest therein,nor mortgage nor encumber the Property or this Lease. 11. RIGHT OF ENTRY. LANDLORD shall have the right by or through itself or its agents or employees, to enter the Property at all reasonable hours. LANDLORD' entry into the Property shall be for the purpose examining it and to, in LANDLORD's sole discretion, make such repairs and alterations as LANDLORD may deem necessary to insure the orderly and proper maintenance of same. In addition, LANDLORD specifically reserves the right to enter upon the Property at reasonable times after first having informed TENANT of LANDLORD'intention to do so, for the purpose of showing the Property to prospective: (i)tenants;(ii)purchasers;or(iii)mortgagees. 12. DEFAULT. (a) If TENANT shall fail to pay any installment of Rent or other sums on the due date or if TENANT should fail to keep and perform each and every one of the terms and conditions of this Lease,then and in any of such events,TENANT will be in default hereunder. If TENANT should become in default hereunder, LANDLORD will have any and all of the rights and remedies which the law of Florida confers upon a landlord against a tenant in default, including, without limitation, the right to: (i) terminate this Lease and sue for unpaid Rent; and/or(ii)accelerate the entire unpaid balance of the Rent for the Term of this Lease and sue for the collection of such Rent; and/or (iii) take possession of the Property(and any and all of TENANT's personal property therein) and, at LANDLORD's option,rent the Property for the account of TENANT. In the event that LANDLORD takes possession of the Property, it may remove TENANT's personal property and store same at the expense of TENANT, without being liable for damages therefor. In the event that LANDLORD takes possession of the Property and relets same for the account of TENANT, LANDLORD shall receive the Rent and other proceeds thereof and apply same first to payment of expenses which LANDLORD may have incurred in connection with taking possession and reletting(including, without limitation, the cost of brokerage, repair, alteration and all other sums) and apply any remaining Rent or proceedings to payment of Rent and other sums due hereunder and TENANT shall remain liable for any deficiency. If at the time of any default by TENANT there remains any unrefunded balance of the Security,then LANDLORD may retain the Security without the fact of such retention of the Security altering or limiting the right to immediate possession of the Property by LANDLORD or any other rights of LANDLORD in law or in equity. In the event TENANT shall fail to vacate the Property as and when required hereunder, TENANT shall be deemed a tenant at sufferance and, in addition to any other rights and remedies accorded to LANDLORD, TENANT shall be charged, for each day during its occupancy, an amount equal to 250% of the rental amount which was due hereunder immediately prior to such holdover occupancy. (b) If, by reason of a default hereunder, a party employs an attorney to enforce or otherwise protect its rights hereunder and such party prevails in litigation resulting from the default, the non-prevailing party will owe and will pay the prevailing party's reasonable attorneys' fees (including fees at trial and appellate levels) and costs and expenses. 13. APPLIANCES AND AIR CONDITIONING. All fixtures and appliances at the Property are supplied by LANDLORD for the Term of this Lease and are owned by LANDLORD. 14. SUBORDINATION. This Lease is subject and subordinate to all ground or underlying leases, encumbrances,mortgages and other matters which may now or hereafter affect or become a lien upon the Property(or any portion thereof) and to any renewals,modifications,amendments,replacements or extensions thereof. TENANT shall execute any and all instruments as LANDLORD may request in order to effectuate or confirm the foregoing subordination and TENANT hereby irrevocably appoints LANDLORD as TENANT's attorney-in-fact to execute any and all such instruments. 15. CUMULATIVE REMEDIES: LAWS-.NOTICES,• INVALIDITY• WAIVER• SURRENDER; ENTIRE AGREEMENT, SUCCESSORS AND ASSIGNS. All rights and remedies herein created for the benefit of LANDLORD are cumulative and resort to any one remedy shall not be construed to be an election of remedies on the part of LANDLORD or to exclude or prevent LANDLORD's resort to any other remedy in this Lease. This Lease shall be construed in accordance with Florida law. All notices shall be hand-delivered or mailed by certified mail,return receipt requested,to LANDLORD at the address for payment of Rent and to TENANT(after the date of commencement of the Term of this Lease)at the property address. Notices to TENANT mailed in accordance with the terms hereof shall be deemed given when mailed; however,notices to LANDLORD shall be deemed received only upon actual receipt.Notices to TENANT may be effectuated by personally serving same on TENANT, any member of TENANT's family or any agent of TENANT found at or upon the Property. If any part or provision of this Lease is deemed by a court of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the remaining provisions,all of which shall remain in full force and effect. No act or thing done by LANDLORD shall be deemed an acceptance of a surrender of the Property or this Lease, and no agreement to accept the Property and surrender the Lease shall be valid unless in writing signed by LANDLORD. Delivery of keys to LANDLORD or its agent shall not operate as a termination of this Lease or a surrender of the Property. The failure of LANDLORD to insist upon the strict performance of any provision of this Lease shall not constitute a waiver of any subsequent act or failure of performance. Receipt of Rent by LANDLORD with knowledge of breach of any provision of this Lease shall not be deemed a waiver of such breach. No provision of this Lease shall be deemed to have been waived by LANDLORD unless such waiver shall be in writing signed by LANDLORD and no payment of Rent of a lesser amount than that due, nor any endorsement or statement on a check, shall be deemed an accord and satisfaction and LANDLORD may accept such check or payment without prejudice to its right to recover any unpaid rent or other sums, or to pursue any remedy provided in this Lease. This Lease contains the entire agreement between the parties with respect to the subject matter and supersedes any prior or oral agreements or understandings. All promises,covenants and agreements set forth in this Lease shall be binding upon and inure to the benefit of the parties hereto, and (to the extent permitted) their respective heirs, personal representatives,successors and assigns. 16. RADON AS. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state requirements have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county public health unit. 17. PARKING.There is parking located behind the building but due to the limited spots, parking is also available on public parking lot and side street parking. Landlord does not guarantee parking directly behind building. [SIGNATURES CONTAINED ON FOLLOWING PAGES] IN WITNESS WHEREOF, the parties hereto have executed this Lease on the date and year first above written. WITNESSES: LANDLORD: a 101 Ocean Properties, LLC By: Christian Macoviak,its Managing Member TENANT:. Freddie Brinley Phone 561-699-7147 Email S;t -gol bay A 9 i1.cv Emergency Contact -i 1-16 1.4 so -3 G — 3 fo�jG. Lease Extension Agreement June 24, 2021 500 Ocean Properties, LLC and Freddie Brinley("tenant") agree to extend lease on said premises know as 517'/: E Ocean Ave Apt#5, Boynton Beach, FL 33435,original lease dated 6th day of January 2019. For good consideration 500 Ocean Properties, LLC and Freddie Brinley("tenant") agree to extend the said lease for a period of six-months,starting date of 61'day of July 2021 and terminating on the 5th day of January 2022. The parties agree that no further right of renewal or extension shall exist beyond the termination date indicated above unless both parties agree to another lease extension agreement. During the lease extension period, Freddie Brinley("tenant") agrees to pay rent in the amount of$1030.00 (one thousand thiry)per month. Payment is to be received by the 6th of each month. All other lease terms shall remain unchanged and continue during the lease extension period as is set forth herin. Per Section 4(c)of the original lease,there is no smoking permittted within the apartment,in the hallways,or common areas at anytime with no exceptions. I will issue an Immediate lease termination if this occures.Stairs are part of common area. Initial Per Section 4(a)of the original lease,Tenant shall occupy the Property as a residential apartment for Tenant Only. Initial You are the only named tenant. Anyone over the age of 18, if residing in the apartment we will need a written request to review to add to lease. This agreement shall be binding upon and shall insure the benefit of the parties,their successors, assigns,personal agents and managing members. Landlord eklaLCMU. Date 9 — -- , 4 Tenant c Date "' '2021 OYER, MACOVIAK AND ASSOCIATES 511 & 513 E. Ocean Avenue a a COMMERCIAL LEASE AGREEMENT THIS COMMERCIAL LEASE AGREEMENT("lxsse")is:made effective as of the 15th day of October 2019, between 50.0 OCEAN PROPERTIES, LLC, a Florida limitedliability company, whose mailing,address is 511 East Ocean Avenue, Boynton Beach, Florida 33435 ("LANDLORD") and HARVEY E. OYER JR., INC. dibla OYER, MACOVIAK AND ASSOCIATES ( ENANT"), whose address is 511 East Ocean Avenue,: Boynton Beach, Florida 33435. WITNESSETH: That LANDLORD,for and in consideration of the covenants,agreements and conditions herein contained, on the part of TENANT to be kept and performed, does hereby lease to TENANT, and TENANT does hereby lease item LANDLORD, the ground floor Once space located at 511 and 513 East Ocean Avenue,Boynton Beach,Florida 33435("PWXft'"). This Lcaso replaces any and all prior lease agreements between LANDLORD and TENANT relating to the Property. The terms and conditions of this Lease are as follows: I. TERM. The term of this Lease shall be for three(3)years, commencing on October 15,2019, and unlc w carlior tcrminatcd in accordance with the tns of this Lcasc, expiring at 12:00 midnight on October 14,2022. 2_ RENT: (a) TENANT agrees to pay to LANDLORD, in lawful money of the United States,each month during the Teem of this Lease the sum of$4AW per month plus all applicable sales taxes("Rent"). Rent shall increase three percent(30/9)each year of the Tcrm commencing on the first anniversary. Rent shall be due on the 151b day of each month and shall be paid at LANDLORD'S address statedabove, or at such other place as LANDLORD may specify in writing. (b) In addition to any other rights of LANDLORD hereunder, in the event TENANT shall fail to pay rent or other sums due hereunder within five(5) days of its due date, LANDLORD may, at LANDLORD'S option, impose a late charge of 5%of such payment and such charge shall be deemed additional rent hereunder. The late charge is not a penalty, but liquidated damages to defray administrative and related expenses due to such late payment. 3. SECURITY DEPOSIT. Due to,the longterm of the tenancy by TENANT, no security deposit shall be required. 4. OCCUPANCY AND USE OF THE PREMISES. (a) TENANT shall occupy the Property as a commercial insurance office for TENANT only. WPBDM 1012"M2 (b) TENANT shall 'abide by and comply with all reasonable rules and regulations now or hereafier promulgated by LANDLORD and all ordinance and laws of all. governmental entities, whether federal, alato or local, having jurisdiction in tlW nlatticr. TENANT shall neither permit not commit, whether with or without knowledge or consent, any immoral, improper or unlawfid practice or act in-orupon pon the.Property. TENANT agrees not to make, nor permit .to be made, any disturbance, noise or annoyance of any kind which is detrimental to the Property. TENANT shall not, in any manner, alter, damage or deface the Property. (e) TENANT shall at all times. during the Tam maintain an active occupational lioensdbusiness taxreceipt with the City of Boynton Beach and any other applicable gove n nentid entities. (d) Provided that TENANT abides by all terms,obligations,and covenants of this Lease,TENANT shall enjoy quiet and peacefid poem ssion of the Property during the Team. S. LaILITIES. (a) During the Term, TENANT shall pay the cost of electric service, television/imterneL quaterly pest control, and any other utilities provided to or used at the Property, including all installation and activation fees and any deposits required by such utility providers. LANDLORD shall pay the cost of garbage,water,and sewer services. (b) Except in the instance of LANDLORD'S negligence, LANDLORD shall not be liable to TENANT in the event any.utility services am interrupted or become unavailable, for any reason whatsoever, and such interruption or unavailability shall not constitute actual or constructive eviction,nor be deemed an interference with TENANrs occupancy of the Property, nor shall Rent be abated during any such period of interruption or unavailability. 6. MAINTENANCE AND REPAIRS. HURRICANE PROTECTION: SURRENDER OF PROYBRTY-AND 1NSURANCF- (a) TENANT shall, at its sole expense, keep and maintain the Property in good, clean and amutary condition and repair during the Tarn of flus L.easa TENANT small be responsible for the maintenance and repair of the building and the HVAC systern during the Tenn. However, LANDLORD shall be responsible far the replacement of the roof, building struotur%and HVAC system should rcplacemant be necessary. (b) TENANT shall not drain,nor permit the drainage of,grease into.the toilets or sinks. (c) In the event of a hurricane watch or hurricane warning, TENANT shall use reasonable efforts to secure the Property against damage. (d) TENANT shall engage a professional pest control contractor to provide calendar quarterly pest control service.. WPBDOCS 101298342 R. (e) TENANT shall, at the end of the Lease term, surrender and deliver to LANDLORD the Property, without demand, "broom clean" and in the same condition as it existed on the commencement date hereof,.reasonable wear and tear excepted. (f) During the Term, "TENANT shall provide, at TENANT'S expense, insurance adequate to insure all of TENANT'S personal property, fixtures, operations, and business interruption for its operations at the Property. TENANT shall also pay for and keep in full force and effect during the Term;commercial general liability insurance in an amount of not less than$1 million per occurrence and$2 million in the aggregate,naming LANDLORD as an additional named insured. Under no circumstance.shall LANDLORD be responsible or liable for TENANT'S personal propeft fixtures,or operations located at the Property.. 7. NO ADDITIONS OR ALTERATIONS. (a) TENANT shall not make any additions,changes or alterations in and upon the Property (other than painting) without the prior written consent of LANDLORD, which consent may be given or withheld in LANDLORD's reasonable discretion. LANDLORD may remove or change, at TENANT's.cost and expense, any addition, change or alteration made by TENANT without LANDLORD`sconsent,the charge for whim shall be paid by TENANT upon demand. (b) LANDLORD's interest.in the Property shall not be subject to mechanics' or other liens for improvements made by TENANT nor for services, labor or materials performed at.TENAN-rs request. (c) If any lien is filed against the Property for improvements or work claimed to have been dorm or for mteriuls uiuinwl to have been furnished to TENANT,the lien shall be- discharged by TENANT within ten (10) days thereafter, at TENANT's expense, and TENANT shall indemnify LANDLORD for any loss,cost,or expense incurred by LANDLORD as a.result. of TENANT'S violation of W3 provision. Tue foivWinb i nlannificativn 3ha11 survive termination or expiration of this Lease. 8_ IVIESTRUCTION BY QASUALTV. In the event the Property or .any portion thereof may be,rendered untenantable by reason of fire,.explosion or any other casualty, LANDLORD, at LANDLORD's option, may either repair the Property to make the same tenantable within sixty(60)days thereafter,or terminate this Lease. In such event,LANDLORD shall give TENANT ten (10) days' notice in writing of LANDLORD's intention .to repair or terminate this Lease. If LANDLORD elects to repair the damaged Property,LANDLORD shall proceed with due diligence and TENANT's Rent for that period of time during which tate Property is or remains untenantable shall be abated or apportioned. 9. PROPERTY LOSS.DAMAGE AND INDEMNIFICATION. (a) The taking of possession of the Property by TENANT shall be conclusive evidence that the Property is in all respects in good and satisfactory condition and acceptable to TENANT. LANDLORD shall not be liable to TENANT, TENANT's family members, agents, licensees or invitees, for damage to persons or property caused by any WPBDOCS 10129934 2 9 individual or entity. LANDLORD shall not be liable for any patent or latent defects in the Property. (b) LANDLORD shall not be liable for the pry of bugs, vermin or insects in the Property. TENANT hereby releases LANDLORD fpm any and,all claims for loss, damage or injury of any Mature whatsocvcr to perm or property, hmIuding(without limitation) damage caused by theft,'vamialim,water, smoke, fire or other causes, or resulting in any way from or in any fashion arising from or connected with the occupancy or use of the Property. (c) TENANT further agrees to hold LANDLORD harmless and to indemnify LANDLORD from and against any and all claims,liabilities,.actions,causes of action,damage"4, costs and expenses whatsoever which may arise out of, result from or .be attributable to TENANT's use or occupancy of the Property, or any 'act or omission thereon (whether by TENANT, TENANr-s family mernbe s, agents, employees, licences or invitees), which indemnifieation shall include attorneys' fees at trial and appellate levels. The foregoing indemnification shall survive termination or expiration ofthis Liam (d) LANDLORD'S insurance does not cover loss or damage to any of TENANT's personal property or possessions. IfTENANT desires insurance coverage for any of TENANT's personal property or possessions, TENANT shall. obtain- and pay for any such insurances coverage. 14. ASSIGNMENT OR SUBLEASING. TENANT shall neither sublet the. Property or any part thereof nor assign (voluntarily or by operation of.law) this Lease or any interest therein,normortgagenor encumber the Property or this Lease. 11. RM OF ENTRY. LANDLORD shall have the right by or through itself or its agents or employees, to enter the Property at all reasonable hours. LANDLORD's entry into the Property shall. be for the purpose examining it and to, in LANDLORD's sole disciWon,make such repairs and alterations.as LANDLORD may deem necessary to insure the orderly and proper maintenance of same: In addition, LANDLORD specifically reserves the right to enter upon the Property at reasonable times after first having informed TENANT of LANDLOR.D's intention to.do so, for the purpose .of showing the Property to prospective: (i) tenants;(it)purchasers;or(iii)mortgagees. I2. DEFAULT. (a} If TENANT shall fail to pay any installment.of Rent or other sums on the due date or if.TENANT should fail to keep and perform each and every one of the terms and ennditinnc of this Lease, then and in any of such events, TENANT will be in default hereunder. IfTENANT should become in default hereunder,LANDLORD will have any and all. of the rights and remedies which the law of Florida confers upon a landlord against a tenant in default including, without limitation, the right to: (i) terminate this Lease and sue for unpaid Rent; and/or(ii)accelerate the entire unpaid balance of the Rent for the Tenn of this Lease and sue for the collection of such Rent;and/or(iii)take possession of the Property(and any and all of TENANT's personal property theaein) .and, at LANDLOMYs option, rent the Property for the account of TENANT. In the event that LANDLORD takes possession of the Property, it may WP13DOCS 10129M2 remove TENANTs personal property and store same at the expense of TENANT,without being. liable for damages therefor. In the event that LANDLORD takes possession of the Property and relets same for the account of TENANT,LANDLORD shall receive the Rent and other proceeds thereof and apply same first to payment of expenses which LANDLORD may have incurred in connection with taking possession and reletting (including, without limitation, the cost of brokerage, repair, alteration and all other sums) and apply any remaining Rent or proceeds to payment of Rent and other sums due hereunder alb TENANT shall remain liable for any deficiency. If at the time of any default by TENANT there remains any unrefvnded balance of the Security,then LANDLORD may retain the Security without the fact of such retention of the Security altering or limiting the right to immediate possession of the Property by LANDLORD or any other rights of LANDLORD in law or in equity_ :In the evert TENANT shall fail to vacate the Property as and when required :hereunder, TENANT shall be deemed a tenant at sufferance and,in addition to any other rights and remedies accorded to LANDLORD,TENANT shall be charged, for each Jay during its owner, an amount equal to 2500/a of the rental amount which was due hereunder immediately prior to such holdover occupancy. (b) IL by reason of a default hereunder,.a party employs an attorney to enforce or otherwiseprotect its rights hereunder and such party prevails in litigation resulting from the default,the nob-prevailing party will owe and will pay the prevailing party's reasonable attorneys'fees(including fees at trial and appellate levels)and costs and expenses. 13. APPLIANCES AND AIR CONDITIONING. All fixtures and appliances at the Property are supplied by LANDLORD for the Tam of this Lease. 14, SUBORDINATION. This Lease is subject and subordinate to all ground or underlying leases, encumbrances,mortgages and other matters which may now or hereafter a1Rxt or become a lien upon the Property (or any portion thereot) and to any renewals, modifications, amendments, replacement or extensions thereof TENANT shalt execute any and all instruments.as LANDLORD may request in order to effectuate or confirm the foregoing subordination and TENANT Hereby irrevocably appoints LANDLORD as TENAN'I's attorney- in-fact to execute any and all such instruments. I.S. CUMULATIVE RE•MCDII S: LAVAS: NOTICES: INVALIDITY: WAIVER: SURRENDER: ENTIRE AGREEMENT: SUCCESS R ANS AS&QNS. All rights and remedies herein created for the benefit of LANDLORD are cumulative and resort to any one remedy shall not be construed to be an election of remedies on the part of LANDLORD or to exclude or prevent LANDLORD's resort to any other remedy in this Lease. This Lease shall be construed in accordance with Florida law. All notices shall be hand-delivered or mailed by certified trail, return receipt requested, to LANDLORD at the address.for payment of Rent and to TENANT (after the date of commencement of the Term of this Lease) at the property address. Notices to TENANT mailed in aa.ordmce with the terms hereof shall be deemed given when mailed; howevey notices to LANDLORD dwil be deemed received only upon actual receipt. Notices to TENANT may be effectuated by personally serving same on TENANT, any member of TENANT's family or any agent of TENANT found at or upon the Property. If any part or provision of this Lease is deemed by a court of competent jurisdiction to bee invalid or unenforceable,such invalidity or unenforceability shall not affect the remaining provisions,all of which shall remain in full force and effect. No act or thing done by LANDLORD shall be weHnocs 10129SU2 deemed an acceptance of a surrender of the Property or this Lease, and no agt to.accept the Property and surrender the Lease shall be valid unless in writing signed by LANDLORD. Delivery of keys to LANDLORD or its agent shall not-operate as a-termination of this lease or a surrender of the Property. The failure.of LANDLORD to insist upon the strict performance of any provision of this Lease shall not constitute a waiver of any subsequent act or failure of performance. 'Receipt of Rent by LANDLORD with.knowledge of breach of any provision of this.Lease shall not.be deemed a waiver of such breach No provision of this Lease shall be deemed to have been waived by LANDLORD unless such waiver shall be in writing signed by LANDLORD and no payment of Rent of n lesser amount than that dun nor any endvrsatncut or statement on a check, shall be deemed an accord and satisfcetion and LANDLORD may accept such check or payment without prejudice to its right to reoover any unpaid rent or other sutras;or to puraw.any remedy provided in this Lease. This Lease contains flaw entire agreement between the parties with respect to the subject matter and supersedes any prior or oral agreements or understandings. All promises,covenants and agreements set forth in this Lease shall be binding upon and inure to the benefit of the parties hereto,and(to rho cadent permitted)their respective heirs,personal representatives,successors and assigns. 16. RA DON GAS. Radon ir.a naturally occurring radioactive gas that,when it has accumulated in a building in sufficient quantities,may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state requirements have been found in buildings in Florida Additional information regarding radon and radon testing maybe obtained from your county public health unit. [SIGNATURES CONTAINED ON FOLLOWING PAGES] WPBDOdS 10129M2 IN WITNESS WHEREOF,the parties hereto have executed this Luse on the date and year first above written. WITNESSES: LANDLORD: 500 Ocean l'ropertic.5, LLC, a Florida limited liability CyT any , Ile By: 1, 'ICY I .Oycr III, Managing Member TENANT: HARVEY F_ OYER ]R., INC., a Florida corporation, d/b/a OYER, MACOVIAK AND ASSOCIATES Robert Macoviak, its President wPBDOCS 10129814'_' CAFE BARISTA, INC. d/b/a HURRICANE ALLEY 527, 529, 531 &OFFICE 4 (533 E. OCEAN) BUSINESS LEASE -� � THIS LEASE executed this day of H 007,by and between er �of 1 Seacrest Blvd,.Bovnton Beach.FL 3 5. hereinafter called Lessor,and Caf6 Barista.Inc.d/b/a Hurricane Alley and Hurricane Alley Eye of Storm,Inc, of 527-531 E Ocean Avenue Boynton Beach FL 33435 hereinafter called Lessee, WITNESSETH,THAT: Lessor,in consideration of the covenants and agreements herein contained on the part of the Lessee to be kept and performed,does hereby lease,demise,and let to the Lessee under the Lessor the premises located at 527,529,531 E.Ocean Avenue.Boynton Beach.FL 33435 (see attached Legal Description "Exhibit A")to be occupied as a restaurant and ice cream parlor for a period of 60 months commencing on the 1st day of September .2007 and ending midnight on the 31st day of Au use,ZUj at an agreed aggregate rental of One Hundred Sixty-eight Thousand and N0/100($168.000,00)Dollars+annlicable Florida sales tax in lawful money installments of$3.000.00-plus applicable Florida sales tax,due and payable in cash,cashier's check,or.money order to Lessor or their assigns on each and every monthly anniversary of the commencement date during the term of this Lease(Except:Lessor agrees to waive all regular rent for the rest of the calendar year of 2007)to be paid at 512 S.Seacrest Blvd.,Boynton Beach,FL 33425 ,or at such other place as the Lessor may designate in writing. First monthly payment to begin January 1',2008. Lessee shall still be bound by all other terms and conditions of this lease from the date of commencement which is September 1,2007. In addition to the rental installment,Lessee agrees to pay Lessor as additional rent within five(5)days of rendition of Lessor's bill to Lessee,such costs,fees,and expenses paid or incurred by Lessor for: I)repairs made by Lessor caused by Lessee's misuse; 2)fees and expenses,including court costs and reasonable attorney's fees arising in connection with the enforcement of the terms of this Lease;and 3)such other expenditures advanced for the account of Lessee by Lessor required to be paid by Lessee under this Lease. This Lease is made upon the following expressed terms and covenants,all and every one of which are material and which the parties covenant and agree to keep and perform: l) SECURITY DEPOSIT AND AGREEMENT: Lessee shall deposit with Lessor upon the execution of this Lease the sum of$_25.00 as security for the prompt payment of the rent and for the full and faithful performance by Lessee of the terms,and covenants of this Lease,to be returned to Lessee,without interest,after Lessee has vacated the premises and upon the full performance of the provisions of this Lease. Lessee shall not use the security as rent. If Lessee should fail to perform any obligation imposed by this Lease or by law,or by the condo association, Lessor shall have the right to apply the security deposit against the costs,expenses and damages suffered by Lessor including unpaid rent installments and reasonable attorney's fees. The security deposit shall not be considered liquidated damages. 2) TAXES: Real estate taxes on the premises shall be paid by Lessee. Personal property taxes on personal property of Lessee,if any,shall be paid by Lessee not later than 30 days from when the tax bill first comes out beginning 2007. Since the space being leased by Lessee constitutes approximately%of the entire building the parties shall split equally the over all gross tax for the entire building. 3) INSURANCE: Personal property insurance covering Lessee's personal property shall be paid by Lessee. Public liability insurance shall be paid by Lessee (Coverages should be at least as follows: Fire Liability, $100,000.00;Liquor Liability,$1,000,000,00;and General Liability,$1,000,000.00/$2,000,000.00). Lessor shall be added to the insurance policy as an additional insured,which policy shall include a waiver of subrogation rights by Lessee's insurance carrier. Lessor may at any time perform such acts as may be required of Lessee hereunder, or advance premiums required to be paid by Lessee,the same thereupon becoming additional rent and immediately due. 4) MAINTENANCE: Maintenance of all plumbing, lighting and appliances, including, but not limited to refrigerator,air conditioning and heating equipment shall be made by and paid by Lessee. Lessee acknowledges that all such appliances have been turned over to Lessee in good working order and that all said appliances shall be returned back to landlord in good working order and that Lessee agrees to maintain the appliances in said condition throughout the term of the lease. Lessee shall forthwith have repair done in a workmanlike manner at its expense, all damage to the demised premises,or any portion thereof,resulting from the act or negligence of Lessee,its family, servants or guests and only such types of repairs. If Lessee fails to make such repairs,Lessor may,but shall not be obligated to do so,make such repairs,and Lessee shall reimburse Lessor for the cost thereof,without demand,as an additional payment of rent under this Lease. Lessee agrees and acknowledges that it will not install any additional locks on any doors nor will Lessee change any existing locks without first obtaining the Lessor's express Page 1 of 4 written permission and providing the Lessor a duplicate key. Lessee shall further make reasonable provisions for and shall pay the cost of extermination services,and shall keep all plumbing and appliances clean,sanitary and in good repdir at its expense. 5)IMPROVEMENTS:Any improvements and repairs made to the premises by the Lessee shall meet all city and state code requirements. All costs of improvements or repairs shall be paid by Lessee. 6) UTILITIES: Telephone bills shall be paid by Lessee. Electric bills and cable television shall be paid by Lessee. Lessee is responsible for making arrangements with the utility companies in Lessee's name,including required deposits,for all utility services to be paid for by Lessee. Lessee will be responsible for sewer,water and garbage and all occupational licenses. 7) COMPLIANCE: The Lessee shall promptly execute and comply with all statutes,ordinances,rules,orders, regulations and requirements of the Federal, State and City Government for the correction, prevention, and abatement of nuisances or other purposes in,upon or connected with said premises during said term. Further, Lessee agrees to comply with all building rules and regulations. 8)PREMISES CONDITION: Except as specified in any notices to landlord pursuant to section 18 of this lease, the Lessee has examined and knows the condition of the premises and acknowledges that they are received in good order and repair;that they are tenantable,and that upon the termination of this Lease in any way,Lessee covenants to yield the premises to Lessor in as good condition as when entered upon by Lessee, ordinary wear and tear expected. Lessee shall remove all trash and debris from the premises and shall leave them in broom clean condition. All appliances shall be cleaned by Lessee and returned to Lessor in good operating condition. 9) PETS: Lessee covenants to refrain from keeping any pets upon the premises. 10) RIGHT OF ENTRY: Lessor,or its agents shall have the right to enter the premises,upon reasonable notice, at all reasonable hours for the purpose of examining or exhibiting the same;to make any repairs,alterations,or changes on the premises which Lessor may deem fit to make,or to place any sign therein or thereon for sale or rent and to show the same to prospective purchasers or tenants. Lessee shall not inhibit sales efforts of Lessor. However,sale of the property will not terminate this lease during its term. 11) WASTE PROHIBITED: Lessee shall not commit,nor suffer to be committed,any waste upon the premises, the appliances or furnishings,if any;not cause any nuisance or'breach of the peace,nor commit or permit to be committed any other act or deed which may disturb the quiet enjoyment of any other person or person's property in the neighborhood. 12) ASSIGNMENT AND SUBLETTING: Lessee may not assign this Lease or sublet the premises or any part thereof without the prior written consent of the Lessor. In the event such consent is given,Lessee agrees to pay the Lessor reasonable attorney's fees for the preparation and execution of such documents deemed necessary by the Lessor to he executed in connection with the assignment or subletting. 13) LESSOR LIABILITY: Lessee will indemnify and hold Lessor exempt and harmless from any liability,loss, cost,or obligation on account of any damage or injury to any person,or to the property of any person,arising in any manner from the use or occupation of the premises by the Lessee,its family,employees,servants,and guests and Lessee shall provide thereon insurance for same. 14) OPTIONS UPON DEFAULT: If Lessee shall violate any tern or covenant under this Lease,in addition to the relief allowed under Florida Statute, Chapter 83, the Lessor may re-take possession of the premises for the account of Lessee and re-let the same as agent of the Lessee;and the Lessee hereby irrevocably appoints Lessor its lawful attorney-in-fact for this purpose. Lessee shall,in such event,remain liable to Lessor for any deficiency,loss, costs,or damages sustained or incurred during the remainder of the term. 15) ATTORNEY'S FEES AND COSTS: Lessee agrees to pay all costs, fees, expenses,and a reasonable attorney's fees in the event of eviction,enforcement of any term or covenant of this Lease,or for the collection of any unpaid rent,whether suit be brought or not;and the security may serve as a source of such payment. 16) ESTOPPEL STATEMENT: Lessee agrees to execute and deliver to Lessor,within five(5)days of written request,a statement setting forth a)that the Lease is in full force and effect without modification;b)that Lessee has no claim,get-off,or defense to the Lease;c)the amount of the security deposit;and d)the dale through which rent has been paid. Failure to execute and deliver such statement within the time required shall be construed as Lessee's Page 2 of 4 representation that the Lease is in good standing without modification and that the Lessee has no claim,set-off,or defense to the Lease. ., 17) HOLDING OVER-DOUBLE RENT: If Lessee holds over and continues in possession of the premises,or -any part thereof,after the expiration of the Lease without Lessor's permission Lessormay recover double the amount of the rent due for each day Lessee holds over and refuses to surrender possession. Such daily rent shall be computed by dividing the rent for the last month of the Lease by fifteen. 18) AS IS: Lessee has inspected the premises and is familiar and satisfied with its present condition. The taking of possession of the premises byLessee shall be conclusive evidence that the premises were in good and satisfactory condition at the time such possession was taken. 19) FURNISHED PREMISES: The premises are rented unfurnished. 20) SUBORDINATION: This Lease is expressly made subject to and subordinate to all mortgages now upon or hereafter placed upon the premises by Lessor. Lessee irrevocably appoints Lessor its attorney-in-fact to execute such instruments as might be deemed expedient by Lessor to evidence implementation of this paragraph. 21) ASSIGNMENT: The Lessee shall not assign,mortgage,or encumber this Lease,nor sublet or permit the leased property or any part thereof to be used by others without the prior written approval of the condominium association. 22) NON-DISTURBANCE: The Lessee agrees not to use the demised premises,or any part thereof,or permit the same to be used for any illegal, immoral or improper purposes; not to make, or permit to be made, any disturbance,noise or annoyance whatsoever detrimental to the premises or the comfort and peace of the inhabitants of the vicinity of the demised premises. 23) INSPECTIONS: Lessee acknowledges that the Lessor shall have the right to make inspection of the premises at any reasonable hour. 24) NOTICES: Any notice required to be given shall be made by Certified Mail,Return Receipt Requested, mailed to the last known address of the party to be notified. 25) PERSONS BOUND: This Lease shall be biding upon and inure to the benefit of the parties and their respective heirs,personal representatives,successors,and permitted assigns. 26) FLORIDA LAW-. All parties agree that this Lease shall be construed for all purposes under the laws of the State of Florida. 27 TIME: Time is of the essence in this Lease. 28) COMPLETE AGREEMENT. This Lease constitutes the complete agreement and understanding between Lessor and Lessee,and no future agreement,understanding,or modification of this Lease shall be valid,binding, or enforceable against either party unless reduced to writing signed by Lessor and Lessee. 29) RECEIPT OF FUNDS: Lessor acknowledges that it has,or its agent has received the sum of$�?20 subject to check clearance,applied as follows: Security Deposit: $ 5 00 ; First Month's Rent: $_3,000.00+ $195.00 State Sales Tax;Last Month's Rent: 30) SPECIAL PROVISIONS: There shall be a 10%late fee for any rent payment more than 5 days overdue. The lessees shall have the option to renew for an additional five(5)years at the original rate. There shall be a CPI adjustment to the rent which shall be limited both upward and downward by 5%for the five renewal years. Lessee shall have right of 1sT refusal if Lessor should decide to sell property. Specifically,Lessor shall give Lessee five (5)days notice before placing properly on market and Lessee shall have four(4)days thereafter to accept terms being offered. 3I)HURRICANE SHUDDERS: Lessee shall be responsible for boarding up the windows and doors on the premises covered in this lease. Page 3 of ' 9 H IN WITNESS WHEREOF,the Lessor and Lessee have hereunto set their hands the day and year first above written. Sled,. aled and delivered in the presence of: &EWS"", ' = L OR:, H VE.. Et` WITNESS s y t � t e ^ n 3r v l a WITt`i" y LE:.SEE KIM I LLY, esident of CAF>;$ARISTA,INC.d /a HURRICANE ALLEY iTN< s WITNE,'S LESS E. KIM TALLY, esident of HURRICANE ALLEY I OF STORM,INC, WITNESS Prepared by: MARTINCAVAGE&HILEMAN,P.A.,1200 S.FEDERAL HIGHWAY,SUITE#201 BOYNTON BEACH,FL 33435-PHONE:561-736-2888 FAX:561-736-9612 Page 4 of 4 LEASE AMENDMENT THIS LEASE AMENDMENT("Amendment")is entered into effective as of the 1 st day of January 2011 ("Effective Date) between HARVEY E. OYER III, AS PERSONAL REPRESENTATIVE OF THE ESTATE OF HARVEY E. OYER, JR. ("Lessor'), having an address of 511 East Ocean Avenue,Boynton Beach,Florida 33435,and CAFE BARISTA, INC., a Florida corporation,d/b/a Hurricane Alley Raw Bar&Restaurant("Lessee"), whose address is 529 East Ocean Avenue,Boynton Beach,Florida 33435. RECITALS: WHEREAS, Harvey E. Oyer, Jr., as lessor, and Lessee entered into that certain Business Lease ("Lease"), dated October 2, 2007, for ground floor retail space located at 527, 529, and 531 East Ocean Avenue, Boynton Beach, Florida to be used exclusively as a restaurant("Leased Premises");and WHEREAS, Harvey E. Oyer, Jr. died on December 18, 2010 and Lessor, by operation of law,became landlord of the Leased Premises;and WHEREAS,Lessor and Lessee mutually desire to amend the Lease in accordance with the terms and conditions contained herein. NOW, THEREFORE, in consideration of the above recitals, the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which both parties hereto acknowledge, Lessor and Lessee hereby agree as follows: AGREEMENT: 1. RECITALS. The above Recitals are true and correct and are incorporated herein by this reference. 2. ALTERATION TO THE LEASED_PREMISES. Lessor and Lessee agree that Lessee shall be permitted to cut an opening in the east wall of the 529 East Ocean Avenue portion of the Leased Premises in order to connect it to the 531 East Ocean Avenue portion of the Leased Premises ("Doorway Connection"). The Doorway Connection shall be constructed in such a manner so as to: (a) comply with all laws, statutes, ordinances, and building construction codes; (b) maintain or enhance the load-bearing qualities of the existing wall; (c) utilize construction materials and finishes that are compatible with the existing, original construction materials in the Leased Premises; and (d) be no larger than the existing doorway opening connecting the 529 East Ocean Avenue portion of the Leased Premises to the 527 East Ocean Avenue portion of the Leased Premises. Lessee shall be responsible for all costs associated with the construction of the Doorway Connection, including but not limited to all materials, labor, permits, inspections, fines, and penalties. At no time shall Lessee be permitted to encumber the Lease, the Leased Premises or any portion thereof. Lessee shall not permit any notices of commencement, notices to owner, or liens of any kind or nature whatsoever to be recorded or to attach to the Leased Premises or the property to which the Leased Premises is a part. Lessee shall pay all liens of contractors, subcontractors, mechanics, laborers, materialmen and all other like character, and shall indemnify Lessor against all expenses, costs and charges, including bond premiums for release of liens and attorney's fees, disbursements, and costs reasonably incurred, at all trial and appellate levels, in the defense of any suit in discharging the Leased Premises or any part of it from any liens,judgments,or encumbrances caused or suffered by Lessee or any party acting by, through,or under Lessee or in any other way arising from or related to the Doorway Connection. With respect to the Doorway Connection, Lessee shall indemnify Lessor against all losses, costs, damages, and expenses of any kind or nature whatsoever, including court costs and attorneys fees, resulting from personal injury, death, damage to the Leased Premises,damage to the building in which the Leased Premises is situated, or any breach of the terms of the Lease or this Amendment. 3. ALCOHOLIC BEVERAGE LICENSE. Lessee hereby warrants and represents to Lessor that Lessee currently possesses all licenses necessary to serve beer and wine at the Leased Premises. Lessee desires to obtain all licenses and approvals necessary to serve all forms of alcoholic beverages at the Leased Premises (collectively, the "Alcohol_License") and Lessor is agreeable to allow Lessee to do so but only upon the terms and conditions contained in this Amendment Lessee shall be responsible for all costs and expenses associated with obtaining and maintaining the Alcohol License. Lessee shall at all times operate the Leased Premises and use the Alcohol License in conformance with all laws, statutes, and ordinances. Lessee agrees that the current hours of operation at the Leased Premises (Sunday to Thursday 11 am to 11 pm and Friday and Saturday 11 am to 12 am) shall not be increased or extended. Lessee agrees that at no time will it offer solo drink specials that are not associated with a food and drink pairing special. Lessee agrees that it will not have or promote alcoholic drink specials (e.g. `Jcllo shots") or nights (e.g. "Ladies Night'). Lessee agrees that it shall not advertise, promote or otherwise hold itself out to the community as a bar or nightclub. Lessee acknowledges and agrees that the conditions contained in this Amendment and the duties and obligations imposed upon Lessee herein are a material inducement to Lessor to agree to the Alcohol License and that the breach by Lessee of any of the conditions contained in this Amendment shall be a material breach of the Lease and shall entitle Lessor to all remedies at law and in equity. In consideration of Lessor permitting Lessee to obtain and maintain the Alcohol License at the Leased Premises during the term of the Lease, Lessee shall pay to Lessor an additional One Thousand and No/100 Dollars ($1,000.00) of Rent per month during the term of the Lease. Such additional rent shall become due and payable beginning on the first day of the first full month after Lessee obtains the Alcohol License. Such additional rent shall be added to and paid to Lessor in the same manner as the Rent under the Lease. 4. RENT. At Lessee's request, Lessor hereby authorizes and permits Lessee to divide the monthly Rent payments (including any additional rent, sales taxes, real estate taxes, and garbage fee reimbursements that Lessee owes to Lessor)so that one half of the monthly Rent shall be paid by Lessee to Lessor on the 1'day of each month during the term and the remaining one half of the Rent shall be paid by Lessee to Lessor on the 15`h day of each month. 5. RESTAURANT SIGNAGE. Lessor hereby authorizes Lessee, at Lessee's sole cost and expense,to install the restaurant signage depicted on Exhibit"A" attached hereto to the south fagade of the second story of the building in which the Leased Premises is located ("Restaurant Si e"). The Restaurant Signage shall be constructed in such a manner so as to: (a) comply with all laws, statutes, ordinances, and building construction codes; (b) be non- invasive or minimally invasive to the building wall;(c)utilize construction materials and finishes that are compatible with the existing, original construction materials of the building; and (d)be no larger than as depicted on Exhibit"A attached hereto. Lessee shall,at Lessee's sole cost and expense, be permitted to add up to two (2) light fixtures to illuminate the Restaurant Signage at night,provided that: (a)the lights do not shine into any of the upstairs windows; and(b)Lessee shall pay all electric charges and maintenance costs associated with the operation of the lights. Lessee shall be responsible for all costs associated with the construction of the Restaurant Signage, including but not limited to all materials, labor, permits, inspections, fines, and penalties. At no time shall Lessee be permitted to encumber the Lease, the Leased Premises or any portion thereof. Lessee shall not permit any notices of commencement, notices to owner, or liens of any kind or nature whatsoever to be recorded or to attach to the Leased Premises or the property to which the Leased Premises is a part. Lessee shall pay all liens of contractors, subcontractors, mechanics, laborers, materialrnen and all other like character, and shall indemnify Lessor against all expenses, costs and charges, including bond premiums for release of liens and attorney's fees, disbursements, and costs reasonably incurred, at all trial and appellate levels, in the defense of any suit in discharging the Leased Premises or any part of it from any liens,judgments,or encumbrances caused or suffered by Lessee or any party acting by, through, or under Lessee or in any other way arising from or related to the Restaurant Signage. With respect to the Restaurant Signage, Lessee shall indemnify Lessor against all losses, costs, damages, and expenses of any kind or nature whatsoever, including court costs and attorneys fees, resulting from personal injury, death, damage to the Leased Premises, damage to the building in which the Leased Premises is situated,or any breach of the terms of the Lease or this Amendment. 6. EXTENSION OF TERM. Lessee desires to extend the term of the Lease for an additional five(5)years after the currently scheduled expiration of the existing term of the Lease on August 31, 2012. Lessor and Lessee hereby agree that the Lease term is hereby extended an additional five(5)years and shall expire on August 31,2017. The Rent shall remain the same as it is as of the effective date of this Amendment up to and including August 31, 2012, that is $3,000 per month,plus additional rent of$1,000 per month for the Alcohol License(if in use by the Lessee), plus applicable sales taxes on the rent and additional rent, plus one-half the annual real estate taxes on the building in which the Leased Premises is located, and one-half of the garbage dumpster service. Beginning September 1, 2012 and continuing until August 31, 2014, the Rent shall be $4,100 per month, plus additional rent of$1,000 per month for the Alcohol License (if in use by the Lessee), plus applicable sales taxes on the rent and additional rent, and one-half of the garbage dumpster service. During this two year period, Lessee shall not pay Lessor one-half of the real estate taxes for the building in which the Leased Premises is located. Beginning September 1, 2014 and continuing until August 31,2017,the Rent shall be$4,500 per month,plus additional rent of$1,000 per month for the Alcohol License(if in use by the Lessee), plus applicable sales taxes on the rent and additional rent, and one-half of the garbage dumpster service. During this three year period, Lessee shall not pay Lessor one-half of the real estate taxes for the building in which the Leased Premises is located. 7. INSURANCE. Commencing upon the execution of this Amendment and at all times during the tern of the Lease, including all extensions of the Lease term, Lessee shall pay for and maintain: (a) replacement cost personal property insurance covering all of Lessee's personal property located on the Leased Premises; (b) public liability insurance in amounts no less than $100,000.00 for property damage, $1,000,000.00 for liquor liability, and $1,000,000.001$2,000,000.00 general liability on an occurrence basis; and (c) worker's compensation insurance as required by statute. Lessor shall be added to all insurance policies as an additional insured, which policy shall include a waiver of subrogation rights by Lessee's insurance carrier. Lessor may at any time perform such acts as may be required of Lessee hereunder, or advance premiums required to be paid by Lessee, the same thereupon becoming additional rent and immediately due. 8. SECURITY. Lessee has requested that Lessor not require a security deposit or a general personal guaranty of the Lease by Kim Kelly due to the long-term tenancy of Lessee at the Leased Premises. Lessor hereby agrees to this request by Lessee. Lessor and Lessee do, however, hereby agree that upon execution of this Amendment, Lessee shall execute a UCC-1 Financing Statement C UCC"), to be recorded with the Florida Secretary of State, that provides Lessor a security interest in all personal property and fixtures located on the Leased Premises during the term of this Lease. Such personal property and fixtures shall serve as Lessor's security for Lessee's full and faithful performance of the terms and conditions of the Lease, as amended from time to time. In addition to the UCC,Kim Kelly hereby personally guarantees the clean-up and restoration of the Leased Premises to broom clean condition upon the expiration or earlier termination of the Lease, including but not limited to the removal of all signage and the restoration of the any damage, holes, or marks to the building in which the Leased Premises is located. This limited personal guaranty by Kim Kelly shall be a continuing personal obligation that shall be legally enforceable against Kim Kelly by Lessor in accordance with the terms of this Amendment. 9. OTHER LEASE PROVISIONS. Unless specifically amended by this Amendment, all.other terms and conditions of the Lease remain unchanged and in full force and effect. [Signature page follows IN WITNESS WHEREOF,the Lessor and Lessee have executed this Amendment effective as of the day and year first above written. Signed, sealed and delivered in the presence of LESS HARVEYE. OYER HI,.AS PERSONAL fAR S ATI F T E EA F E JR. Print Name: & er III, nal Representative P nt Name. -- LESSEE: CAFE BARISTA, INC.,a Florida corporation,d/b/a Hurricane Alley Raw Bar R urant Print e: _ Felly, e 'dent 0 Print N e: LIMITED PERSOMA I GUARANTY: klii,� ke- Fn4nt N e: rim ehy,i ivi y my1fFersonally Print e: LEASE AMENDMENT THIS LEASE AMENDMENT teffective day of 1 " Date") between HARVEY E. OYER 111, AS PERSONAL REPRESENTATIVE OF THE ESTATE OF HARVEY E. OYER, JR. ("Lessor'), Floridaaddress of 511 East Ocean Avenue, Boynton Beach, INC., a Florida corporation,d/b/a Hurricane Alley Raw Bar&Restaurant("I&ILee 529 East Ocean Avenue,Boynton Beach, i Florida . whose address Oyer,WHEREAS, Harvey E. Jr., as lessor, and Lessee entered into that certain Business Lease " " , dated October 2, 2007, for ground floor retail space located at 527, 529, and 1 East Ocean Avenue, Boynton Beach, Florida to be used exclusively " Prernhg");and Harvey E. Oyer, J . died on December 18, 2010 , by operation of 1 ;and enteredWHEREAS, Lessor and Lessee t t dated effective January 1, ;and WHEREAS, Lessor and Lessee mutually desire to further amend the Lease in accordance with the terms and conditions . NOW, THEREFORE, in consideration of the above recita][s� the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency iacknowledge, lI I RECITALS. The above Recitals am true and correct and are incorporated herein by this e . specifically2. OTHER LEASE PROVISIONS. Unless is unchangedAmendment all other terms and conditions of the Lease remain o effect. . LICENSE FOR USE OF SID_EKAL . Lessee has requested the use of a portion of a sidewalk Fashion Shoppe Boutique, Inc. ("ESB"). Lessee desires to utilize that portion of the sidewalk located in fiunt ,as mom 1 i i " "attacked hereto C' is "), seating incident 's operation of Hurricane__ _Alley as a restaurant. Lessor hereby grants to Lessee a license to utilize Area for the sole purpose of outdoor seating incident to Lessee's operation of Hurricane Alley as a restaurant,but only upon the terms and conditions contained in this Amendment. Lessee shall marls the sidewalk in an inconspicuous manner that allows Lessee's employees to place Lessee's tables and chairs in the same spots each day. Lessee shall ensure that all tables and chairs located in the License Area stay in their designated spots,as depicted on Exhibit"A",at all times. At no time shall any tables or chairs be placed in front of FSB's entrance or west of FSB's entrance. Lessee shall be prohibited from connecting tables or placing large parties in the License Area Lessee shall place and maintain at all times two planters into the locations depicted on EXWhJIt"A"to direct pedestrian traffic. Lessee shall at all times have a copy of Exhibit"A"in the restaurant so that Lessee's staff is aware of correct placement of the tables and chairs in the License Area. Lessee shall ensure that no dogs,dog water bowls,chairs,strollers, or any other animal or object be permitted in front of FSB's windows,entrance,merchandise, mannequins,or display area Lessee shall ensure that its staff clean up after each table turnover in a timely manner,never allowing plates,food,or trash to remain on the tables in the License Area Lessee shall ensure that no trash is allowed on the sidewalk of the License Area at any time. Lessee shall be responsible for the cleaning (including regular pressure cleaning)and maintenance of the License Area The table closest to FSB's store shall be designated as the "FSB Men's Store Table"and be made available to FSB's owners,staff,employees,and guests when it is available and,if occupied,FSB's owners,staff,employees,and guests shall be next in line for said table. Lessee shall make best efforts to have its employees attach to each of Lessee's customer's receipts a$5 gift card for FSB's store located adjacent to the Leased Premises. FSB shall provide Lessee with the$5 gift cards. [Signature page follows] x /7 F58 Area I ,y•�I + 4 ov To4lerero r eel ' 1 10 0 C � i .r- e CZ C { r ) ® ewrn s� �ti kf OULL u 1p @ r ` J (' A • j a W. S �• F,-< �frdN T7e�Y+1. P.'to�eVA___. __ .._ �. IN WITNESS WHEREOF,the Lessor and Lessee have executed this Amendment effective as of the day and year first above written. Signed,sealed and delivered in the presence of LESSOR: HARVEY EOYEPylll, AS PERSONAL REPRE TA E OF THE ESTATE OF ti R,JR. 77!- rint Name: ,,, ,,• L. II,p Represen ve Print Name: LESSEE: CAFE BARISTA, INC.,a Florida corporation,d/b/a Hurricane Alley Raw Bar 8c urant 49, At N6 N e: Iii ally,P;Q ent ACKNOWLEDGED AND AGREED TO: -_ FASHION SHOPPE BOUTIQUE,INC., a Print Name ' v rr n 3 C;o i,rgol r Florida corporation 4 in ame: John Marquez, ident ` y J LEASE AMENDMENT THIS LEASE AMENDMENT("Amendment")is entered into effective as of the 10 day of September 2017 ("Effective Date's between 500 OCEAN PROPERTIES, LLC, a Florida limited liability company ("Lessor"), having an address of 511 East Ocean Avenue, Boynton Beach, Florida 33435, and CAA BARISTA, INC., a Florida corporation, d/b/a Hurricane Alley Raw Bar& Restaurant ("Lessee's, whose address is 529 East Ocean Avenue,Boynton Beach,Florida 33435. RENTALS: WHEREAS, Harvey E. Oyer, Jr., as lessor, and Lessee entered into that certain Business Lease("Lease'),dated October 2,2007,for ground floor retail space located at 527, 529,and 531 East Ocean Avenue,Boynton Beach,Florida to be used exclusively as a restaurant("Leased Premises');and WHEREAS, Harvey E. Oyer, Jr. died on December 18, 2010 and Lessor became the owner and landlord of the Leased Premises;and WHEREAS, Lessor and Lessee entered into that certain Lease Amendment dated effective January 1,2011 which, among other changes,granted Lessee the right to make specific alterations to the Leased Premises, obtain an alcoholic beverage license, install signage,and extend the term of the Lease;and WHEREAS, Lessor and Lessee entered into that certain Lease Amendment dated July 2011 which granted Lessee a license for use of a portion of the sidewalk;and WHEREAS, Lessor and Lessee entered into that certain Lease Amendment dated September 1, 2014 which added 533 East Ocean Avenue, Office 4 to the Leased Premises;and WHEREAS, Lessor and Lessee mutually desire to further amend the Lease in accordance with the terms and conditions contained herein. NOW, THEREFORE, in consideration of the above recitals, the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which both parties hereto acknowledge, Lessor and Lessee hereby agree as follows: AGRFFnra:NT• 1. RECITALS. The above Recitals are true and correct and are incorporated herein by this reference. 2. OTHER LEASE PROVISIONS. Unless specifically amended by this Amendment,all other terms and conditions of the Lease,as previously amended,remain unchanged and in full force and effect. 3. EXTENSION OF TERM AND RENT. Lessor and Lessee mutually desire to extend the term of the Lease for an additional five(5)years after the expiration of the existing term of the Lease on August 31,2017. Lessor and Lessee hereby agree that the Lease term is hereby extended an additional five(5)years and shall expire on August 31, 2022. For the first three(3)years of the extended term of the Lease,the Rent(defined below)shall remain the same as it is on the Effective Date hereof. For year four(4)of the extended term of the Lease,the Rent shall increase 5%. For year five(5)of the extended term of the Lease,the Rent shall increase an additional 5%. The Rent shall be $5,875 per month,which includes$4,500 of base rent for the restaurant,$1,000 for the Alcohol License,and$375 for the upstairs Office 4. Lessee shall pay the Rent,plus all applicable sales taxes,to Lessor each month,without demand,at Lessor's office. At Lessee's request,Lessor hereby authorizes and permits Lessee to divide the monthly Rent payments so that one-half of the monthly Rent shall be paid by Lessee to Lessor on the 1" day of each month during the extended term hereof and the remaining one-half of the Rent shall be paid by Lessee to Lessor on the 151 day of each month during the extended term hereof. In addition to the Rent,Lessee shall pay to Lessor one-half of the property taxes and assessments for the building within thirty(30)days after Lessor provides Lessee with a copy of the annual property tax brill,usually early November of each year. In addition to the Rent,Lessee shall also pay to Lessor each month one-third of the garbage and recycling dumpster fees and taxes. 4. RIGHT OF FIRST REFUSAL. Prior to or upon the expiration of the extended term of the Lease provided for herein,Lessee shall have a right of first refusal to match the terms and conditions of any lease for the Leased Premises that Lessor obtains from a third party potential lessee. After presentation by Lessor to Lessee of the terms and conditions of any third party potential lease,Lessee shall have ten(10)days in which notify Lessor of its intention to exercise the right of first refusal and match the same terms and conditions. Should Lessee fail to agree to match the same terms and conditions within said ten(10)period,Lessee's right of first refusal shall be waived and Lessor may proceed to lease the Leased Premises to the third party. Should Lessee exercise its right of first refusal within said ten(10)days,Lessor and Lessee shall enter into a new or amended lease agreement for the Leased Premises on such terms and conditions contained in the right of first refusal notice. [Signature page follows] IN WrrNESS VVHEREOF,the Lessor and Lessee have executed flus Amendment effective as of the day and year first above written. Signed,sealed and delivered in the presence of LESSOR: 508 Ocean Properties,LLC,a Florida limited liability company BY: ... Its: Mmia&gember Print Name. , ( 0,j LESSEE: CAFt BARISTA,INC.,a Florida corporation,d/b/a Hurricane Alley Raw Bar&Restaurant Print Name:, berlB.Kel Sident 9Print Nam KALA MARKETING GROUP OFFICE #1 OFFICE SPACE LEASE AGREEMENT THIS COMMERICAL LEASE AGREEMENT ("Lease") is made effective as of the Is` day of September 2014, between 500 OCEAN PROPERTIES, LLC, a Florida limited liability company, whose mailing address is 511 East Ocean Avenue, Boynton Beach, Florida 33435 ("LANDLORD") and KALA MARKETING GROUP ("TENANT"). WITNESSETH: That LANDLORD, for and in consideration of the covenants, agreements and conditions herein contained, on the part of TENANT to be kept and performed, does hereby lease to TENANT, and TENANT does hereby lease from LANDLORD, Office 1 located at 533 East Ocean Avenue, Boynton Beach, Florida 33435 ("Property"). The terms and conditions of this Lease are as follows: 1. TERM. The term of this Lease shall be for one (1) year, commencing on September 1,2014 and ending on August 31,2015. 2. RENT. (a) TENANT agrees to pay to LANDLORD in lawful money of the United States the sum of Three Thousand and No/100 Dollars ($3,000.00) on or prior to the commencement date, which stun represents the first six (6) months of rent at the rate of Five Hundred and No/100 Dollars ($500.00) per month ("Rent"). TENANT agrees to pay to LANDLORD in lawful money of the United States the sum of Three Thousand and No/100 Dollars ($3,000.00) on or prior to March 1, 2015, which sum represents the second six (6) months of Rent at the rate of Five Hundred and No/100 Dollars ($500.00) per month. Rent shall be paid at LANDLORD'S address stated above, or at such other place as LANDLORD may specify in writing. LANDLORD agrees that, in the event that LANDLORD and TENANT mutually agree to renew this Lease for an additional year, that the Rent shall not increase by more than five percent(5%)per annum. (b) Upon the execution hereof, TENANT shall pay to LANDLORD: (i) the sum of Three Thousand and No/100 Dollars ($3,000.00) as prepaid rent for the first six (6) months of the Term; and (ii) the sum of Five Hundred and No/100 Dollars ($500.00)representing the Security Deposit (defined below). (c) In addition to any other rights of LANDLORD hereunder, in the event TENANT shall fail to pay rent or other sums due hereunder on its due date, TENANT shall pay to LANDLORD a late fee in the amount of Thirty and No/100 Dollars($30.00) for each calendar day that the Rent is late beyond the due date. The late fee is not a penalty, but liquidated damages to defray administrative and related expenses due to such late payment. WPBDOCS 8540135 2 3. SECURITY DEPOSIT. TENANT hereby deposits with LANDLORD the sum of Five Hundred and No/100 Dollars ($500.00) as a security deposit (the "Security Deposit'), the receipt of which is hereby acknowledged, which sums shall be held by LANDLORD upon the following terms and conditions: (a) As security for the performance by TENANT of all of the terms, conditions and covenants of this Lease;and (b) As security for the return by TENANT to LANDLORD of the Property in accordance with the terms of this Lease. The Security Deposit shall not be construed as,or applied, in payment of any rental herein reserved to be paid;and (c) In the event of default of any kind by TENANT, then and in such event, LANDLORD shall be deemed authorized, at LANDLORD's option, to retain the Security Deposit as liquidated, stipulated and agreed upon damages; provided, however, that in no event shall LANDLORD be deprived of any other remedy, whether at law or equity or reserved by the terms of this Lease, regardless of retention by LANDLORD of the Security Deposit;and (d) Upon expiration of the Term of this Lease, and in the event that there has been no default of any kind whatsoever on the part of TENANT, the Security Deposit shall be returned to TENANT or LANDLORD shall give TENANT written notice of LANDLORD's intention to impose a claim against the Security Deposit on account of loss or damage to the Property, reasonable wear and tear excepted. There shall be no interest paid on the Security Deposit and LANDLORD may commingle the Security Deposit with other of LANDLORD's funds. 4. INSURANCE: (a) TENANT shall obtain general liability insurance covering the activities of TENANT and TENANT'S employees, agents, contractors, guests, customers, and invitees while on the Property in an amount of no less than ONE MILLION AND NO/100 DOLLARS ($1,000,000.00) each occurrence. LANDLORD shall be listed as additional insured and a certificate of insurance shall be provided to LANDLORD within three (3) days after the commencement of this Lease. TENANT shall require its insurance company to provide at least thirty(30) days prior written notice to LANDLORD before canceling or altering the liability insurance policy. (b) TENANT shall obtain insurance covering TENANT'S personal property and inventory located at the Property. Under no _circumstance shall LANDLORD be responsible onsible or liable for TENANT'S ersonal roe or inventory located at the Property. 5. OCCUPANCY AND USE OF THE PREMISES. (a) TENANT shall occupy the Property for office purposes only. TENANT shall not change, alter or install locks without the prior written consent of LANDLORD. WPBDOCS 8540135 2 (b) TENANT shall not allow any pets or animals on the Property without LANDLORD'S prior written consent (which shall be given or denied in LANDLORD's sole and absolute discretion). (c) No smoking shall be permitted within the offices in the hallwaysL or common areas of_the Pro ert`y at anytime with no exceutions. (d) TENANT shall abide by and comply with all reasonable rules and regulations now or hereafter promulgated by LANDLORD and all ordinances and laws of all governmental entities, whether federal, state or local, having jurisdiction in the matter. TENANT shall neither permit not commit, whether with or without knowledge or consent, any immoral, improper or unlawful practice or act in or upon the Property. TENANT agrees not to make, nor permit to be made, any disturbance, noise or annoyance of any kind which is detrimental to the Property. TENANT shall not, in any manner,alter,damage or deface the Property. (e) Provided that TENANT abides by all terms, obligations, and covenants of this Lease, TENANT shall enjoy quiet and peaceful possession of the Property during the Term. 6. UTILITIES. (a) During the Term, LANDLORD shall pay the cost of water and sewer service, electricity, garbage service, and quarterly pest control. During the Term, TENANT agrees to pay all utility charges for telephone, television/internet,and any other utilities or services used at the Property, including all installation and activation fees and any deposits required by such utility providers. (b) Except in the instance of LANDLORD'S negligence, LANDLORD shall not be liable to TENANT in the event any utility services are interrupted or become unavailable, for any reason whatsoever, and such interruption or unavailability shall not constitute actual or constructive eviction, nor be deemed an interference with TENANT's occupancy of the Property, nor shall Rent be abated during any such period of interruption or unavailability. 7. MAINTENANCE AND REPAIRS• HURRICANE _PROTECTION: SURRENDER OF PROPERTY. (a) TENANT shall, at its sole expense,keep and maintain the Property in good, clean and sanitary condition and repair during the Term of this Lease. Except for repairs due to TENANT's misuse, waste, or neglect or that of TENANT"s family members, agents or visitors, the LANDLORD will be responsible for the repair and replacement of the roof, air conditioning system,and appliances. (b) TENANT shall not drain, nor permit the drainage of, grease into the toilets or sinks. WPBDOCS 8540135 2 (c) In the event of a hurricane watch or hurricane warning, TENANT shall use reasonable efforts to secure the Property against damage. (d) LANDLORD shall engage a professional pest control contractor to provide calendar quarterly pest control service. (e) TENANT shall,at the end of the Lease term, surrender and deliver to LANDLORD the Property, without demand, "broom clean" and in the same condition as it existed on the commencement date hereof, reasonable wear and tear excepted. 8. NO ADDITIONS OR ALTERATIONS. (a) TENANT shall not make any additions, changes or alterations in and upon the Property (including, without limitation, painting of portions of the Property) of any nature whatsoever without the prior written consent of LANDLORD, which consent may be given or withheld in LANDLORD's sole discretion. LANDLORD may remove or change, at TENANT's cost and expense, any addition, change or alteration made by TENANT without LANDLORD's consent, the charge for which shall be paid by TENANT upon demand. TENANT shall not permit or install nails, screws or adhesive hangers except standard picture hooks; and no nails, screws or hangers may be placed in walls,woodwork or any part of the Property. (b) No personal property, appliances or fixtures shall be removed by TENANT without the prior written consent of LANDLORD. LANDLORD's interest in the Property shall not be subject to mechanics' or other liens for improvements made by TENANT nor for services, labor or materials performed at TENANT's request. (c) If any lien is filed against the Property for improvements or work claimed to have been done or for materials claimed to have been furnished to TENANT, the lien shall be discharged by TENANT within ten (10) days thereafter, at TENANT's expense, and TENANT shall indemnify LANDLORD for any loss, cost, or expense incurred by LANDLORD as a result of TENANT'S violation of this provision. The foregoing indemnification shall survive termination or expiration of this Lease. 9. DESTRUCTION BY CASUALTY. In the event the Property or any portion thereof may be rendered untenantable by reason of fire, explosion or any other casualty, LANDLORD, at LANDLORD's option, may either repair the Property to make the same tenantable within sixty (60) days thereafter, or terminate this Lease. In such event, LANDLORD shall give TENANT ten (10) days' notice in writing of LANDLORD's intention to repair or terminate this Lease. If LANDLORD elects to repair the damaged Property, LANDLORD shall proceed with due diligence and TENANT's Rent for that period of time during which the Property is or remains untenantable shall be abated or apportioned. 10. PROPERTY LOSS DAMAGE AND INDEMNIFICATION. (a) The taking of possession of the Property by TENANT shall be conclusive evidence that the Property is in all respects in good and satisfactory condition WPBDOCs 8540135 2 and acceptable to TENANT. LANDLORD shall not be liable to TENANT, TENANT's family members, agents, licensees or invitees, for damage to persons or property caused by any individual or entity. LANDLORD shall not be liable for any patent or latent defects in the Property. (b) LANDLORD shall not be liable for the presence of bugs, vermin or insects in the Property. TENANT hereby releases LANDLORD from any and all claims for loss, damage or injury of any nature whatsoever to person or property, including (without limitation) damage caused by theft, vandalism, water, smoke, fire or other causes, or resulting in any way from or in any fashion arising from or connected with the occupancy or use of the Property. (c) TENANT further agrees to hold LANDLORD harmless and to indemnify LANDLORD from and against any and all claims, liabilities, actions, causes of action, damages, costs and expenses whatsoever which may arise out of, result from or be attributable to TENANT's use or occupancy of the Property, or any act or omission thereon (whether by TENANT, TENANT's family members, agents, employees, licensees or invitees), which indemnification shall include attorneys' fees at trial and appellate levels. The foregoing indemnification shall survive termination or expiration of this Lease. (d) LANDLORD'S insurance does not cover loss or damage to any of TENANT's personal property or possessions. if TENANT desires insurance coverage for any of TENANT's personal property or possessions, TENANT shall obtain and pay for any such insurance coverage. 11. ASSIGNMENT OR SUBLEASING. TENANT shall neither sublet the Property or any part thereof nor assign (voluntarily or by operation of law) this Lease or any interest therein, nor mortgage nor encumber the Property or this Lease. 12. RIGHT OF ENTRY. LANDLORD shall have the right by or through itself or its agents or employees, to enter the Property at all reasonable hours. LANDLORD's entry into the Property shall be for the purpose examining it and to, in LANDLORD's sole discretion, make such repairs and alterations as LANDLORD may deem necessary to insure the orderly and proper maintenance of same. In addition, LANDLORD specifically reserves the right to enter upon the Property at reasonable times after first having informed TENANT of LANDLORD's intention to do so, for the purpose of showing the Property to prospective: (i) tenants; (ii) purchasers; or (iii) mortgagees. 13. DEFAULT. (a) If TENANT shall fail to pay any installment of Rent or other sums on the due date or if TENANT should fail to keep and perform each and every one of the terms and conditions of this Lease, then and in any of such events, TENANT will be in default hereunder. If TENANT should become in default hereunder, LANDLORD will have any and all of the rights and remedies which the law of Florida confers upon a WPBDOCs 8540135 2 landlord against a tenant in default, including, without limitation, the right to: (i) terminate this Lease and sue for unpaid Rent; and/or (ii) accelerate the entire unpaid balance of the Rent for the Term of this Lease and sue for the collection of such Rent; and/or (iii)take possession of the Property (and any and all of TENANT's personal property therein) and, at LANDLORD's option, rent the Property for the account of TENANT. In the event that LANDLORD takes possession of the Property, it may remove TENANT's personal property and store same at the expense of TENANT, without being liable for damages therefor. In the event that LANDLORD takes possession of the Property and relets same for the account of TENANT, LANDLORD shall receive the Rent and other proceeds thereof and apply same first to payment of expenses which LANDLORD may have incurred in connection with taking possession and reletting (including, without limitation, the cost of brokerage, repair, alteration and all other sums) and apply any remaining Rent or proceedings to payment of Rent and other sums due hereunder and TENANT shall remain liable for any deficiency. If at the time of any default by TENANT there remains any unrefunded balance of the Security, then LANDLORD may retain the Security without the fact of such retention of the Security altering or limiting the right to immediate possession of the Property by LANDLORD or any other rights of LANDLORD in law or in equity. In the event TENANT shall fail to vacate the Property as and when required hereunder, TENANT shall be deemed a tenant at sufferance and, in addition to any other rights and remedies accorded to LANDLORD,TENANT shall be charged, for each day during its occupancy, an amount equal to 250% of the rental amount which was due hereunder immediately prior to such holdover occupancy. (b) If, by reason of a default hereunder, a party employs an attorney to enforce or otherwise protect its rights hereunder and such party prevails in litigation resulting from the default, the non-prevailing party will owe and will pay the prevailing party's reasonable attorneys' fees (including fees at trial and appellate levels) and costs and expenses. 14. APPLIANCES AND AIR CONDITIONING. All fixtures and appliances at the Property are supplied by LANDLORD for the Term of this Lease and are owned by LANDLORD. 15. SUBORDINATION. This Lease is subject and subordinate to all ground or underlying leases, encumbrances, mortgages and other matters which may now or hereafter affect or become a lien upon the Property (or any portion thereof) and to any renewals, modifications, amendments, replacements or extensions thereof. TENANT shall execute any and all instruments as LANDLORD may request in order to effectuate or confirm the foregoing subordination and TENANT hereby irrevocably appoints LANDLORD as TENANT's attorney-in-fact to execute any and all such instruments. 16. CUMULATIVE REMEDIESL LAWS; NOTICES;_ INVALIDITY; WAIVER• SURRENDER• ENTIRE AGREEMENT: SUCCESSORSAND ASSIGNS. All rights and remedies herein created for the benefit of LANDLORD are cumulative and resort to any one remedy shall not be construed to be an election of remedies on the part of LANDLORD or to exclude or prevent LANDLORD's resort to any other remedy in WPBDOCs 8540135 2 this Lease. This Lease shall be construed in accordance with Florida law. All notices shall be hand-delivered or mailed by certified mail, return receipt requested, to LANDLORD at the address for payment of Rent and to TENANT (after the date of commencement of the Term of this Lease) at the property address. Notices to TENANT mailed in accordance with the terms hereof shall be deemed given when mailed; however, notices to LANDLORD shall be deemed received only upon actual receipt. Notices to TENANT may be effectuated by personally serving same on TENANT, any member of TENANT's family or any agent of TENANT found at or upon the Property. If any part or provision of this Lease is deemed by a court of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the remaining provisions, all of which shall remain in full force and effect. No act or thing done by LANDLORD shall be deemed an acceptance of a surrender of the Property or this Lease,and no agreement to accept the Property and surrender the Lease shall be valid unless in writing signed by LANDLORD. Delivery of keys to LANDLORD or its agent shall not operate as a termination of this Lease or a surrender of the Property. The failure of LANDLORD to insist upon the strict performance of any provision of this Lease shall not constitute a waiver of any subsequent act or failure of performance. Receipt of Rent by LANDLORD with knowledge of breach of any provision of this Lease shall not be deemed a waiver of such breach. No provision of this Lease shall be deemed to have been waived by LANDLORD unless such waiver shall be in writing signed by LANDLORD and no payment of Rent of a lesser amount than that due, nor any endorsement or statement on a check, shall be deemed an accord and satisfaction and LANDLORD may accept such check or payment without prejudice to its right to recover any unpaid rent or other sums, or to pursue any remedy provided in this Lease. This Lease contains the entire agreement between the parties with respect to the subject matter and supersedes any prior or oral agreements or understandings. All promises, covenants and agreements set forth in.this Lease shall be binding upon and inure to the benefit of the parties hereto, and (to the extent permitted) their respective heirs, personal representatives, successors and assigns. 17. RADON GAS. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state requirements have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county public health unit. [SIGNATURES CONTAINED ON FOLLOWING PAGES] WPBDOCS 8540135 2 IN WITNESS WHEREOF, the parties hereto have executed this Lease on the date and year first above written. WITNESSES: LANDLORD: 500 Ocean Properties, LLC, a Florida limited RAIW liability company By: Christian Macoviak, its Managing Member WITNESSES: TENANT: Kala Marketing Croup Its: a WPBDOCS 8540135 2 850-617-6381 1/24/2013 �- 1 :11 AM PAGE 1/002 Fax Server Kc Koh tate - urlo, _ r # V C µ �Ipparltnpnt of #101P 7 n I certify from the records of this office that KALA MARKETING GROUP, LLC, NOR is a limited liability company organized under the laws of the State of Florida, filed on January 23, 2013, effective January 23, 2013, lom The document number of this company is L13000011929. Fgc _ I further certify that said company has paid all fees due this office through December 31, 2013, and its status is active. HA Authentication Code: 813A00001778-012413-1,13000011929-1/1 G Y VIC HC HCHIC X:N§p)j4 BY n ZiKc V PCE V Given under my hand and the Great Seal of the state of Florida, at Tallahassee, the Capital, this the KETwenty-fourth day of January, 2013 Pot t * cqCHI RIO D UT den' �BWher �berretarp of &tate •1 Q, l J XVINAC s State of Dalabure Seozetazy of State Division of tiaras Certificate of Formation 12:23 23 01313 of SRV 130079746 - 52783127 FILE Simple Group, LLC 1. The name of this Delaware limited liability company is: Simple Group, LLC 2. The name and address of the registered agent of the Company is: Corporate Creations Network Inc. 3411 Silverside Road Rodney Building #104 Wilmington DE 19810 3. The Company will be a manager-managed company. 4. The profits and losses of the Company shall be allocated to the members in proportion to their percentage interest in the Company, unless otherwise provided in the Company's limited liability company agreement. Unless otherwise provided in the Company's limited liability company agreement, there shall not be any distribution of profits unless each separate distribution is approved by the affirmative vote of members who own more than 50% of the voting interest in the Company. The voting members shall have complete discretion on when and if to approve any distribution of profits, unless otherwise provided in the Company's limited liability company agreement. 5. No member shall have the right to assign the member's interest in the Company without the written agreement of all the members, unless otherwise provided in the Company's limited liability company agreement. Unless otherwise provided in the Company's limited liability company agreement, if all the members do not approve the assignment, the assignee shall have no right to become a member, to participate in the management of the Company or to exercise any other rights or powers of a member. The assignee shall merely be entitled to receive the share of profits and other distributions and the allocation of income, gain, loss deduction; credit or similar item to which the assignor was entitled,to the extent assigned. The undersigned authorized person has executed this Certificate of Formation on January 23,2013. AUTHORIZED PERSON: 1ESSICA MORALES,SPECIAL SECRETARY J I DEPARTMENT OF IRSIJTRNAL RENESERVCE CINCINNATI OH 45999-0023 Date of this notice: 01-24-2013 Employer Identification Number: 46-1853144 Form: SS-4 Number of this notice: cP 575 G KALA MARKETING GROUP LLC REINALDO SCHIAVINATO SOLE MBR For assistance you may call us at: 301 NE 51ST ST STE 1290 BOCA RATON, FL 33431 1-800-829-4933 IF YOU WRITE, ATTACH THE STUB AT THE END OF THIS NOTICE. WE ASSIGNED YOU AN EMPLOYER IDENTIFICATION NUMBER Thank you for applying for an Employer Identification Number (EIN). We assigned you EIN 46-1853144. This EIN will identify you, your business accounts, tax returns, and documents, even if you have no employees. Please keep this notice in your permanent records. When filing tax documents, payments, and related correspondence, it is very important that you use your EIN and complete name and address exactly as shown above. Any variation may cause a delay in processing, result in incorrect information in your account, or even cause you to be assigned more than one EIN. If the information is not correct as shown above, please make the correction using the attached tear off stub and return it to us. A limited liability company (LLC) may file Form 8832, Entity Classification Election, and elect to be classified as an association taxable as a corporation. If the LLC is eligible to be treated as a corporation that meets certain tests and it will be electing S corporation status, it must timely file Form 2553, Election by a Small Business Corporation. The LLC will be treated as a corporation as of the effective date of the S corporation election and does not need to file Form 8832. To obtain tax forms and publications, including those referenced in this notice, visit our Web site at www.irs.gov. if you do not have access to the Internet, call 1-800-829-3676 (TTY/TDD 1-800-829-4059) or visit your local IRS office. UTORTANT REMINDERS: * Keep a copy of this notice in your permanent records. This notice is issued only one time and the IRS will not be able to generate a duplicate copy for you. You may give a copy of this document to anyone asking for proof of your EIN. * Use this EIN and your name exactly as they appear at the top of this notice on all your federal tax forms. • Refer to this EIN on your tax-related correspondence and documents. If you have questions about your EIN, you can call us at the phone number or write to us at the address shown at the top of this notice. If you write, please tear off the stub at the bottom of this notice and send it along with your letter. if you do not need to write us, do not complete and return the stub. Your name control associated with this EIN is KALA. You will need to provide this information, along with your EIN, if you file your returns electronically. Thank you for your cooperation. oc S - OJ'PIi JIGV/O LLC CHASE. KALA.MARKET.lNG GROUP, 301 YAMAfO RD STS 1240 80CA RATAN-':FL 33431 3/29/2014 "3,500:00 1'AY TO THE 5Q0 OCEAN PROPERTIES, LLC - _ -ORDER OF: 7. 77. Three Thousand Five Hundred and 001100 7.7 500;OCEAN PROPERTIES,t,LC 51'1.E Ocean Ave,;. •:, - : Baynton Beach, I LA ,,eNa,, , MEMO Advance Rent 6 mo+Secunty Deposit 1120013020 1: 26 708 4 L 3 i1: 180 3 3 3 9 5011' Lease Extension A reement August 30, 1020 500 Ocean Properties, LLC(LANDLORD)and individually(collectively"TENANT")agree to extend lease on said premises know as 533 E Ocean Ave#5, Boynton Beach, FL 33435, original lease dated 1st day of September 2014. For good consideration 500 Ocean Properties,LLC and Kala Marketing Group and Reinaldo Schiavinato ("tenant') agree to extend the said lease for a period of one year,starting date of 1st day of September 2020 and terminating on the 30th day of August 2021. The parties agree that no further right of renewal or extension shall exist beyond the termination date indicated above unless both parties agree to another lease extension agreement. During the lease extension period,Kala Marketing Group and Reinaldo Schiavinato, ("tenant") agrees to pay rent in the amount of$1000.00(One Thousand) per month. This agreement shall be binding upon and shall insure the benefit of the parties,their successors,assigns, personal agents and managing members. Landlord Date l� Tenant Date $13112020 Witness Date Lease Extension Agreement August 12,2021 500 Ocean Properties, LLC(LANDLORD)and Kala Marketing Group and Reinaldo Schiavinato individually(collectively"TENANT") agree to extend lease on said premises know as 533 E Ocean Ave tis, Boynton Beach, FL 33435,original lease dated 1st day of September 2014. For good consideration 500 Ocean Properties, LLC and Kala Marketing Group and Reinaldo Schiavinato ( "tenant") agree to extend the said lease for a period of one year,starting date of 1st day of September 2021 and terminating on the 30th day of August 2022. The parties agree that no further right of renewal or extension shall exist beyond the termination date indicated above unless both parties agree to another lease extension agreement. During the lease extension period,Kala Marketing Group and Reinaldo Schiavinato, "tenant") agrees to pay rent in the amount of$1030.00 G u"ad)per month. ( 0n Vr a wri-[htr 1:!j and tAP tm This agreement shall be binding upon and shall insure the benefit of the parties,their successors,assigns,personal agents and managing members. Landlord ( e ,gyp Date 9,12-4121 Tenant Date 8/22/21 Witness Date FLORIDA TECHNICAL CONSULTANTS, LLC OFFICES #2 & #3 OFFICE SPACE LEASE AGREEMENT THIS COMMERICAL LEASE AGREEMENT ("Lease") is made effective as of the 15th day of October 2017,between 500 OCEAN PROPERTIES,LLC,a Florida limited liability company, whose mailing address is 511 East Ocean Avenue, Boynton Beach, Florida 33435("LANDLORD")and Florida Technical Consultants,LLC,a Florida limited liability company("TENANT"), whose address shall be the address of the "Property" described below. WITNESSETH: That LANDLORD, for and in consideration of the covenants, agreements and conditions herein contained,on the part of TENANT to be kept and performed,does hereby lease to TENANT, and TENANT does hereby lease from LANDLORD, Office 2 located at 533 East Ocean Avenue,Boynton Beach, Florida 33435 ("Property"). The terms and conditions of this Lease are as follows: 1. TERM. The term of this Lease shall be for one (1) year, commencing on October 15,2017 and ending on October 14,2018 2. RENT. (a) TENANT agrees to pay to LANDLORD in lawful money of the United States each month during the Term of this Lease, the sum of Five Hundred Fifty and No/100 Dollars ($550.00) ("Rent"). Rent shall be paid at LANDLORD'S address stated above,or at such other place as LANDLORD may specify in writing. (b) Upon the execution hereof,TENANT shall pay to LANDLORD: (i) the sum of Five Hundred Fifty and No/100 Dollars($550.00)as prepaid first month's rent; (ii) the sum of Five Hundred Fifty and No/100 Dollars ($550.00) as prepaid last month's rent; and (iii) the sum of Five Hundred Fifty and No/100 Dollars ($550.00) representing the Security Deposit(defined below). The total sum to LANDLORD is $1650.00. (c) In addition to any other rights of LANDLORD hereunder, in the event TENANT shall fail to pay rent or other sums due hereunder on its due date,TENANT shall pay to LANDLORD a late fee in the amount of Thirty and No/100 Dollars ($30.00) for each calendar day that the Rent is late beyond the due date. The late fee is not a penalty, but liquidated damages to defray administrative and related expenses due to such late payment. 3. SECURITY DEPOSIT. TENANT hereby deposits with LANDLORD the sum of Five Fifty Hundred and No/100 Dollars ($550.00) as a security deposit(the"Security Deposit"),the receipt of which is hereby acknowledged,which sums shall be held by LANDLORD upon the following terms and conditions: (a) As security for the performance by TENANT of all of the terms,conditions and covenants of this Lease; and (b) As security for the return by TENANT to LANDLORD of the Property in accordance with the terms of this Lease. The Security Deposit shall not be construed as,or applied, in payment of any rental herein reserved to be paid; and (c) In the event of default of any kind by TENANT,then and in such event, LANDLORD shall be deemed authorized, at LANDLORD's option,to retain the Security Deposit as liquidated, stipulated and agreed upon damages; provided, however,that in no event shall LANDLORD be deprived of any other remedy,whether at law or equity or reserved by the terms of this Lease, regardless of retention by LANDLORD of the Security Deposit;and (d) Upon expiration of the Term of this Lease,and in the event that there has been no default of any kind whatsoever on the part of TENANT,the Security Deposit shall be returned to TENANT or LANDLORD shall give TENANT written notice of LANDLORD's intention to impose a claim against the Security Deposit on account of loss or damage to the Property, reasonable wear and tear excepted. There shall be no interest paid on the Security Deposit and LANDLORD may commingle the Security Deposit with other of LANDLORD's funds. 4. INSURANCE: (a) TENANT shall obtain general liability insurance covering the activities of TENANT and TENANT'S employees,agents,contractors,guests,customers, and invitees while on the Property in an amount of no less than ONE MILLION AND NO/100 DOLLARS ($1,000,000.00) each occurance. LANDLORD shall be listed as additional insured and a certificate of insurance shall be provided to LANDLORD within three(3)days after the commencement of this Lease. TENANT shall require its insurance company to provide at least thirty (30) days prior written notice to LANDLORD before canceling or altering the liability insurance policy. (b) TENANT shall obtain insurance covering TENANT'S personal property and inventory located at the Property. Under no circumstance shall LANDLORD be responsible or liable for TENANT'S ersonal roe or inventoEy located at the Properly. 5. OCCUPANCY AND USE OF THE PREMISES. (a) TENANT shall occupy the Property for office purposes only. TENANT shall not change, alter or install locks without the prior written consent of LANDLORD. (b) TENANT shall not allow any pets or animals on the Property without LANDLORD'S prior written consent (which shall be given or denied in LANDLORD's sole and absolute discretion). (c) No smoking shall be er fitted within the office,in the hallways or common areas at anytime with no exceptions. (d) TENANT shall abide by and comply with all reasonable rules and regulations now or hereafter promulgated by LANDLORD and all ordinances and laws of all governmental entities, whether federal, state or local,having jurisdiction in the matter. TENANT shall neither permit not commit,whether with or without knowledge or consent, any immoral, improper or unlawful practice or act in or upon the Property. TENANT agrees not to make,nor permit to be made,any disturbance,noise or annoyance of any kind which is detrimental to the Property. TENANT shall not,in any manner,alter,damage or deface the Property. (e) Provided that TENANT abides by all terms, obligations, and covenants of this Lease, TENANT shall enjoy quiet and peaceful possession of the Property during the Term. 6. UTILITIES. (a) During the Term, LANDLORD shall pay the cost of water and sewer service, garbage service, electricity, and quarterly pest control. During the Term, TENANT agrees to pay all utility charges for telephone,television/internet,and any other utilities or services used at the Property, including all installation and activation fees and any deposits required by such utility providers. (b) Except in the instance of LANDLORD'S negligence,LANDLORD shall not be liable to TENANT in the event any utility services are interrupted or become unavailable, for any reason whatsoever, and such interruption or unavailability shall not constitute actual or constructive eviction, nor be deemed an interference with TENANT's occupancy of the Property,nor shall Rent be abated during any such period of interruption or unavailability. 7. MAINTENANCE AND PAIRS•HURRICANE PROTECTION•. SURRENDER OF PROPERTY•, AND INSURANCE. (a) TENANT shall, at its sole expense,keep and maintain the Property in good, clean and sanitary condition and repair during the Term of this Lease. Except for repairs due to TENANT's misuse,waste,or neglect or that of TENANT"s family members, agents or visitors, the LANDLORD will be responsible for the repair and replacement of the roof,air conditioning system,and appliances. (b) TENANT shall not drain,nor permit the drainage of,grease into the toilets or sinks. (c) In the event of a hurricane watch or hurricane warning, TENANT shall use reasonable efforts to secure the Property against damage. (d) LANDLORD shall engage a professional pest control contractor to provide calendar quarterly pest control service. (e) TENANT shall, at the end of the Lease term, surrender and deliver to LANDLORD the Property, without demand, "broom clean"and in the same condition as it existed on the commencement date hereof,reasonable wear and tear excepted. 8. NO ADDITIONS OR ALTERATIONS. (a) TENANT shall not make any additions, changes or alterations in and upon the Property(including,without limitation,painting of portions of the Property) of any nature whatsoever without the prior written consent of LANDLORD,which consent may be given or withheld in LANDLORD's sole discretion. LANDLORD may remove or change, at TENANT's cost and expense, any addition, change or alteration made by TENANT without LANDLORD's consent,the charge for which shall be paid by TENANT upon demand. TENANT shall not permit or install nails, screws or adhesive hangers except standard picture hooks; and no nails, screws or hangers may be placed in walls, woodwork or any part of the Property. (b) No personal property, appliances or fixtures shall be removed by TENANT without the prior written consent of LANDLORD. LANDLORD's interest in the Property shall not be subject to mechanics' or other liens for improvements made by TENANT nor for services, labor or materials performed at TENANT's request. (c) If any lien is filed against the Property for improvements or work claimed to have been done or for materials claimed to have been furnished to TENANT, the lien shall be discharged by TENANT within ten (10) days thereafter, at TENANT's expense, and TENANT shall indemnify LANDLORD for any loss, cost, or expense incurred by LANDLORD as a result of TENANT'S violation of this provision. The foregoing indemnification shall survive termination or expiration of this Lease. 9. DESTRUCTION BY CASUALTY. In the event the Property or any portion thereof may be rendered untenantable by reason of fire, explosion or any other casualty, LANDLORD, at LANDLORD's option, may either repair the Property to make the same tenantable within sixty (60) days thereafter, or terminate this Lease. In such event,LANDLORD shall give TENANT ten(10)days'notice in writing of LANDLORD's intention to repair or terminate this Lease. If LANDLORD elects to repair the damaged Property, LANDLORD shall proceed with due diligence and TENANT's Rent for that period of time during which the Property is or remains untenantable shall be abated or apportioned. 10. PROPERTY LOSS DAMAGE AND INDEMNIFICATION. (a) The taking of possession of the Property by TENANT shall be conclusive evidence that the Property is in all respects in good and satisfactory condition and acceptable to TENANT. LANDLORD shall not be liable to TENANT, TENANT's family members,agents,licensees or invitees,for damage to persons or property caused by any individual or entity. LANDLORD shall not be liable for any patent or latent defects in the Property. (b) LANDLORD shall not be liable for the presence of bugs,vermin or insects in the Property. TENANT hereby releases LANDLORD from any and all claims for loss, damage or injury of any nature whatsoever to person or property, including (without limitation)damage caused by theft,vandalism,water,smoke,fire or other causes, or resulting in any way from or in any fashion arising from or connected with the occupancy or use of the Property. (c) TENANT further agrees to hold LANDLORD harmless and to indemnify LANDLORD from and against any and all claims, liabilities,actions,causes of action, damages,costs and expenses whatsoever which may arise out of, result from or be attributable to TENANT's use or occupancy of the Property,or any act or omission thereon (whether by TENANT, TENANT's family members, agents, employees, licensees or invitees), which indemnification shall include attorneys' fees at trial and appellate levels. The foregoing indemnification shall survive termination or expiration of this Lease. (d) LANDLORD'S insurance does not cover loss or damage to any of TENANT's personal property or possessions. If TENANT desires insurance coverage for any of TENANT's personal property or possessions, TENANT shall obtain and pay for any such insurance coverage. 11. ASSIGNMENT OR SUBLEASING. TENANT shall neither sublet the Property or any part thereof nor assign(voluntarily or by operation of law)this Lease or any interest therein, nor mortgage nor encumber the Property or this Lease. 12. RIGH'1" OF ENTRY. LANDLORD shall have the right by or through itself or its agents or employees, to enter the Property at all reasonable hours. LANDLORD's entry into the Property shall be for the purpose examining it and to, in LANDLORD's sole discretion, make such repairs and alterations as LANDLORD may deem necessary to insure the orderly and proper maintenance of same. In addition, LANDLORD specifically reserves the right to enter upon the Property at reasonable times after first having informed TENANT of LANDLORD's intention to do so,for the purpose of showing the Property to prospective: (i)tenants;(ii)purchasers;or(iii)mortgagees. 13. DEFAULT. (a) If TENANT shall fail to pay any installment of Rent or other sums on the due date or if TENANT should fail to keep and perform each and every one of the terns and conditions of this Lease,then and in any of such events,TENANT will be in default hereunder. If TENANT should become in default hereunder,LANDLORD will have any and all of the rights and remedies which the law of Florida confers upon a landlord against a tenant in default, including, without limitation, the right to: (i) terminate this Lease and sue for unpaid Rent; and/or(ii)accelerate the entire unpaid balance of the Rent for the Term of this Lease and sue for the collection of such Rent; and/or (iii)take possession of the Property (and any and all of TENANT's personal property therein) and, at LANDLORD's option, rent the Property for the account of TENANT. In the event that LANDLORD takes possession of the Property, it may remove TENANT's personal property and store same at the expense of TENANT, without being liable for damages therefor. In the event that LANDLORD takes possession of the Property and relets same for the account of TENANT, LANDLORD shall receive the Rent and other proceeds thereof and apply same first to payment of expenses which LANDLORD may have incurred in connection with taking possession and reletting(including,without limitation, the cost of brokerage, repair, alteration and all other sums)and apply any remaining Rent or proceedings to payment of Rent and other sums due hereunder and TENANT shall remain liable for any deficiency. If at the time of any default by TENANT there remains any unrefunded balance of the Security,then LANDLORD may retain the Security without the fact of such retention of the Security altering or limiting the right to immediate possession of the Property by LANDLORD or any other rights of LANDLORD in law or in equity. In the event TENANT shall fail to vacate the Property as and when required hereunder, TENANT shall be deemed a tenant at sufferance and, in addition to any other rights and remedies accorded to LANDLORD, TENANT shall be charged, for each day during its occupancy, an amount equal to 250% of the rental amount which was due hereunder immediately prior to such holdover occupancy. (b) If, by reason of a default hereunder, a party employs an attorney to enforce or otherwise protect its rights hereunder and such party prevails in litigation resulting from the default, the non-prevailing party will owe and will pay the prevailing party's reasonable attorneys' fees (including fees at trial and appellate levels) and costs and expenses. 14. APPLIANCES AND_AIR CONDITIONING. All fixtures and appliances at the Property are supplied by LANDLORD for the Term of this Lease and are owned by LANDLORD. 15. SUBORDINATION. This Lease is subject and subordinate to all ground or underlying leases, encumbrances, mortgages and other matters which may now or hereafter affect or become a lien upon the Property (or any portion thereof) and to any renewals,modifications,amendments,replacements or extensions thereof. TENANT shall execute any and all instruments as LANDLORD may request in order to effectuate or confirm the foregoing subordination and TENANT hereby irrevocably appoints LANDLORD as TENANT's attorney-in-fact to execute any and all such instruments. 16. CUMULATIVE REMEDIES• LAWS; NOTICES- INVALIDITY• WAIVER• SURRENDER; ENTIRE AGREEMENT,• SUCCESSORS AND ASSIGNS. All rights and remedies herein created for the benefit of LANDLORD are cumulative and resort to any one remedy shall not be construed to be an election of remedies on the part of LANDLORD or to exclude or prevent LANDLORD's resort to any other remedy in this Lease. This Lease shall be construed in accordance with Florida law. All notices shall be hand-delivered or mailed by certified mail,return receipt requested,to LANDLORD at the address for payment of Rent and to TENANT(after the date of commencement of the Term of this Lease)at the property address. Notices to TENANT mailed in accordance with the terms hereof shall be deemed given when mailed; however, notices to LANDLORD shall be deemed received only upon actual receipt.Notices to TENANT may be effectuated by personally serving same on TENANT, any member of TENANT's family or any agent of TENANT found at or upon the Property. If any part or provision of this Lease is deemed by a court of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the remaining provisions,all of which shall remain in full force and effect. No act or thing done by LANDLORD shall be deemed an acceptance of a surrender of the Property or this Lease, and no agreement to accept the Property and surrender the Lease shall be valid unless in writing signed by LANDLORD. Delivery of keys to LANDLORD or its agent shall not operate as a termination of this Lease or a surrender of the Property. The failure of LANDLORD to insist upon the strict performance of any provision of this Lease shall not constitute a waiver of any subsequent act or failure of performance. Receipt of Rent by LANDLORD with knowledge of breach of any provision of this Lease shall not be deemed a waiver of such breach. No provision of this Lease shall be deemed to have been waived by LANDLORD unless such waiver shall be in writing signed by LANDLORD and no payment of Rent of a lesser amount than that due, nor any endorsement or statement on a check, shall be deemed an accord and satisfaction and LANDLORD may accept such check or payment without prejudice to its right to recover any unpaid rent or other sums, or to pursue any remedy provided in this Lease. This Lease contains the entire agreement between the parties with respect to the subject matter and supersedes any prior or oral agreements or understandings. All promises,covenants and agreements set forth in this Lease shall be binding upon and inure to the benefit of the parties hereto, and (to the extent permitted) their respective heirs, personal representatives, successors and assigns. 17. RADON GAS. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities,may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state requirements have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county public health unit. [SIGNATURES CONTAINED ON FOLLOWING PAGES] IN WITNESS WHEREOF, the parties hereto have executed this Lease on the date and year first above written. WITNESSES: LANDLORD: �.p 500 Ocean Properties, LLC By: Christian Macoviak,its Managing Member TENANT: By: J rye Barton,its President to Jamesart gin, Individually as Personal Guarantor, 'all of the terms and conditions of this Lease COA . 7 1186 FLORIDA TECHNICAL CONSULTANTS LLC 10327 TRIVERO TER BOYNTON BEACH,FL 33437-3775 63-751/63110548 t 3162297885 a' p DATE . ._ _l �i PAY TO THE n` ORDER �XUJv _ DOLLARS10 m Wa85 FargoBank NA Florida m "U'largoao s FOR+ C _ fir+ 11100000011B6u■ i:0631075L31: 31l6229788Sv fames dyton PX 40 1 ';tr..v''4M .a,.c Ave_,Suite 1,19 Pa3'me IMM-9 4-8488 t.nc.'conl lE'r:I'1MAd EONS CIVIL 1 NO!"Nr_,(:MN(i- (AS - IKYEGRA711_10N TRAV"'1 sr1 :, a (fry 'Y Lease Extension Agreement September 28, 2020 500 Ocean Properties, LLC, a Florida limited liability company whose mailing address is 511 E Ocean Avenue, Boynton Beach, FL 33435 ("LANDLORD")and Florida Technical Consultants, LLC, a Florida limited liability company("TENANT")agree to extend lease on said premises know as 533 E Ocean Ave#2 and#3, Boynton Beach, FL 33435, original lease dated 15th day of October 2017. For good consideration 500 Ocean Properties, LLC and Florida Technical Consultants, LLC "tenant") agree to extend the said lease for a period of one year,starting date of 15th day of October 2020 and terminating on the 14th day of October 2021. The parties agree that no further right of renewal or extension shall exist beyond the termination date indicated above unless both parties agree to another lease extension agreement. During the lease extension period, Florida Technical Consultants, LLC, ("tenant") agrees to pay rent in the amount of$1300.00(One thousand#aws �t 'vj per month. This agreement shall be binding upon and shall insure the benefit off the parties,their successors,assigns, personal agents and managing members. Landlord 0 4At 41A)ln Date _112 2X:) Tenant ac Date —150T 'I a 2020 Witness Date Lease Extension Agreement September 21,2021 500 Ocean Properties, LLC, a Florida limited liability company whose mailing address is 511 E Ocean Avenue, Boynton Beach, FL 33435 ("LANDLORD")and Florida Technical Consultants, LLC, a Florida limited liability company("TENANT")agree to extend lease on said premises know as 533 E Ocean Ave#2 and #3, Boynton Beach, FL 33435,original lease dated 15th day of October 2017. For good consideration 500 Ocean Properties, LLC and Florida Technical Consultants, LLC "tenant") agree to extend the said lease for a period of one year,starting date of 15th day of October 2021 and terminating on the 14th khnical October 2022. The Parties reserve the right, in their sole and absolute discretion,to to this lease for any reason upon providing 90 days written Notice to the other Party. Initial (Tenant) L11 /-- During the lease extension period, Florida Consultants, LLC, ("tenant") agrees to pay rent in the amount of$1340.00(One thousand three hundred forty) per month. This agreement shall be binding upon and shall insure the benefit of the parties,their successors, assigns, personal agents and managing members. Landlord N, kqyneif A h Date Tenant Date IXciT ( Gyzl Witness Date LEASE AMENDMENT THIS LEASE AMENDMENT("Amendment')is entered into effective as of the 1- day of September 2017 ("Effective Date") between 500 OCEAN PROPERTIES, LLC, a Florida limited liability company ("Lessor"), having an address of 511 East Ocean Avenue, Boynton Beach, Florida 33435, and CAFt BARISTA, INC., a Florida corporation, d/b/a Hurricane Alley Raw Bar & Restaurant ("Lessee"), whose address is 529 East Ocean Avenue,Boynton Beach,Florida 33435. RECITALS: WHEREAS, Harvey E. Oyer, Jr., as lessor, and Lessee entered into that certain Business Lease("Lease"), dated October 2,2007,for ground floor retail space located at 527, 529,and 531 East Ocean Avenue,Boynton Beach,Florida to be used exclusively as a restaurant("Leased Premises');and WHEREAS, Harvey E. Oyer, Jr. died on December 18, 2010 and Lessor became the owner and landlord of the Leased Premises;and WHEREAS, Lessor and Lessee entered into that certain Lease Amendment dated effective January 1, 2011 which, among other changes, granted Lessee the right to make specific alterations to the Leased Premises, obtain an alcoholic beverage license, install signage,and extend the term of the Lease;and WHEREAS, Lessor and Lessee entered into that certain Lease Amendment dated July 2011 which granted Lessee a license for use of a portion of the sidewalk;and WHEREAS, Lessor and Lessee entered into that certain Lease Amendment dated September 1, 2014 which added 533 East Ocean Avenue, Office 4 to the Leased Premises;and WHEREAS, Lessor and Lessee mutually desire to further amend the Lease in accordance with the teams and conditions contained herein. NOW, THEREFORE, in consideration of the above recitals, the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which both parties hereto acknowledge, Lessor and Lessee hereby agree as follows: AGREEMENT: 1. RECITALS. The above Recitals are true and correct and are incorporated herein by this reference. 2. OTHER LEASE PROVISIONS. Unless specifically amended by this Amendment,all other terms and conditions of the Lease,as previously amended,remain unchanged and in fiill force and effect. 3. EXTENSION OF TERM AND RENT. Lessor and Lessee mutually desire to extend the term of the Lease for an additional five(5)years after the expiration of the existing term of the Lease on August 31,2017. Lessor and Lessee hereby agree that the Lease term is hereby extended an additional five(5)years and shall expire on August 31, 2022. For the first three(3)years of the extended berm of the Lease,the Rent(defined below)shall remain the same as it is on the Effective Date hereof. For year four(4)of the extended term of the Lease,the Rent shall increase 5%. For year five(5)of the extended term of the Lease,the Rent shall increase an additional 5%. The Rent shall be $5,875 per month,which includes$4,500 of base rent for the restaurant,$1,000 for the Alcohol License,and$375 for the upstairs Office 4. Lessee shall pay the Rent,plus all applicable sales taxes,to Lessor each month,without demand,at Lessor's office. At Lessee's request,Lessor hereby authorizes and permits Lessee to divide the monthly Rent payments so that one-half of the monthly Rent shall be paid by Lessee to Lessor on the 1" day of each month during the extended term hereof and the remaining one-half of the Rent shall be paid by Lessee to Lessor on the 1511 day of each month during the extended term hereof. In addition to the Rent,Lessee shall pay to Lessor one-half of the property taxes and assessments for the building within thirty(30)days after Lessor provides Lessee with a copy of the annual property tax bill,usually early November of each year. In addition to the Rent,Lessee shall also pay to Lessor each month one-third of the garbage and recycling dum Aster fees and taxes. 4. RIGHT OF FIRST REFUSAL. Prior to or upon the expiration of the extended tern of the Lease provided for herein,Lessee shall have a right of first refusal to match the terms and conditions of any lease for the Leased Premises that Lessor obtains from a third party potential lessee. After presentation by Lessor to Lessee of the terms and conditions of any third party potential lease,Lessee shall have ten(10)days in which notify Lessor of its intention to exercise the right of first refusal and match the same terms and conditions. Should Lessee fail to agree to match the same terms and conditions within said ten(10)period,Lessee's right of first refusal shall be waived and Lessor may proceed to lease the Leased Premises to the third party. Should Lessee exercise its right of first refusal within said ten(10)days,Lessor and Lessee shall enter into a new or amended lease agreement for the Leased Premises on such terms and conditions contained in the right of first refusal notice. [Signature page follows] IN WITNESS WHEREOF,the Lessor and Lessee have executed this Amendment effective as of the day and year first above written. Signed, sealed and delivered in the presence of. LESSOR: 500 Ocean Properties,LLC,a Florida limited liability company By: i�aLry a-11' Print Name: V-a-�cIts: Managing Member Print Name: [1-L( LESSEE: CAFE BARISTA,INC., a Florida corporation,d/b/a Hurricane Alley Raw Bar&Restaurant W6, Print Name: e Kiniberly B. I el Presideif Print Naml_4Z��_7 Utterback, Theresa Subject: FW: Lease Extension - Cafe Barista, Inc. From: Kim Kelly<harleycabo@gmail.com> Sent:Tuesday,June 28, 2022 9:36 AM To: Shutt,Thuy<ShuttT@bbfl.us>;Jeffrey Burns<iburns@affiliateddevelopment.com>; Michael Weiner <mweiner@ssclawfirm.com> Subject: Re: Lease Extension -Cafe Barista, Inc. Good Morning, I would like to renew my lease at 529 E Ocean Ave Boynton Beach for another year plus automatic 6 month renewals until Affiliated Development acquires the building. Rent will stay the same throughout which will include taxes,trash and exterior insurance. If at any time,the Affiliated group acquires the building, a 90 day termination agreement may be executed by the CRA and the Affiliated group will assume the lease for Hurricane Alley Raw Bar and Restaurant. Sincerely Kim Kelly 1 From: Kim Kelly To: Utterback,Theresa Subject: Re: Lease Extension-Cafe Barista, Inc. Date: Wednesday,June 1, 2022 2:34:43 PM Attachments: imaae893831.pno imaae074922.12na imaae124778.pno image148319.pna imaae354062.pno image198576.pna imaae170829.pno To CRA Staff Please receive this email as a request for a lease extension on 529 East Ocean Ave Boynton Beach Blvd aka Cafe Barista, Inc., dba Hurricane Alley, either month to month or until the Affiliated Development team takes possession, as the same terms and conditions of current lease. Kim Kelly Owner/President On Wed, Jun 1, 2022 at 2:16 PM Utterback, Theresa<UtterbackTgbbfl.us>wrote: Good Afternoon Kim: In review of your current lease amendment(attached), it appears that the current lease for Cafe Barista, Inc. (529 E. Ocean Avenue & 533 E. Ocean Avenue, Office 4) is due to expire on August 31, 2022. Can you please provide us with a written request for an extension. As you know, the CRA is currently under negotiations with Affiliated for the project at 115 N. Federal Highway. The closing is not anticipated to take place before the expiration of your lease. Therefore, we'd like to present your request for extension to the CRA Board at it's July 12, 2022 meeting. Please do not hesitate to call with questions. Thank you, Theresa Theresa Utterback Deve|opmentServices KXana,-er Boynton Reach Community Redeve|opmentAOency 1OOE. OceanAve. � Roynton Reach, F|orida ��4�5 gU561 GOO9O94 561 737 325Q g; U�erbackl��bbf| us � 0g� http�//�vvvvbnyntnnbeachcraoom � httP://www.boyntonbeachcra.com � America's Gateway to the Gulfstream P|ease be advisedthat F|orida hasa broad pubUcrecords law am all correspondenceto me via email may besuL'ecttodisc|osure.Under F|orida records law, email addresses are pi bUc records.lherefore, youre' mail communication and youre'mai| address may besuL'ectto pubUcdisc|osure LEASE AMENDMENT THIS LEASE AMENDMENT("Amendment") is entered into this 1st day of September, 2022, ("Effective Date") between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY ("Lessor"), having an address of 100 E Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435, and CAFE BARISTA, INC., a Florida corporation, d/b/a Hurricane Alley Raw Bar & Restaurant ("Lessee"), whose address is 529 East Ocean Avenue, Boynton Beach, Florida 33435. RECITALS: WHEREAS, Harvey E. Oyer, Jr., as Lessor, and Lessee entered into that certain Business Lease("Lease"), dated October 2, 2007,for ground floor retail space located at 527, 529, and 531 East Ocean Avenue, Boynton Beach, Florida to be used exclusively as a restaurant "Leased Premises"); and WHEREAS, the Lease was amended by a Lease Amendment dated January 1, 2011, which, among other changes, granted Lessee the right to make specific alterations to the Leased Premises, obtain an alcoholic beverage license, install signage, and extend the term of the Lease; and WHEREAS, by Lease Amendment dated July 2011, Lessee was granted a license for use of a portion of the sidewalk; and WHEREAS, by Lease Amendment dated September 1, 2014, 533 East Ocean Avenue, Office 4 was added to the Leased Premises; and WHEREAS, the Lease was amended on September 1, 2017, to extend the term of the Lease to August 31, 2022; and WHEREAS, Lessor and Lessee mutually desire to further amend the Lease in accordance with the terms and conditions contained herein. NOW, THEREFORE, in consideration of the above recitals, the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which both parties hereto acknowledge, Lessor and Lessee hereby agree as follows: AGREEMENT: 1. RECITALS. The above Recitals are true and correct and are incorporated herein by this reference. 2. OTHER LEASE PROVISIONS. Unless specifically amended by this Amendment, all other terms and conditions of the Lease, as previously amended, remain unchanged and in full force and effect. 01684014-1 Page 1 of 2 3. EXTENSION OF TERM AND RENT. Lessor and Lessee hereby agree that the Lease term is hereby extended an additional one (1) year and shall expire on August 31, 2023. Lessee shall have the right to an additional six (6) month extension upon providing not less than thirty (30) days written noticed to Lessor. Any additional requests for extension will need be approved by the Boynton Beach Community Redevelopment Agency Board. The rent terms and conditions of this Lease shall remain unchanged for the term of this Lease and any exercised extension period. 4. RIGHT OF TERMINATION. Either party reserves the right, upon providing ninety (90) days written notice to the other, to terminate this Lease and any amendment and extension thereof. IN WITNESS WHEREOF, the Lessor and Lessee have executed this Amendment effective as of the day and year first above written. Signed, sealed and delivered in the presence of: LESSOR: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: Print Name: Ty Penserga, Chair Print Name: LESSEE: CAFE BARISTA, INC., a Florida corporation, d/b/a Hurricane Alley Raw Bar& Restaurant By: Print Name: Kimberly B. Kelly, President Print Name: 01684014-1 Page 2 of 2 �' i �Y V ` B E AC H !a sii C�d R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: July 12, 2022 NEW BUSINESS AGENDAITEM: 14.C. SUBJECT: Discussion and Consideration of Purchase of Vacant Lot Located at NW 2nd Street from Boca Regional Hospital SUMMARY: BBCRA Staff actively pursues the purchase of properties within the BBCRA Districts in order to spur redevelopment opportunities in accordance with 2016 Boynton Beach Community Redevelopment Plan (see Attachment I, CRA Plan Implementation, ID #D-3). With the Boynton Beach Boulevard Complete Street Project in the design phase and anticipated to begin construction in 2024, BBCRA Staff has been investigating properties within the vicinity of Boynton Beach Boulevard (see Attachment 11). A vacant lot located on NW 2nd Avenue is a small parcel which, on its own, does not have significant redevelopment value (see Attachment 111). However, combined with adjacent properties, it could give the BBCRA leverage in negotiating a public benefit in the future development on that portion of Boynton Beach Boulevard. BBCRA Staff has been in contact with the real estate team of Boca Raton Regional Hospital, Inc. (BRRH) who is the owner of the property. Since this property was not actively listed for sale by BRRH, they require any interested party to submit an offer for the property to be reviewed and discussed by their Board. An appraisal of the property was conducted on May 24, 2022 and valued the lot at $28,000 (see Attachment IV). The current market value of the property, as determined by the Palm Beach County Property Appraiser, is $40,000 (see Attachment V). As stated on page 16 of the appraisal, the Palm Beach County Property Appraiser valued the land as a whole lot when it is only the south 25 feet of Lot 177. The property is approximately 2,500 sq. ft. (0.0574 acre) and is in the single-family zoning district (R1 A); however, if combined with surrounding properties, the future development potential for the assemblage would be a mixed use development under the MU Low Future Land Use Classification and corresponding MU 1 Zoning District (see Attachment VI). The development potential would allow a maximum density of 20 units per acre and a maximum height of 45 feet. This item is being brought before the BBCRA Board for discussion on the potential purchase of this vacant lot and what the Board would be willing to offer the owner, B RRH, for the property. FISCAL IMPACT: To be determined by the BBCRA Board. Funding is available from FY 2021-2022 Budget, Project Fund, Line Item 02-58200-401. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Boynton Beach Boulevard District CRA BOARD OPTIONS: To be determined by the BBCRA Board ATTACHMENTS: Description D Attachment I -CRA Plan Implementation Status D Attachment II - Boynton Beach Blvd. District -2016 CRA Plan D Attachment III - Location Map D Attachment IV -Appraisal Report for Vacant Lot at 310 NW 2nd Street D Attachment V - Palm Beach County Property Appraiser Valuation D Attachment VI - Boynton Beach Boulevard District Development Potential (FLU and Zoning) ' CL U) 0 U m • =a p w_ U opocu ` U, U U U U U U CL Lj- m cu U U Q U CL CL U Cl) U cu N '' cu cu cu to , Cl) cn C a _ ocn~ m cn 0 cn i �w o (n u a CL O N cncu N O O N 0- 101— caaD , ° a � � � � � c�, >' > cu c 0—-o 0_-O p +; 0''', v > p cn C: c cn cu a) cu L cB cB U Q O N Q N Q U cn cv cn 0 : CU (n cu a� , Q U .� O c E m m � D �cu `nQ o .a = cn «, cm cuc «s m cin -r cv C: cu 0) L cn 0 CU "^ a) O N CU n cn `d X p > � ., Lu Q CU Cn 4-- Q c co O + OfOOO p cQ cn CU 0 In to N N fL p «, N N cn a) L cu CU +- N (B N cB N cu N O C' C p O p Q L L O Q — N U al, ' > C Q o o p D •>0-- cu a� CL) o o >, U � . dQQQ � w �' Wo' Ute° U � �' n in �' E � C cn N G1 N J N >+ >+ >+ 'F.. } . 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There were public workshops held in 2005 to discuss the vision for the corridor, and many of the recommendations from those workshops are incorporated into this plan. There has been little redevelopment progress along the corridor at the scale envisioned by this Plan due to lack of developable parcels, no clear development vision and little to no public investment. The CRA invested in a public parking lot in 2015 to serve the future downtown growth. The Agency is currently in the planning phase for improvements to Boynton Beach Boulevard. The Boynton Beach Boulevard District consists of the Boynton Beach Boulevard corridor between 1-95 and the FEC Railway. The District extends north to N.E. 3rd Avenue and south to W. Ocean Avenue (west of Seacreast Boulevard) and N.E. 1 st Avenue (East of Seacrest Boulevard). This area is the main entry into the downtown from the 1-95 exit and will therefore establish the first impression that visitors and many residents have of the City. The district also provides easy access to the City's public beach, the Boynton Harbor Marina, City Hall, the Children's Schoolhouse Museum and hl, the Library. The areas directly north and south of the District are predominately Targe single-family neighborhoods. ��. There is no buffer between the commercial uses fronting the corridor and residential uses which has held back property values in these neighborhoods. i it P t s UI t Figure 10: Boynton Beach District Location Map PWMjno,ChLa ffias 5 assembly and redevelopment for viable commercial uses. As a As the City's population grew, Boynton Beach consequence, business activity Boulevard was widened to five lanes thereby along the corridor has primarily accommodating higher traffic speeds and higher consisted of minimal conversion of traffic volume, while lowering the aesthetic single-family houses to commercial quality of the corridor. Additionally, commercial uses rather than redevelopment at zoning only extends one-half block deep from the scale envisioned for this Plan. Boynton Beach Boulevard which represents Nearly all of the parking for the <' insufficient land necessary to support the land businesses along the Boulevard iss 56 in front of the buildings meaning that in many cases, cars have to back out into traffic. There are numerous {s curb cuts for each commercial use along the corridor leaving little room for landscape improvements and the pedestrian zone. 1� �� r,. Due to the widening of the Boynton Beach Boulevard over the years,vehicular use has been emphasized over pedestrian or bike use. Under the current configuration of the roadway, there is insufficient right-of-way for landscaping, wider sidewalks, bike lanes, bus shelters and street furniture. Recently large utility poles were installed on the south side of the Boulevard adding to the visual blight of the corridor. There are only three signalized intersections that have formal pedestrian crossing zones. Pedestrians must walk several blocks -in order to cross the Boulevard. s�4 There are no destinations along the corridor to attract the interest of visitors or residents other than City Hall and the Post Office. The majority of the businesses belong to the small service industry with few employees �t�t;^� ,}E',; The buildings are outdated, being constructed from the 1930's to the 1970's. The majority of the buildings are for single-tenant or single-use with no cross-access Figure 11: Examples of Districts Planning Challenges for pedestrian or vehicular circulation purposes or for sharing of parking resources. Additionally, there are no large parcels ready for redevelopment thereby requiring land assemblage and willing sellers. City Hall is located along Boynton Beach Boulevard but is envisioned to be relocated into the Cultural District as part of the Town Square project. City Hall and the other civic uses occupy 3.71 acres and offer an opportunity for a public-private partnership to facilitate a catalyst for redevelopment within the District. 57 \ @ \ \ \ / \ \ \ \ \ \ \ K \ \ \ \ 58 Pinning Cons iderations NW 1st Avenue Historic District: Several factors were considered in determining the The potential NW 1st Avenue historic district land use designations for the Boynton Beach Boulevard contains thirteen properties, seven of which District. Just east along the District is the location of the would be considered "contributing properties". future site of the Tri-Rail Coastal Link commuter service The designation process was applied but failed to on the FEC Rail line, which will serve the South Florida produce a positive result (although the outcome of metropolitan region. To improve land development the vote was very close). It is recommended that the patterns in advance of station development, the City designation of a historic district be again explored adopted a Downtown Transit Oriented Development in the future if there isn't any assemblage of the District (DTOD), covering a '/2 mile radius around the properties on the north side of NW 1 st Avenue for planned station. The DTOD district regulations support commercial development. In the meantime, the increased intensity of development through a 25% owners of the "contributing" sites will be contacted density bonus. The Boynton Beach Boulevard District to determine their interest in applying for individual and DTOD district overlap; only the area from I-95 to designation of their properties. (approximately) N.W. 2nd Street is not included within w . the DTOD District. A second consideration is that the Boynton Beach . ; Boulevard District is entirely enclosed within the Transportation Concurrency Exception Area (TCEA) i which, in addition to the residential exception area applicable east of I-95, exempts all development from the Palm Beach County traffic concurrency thus allowing denser development. The Plan recommends that the higher density and height occur within this District where both the TCEA and the TOD overlap. . Figure 12: Historic Property on First Avenue 59 Vision The Boynton Beach Boulevard District is envisioned to serve as a welcoming and beautiful entry into the Downtown District. Pedestrians will be encouraged to walk along the broad sidewalks in the shade of mature trees to visit the various stores and restaurants along the corridor. Bicyclists will safely travel along the corridor and will be able to park their bikes at one of the local shops where they'll meet a friend for a cup of coffee. Visitors will be able to find their way to the marina, the Children's Schoolhouse Museum and the Public Library using the various way finding signs along the corridor. Investors will see the value of developing in downtown Boynton Beach based on the public improvements and will begin to assemble land for development of mixed-use projects. Recommendatl ns� StregNgang. Streetscape enhancements are recommended for the Boynton Beach Boulevard District. The space for these enhancements may be obtained through either right-of-way dedications or public easements and should include: • Implement a Complete Streets program Minimum 8' wide active use area abutting the k, for Boynton Beach Boulevard including the building addition of: lF} Decorative light poles at both the vehicular and {� On-street parking pedestrian scales • Bike lanes Enhanced street furniture bus shelters bike • Enhanced median with mature tree canopy racks and receptacles (at time of planting) and landscape lighting Active uses along the first floor of development »_ Marking of major intersections with Create a greenway along the north side of NW 1 st � materials such as pavers, paint, etc. Avenue per the Connectivity Plan t��ts • Narrowing of travel lanes to create space Create way finding signage to mark the entry into for landscaping and wider sidewalks and the City and brand the district to make the street safer for bicyclists and pedestrians. Install public art in key locations • Create a Pedestrian Zone adjacent to the right- Provide additional pedestrian crossings where of-ways that is inviting, safe and includes: needed • Addition of canopy street trees Underground overhead utilities • Minimum 8' wide clear sidewalk o- e 1 ` r ,I Figure 13: Boynton Beach Blvd. District Streetscape Recommendations Area 60 Entrance enhancements Intersection enhancements Intersection enhancements • Signage/ Gateway • Directional signage • Entry to Downtown • Pavement / material • Directional signage • Landscaping • Pavement / material • Public art location • Landscaping • Safe pedestrian crossing • Public art location • Safe pedestrian crossing r A �+Z tF �'fit+ � �r ,,.tee_ vr� n, • �� Figure 14: Intersection enhancements on Boynton Beach Blvd. w !ill; G+s. { S } Yt. tt6 F,s ' 1 t Figure 15: Example of streetscape enhancements on Boynton Beach Blvd. 6 II Boynton Beach Boulevard Design: West of Seacrest Boulevard �.�"mom. '' I '•`1..�,� �ti�ai i. I � 1 Ss V's ,..p." 1.0 o f 5W CC TL TL MD TL TL � (CG sW o.c} sa' io.o' r .Q 10.0' ure 16: Boynton Beach Blvd. Plan from 1-95 to Seacresf Blvd. i .- RFlOPY"fRc.E CANOPY TREE i V' I I I I z ..._.. -. LIX Q ..—.9 0'°.�.,..................w. 5w ,:r TL k TL MD TL TL o ��, d: 4.0' 1Q. ' o. TO.&L- IG.0 t . ac 10,9 BO Figure 17: Boynton Beach Blvd. Section from 1-95 to Seacrest Blvd. 62 Boynton Beach Boulevard Design: East of Seacrest Boulevard a i r t r t r �4 P6CI y, a 1R4. to 15IF ? 943 . tit - 5 G+ 15:0' V I 4 t • �w � �iL7 T` 1L eaerr� � UVJ �)1' —�o 1C3`— — 1� — �._ Pl7.oik � G. -7.0 12.E ��s" ��.. — — — 104 Figure 18: Boynton Beach Blvd. Plan from Seacrest Blvd. to Federal Hwy. r3�ar IUMMA Ag CAtd.W:±SEE'. - I� G i t, — ` u a �r 5 p' 50 15.0' _ IKa IY o 5W GI PAS�fCSlv3G Li Mn TL PARKINIC 12.€3' =�off. _ 7.0'— a' io' lo` IC.€Y 10.0' U— s.0 --7.9— 12T 12,0' i y. 104' Figure 19: Boynton Beach Blvd. Section from Seacrest Blvd.to Federal Hwy. 63 Recom endatl ns� Land Use The predominant existing future land use designation along the Boynton Beach Boulevard corridor is Local Retail Commercial. Other future land use designations are Public and Private and Governmental/ Institutional (where City Hall is located) and Office Commercial. The Local Retail Commercial designation only extends one-half block to the north and south of Boynton Beach Boulevard. The lack of depth has prevented successful projects from being developed along the corridor. In order to encourage a vibrant corridor with the desired private development and public spaces, it is recommended that the following future land use changes be made: • From 1-95 east to N.W. 1st Street, change Local Retail Commercial and Low Density Residential to Mixed-Use Low. The Mixed-Use Low land use designation should extend the depth of the block north and south of Boynton Beach Boulevard. • From N.W. 1st Street east to N.E. 3rd Street, change Local Retail Commercial, Public and Private Governmental/Institutional, Medium Density Residential, General Commercial to Mixed-Use Medium Future Land Use. The Mixed-Use Medium land use designation should extend the depth U of the block north and south of Boynton Beach Boulevard. R' From N. E. 3rd Street east to the FEC Railroad, change General Commercial, Industrial, Local Retail Commercial to Mixed-Use High future land use designation. The Mixed-Use High future land sx use designation should extend the depth of the block north and south of Boynton Beach Boulevard. Below is a table showing the proposed land use and zoning designations that will apply along the Boynton r}�t Beach Boulevard corridor: tt ,qtr Table 3: Recommended Future Land Use(FLU)Classifications within the Boynton Beach Blvd District t{{}� LAND USE DENSITY CORRESPONDING ZONING DENSITY YAX CAP HEIGHT Low Density 5 R1AAB, PUD, MHPD 5 30' Residential Mixed-Use Low 20 MU-1 20 45' Mixed-Use 50 MU-2 40 65' Medium MU-3 50 75' MU-4 60 100, Mixed-Use High 80 MU Core 80 150, Properties located within the TOD may recieve a 25%density bonus 64 MU Low MU- Med MU- High • 20 du/ac • 40 du/ac • 80 du/ac • Max height 45' • Max height: 75' • Max height 150' • TOD Bonuses • TOD Density Bonus 10tu ' E i G , r a t f Ufa', r i � 1-062 IBM Figure 20: Recommended Future Land Use for the Boynton Beach Blvd. District IIt�3$ �llti{t !ill; MU Lew I Town square MU- Med ®® MU High ` • 20 du/ac (incentivized units) • 40-50 du/ac • 40-50 du/ac • 60—80 du/ac • Max height 45' • Max height: • Max height: 65'-75' Max height 150' • Redevelopment/ infill 65'-75' • TOD Bonuses . TOD Density • Commercial uses required • TOD Bonuses (height /density) Bonus • Parking at rear (height /density) • Commercial uses • Commercial uses • Public greenway to buffer BFR • Commercial uses required required • Two story max at street required • Max 4 stories on • Max 4 stories on • Buildings set back to allow for street street pedestrian zone , i a Y h} • • � ,s �-�"�"""' s <" }i, �, �� {�„ �t{m+�� T { m{ , ,,`c w,6 �,r'nwa �4t.� , 5 I , Figure 21 Boynton Beach Blvd. Example Projects 65 \ @ \ \ \ / \ \ \ \ \ \ \ K \ \ \ \ 66 Recommendatl ns� Urban DeCU' n Create an overlay district for Boynton Beach Boulevard to control height at street frontage, building setback, design, uses, and overal character. • The building shall be setback to accommodate the pedestrian zone. • Active commercial uses shall be required on the street frontage of Boynton Beach Boulevard.Automobile oriented uses, such as, gas stations and car washes, are prohibited. Drive-thrus are only permitted when not visible from right-of-ways and completely behind a structure. • Buildings fronting Boynton Beach Boulevard shall have maximized glazing on first floors. • Approximately 75% of the lot frontage must be occupied by structure and adjacent to the pedestrian zone. • Buildings fronting Boynton Beach Boulevard shall have a minimum height of 30' • Buildings fronting Boynton Beach Boulevard shall be a maximum of 45' in height, any additional height permitted by the zoning districts must be stepped back proportionately to the overall height, a minimum of 10' deep. • Parking shall be located to the rear or side of the property. MU-L Land Uses are permitted to have one (single loaded) row of parking in front of the structure. ;z • Only when access is not possible from the rear or side shall curb cuts be permitted on Boynton Beachn t{p� Blvd. All buildings along Boynton Beach Blvd shall have pedestrian access from the right-of-way/sidewalks. j>> • The main pedestrian entry, or front door, must be fronting Boynton Beach Blvd. l,'k • Mixed use projects adjacent to single-family areas shall include greenways for proper buffering `` Staff will review architectural styles and make recommendations regarding Architectural Guidelines that may enhance the character of the District. This process will include public input. ltiy K r Figure 22: Example Greenway Recommended on First Avenue 67 OR, Figure {,5� 1\ � t 7 i 2i i t h , ; t 1y ks � — Y Figure 23: Example of Mixed Use Low Project on Boynton Beach Blvd. Irl,, Figure 25: Boynton Beach Blvd. District Master Plan tflfl„ OsS� ,. .1 t t s t?y st r ,r.»k ,», r { , r 4 w, k y r t , Irr , W i 3rl it — — i 7q1o� Esq 1u �, ;fir{ i 4 1 i t V£ � si k� 68 1 ;7,7 . IT - >� t ttw 4}t�,S/l {i iSl( � Figure 24: Example of Mixed Use Medium Project on Boynton Beach Blvd. !ilei (tJ`t St,� teat w i w � �t �) Ir ililAA !. — '� tt.. i pt S - s 4 `aww 'i. � fr ti #� yt77,7l' �� ,it y a k t rf j P - ( t t����}h• �t, 69 4 - ,� -- ' - y�l�i.. - - s, F iffy}I R''' � £t1,,,� ttt t ttftt tt 1, va t } 4- IN AY i ruU sr 1 l { r J r 1 �U Y , t .tai ISSS _ ,£ $ � t , i1, t z i � v v t 70 Pndei 11 )y 4 r - �4S S'1sF INN ro I G I 1 9 s 1 d t t iJ� R" i Im i sl➢�� a I{` ,<, , ey rd Al `f � G 9: I J 3 6 � a", APPRAISAL REPORT VACANT LOT-RESIDENTIAL 310 NORTHWEST 2 STREET BOYNTON BEACH,FLORIDA 33435 by Vance Real Estate Service 7481 Northwest Fourth Street Plantation,Florida 33317-2204 for Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue Boynton Beach, FL 33435 May 24, 2022 Vance Real Estate Service sf, May 24,2022 t`,'ic'{{ti{cif{�i`°t {ittt`'{tistV� Boynton Beach Community Redevelopment Agency Js�f� 100 E. Ocean Avenue ' Boynton Beach, FL 33435 - i i RE: Vacant lot-residential, 310 Northwest 2 Street, Boynton Beach, FL 33435 (Legal description is in the report) Ladies and Gentlemen: In fulfillment of our agreement, we transmit our Appraisal Report, in which we develop an opinion of market value for the fee simple estate in the referenced real property as of May 24, 2022. The report sets forth our value conclusion, along with data and reasoning supporting our opinion. This report was prepared for and our professional fee billed to Boynton Beach Community Redevelopment Agency. Our analyses have been prepared in conformance with the Uniform Standards of Professional Appraisal Practice (USPAP 2020-2022). This report is for exclusive use of the client for possible acquisition of the appraised property. ! Jesse B. Vance, Jr. and Claudia Vance visited the property. If you have questions or further needs, please contact the undersigned. As a result of our analyses, we have developed the following opinion of the market value of the appraised property, subject to definitions, certifications, and limiting conditions set forth in the attached report. TWENTY-EIGHT THOUSAND DOLLARS $28,000 I (THIS LETTER MUST REM4 INATTACHED TO THE REPORT WITH SIXTY-NINE(69)NUMBERED PAGES FOR THE VALUE OPINION SET FORTH TO BE CONSIDERED VALID) Respectfully submitted, Jesse B. Vance, Jr., MAI, SRA, ASA State-Certified General Real Estate Appraiser RZ-85 Claudia Vance, MAI State-Certified General Real Estate Appraiser RZ-173 MBA in REAL ESTATE DEVELOPMENT&MANAGEMENT 7481 Northwest 41h Street,Plantation,FL 33317-2204 954/583-2116 -- TABLE OF CONTENTS Pate Number Title Page i Letter of Transmittal ii Table of Contents iii INTRODUCTION 4 Photos of the Subject sect Property 5 Zoning Map 7 CRA District Aerial View 8 1-3-5 Mile Location Map 9 1-3-5 Mile Demographics 10 Summary of Important Facts and Conclusions 12 DESCRIPTIONS ANALYSES & CONCLUSIONS 13 Identity of Client and Intended User 14 Intended Use 14 Identification of Real Estate Appraised 14 Ownership 14 Property Address 14 Legal Description 14 Real Estate Tax Analysis 15 Market Area Description 16 Zoning 22 Site Description 23 Real Property Interest Appraised 24 Appraisal Purpose and Definition of Market Value 24 Effective Dates of the Appraisal and Report 25 Scope of the Work 25 Summary of Information Considered 26 Property History 27 Highest and Best Use 27 SALES COMPARISON APPROACH-LAND VALUATION 30 Land Sales es map 31 Land Sales documentation 32 Land Sales Comparison & Adjustment Chart 42 Valuation by the Sales Comparison Approach 43 FINAL VALUE OPINION 47 Certification and Limiting Conditions 48 ADDENDA 50 Acquiring deed 51 Zoning ordinance for"R-1-A" district 53 USPAP Standards Rule 2-2a 57 Qualifications of the Appraisers 61 INTRODUCTION fi k { I, x Sy pp r, y € I�1 { I tr Ln cn M cn W 0 LLI F- il`l Q N LL [t "{ z Q 3: V Z b () F— m r c cn m cs Fk aga4 �r {? Y �b r � 1 ❑ _ s���`�r { s s�i7 2 l) 3 11 X1, i� ��{ CAN U S 00 r pyo w.. 1 alto g, S �ik q is Al1 iS d{ s s t �j�`s to°{ h � uquoits W M nEgg POO is, In r t��' {i tit ?f s Its sRiii �(iJ t ��1 ( �1 6 s s{ r `fit 1 in J rb s s st{ E WINNOW\� rt� WIN,� t s� ssssr of )}? f 4} I`'�ftl ,,I�p,'� 1 4ieUl� {xv—Aautkdxft�fa �� { �6T t4 �'�Vi fi MEN s}),e'�a'�,g,>34 �• i,ass �� i{ Citi 71j��7 �� ., � 7f;it ! r O ki � k W i j s x U Lantana Abw&ien fda,*bbv Lahe8 , b it g ` re14k CF Suft V51',4/. M1 4 1 1 briny Breezes a 811'aam viftg0%pf Delray Bea, ja 1-3-5 MILES FROM THE VALUED VACANT LOT 310 NW 2nd STREET BOYNTON BEACH, FLORIDA 33435 9 • Gesn" . 310 NW 2nd St, Boynton Beach, Florida, 33435 Prepared by Esri Rings: 1, 3, 5 mile radii 1 mile 3 miles 5 miles Population 2000 Population 14,866 74,256 167,490 2010 Population 15,087 83,238 187,970 2021 Population 16,896 92,388 207,216 2026 Population 18,442 98,879 219,283 2000-2010 Annual Rate 0.15% 1.15% 1.16% 2010-2021 Annual Rate 1.01% 0.93% 0.87% 2021-2026 Annual Rate 1.77% 1.37% 1.14% 2021 Male Population 48.5% 47.6% 47.6% 2021 Female Population 51.5% 52.4% 52.4% 2021 Median Age 39.2 46.1 48.2 In the identified area, the current year population is 207,216. In 2010, the Census count in the area was 187,970. The rate of change since 2010 was 0.87% annually.The five-year projection for the population in the area is 219,283 representing a change of 1.14% annually from 2021 to 2026. Currently, the population is 47.6% male and 52.4%female. Median Age The median age in this area is 39.2, compared to U.S. median age of 38.5. Race and!Ethnicity 2021 White Alone 40.1% 60.6% 64.2% 2021 Black Alone 51.9% 30.3% 26.3% 2021 American Indian/Alaska Native Alone 0.3% 0.3% 0.3% 2021 Asian Alone 1.1% 2.1% 2.4% 2021 Pacific Islander Alone 0.0% 0.0% 0.0% 2021 Other Race 3.8% 3.8% 4.0% 2021 Two or More Races 2.7% 2.8% 2.7% 2021 Hispanic Origin (Any Race) 16.0% 18.4% 18.7% Persons of Hispanic origin represent 18.7% of the population in the identified area compared to 18.9% of the U.S. population. Persons of Hispanic Origin may be of any race.The Diversity Index, which measures the probability that two people from the same area will be from different race/ethnic groups, is 66.4 in the identified area, compared to 65.4 for the U.S. as a whole. Households 2021 Wealth Index 54 90 107 2000 Households 5,481 32,858 73,235 2010 Households 5,435 36,157 80,971 2021 Total Households 6,151 40,062 88,864 2026 Total Households 6,785 42,913 93,988 2000-2010 Annual Rate -0.08% 0.96% 1.01% 2010-2021 Annual Rate 1.11% 0.92% 0.83% 2021-2026 Annual Rate 1.98% 1.38% 1.13% 2021 Average Household Size 2.73 2.28 2.31 The household count in this area has changed from 80,971 in 2010 to 88,864 in the current year, a change of 0.83% annually. The five-year projection of households is 93,988, a change of 1.13% annually from the current year total. Average household size is currently 2.31, compared to 2.30 in the year 2010.The number of families in the current year is 51,403 in the specified area. Data Note:Income is expressed in current dollars. Housing Affordability Index and Percent of Income for Mortgage calculations are only available for areas with 50 or more owner-occupied housing units. Source:U.S. Census Bureau,Census 2010 Summary File 1. Esri forecasts for 2021 and 2026. Esri converted Census 2000 data into 2010 geography. May 28, 2022 10 • Gesn" . 310 NW 2nd St, Boynton Beach, Florida, 33435 Prepared by Esri Rings: 1, 3, 5 mile radii 1 mile 3 miles 5 miles Mortgage';Income 2021 Percent of Income for Mortgage 21.4% 19.6% 19.7% Median Household Income 2021 Median Household Income $50,691 $57,578 $61,399 2026 Median Household Income $55,124 $64,969 $70,537 2021-2026 Annual Rate 1.69% 2.44% 2.81% Average Household Income 2021 Average Household Income $64,792 $81,430 $88,784 2026 Average Household Income $75,012 $93,123 $101,637 2021-2026 Annual Rate 2.97% 2.72% 2.74% Per Capita Income 2021 Per Capita Income $24,365 $35,457 $38,130 2026 Per Capita Income $28,473 $40,576 $43,620 2021-2026 Annual Rate 3.17% 2.73% 2.73% Households by Income Current median household income is$61,399 in the area, compared to $64,730 for all U.S. households. Median household income is projected to be $70,537 in five years, compared to $72,932 for all U.S. households Current average household income is$88,784 in this area, compared to $90,054 for all U.S. households. Average household income is projected to be $101,637 in five years, compared to $103,679 for all U.S. households Current per capita income is $38,130 in the area, compared to the U.S. per capita income of$34,136. The per capita income is projected to be $43,620 in five years, compared to $39,378 for all U.S. households Housing 2021 Housing Affordability Index 110 117 115 2000 Total Housing Units 6,202 39,527 86,975 2000 Owner Occupied Housing Units 3,496 24,280 56,248 2000 Renter Occupied Housing Units 1,984 8,578 16,986 2000 Vacant Housing Units 722 6,669 13,741 2010 Total Housing Units 6,643 46,014 100,227 2010 Owner Occupied Housing Units 3,204 24,060 57,942 2010 Renter Occupied Housing Units 2,231 12,097 23,029 2010 Vacant Housing Units 1,208 9,857 19,256 2021 Total Housing Units 7,446 49,720 107,606 2021 Owner Occupied Housing Units 3,407 24,465 59,225 2021 Renter Occupied Housing Units 2,744 15,597 29,639 2021 Vacant Housing Units 1,295 9,658 18,742 2026 Total Housing Units 8,090 52,781 112,972 2026 Owner Occupied Housing Units 3,564 25,699 62,038 2026 Renter Occupied Housing Units 3,221 17,214 31,950 2026 Vacant Housing Units 1,305 9,868 18,984 Currently, 55.0% of the 107,606 housing units in the area are owner occupied; 27.5%, renter occupied; and 17.4% are vacant. Currently, in the U.S., 57.3% of the housing units in the area are owner occupied; 31.2% are renter occupied; and 11.5% are vacant. In 2010, there were 100,227 housing units in the area - 57.8% owner occupied, 23.0% renter occupied, and 19.2% vacant. The annual rate of change in housing units since 2010 is 3.21%. Median home value in the area is$289,031, compared to a median home value of$264,021 for the U.S. In five years, median value is projected to change by 2.38% annually to$325,070. Data Note:Income is expressed in current dollars. Housing Affordability Index and Percent of Income for Mortgage calculations are only available for areas with 50 or more owner-occupied housing units. Source:U.S. Census Bureau,Census 2010 Summary File 1. Esri forecasts for 2021 and 2026. Esri converted Census 2000 data into 2010 geography. May 28, 2022 11 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS PROPERTY APPRAISED: Vacant lot 310 Northwest 2 Street Boynton Beach, FL 33435 OWNERSHIP: Boca Raton Regional Hospital Inc. 800 Meadows Road Boca Raton, FL 33486-2304 LAND AREA: Approximately 2,500 square feet or 0.0574 of an acre. Size is from public records. No sketch of survey is available for review. BUILDING IMPROVEMENTS: No structural improvements on the lot CURRENT ZONING: "R-1-A", Single Family Residential District in the city of Boynton Beach (6 dwelling units/acre) LAND USE: "LDR", Low Density Residential (7.5 dwelling units/acre) CRA DISTRICT: Boynton Beach Boulevard District APPRAISAL PURPOSE: To develop an opinion of market value INTEREST APPRAISED: Fee simple CURRENT USE: Vacant HIGHEST AND BEST USE: One single-family dwelling. There is a reasonable probability that the subject parcel can be improved with one single-family dwelling, even though its size is substandard, since it is only four lots to the south of the Heart of Boynton CRA district where parcels that are zoned "R-1-A" are permitted to be improved with one single family dwelling if the parcel existed as of April 1, 2020. The appraised parcel did exist prior to that date. However, city officials make the determination if a parcel can be improved and with what use. VALUE BY THE SALES COMPARISON APPROACH: 2,500 square feet x $11.06 per square foot(rounded to) = 28 000 TWENTY-EIGHT THOUSAND DOLLARS VALUATION DATE: May 24, 2022 Exposure Time: 6 months prior to selling at the appraised value. Marketing Time: 6 months immediately following the effective date of appraisal during which time the subject property should sell at the appraised value. 12 DESCRIPTIONS, ANALYSES, CONCLUSIONS APPRAISAL REPORT This is an APPRAISAL REPORT that complies with Standard Rule 2-2(a) of the Uniform Standards of Professional Appraisal Practice (USPAP 2020 - 2022) 2-2(a)(i) State the identity of the client; The client and intended user of this report is the Boynton Beach Community Redevelopment Agency. 2-2(a)(ii) State the identity of any other intended users by name or type; None 2-2(a)(iii) State the intended use of the appraisal; The intended use of the appraisal is for possible acquisition of the appraised property. 2-2(a)(iv) Contain information, documentation, and/or exhibits sufficient to identify the real estate involved in the appraisal, including the physical, legal and economic property characteristics relevant to the assignment; Owner: Boca Raton Regional Hospital Inc. 800 Meadows Road Boca Raton, FL 33486-2304 Property Address: 310 Northwest 2 Street(for use in this appraisal) Boynton Beach, FL 33435 Legal Description: South 25 feet of Lot 177, Block "A", BOYNTON HILLS, Plat Book 4, page 51, Palm Beach County, FL 14 APPRAISAL REPORT (continued) Census Tract No. 61 Real Estate Tax: Parcel Control Number: 08 43 45 2107 001 1771 Land Value: $40,000 Improvement Value: - 0 - Total 0 - Total Value: $40,000 Assessed Value: $14,148 Exemption Amount: -0- Taxable Value: $14,148 Ad Valorem Tax: $ 478 Non Ad Valorem Tax: - 0 - Total 0 - Total Tax: $ 478 Real estate tax for 2021 was paid, with no outstanding tax for previous years. The property has not sold for many years; therefore, the Palm Beach County Property Appraiser has not re-valued the property for tax purposes. Properties are assessed in arrears by the county property appraiser. The tax bill is issued in November and a 4% discount is given to a tax payer if the amount is paid in November. The discount diminishes until March, when the tax is due and payable. In Florida, the taxable value for non-homesteaded properties can be increased to a maximum of 10% per year, from tax year 2009 going forward, based on a constitutional amendment voted on by the electorate of the state. There are some exceptions which relate to school taxing districts. However, the millage of the city can increase; thus, real estate taxes can continue to increase from year to year. 15 APPRAISAL REPORT (continued) The county property appraiser valued the land concerned as a whole lot, when it is only the south 25 feet of Lot 177. However, the assessed value is lower than the market value due to the value only being able to be increased by 10% per year. The assessed value is low and the real estate tax is low; thus, filing a tax appeal is superfluous. Market Area Description: Boundaries and Market Composition & Transportation Infrastructure The general market area is the City of Boynton Beach in eastern-central Palm Beach County. Population of the city is about 79,000 residents; land area of the municipality is about 16 square miles situated between Delray Beach on the south and Lake Worth on the north. The town was named for an early developer, Nathan Boynton, a former major in the Union Army in the Civil War. The city was founded in 1898 and incorporated in 1920. Most of the original buildings were destroyed in the hurricane of 1926, though a few remain. Those few which were constructed in the early 1920s that are still in use have had repairs and replacements over the decades changing their historical significance. Time and economic trends take a toll on properties; thus, in 1984 a redevelopment plan was adopted for the Community Redevelopment Area (CRA) in the city. It covers 1,650 acres in the central part of the municipality west of the Intracoastal Waterway. Agriculture and farming had been important activities in past centuries in Boynton Beach. Commerce came to the area when Henry Flagler extended the Florida East Coast Railway from West Palm Beach to Miami in 1896. The railroad was the main mode of transportation to bring visitors and manufactured products to the town as well as transporting produce grown in the vicinity out of the area to other cities in the southeastern United States. Freight trains still run through the subject market area on the FEC tracts. 16 APPRAISAL REPORT (continued) Higher speed, passenger Brightline train runs along the FEC tract, but does not stop in Boynton Beach. There are three depots with one in downtown Miami, one in downtown Fort Lauderdale and the third in downtown West Palm Beach. Boca Raton, Palm Beach County, and Aventura and the Port of Miami, Miami-Dade County will be the next depots. In the future, there may be commuter rail service along the FEC tracks with a station in downtown Boynton Beach; however, no plans have been announced. The immediate subject market area is the north part of the Boynton Beach Boulevard district and the Heart of Boynton (HOB) district. Since the appraised property being a single family zoned parcel, it more identifies with the HOB district. Boynton Beach Boulevard district concentrates on the development of that main road with larger mixed-use projects. The HOB contains 380 acres and is the historic, older part of the CRA, with the following boundaries: Boynton Beach Canal (C-16) on the north, Florida East Coast (FEC) Railroad on the east, Interstate 95 on the west, and jagged line a few blocks north of Boynton Beach Boulevard as the south boundary, at about NE 3 Avenue. The appraised property is only four lots south of this southern line. The CRA put funds and concentrated effort into revitalizing the HOB with new housing options, places of business and upgraded streetscapes. The CRA purchased numerous smaller properties to assemble larger sites for redevelopment of mixed use projects. Boynton Beach Boulevard is the principal east-west artery in city, having interchanges with Interstate 95 and Florida's Turnpike. Boynton Beach Boulevard commences in the east at US Highway 1, just to the east of the FEC Railroad. The boulevard continues west through Palm Beach County to its terminus at State Road 7/ U S Highway 441. Boynton Beach Boulevard streetscape project is underway with the wider sidewalks, landscaping, lighting, et cetera. US Highway 1, also known as Federal Highway, is the main north-south artery through eastern Palm Beach County and extends along the eastern seaboard of the United States. Heavily trafficked Federal Highway is a catalyst to redevelopment of the general market area, with over 2,300 residential dwelling units in five projects either built or planned. Highway beautification projects enhanced the aesthetics of the market area. Individual properties on the east and west side of the highway have shallow depths, inhibiting redevelopment of the sites with larger commercial projects. Assemblages of adjacent properties and rezoning to mixed use will continue to facilitate revitalization of the subject market area. 17 APPRAISAL REPORT (continued) Seacrest Boulevard is a main north-south artery through the City of Boynton Beach and south into Delray Beach. Martin Luther King, Jr. Boulevard is an east-west thoroughfare through the Heart of Boynton. The market area is easily accessible by main roads and Interstate 95. Property types in the Heart of Boynton are smaller commercial establishments along the main roads, light industrial close to the FEC Railroad, municipal facilities, single family residential, small multi-family dwellings, a few apartment buildings and places of worship. As mentioned, some structures date back to the 1920's, but most which are still usable were built in the mid-twentieth century. Municipal facilities in the immediate subject market area include parks, two elementary schools and a community center. Projects completed in the Heart of Boynton are: • Seacrest Boulevard Streetscape • Carolyn Sims Center • Ocean Breeze West - 21 homes joint venture with Habitat for Humanity • Construction of single family residences on Martin Luther King, Jr. Boulevard and on NW 11 Avenue, west of Seacrest Boulevard Projects in progress are: • Higher density residential buildings and commercial buildings on Martin Luther King, Jr. Boulevard • Redevelopment of the Public Works site • Establishment of mixed use districts of residential and commercial • Expansion of light industrial near the FEC Railroad • Enhancements to Sara Sims Park including landscaping, pavilions, picnic facilities, lighting and security. Population Trends The demographic survey in the beginning of the report of 1, 3, and 5 mile radial circles from the appraised property shows the median household income for 2021 in the one-mile radius is $50,691 for three miles it is $57,578, and $61,399 for the five mile circle. The median household income for Palm Beach County is $63,300. 18 APPRAISAL REPORT (continued) In the one-mile circle, population is 16,896. In three miles, population increases to 92,388; at five miles, it is 207,216. However, about one-third of the three and five mile circles are over the Atlantic Ocean and waterways. Annual growth rate is anticipated to be 1.14% to 1.77% in the three circles during the next five years as the economy and job market are strong in South Florida, and new multi-family residential complexes are completed. 55% of the housing units are owner occupied, with 28% rented. The percentage of renters is higher in this market because many of the single family houses are owned by investors who purchased them to lease after the economic crash in 2008. Vacancy is reported to be 17%; however, this rate seems higher than actual due to some residents being seasonal and missed in the count. Median home value in the five-mile area is $289,031 including the highly priced homes fronting the Atlantic Ocean and Intracoastal Waterway, compared to median home value of$264,021 in the United States. Economic Trends In South Florida, as in the rest of the United States, real estate prices climbed from 2003-2006. In 2007-2008, concerns were expressed about an unsustainable upward price trend in the market. Then, the economic collapse came in fall of 2008 along with the crash in real estate prices. In 2009, there were very few sales of any type of real estate. By 2010, it appeared that the worst was over. Cash buyers started making purchases. From 2013 to present, sales activity and prices recuperated. The upswing in prices is due in part to scarcity of developable land, especially in the eastern part of the county. Properties are back to pre-crash prices. The life cycle stage of the market area is revitalization, a period of renewal, modernization, and increasing demand. The catalyst of the revitalization was 500 Ocean fronting Federal Highway, consisting of 341 residential units, 20,000 square feet of retail space and 6,000 square feet of office. Several other mixed-use projects are planned along Federal Highway. Ocean One at 114 N Federal Highway is planned for 358 apartments, 12,075 square feet of retail, 120 hotel rooms, and 439 parking spaces. Davis Camalier recently sold the land to Hyperion Group, with the buyer taking over the construction of the project. Boynton Beach Community Redevelopment Agency (CRA) accepted the proposal from Affiliated Development from five submissions to build a mixed-use project at 115 North Federal Highway. The CRA had purchased the property when improved with a church and subsequently demolished it. 19 APPRAISAL REPORT The size of the land offered by the CRA is 2.28 acres, including parking lots and the recent purchase of 508 East Boynton Beach Boulevard. There are other privately owned parcels around the project which could be purchased for enlargement of the redevelopment site. Details of the land purchase by Affiliated Development are to be finalized. The proposed project will be called the Pierce, for the legendary Barefoot Mailman, Charlie Pierce. Project size will be 236 apartments, 16,800 square feet of restaurant, retail and office, and 600 space parking garage. Boynton Beach CRA purchased the property at 511-529 East Ocean Avenue where Hurricane Alley Raw Bar & Restaurant is located. This property consists of three buildings on a site of 17,903 square feet. Future plans for the property have not been revealed. It is in the block to the south of 115 North Federal Highway where the Pierce will be constructed. Town Square, a major redevelopment project to the west of Federal Highway covers three blocks from the south side of Boynton Beach Boulevard south to SE 2 Avenue, encompassing 16.5 acres of land. The north section covers the area of the old city hall and police station which were demolished and removed. The project is planned for the construction of the following: • North parcel — 225 residential units, 120 hotel rooms, 65,000 square feet of office/ retail space and 927 space parking garage • Middle parcel—200 residential units, 18,887 square feet of retail space • South parcel — 280 residential units, 820 space parking garage, 4,000 public space Thus far, there are no structures on the north parcel fronting Boynton Beach Boulevard. The existing structure is on the middle parcel; however, there is no new building on the east side. The new city hall is completed on the west side of the south parcel, along with an outside venue; although, there are no residential units or parking garage. Reportedly, the cause of the construction delay is a dispute about the parking garages. To the east of the north parcel is the new Boynton Beach Rescue Services building. 20 APPRAISAL REPORT In the Heart of Boynton CRA district, Ocean Breeze East is completed at 700 North Seacrest Boulevard. The development is an affordable apartment project containing 123 units, retail space, clubhouse and swimming pool. The project came about by the Boynton Beach Community Redevelopment Agency selling the land and the Florida Housing Finance Corporation and TD Bank providing the financing. Wells Landing in the Heart of Boynton CRA district recently began construction on apartments and retail buildings fronting the north and south sides of East Martin Luther King, Jr. Boulevard, east of Seacrest Boulevard. There will be 124 residential units, 8,530 square feet of commercial space and 218 surface parking spaces. Part of the land was transferred from the Boynton Beach CRA to Wells Landing Apartments, LLC. Wells Landing purchased four parcels from a private property owner to complete the site for the new project. Funding for the project was awarded to the property owner from the Florida Housing Finance Corporation. Wells Landing is anticipated to bring about more development along MLK Boulevard and surrounding avenues. At the southeast corner of Seacrest Boulevard and East Martin Luther King, Jr. Boulevard, the store was purchased and opened as Dollar Tree. The section of the Heart of Boynton (HOB) known as the Cottage District from NE 4 Avenue to NE 5 Avenue, between Seacrest Boulevard and NE 1 Street will be offered for construction of a housing project in keeping with the plan to revitalize the HOB. Parcel size is 4.6513 acres, comprised of smaller lots acquired over many years to assemble a large tract of land for a transformation of a substantial part of the area. Probable improvement will be 45 for-sale dwelling units. Conclusion The town's redevelopment goal is to transform Boynton Beach from a retirement community to a vibrant city where residents can enjoy living and working in an attractive setting. Boynton Beach Community Redevelopment Agency is instrumental in the renaissance of the city. The subject market area has the components of an appealing neighborhood with schools, parks and recreation. It is easily accessible by main roads and Interstate 95. Goods and services are nearby on Boynton Beach Boulevard and U S Highway 1. With the involvement of the City of Boynton Beach and the Community Redevelopment Agency, the Community Redevelopment Plan can continue to succeed in revitalizing the area. 21 APPRAISAL REPORT The transformation of the area is in progress. Development of real estate takes time and the right market conditions which have been positive. Upward price trend for property in the subject market area should continue as the economy remains strong. Platting: The appraised land is part of one lot in an old plat, recorded prior to the effective date of current zoning regulations. However, it is one parcel on the Palm Beach County tax roll. Land Use: LDR, Low Density Residential, maximum density 7.50 dwelling units per acre Zoning: "R-1-A", Single-family Residential District, 6 dwelling units per acre, with the intent to promote the suburban character of the city by encouraging single family dwellings. Minimum lot area is 7,500 square feet; minimum lot frontage is 60 feet. There is a provision in the "R-1-A" zoning ordinance that parcels within the Heart of Boynton (HOB) that were originally platted or an existing parcel as of April 1, 2020 may use reduced development regulations to develop a single family residence: no minimum lot area per unit, no minimum lot frontage, et cetera as listed in the code. Copy of the zoning code is in the Addenda. The appraised site is a parcel that existed prior to April 1, 2020. Its size is 2,500 square feet, located four parcels south of the southern border of the HOB. The existing dwellings in the immediate area are single-family residences. The subject site is too small for a commercial project and would not be in keeping with the neighborhood. Therefore, it is a reasonable probability that the subject parcel can be improved with one single family dwelling. Although, city officials determine if and how a parcel can be developed. 22 APPRAISAL REPORT Site Description: The shape of the site is a rectangular. Approximate dimensions are from the original plat; size is from the Palm Beach County tax roll. N boundary on adjacent property: 100 feet East boundary on adjacent property: 25 feet South boundary on adjacent property: 100 feet West boundary on NW 2 Street: 25 feet Land size is 2,500 square feet. Utilities: All utilities are available to the site. Access: The site is accessible via NW 2 Street, a two-laned local road, with streetlights but no sidewalk. It intersects with Boynton Beach Boulevard two properties to the south. Easements: Easements are not noted on the original plat. If they exist, utility easements would be most probably around the perimeter of the lot. Encroachments: There is no sketch of survey to review to note if there are encroachments. Improvement Description: There are no structural improvements on the parcel. Environmental Assessment: No assessment was available for review 23 APPRAISAL REPORT 2-2(a) (v) State the real property interest appraised; A person who owns all the property rights is said to have fee simple title. A fee simple title implies absolute ownership unencumbered by any other interest or estate. Partial interests in real estate are created by selling, leasing, et cetera. Partial estates include leased fee and leasehold estates. The interest appraised is fee simple. 2-2(a)(vi) State the type and definition of value and cite the source of the definition; The purpose of the appraisal is to develop an opinion of market value of the subject property as of May 24, 2022. MARKET VALUE: a type of value, stated as an opinion, that presumes the transfer of a property (i.e., a right of ownership or a bundle of such rights), as of a certain date, under specific conditions set forth in the definition of the term identified by the appraiser as applicable in an appraisal. The conditions included in market value definitions establish market perspectives for development of the opinion. These conditions may vary from definition to definition but generally fall into three categories as follows. 1. the relationship,knowledge, and motivation of the parties(i.e., seller and buyer); 2. the terms of sale(e.g.,cash,cash equivalent,or other terms);and 3. the conditions of sale(e.g., exposure in a competitive market for a reasonable time prior to sale). Market value appraisals are distinct from appraisals completed for other purposes because market value appraisals are based on a market perspective and on a normal or typical premise. These criteria are illustrated in the following definition of Market Value*, provided here only as an example. Market value means 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 as follows. 1. buyer and seller are typically motivated; 2. both parties are well informed or well advised and acting in what they consider their own best interests; 3. a reasonable time is allowed for exposure in the open market; 24 APPRAISAL REPORT 4. payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and 5. the price represents the normal consideration for the propertv sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. * This example definition is from regulations published by federal regulatory agencies pursuant to Title XI of the Financial Institutions Reform,Recovery, and Enforcement Act(FIRREA)of 1989 between July 5, 1990, and August 24, 1990, by the Federal Reserve System (FRS), National Credit Union Administration(NCUA), Federal Deposit Insurance Corporation (FDIC), the Office of Thrift Supervision (OTS), and the Office of Comptroller of the Currency (OCC). This definition is also referenced in regulations jointly published by the OCC, OTS, FRS, and FDIC on June 7, 1994,and in the Interagency Appraisal and Evaluation Guidelines,dated December,2010. Florida Court Definition: "Market Value is the price that a seller willing, but not compelled to sell, and a buyer willing, but not compelled to buy, would agree to in fair negotiations with knowledge of all the facts." [Source: Fla. Power & Light Co., v. Jenninzs, 518 So.2d 895 (Fla. 1987)] 2-2(a)(vii) State the effective date of the appraisal and the date of the report; A) Effective Date of the Appraisal: May 24,2022 B) Date of the Report: May 24, 2022 2-2(a)(viii) Summarize the scope of work used to develop the appraisal; The appraisal problem is to develop an opinion of value of the property based on its highest and best use. The appraisers visited the exterior of the property and photographed it. An investigation was made into the physical characteristics of the property that could affect its value. The market area was surveyed to determine its stage of the life cycle. Research was conducted to ascertain economic factors that might influence value. Data research consisted of collecting, confirming, and reporting land sales. The process included searches and analyses, inspections and confirmations, and final reporting. The appraiser examined several sources of sales data, including multiple listing service, Palm Beach County Property Appraiser's records, the public records, and data from the appraisers' plant. 25 APPRAISAL REPORT 2-2(a)(ix) Summarize the extent of any significant real property appraisal assistance; The two signatory appraisers are the only people involved in the appraisal process. 2-2(a)(x)(I) Summarize the appraisal methods and techniques employed; (2) State the reasons for excluding any of the valuation approaches; (3) Summarize the results of analyzing the subject sales, options and listings; (4) State the value opinion and conclusion (5) Summarize the information analyzed and the reasoning that supports the analyses, opinions, and conclusions For Sales Comparison Approach, land sales are compared to each other and to the property under appraisement to arrive at an opinion of value. The information analyzed and the appraisal method used is detailed in the valuation section of the report. Further, the reasoning that supports the analyses, opinions, and conclusions is explained in the valuation section. Cost Approach is not used because there are no permanent structures to consider. The Income Approach is not employed in this appraisal because most sites like the subject are purchased and not leased. Exclusion of these approaches to value still produces a creditable report. The value opinion and conclusion is stated at the end of the Sales Comparison Approach—Land Valuation. SR I-5 When the value opinion to be developed is market value, if such information is available in the normal course of business: a) analyze all agreements of sale, options, or listings of the subject property current as of the effective date of the appraisal; There are no agreements of sale, options or listings of the subject property as of the effective date of the appraisal. 26 APPRAISAL REPORT b) analyze all sales of the subject property that occurred within the three (3) years prior to the effective date of the appraisal. There have been no arm's length sales in the past three years. The parcel was acquired in October, 1976. Copy of the deed is in the Addenda. The transfer is of no significance to the current value of the property. 2-2(a)(xi) State the use of the real estate existing as of the effective date and use of the real estate reflected in the appraisal; The use of the real estate on the date of valuation is vacant land, and it is this use which is reflected in the appraisal. No personal property is included in the valuation. 2-2(a)(xii) When an opinion of highest and best use was developed by the appraiser, state that opinion and summarize the support and rationale for that opinion; HIGHEST AND BEST USE OF THE PROPERTY AS VACANT Physically Possible as Vacant No soil or subsoil tests are available for review. However, surrounding land is supporting one-story residences. The land is level and filled to street grade; however, the type of fill is not known. The appraised site is part of a lot in an old plat, containing 2,500 square feet. The shape is a rectangle. All utilities are available to the site. The site is accessible via NW 2 Street, just north of Boynton Beach Boulevard. Physical constraint to develop the site is its size which governs the type of potential improvement which can be placed on it. 27 HIGHEST AND BEST USE OF THE PROPERTY AS VACANT Legally Permissible as Vacant Legal restrictions to the development of the site consist of land use designation, building and zoning codes, platting restrictions and restrictive covenants. Zoning is "R-1-A", Single-family Residential District, 6 dwelling units per acre. Minimum lot area is 7,500 square feet; minimum lot frontage is 60 feet. The subject land size is 2,500 square feet. As discussed, there is provision in the "R-1-A" zoning code for a substandard-sized parcel in the Heart of Boynton (HOB) to be allowed to be developed with a single family residence. Considering the intent of the zoning district to promote single family residential development and the proximity of the subject parcel to the HOB, there is a reasonable probability that it would be allowed to be developed with a single family residence. This use would also follow the intent of the Low Density Residential land use of the parcel. City officials would determine if the parcel could be improved with a single family residence. Financially Feasible as Vacant The third test of Highest and Best Use is economic feasibility. Demand for a certain property type must be evident for it to be feasible. For it to be financially feasible, the use must be marketable and provide the investor with a competitive return when compared with alternate uses. The subject market area has been improved with single-family residences and small multi-family dwellings for almost 100 years. Structures come to the end of their useful lives, improvements are razed and the sites are redeveloped with modern projects. There are examples of this cycle throughout the subject market area. Redevelopment projects in the subject vicinity are Ocean Breeze West with 21 homes, Eastview Park by D R Horton, and new houses on West Martin Luther King, Jr. Boulevard. Habitat for Humanity will be constructing single family residences on NW 11 Avenue. Financially feasible use of the appraised land is to improve it with a single- family residence. The most probably buyer for the site is a local developer familiar with the revitalization that is occurring in the subject market area. Time for development is development is now with renewed interest in the neighborhood and support from the Boynton Beach Community Redevelopment Agency. 28 HIGHEST AND BEST USE OF THE PROPERTY AS VACANT Maximally Productive as Vacant In summary, the Highest and Best Use of the appraised property as vacant is to improve it with a single-family residence. Such use would be potentially physically possible, most probably legally permissible, financially feasible and maximally productive. 2-2(a) (xiii) Clearly and Conspicuously: State all extraordinary assumptions and hypothetical conditions; and state that their use might have affected the assignment result. There are no extraordinary assumptions or hypothetical conditions in this report. 2-2(a) (xiv) Include a signed certification in accordance with Standards Rule 2-I See signed certification in report. 29 SALES COMPARISON APPROACH LAND VALUATION LAND SALE LOCATION MAP N t I I - `iHVRp Lu3(o RD t�ft f _ _ — t�i r� '�' "! '+ arae `ly _ ' 7 �t � � U u { ----- V gL 99 � Y�'t V'L1 C,RT ,� 3 :L i., k�AY SL�14 ., L¢4 ➢ { t �+��,„ ' — .x E E � 9 9 t f SA 3 yr tr 1 Y � SUBJECT Y�..t c.� �"� it � =rzzzrz S L L'e i 8�J4 z ,frit—1 I spa— Tut ccErw�yE�; — SALE 2 dEi(e1C 'SEI m "IT Q k �_rp , aL V E 4�tOOLBFLIGHT,�RQ_- Y,I-WgdL8R7GTRY f�t3 --� �£`z�-- r U-(—�G C7LF RD W 22IJ F?3tYRY � yi..51M,23RQ.t1VE SE 23 g1,g�Y ,_i s jr: ------ 77 o � � i �1m�� laike aMa1 Mi Data use subject to license.. 6 DelLorme DelLorme Street Atlas USAF 2449. 0 1/4 �z 3/a 1 1'/a v ww..delorme.com MN(7.G'W) Data Zoom 12-G 31 LAND SALES SALE NO. 1 LEGAL DESCRIPTION Lot 34 of a Subdivision of Lot 3 of Lanehart's Subdivision, Plat Book 10,Page 39,Palm Beach County, Florida Public Records RECORDED O. R. Book 31950, Page 1976, Palm Beach County, Florida Public Records GRANTOR Karen Jackson GRANTEE Touchstone Webb Homes, LLC DATE OF SALE November 13, 2020 LOCATION 121 NE 13 Avenue Boynton Beach, FL ZONING "R-2",Residential/Duplex SALE PRICE $72,000 PROPERTY DESCRIPTION 7,000 square foot vacant lot UNITS OF COMPARISON $10.29 per square foot FOLIO NUMBER 08-43-45-21-21-000-0340 CONDITIONS OF SALE Arm's length cash transaction CONFIRMED Grantee COMMENTS Prior sales of this lot in 3/2020 for $44,000 and 11/2020 for $53,000. Last transaction is a purchase by a house builder. 32 �7 t V ! a i ti r � r r �N 4 1' t £ i � u. til' 6\R' ��1(1t i AERIAL PHOTO OF LAND SALE NO. 1 121 NE 13 Avenue Boynton Beach, Florida 33 LAND SALES SALE NO. 2 LEGAL DESCRIPTION Lots 21 & 22, Block 2, Shepard Funk Addition to town of Boynton,Palm Beach County, Florida Public Records RECORDED O. R. Book 33091,Page 765,Palm Beach County, Florida Public Records GRANTOR Velgie Martin, an unmarried person GRANTEE Jupi Iris, LLC DATE OF SALE November 22, 2021 LOCATION 135 NE 3rd Avenue Boynton Beach, FL ZONING "R-2",Residential/Duplex SALE PRICE $105,000 PROPERTY DESCRIPTION 14,300 square foot vacant lot UNITS OF COMPARISON $7.35 per square foot FOLIO NUMBER 08-43-45-21-30-002-0210 CONDITIONS OF SALE Arm's length cash transaction CONFIRMED Ennie Jackson, Florida Land Title Insurance closing agent COMMENTS Vacant inside lot fronting NE 3rd Avenue. 34 t Sp} 61 �t )rt4 FFL Yr9.A ,�, tt ttf r til ) 1 E3rtl A VACANT LAND SALE 2 AERIAL PHOTOGRAPH 135 NE 3RD AVENUE BOYNTON BEACH, FLORIDA 35 LAND SALES SALE NO. 3 LEGAL DESCRIPTION Lot 18, Block 1, HAPPY HOME HEIGHTS, Plat Book 11, Page 30,Palm Beach County, FL RECORDED O. R. Book 32263,Page 803,Palm Beach County, FL GRANTOR Gabriel Clements GRANTEE Major Nine LLC DATE OF SALE October 30,2020 LOCATION 415 NE 12 Avenue Boynton Beach, FL ZONING "R-2",Residential/Duplex SALE PRICE $39,900 PROPERTY DESCRIPTION 3,803 square feet UNITS OF COMPARISON $10.49 per square foot FOLIO NUMBER 08-43-45-21-20-001-0180 CONDITIONS OF SALE Arm's length cash transaction CONFIRMED The Ferguson Firm, closing attorney COMMENTS Vacant land sale in the subject market area. Prior transfer of the site in July, 2020 for $13,000 in a non-arm's length transaction. 36 h!G 13tfi1 Ave-- � — 44P 1�Ut Ave �� x 5 c� t: i; sr � tt r n - p E r LAND SALE 3 415 NORTHEAST 12 AVENUE BOYNTON BEACH, FL 37 LAND SALES SALE NO. 4 LEGAL DESCRIPTION Lots 11, 12 & 13, Block 1, E. Roberts Addition to Boynton, Plat Book 1, Page 123, less the south 10 feet for right-of-way, Palm Beach County, FL RECORDED O. R. Book 32527,Page 1040, Palm Beach County, FL GRANTOR Larann Land Investments LLC GRANTEE Boynton Beach Community Redevelopment Agency DATE OF SALE May 20,2021 LOCATION 327, 329 and 335 NE 10 Ave (E Martin Luther King, Jr. Blvd) Boynton Beach, FL ZONING "R-2",Residential/Duplex SALE PRICE $175,000 PROPERTY DESCRIPTION 21,000 square feet UNITS OF COMPARISON $8.33 per square foot FOLIO NUMBER 08-43-45-21-27-001-0110 and 0120 CONDITIONS OF SALE Arm's length cash transaction CONFIRMED Michael Simon for grantee COMMENTS Three vacant lots fronting a main thoroughfare in the Heart of Boynton. This was a negotiated sale between the two parties. 38 t� s � 7Ain r u Oka r—a fits )) 1 S i f,. { I' s W U W W °; } l LAND SALES SALE NO. 5 LEGAL DESCRIPTION Lot 24 and the East 10 Feet of Lot 23, Block 9, Central Park Annex, Plat Book 12, Page 51, Palm Beach County, Florida Public Records RECORDED O. R. Book 33343,Page 835,Palm Beach County, Florida Public Records GRANTOR Gaspar Tomas Gaspar, a married man GRANTEE Juan Vargas Valesquez, a single man DATE OF SALE February 22,2022 LOCATION 1417 S. Seacrest Boulevard Boynton Beach, FL ZONING "R-2",Residential/Duplex SALE PRICE $100,000 PROPERTY DESCRIPTION 6,085 square foot vacant lot UNITS OF COMPARISON $16.43 per square foot FOLIO NUMBER 08-43-45-28-13-009-0231 CONDITIONS OF SALE Arm's length cash transaction CONFIRMED Ronald B. Lewis, Esq. closing agent COMMENTS Vacant corner lot fronting Seacrest Blvd& SW 14th Avenue 40 � u G } i9! r $ 04 n a u r+ VACANT LAND SALE 5 AERIAL PHOTO 1417 S.SEACREST BOULEVARD BOYNTON BEACH, FLORIDA 41 u Ln of a o ,n m ^ If! m o v �n r cd > N � N v ✓ i' ✓). c � a � Q Z w +�. 3 u O Ln N O O NN Ln Ln 0 {n Q a 0 n N m m O W 0 O J f6 Q Z 0 VH c O �O O O O On Ln Ln a) o r� 4, oo n N N N n o Ln O c4 + + ` + Ln + Ln + a° ll O N rr) W /} /} Y + N N N N N w w w w w f6 C C C C C T X X X X X E LL �' cL 7 7 7 7 7 0 hp N N O O O O D C in W N O V LL 0 m O 0 in o . oo rri m o 0 0 Ln 0 Q {n n m N l0 N J Q 2 O ti O cy N N N N N N N N Z J FIn \ ui Ln \ O O N V LC` Lnn N V;1 r N N N 1 Ln 0 Q W LL Q d W a jl pO m . O m O 06 ^ ow 0 c 3 LL W LL 3 LL •0 •0 LL 3� Q 3 i C � LL O LL Lul + V -O W Z Q N Q m N cn Q m m Q m v Z y Ln v y m N am) J Q to c w c c Ln m u m I c Q Z c Z Ln c Z c m O to O Ln Z c N p 14 p rl p C yj c O4 p D CO CO CO N O ^ C M m LL, Z (Y1 m V m g 14 m SALES COMPARISON APPROACH LAND VALUATION Of the several methods to develop an opinion of land value, the one considered to be the most reliable is the Sales Comparison Approach. In this method, sales of other similar vacant parcels are compared to the site concerned; then adjusted for differences to arrive at land value. For the opinion to be supportable,there must be an adequate number of sales of similar properties for comparison to the subject. The steps of sales comparison in Land Valuation are: 1) Locate and collect information of recent sales of sites most similar to the land being appraised. 2) Verify the sales information with parties to the transactions, including details of financing and any special considerations or non-typical market features. 3) Select relevant units of comparison and develop a comparative analysis for each unit. 4) Compare and adjust the sales to the subject using the significant, market-derived units of comparison. 5) Reconcile all value indications from the comparisons into a single value opinion by this approach. As discussed throughout the appraisal,there is a reasonable probability that the subject parcel can be improved with a single family residence. It is located in the "R-1-A' zoning district, containing 2,500 square feet. A search was made to find recent sales of parcels similar to the land concerned in the subject market area and in similar areas. The size of the area is small, with few bona fide sales in the recent past. There was an auction of 31 lots owned by the Palm Beach County Housing Authority in the Heart of Boynton that brought about artificially high sale prices. Public records show the sales were purchased in groups by developers, not by individuals who would construct homes on the parcels. These transfers of title are not comparable to the appraised land and not used in this analysis. The property-by-property search of the subject market area revealed five transactions that are most representative of market value for the land being appraised. Details of the transactions are on the sale sheets and chart. The unit of comparison relevant to this valuation is Sale Price per Square Foot of Land. The range of unit prices is from $7.34 to $16.43 per square foot of land,before adjustments. ELEMENTS OF COMPARISON Elements of comparison are the characteristics of transactions and properties that cause variation in prices paid for real estate. The Appraisal of Real Estate continues by stating that there are basic elements of comparison that may be considered in sales comparison analysis for land valuation. The first group is termed transactional elements being: real property rights conveyed, financing terms, conditions of sale and market conditions. This second group of property elements consists of location,physical characteristics and use. Each element is hereafter addressed. (Continued) 43 LAND VALUATION (Continued) Real Property Rights Conveyed A transaction price is always predicated on the real property interest conveyed. Property interests conveyed can either be fee simple (without tenants) or leased fee (subject to leases). An adjustment for property rights conveyed is based on whether a leased fee interest was sold with leases at market rent, or below or above market rent. In the case of land,there could be a land lease on the site that would create a leased fee interest. The lease amount would require examination to see if the tenant (the leasehold interest) had a value greater than zero. If it is, then the submarket rental rate would give some of the property value to the tenant. The real property right conveyed in the land sales was fee simple interest, the same interest valued for the land in question. No numerical adjustment is warranted for this element of comparison. Financing Terms Financing terms may have a bearing on the price paid for a property. Such terms that may affect price include assuming a mortgage at lower than current interest rates, the seller paying a buydown for the buyer to have a lower interest rate, or the seller providing financing for a transaction at lower than typical institutional rates. In all of these cases, the buyer could have paid higher prices in such transactions to obtain favorable financing. All of the land sales were in cash, which is the most common form of payment for vacant lots in the subject area. No adjustments are made for this element of comparison. Conditions of Sale Condition of sale addresses the motivation of buyers and sellers. Such motivations include a seller accepting a lower than market price for needed cash, a lender selling a previously foreclosed property to comply with regulations imposed on the institution, or a buyer purchasing an adjacent property. Even arm's length transactions may be the result of atypical motivation, such as lack of exposure time to the market,the result of an eminent domain proceeding, or tax consideration. None of the land sales are transactions by lenders after foreclosures of prior mortgages on the properties. The grantor of Land Sale 4 was an active participant in the local real estate market, selling the land to the Boynton Beach Community Redevelopment Agency in a negotiated transaction. No adjustments to the transactions are necessary for conditions of sale. (Continued) 44 LAND VALUATION (Continued) Market Conditions Comparable sales that occurred under different market conditions than those applicable to the subject on the effective date of the value estimate require adjustment for any differences that affect their value. The most common adjustment for market condition is time; however, the passage of time itself is not the cause of the adjustment. Market conditions which change over time are the reason to make the adjustment, such as appreciation or depreciation due to building inventory, changes in tax laws, investor's criteria, building moratoriums, fluctuation in supply and demand, et cetera. It is also possible that there is no change in market condition over time. Two of the land sales closed in late 2020; two in 2021. Land Sale 5 was transferred in 2022. No. 1 sold three times in rapid succession with significant increases in price. There is an upward trend in real estate prices due in large part to scarcity of vacant parcels; however, the amount of the increases for No. 1 exceeds even the forward tum in the market. Recently, changes in the economy are moderating gains. Evening out the highs and lows, an annual increase of 5% for market conditions is reasonable to apply to each of the sales. Adjustments for transactional elements of comparison were considered; now, the land sales are likened to the subject and to each other for property elements of comparison. Location The location of a property is a key factor in prompting a buyer to purchase it. Location encompasses many aspects such as road frontage, access, traffic count, proximity to other competing properties, proximity to a market that will use the goods and services housed in a property, governmental influences, etcetera. Typically, properties in a neighborhood share some of the same locational characteristics such as age, condition, and style. However, there may be differences such as corner location, view, and zoning, to name a few. Properties of a similar type may be in different locations, yet the locations may share enough similarities to justify comparison. Factors of similarity between locations include average daily traffic counts, zoning and/or land use, and market composition. Locations of the appraised parcel and the Land Sales 1, 2, 3 and 4 are in the subject market area north of Boynton Beach Boulevard. Land Sale 1 borders the path next to the Boynton Beach Canal (C-16). Land Sale 2 is a few blocks north of the main boulevard. Land Sale 3 is close to Railroad Avenue. No. 4 fronts East Martin Luther King, Jr. Boulevard, the prominent thoroughfare in the Heart of Boynton and location of the new Wells Landing mixed-use project. No. 5 is south of Boynton Beach Boulevard, fronting Seacrest Boulevard, a main north-south artery. However, it is included in the analysis to have an overview of the entire area. The appraised parcel is in a residential neighborhood, yet close to Boynton Beach Boulevard. Scarcity of vacant land is a more significant factor than a specific location. Therefore, viewing the range of land sales,the locational characteristics of the subject place its unit value near the middle of the range of the adjusted unit prices. (Continued) 45 LAND VALUATION (Continued) Physical Characteristics Physical characteristics to be considered for adjustments are those that cause a difference in price to be paid by the market. A wide range of such items includes land size, shape, frontage, topography, view, access, functional utility, et cetera. Adjustments for physical characteristics are best derived from the market by paired sales comparison. Through the process of searching for comparable sales, the physical characteristics are of great import. From the universe of possible comparable sales, those that are most similar to the site appraised are presented in the report for analysis and comparison to the subject. The less the number of physical differences,the better. Zoning for all of the land sales is "R-2", Single or two-family dwellings. For two-family dwellings, minimum land size is 4,500 per unit. Further, the parcel must contain at least two platted lots. Single family dwellings shall be constructed on lots that are no less than 6,000 square feet with a width of at least 60 feet and follow the building and site regulations of the "R-1", Single Family District. Further, the parcel must contain at least one whole platted lot. There are other regulations enforced by city officials for developing vacant land. Nevertheless, it appears that Land Sales 1, 3 and 5 most probably could be improved with a single family residence. Land Sales 2 and 4 might be able to be improved with a two-family residence or more in the case of No. 4. As discussed, there is a reasonable probability that the appraised parcel could be improved with a single family residence. Land Sales 1, 3 and 5 have higher adjusted unit prices; Sales 2 and 4 have lower unit prices. With only a few land sales in the market area over several years, adjusting them for size is not well supported. Again, paucity of vacant land is the dominant factor. Quantitative adjustments for this element of comparison are not made. Use For sites to be comparable, they should have similar uses. Highest and best use for the appraised land is a single family residence, as is for Land Sales 1, 3 and 5. Sales 2 and 4 may be able to be improved with more dwellings,but no adjustment is made for this element of comparison. (Continued) 46 LAND VALUATION (Continued) FINAL VALUE OPINION Following is a summary of the square foot unit sale prices for the land sales: Land Sale Adiusted Price/Square Foot 1 $11.06 2 $ 7.53 3 $11.32 4 $ 8.75 5 $16.64 Land Sales 1 and 3 are more similar to the appraised parcel for physical characteristic of size and carry more weight in for the final value opinion. Lesser emphasis is placed on Sales 2 and 4 for the same factor. The location of No. 5 is less similar to the other sales and the parcel concerned. Considering all of the foregoing discussion, the unit value for the appraised parcel is $11.06 per square foot which is also in the middle of the range of the adjusted unit prices of all of the sales. The quantity of the comparable data is sufficient to have an overview of the market for small, residentially zoned parcels in central-eastern Boynton Beach. The quality of the data is good in that it provides a sound basis to develop an opinion of value for the land under appraisement. Based on the analysis and conclusions presented within the report, it is our opinion that the Market Value of the Fee Simple Estate of the Subject Property as of May 24,2022 is: $11.06/sq.ft.x 2,500 square feet= (rounded to) 28 000 TWENTY-EIGHT THOUSAND DOLLARS 47 CERTIFICATION I certify that, to the best of my knowledge and belief,the statements 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,unbiased professional analyses, opinions, and conclusions. I have no present or prospective interest in the property that is the subject of this report, and I have no bias or personal interest with the parties involved. The appraisal assignment was not based on a requested minimum valuation, a specific valuation, or the approval of a loan. My compensation is not contingent on an action or event resulting from the analyses, opinions, or conclusions in, or the use of, this report. I have performed no services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period immediately preceding acceptance of this assignment. 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 the Standards of Professional Appraisal Practice of the Appraisal Institute. The analyses, opinions and conclusions were also developed and the report prepared in conformity with the Uniform Standards of Professional Appraisal Practice, which is included in the Appraisal Institute's Standards, and Chapter 475,Part II F.S. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. The use of this report is (also) subject to the requirements of the State of Florida relating to review by the Florida Real Estate Appraisal Board. I have visited the property that is the subject of this report on May 24, 2022. Jesse B. Vance, Jr. and Claudia Vance are responsible for the analyses, conclusions and opinions concerning real estate set forth in this report. No one else has provided significant professional service to the persons signing this report. The Appraisal Institute and the American Society of Appraisers each conduct programs of continuing education for their designated members. As of the date of this report, Jesse B. Vance, Jr. and Claudia Vance have completed the requirements of the continuing education program of the Appraisal Institute. Continuing educational requirements are also completed for the American Society of Appraisers and the State of Florida. May 24, 2022 Jesse B. Vance, Jr., MAI, SRA, ASA Florida State-CertifiedGeneralReal Estate Appraiser No. RZ-85 May_ 24,2022 Claudia Vance,MAI Florida State-Certified General Real Estate Appraiser No.RZ-173 48 CERTIFICATION AND LIMITING CONDITIONS The statements and conclusions contained in this report,subject to the limiting conditions hereafter cited,are correct to the best of the writers'knowledge. I. The undersigned have personally inspected the subject of this report. No pertinent information has been knowingly withheld. 2. Unless specifically included,the subject is analyzed as though free and clear of liens and encumbrances. 3. No responsibility is assumed for legal matters,nor is an opinion of title rendered. Title is assumed to be good and held in Fee Simple,unless excepted. 4. Legal descriptions and property dimensions have been furnished by others; no responsibility for their correctness is assumed. Sketches which may be in the report are for illustrative purposes only. 5. Possession of any copy of this report does not carry with it the right of publication,duplication,or advertising using the writers'names or professional designations or membership organizations. 6. The writers are not required to testify without prior agreement. 7. Neither the employment to make this appraisal nor compensation therefore is contingent on the value reported. 8. Where divisions are made between land, improvements, etc.,the values estimated for each apply only under the cited use or uses. 9. The value applies ONLY as of the date of valuation stated within the report. 10. The writers certify that they have no present, past or contemplated interest in the subject of this report - unless spe- cifically stated. 11. This report is the property of the indicated client. It may not be used by any other party for any purpose not consistent with the written function of this report without the express written consent of the writers AND client. 12. 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 the Standards of Professional Practice and Conduct of the Appraisal Institute. The work also conforms to the Uniform Standards of Professional Appraisal Practice. 13. Soil or sub-soil contamination may exist from current or prior users, or users outside the property concerned. The appraisers are not qualified to detect such substances. We urge the client to retain an expert in this field if desired. 14. The appraisers have not been provided a Habitat Survey, Endangered Species Survey, or analysis by a qualified environmental specialist indicating the presence of or proximity to environmentally sensitive and/or protected land or species which could affect the use, and possibly, value of the appraised property. The appraisers are not qualified to identify these factors. We recommend that an expert be hired where there may be reasonable cause to expect the presence of any of the cited elements. 15. Jesse B.Vance,Jr.and Claudia Vance are responsible for the analyses,conclusions,and opinions of real estate set forth in this report. No one else provided significant professional assistance to the signers of this report. 16. Prospective value is based on current conditions and trends. The appraisers cannot be held responsible for unforeseeable events which might alter market conditions upon which market value opinion has been developed. 17. The appraisers certify that they have the knowledge and experience required to perform this appraisal assignment. 18. The appraisers reserve the right to amend or change this report at any time additional market information is obtained which would significantly affect the value. Jesse B.Vance,Jr.,MAI, SRA,ASA State-Certified General Real Estate Appraiser No.RZ 85 May 24,2022 &�a4�0�01X_M_ Claudia Vance,MAI State-Certified General Real Estate Appraiser No.RZ 173 May 24,2022 49 ADDENDA iGp,O� II NPAPGO'S FORM 34 PAPCO PUDLISHING CORPORATION WAR ,TO CONPONATIONIRATVDEED MIAMI 316 FLORIDA f!t 1�6�39 �t�•x�tnt� � e�e� �E C+l t'3 +Jril��tttur�� Made.,this }'pz< day of ' .A.1).19 76. 0 c� BATIFE%6P,�alm. DWARD B, BALME and MARVEL M. BALMS, his wife, -7 Q of the CBeach andStare of Florida part ipart,and $ CpATONCpM UNITY I3 SPINAL IN orporarion not f �00eadows Road, Boca Raton, Florida fesistingf the State.of Florida having its principal place of ;o }�O co business in the County/ryY Palm Beach and State,of Florida t— and lawfully authorize ansact business in the State of Florida,party of the sernnd part. IVITNESSETH: That part ies of the first part, for and in consideration of the stun of TEN ($10.00) DOLL d other valuable consideration htx � r ra them in hand pair!b party of the second parr, the rereipt whereof is hereby acknota ledged, have granted, ba ained and sold to the said parry of the second part,its successors and assigns, forever, the following descrTgett�fand situate,lying and boring in the County of Palm Beach and State of Floriit7,it. 1 South 25 feet of L Block A, BOYNTON HILLS, according to the P of, as recorded in Plat.Book 4, at page 51, public of Palm Beach County, r' Florida. DOCUMENTARY= N STATE or FLORIDA ���;; SURTAX= DOCUMENTARY STAh4P TAX { , u•d FLORI A rrrr w DEPT.OF REVENUE «- acrZrrE # �- 0 0. 3 0 E `, a" ' crirrs P.1 0 0. •5 N ry o P J� ; ` - 1952a11106 1 a'•i And the srtid pars ies of the first part do heruby fully warrant the title to Bahl land,and will defend d the carne against the lanrful claims of all persons whornsoever. o a IN fr'17'NPSS UIEREOF,the said part ies of the first part havehoreunln ser their ah - Ti _ hand s and seals the day and year above written. pl O 11 ao signed erl Hort r/lJrhgetl in presence of U.C. >a w 1r rd B. a (SnnfJ O: (Seni1 n Marvel Nd. Ba me KIC;1 59 PATE 315 51 ( �) OF FLORIDA, COUNTY OF 3 11r0bg (Irridg. That on this(lay personally appetired before me, an officer c U18"a'uthorizzed to administer'��',.and take acknowledgments, to rite well known to �P"r described in and who execute ie foregoing deed, and achnow- ledged before me!that ecuted rite same fruel td voluntarily for rite purposes therein t1jer TrrfifU, That the said known to rite in P, a�n for"L, offi"7er oitia de, to be(It vife o said on a separate and private examinati u i arid made by and b, re me,separately ani art from her said husbarul,did acknow- ledge that r e herself a part, said deed for the purpose of r r7=11ncing, relinquishing arid conveying all her righ ij�ztere vilether dower, homestead or of separa opvrt�" 51al"lory or equitable, rop' in arid to the (-Set therein,and that she execiaed ihe said deed und voluntarily and with- an y cornpr I ristraint,apprehension, or fear of or front her said husbart On;iyttC1;1",'p" id and and icial seat at County of 0 and e of Flo a (lay of Notary Public,State of 31y rontruission expires STATE OF FLORIDA, Caunty of PALM BE 3 lirrrb_q (gprtif_q , . day per5nnally appeared befure me, an officer tinly authorized to administer ouths anti tak a, wledgin ell ts, EDWARD B. BALME��MARVE L M. BALME, his wife, to nte well known to be the pers cribed in an-I who executed the foregoing deed, and acknow- i I ledged before me Iha[ they e..V. d the sanue freely and voluntarily for rite purposes,therein expressed. WittIC95 my hand and pffirial seal a t PL- County Of day 0 and Stat'i,of Florida,this V"'a'CrL a r iic V'Itl Notar�V0116' OMM. I otary Se�ai) 0?�71.1::;,,iN 11 S lip 21 ;3 fu t:00 > ;L > 0 ty V. 0. 'z 6j 0 zz 0 a- :3 C. no 4 0 =to F IMV599 mu 316 52 Lm C. R-1-A Single-family Residential District. 1. General. The purpose of the R-1-A zoning district is to implement the low density residential (LDR) future land use map (FLUM) classification of the Comprehensive Plan. The intent of this conventional district is to promote the suburban character of the city by preserving and encouraging single-family dwellings and structures at densities no greater than six (6) dwelling units per acre, and allowing limited types of non-residential uses. 2. Use(s) Allowed. See "Use Matrix Table 3-28" in Chapter 3, Article I , Section 3.D. 3. Building and Site Regulations (Table 3-7). The following lot and building requirements shall be observed- BUILDING/SITE REGULATIONS R-1-A District BUILDING/SITE REGULATIONS 3 R-1-A District Minimum lot area: 7,500 s.f. Minimum lot frontage: 60 feet Minimum yard setbacks: Front: 25 feet Rear: 20 feet Special rear yard setback reduction for single-story building: Abutting: I-95 or railroad tracks: 50% Abutting: Intracoastal: 50% Abutting: Lakes: 50% Abutting: Golf Course: 50% Abutting: Canals wider than 150 ft 50% Abutting: Canals narrower than 150 ft 33% Abutting: Perimeter walls of community that abut other than residential: Abutting: Commercial or Industrial 50% Abutting: Public or private park: 50% Interior side: 7.5 feet Corner side: 25 feet2 Minimum living area: 1,400 s.f. Maximum lot coverage: 45% Maximum structure height: 30 feet 53 These special rear yard setback reduction provisions shall not supersede any setbacks that are recorded on a plat. 2 On corner lots, the side setback adjacent to the street shall be not less than one-half('/2)the front yard setback. However, where orientation of adjacent lots on both street frontages provides typical front yard setbacks, the corner lot shall provide for front yard setbacks along both streets. When two (2)front yard setbacks are provided for on a corner lot, no rear yard setback shall be required, only side yard setbacks shall be imposed. 3 Parcels within the Heart of Boynton District, as defined by the CRA Community Redevelopment Plan, that (1)were originally platted or(2) an existing parcel as of April 1, 2020 may use the development regulations within this section to develop a single-family residence: Modified Development Standards* Lot Area per unit, Minimum(square feet): N/A Lot Frontage, Minimum(feet): N/A Living Area, Minimum A/C (square feet): 750 Building Setbacks, Minimum(feet): Front: 15 Interior side: 5 Corner side: 5 Rear: 10 * Parcels located within the Martin Luther King Jr. Overlay District are not eligible. 54 77 tip 1- r sj .` sy "7 Min4ftm W Area 7, sq. - Fust, I-of C,oaera 45% Min,LJV' _ AM 1,41N S4 ft, 4. Administrative Adjustments. a. For lots platted prior to August 19, 2008, the following administrative adjustments to the minimum yard setbacks for first floor additions to existing residential structures may be allowed: Front and side yard: 20% reduction Rear yard: 25% reduction These setback reduction provisions shall not supersede any setbacks that are recorded on a plat. b. An administrative adjustment may be granted if any first floor addition follows the building line of a legally nonconforming single-family structure, or a building line previously approved by a variance. c. See Chapter 2, Article II, Section 4.A. for the administrative adjustment process. 5. Accessory Structures. Walls, fences, pools, sheds, screen-roof enclosures, and other structures are regulated in accordance with Chapter 3, Article V, Supplemental Regulations. 6. Review and Approval Process. a. Single-family and duplex dwellings and accessory uses thereto shall be allowed upon application to and approval by the Building Official for structures that require a building permit pursuant to Chapter 2, Article IV, Section 2. 55 b. Community and common areas, such as recreational areas, landscape buffers and tracts, and project signage may be subject to site plan review. c. Non-residential uses shall require site plan approval in accordance with Chapter 2, Article II, Section 25. prior to application for building permit. 7. Parking. Required off-street parking is regulated in accordance with Chapter 4, Article V, Minimum Off-Street Parking Requirements. 56 SUMMARY OF 2020-2021 USPAP(Uniform Standards of Professional Annraisal Practicel Standard Rule 2: Real Property Annraisal. Re on rting In reporting the results of a real property appraisal, an appraiser must communicate each analysis, opinion, and conclusion in a manner that is not misleading. STANDARD 2 addresses the content and level of information required in a report that communicates the results of the real property appraisal. STANDARD 2 does not dictate the form,format, or style of real property appraisal reports. The substantive content of a report determines its compliance. STANDARDS RULE 2-1 Each written or oral real property appraisal report must: (a) clearly and accurately set forth the appraisal in a manner that will not be misleading; (b) contain sufficient information to enable the intended users of the appraisal to understand the report properly; and (c) clearly and accurately disclose all assumptions, extraordinary assumptions, hypothetical conditions, and limiting conditions used in the assignment. STANDARDS RULE 2-2 Each written real property appraisal report must be prepared under one of the following options and prominently state which option is used.Appraisal Report or Restricted Appraisal Report. An appraiser may use any other label in addition to, but not in place of, the labels set forth in this Standards Rule for the type of report produced. The use of additional labels such as analysis, consultation, evaluation, study, or valuation does not exempt an appraiser from adherence to USPAP. The report content and level of information requirements in this Standards Rule are minimal for each type of report.An appraiser must supplement a report form, when necessary, to insure that any intended user of the appraisal is not misled and that the report complies with the applicable content requirements. (a) The content of an appraisal report must be appropriate for the intended use or the appraisal and, at a minimum: (i) state the identity of the client, or if the client requested anonymity, state that the identity is withheld at the client's request but is retained in the appraiser's workfile; (ii) state the identity of any other intended users by name or type; (iii) state the intended use of the appraisal; (iv) contain information, documents, and/or exhibits sufficient to identify the real estate involved in the appraisal, including the physical, legal, and economic property characteristics relevant to the assignment; (v) state the real property interest appraised; (vi) state the type and definition of value and cite the source of the definition; (vii) state the effective date of the appraisal and the date of the report; (viii) summarize the scope of work used to develop the appraisal; (ix) summarize the extent of any significant real property appraisal assistance; 57 SUMMARY OF 2020-2021 USPAP(Uniform Standards of Professional Annraisal Practicel Standard Rule 2: Real Property Annraisal. Re on rting (x) provide sufficient information to indicate that the appraiser complied with the requirements of STANDARD I by: (1) summarizing the appraisal methods and techniques employed; (2) stating the reasons for excluding the sales comparison, cost, or income approach(es) if any have not been developed- (3) summarizing the results of analyzing the subject sales, options, and listings in accordance with Standards Rule 1-5; (4) stating the value opinion(s) and conclusions(s); and (5) summarizing the information analyzed and the reasoning that supports the analyses opinions, and conclusions, including reconciliation of the data and approaches; (xi) state the use of the peal estate existing as of the effective date and the use of the real estate reflected in the appraisal; (xii) when an opinion of highest and best use was developed by the appraiser, state that opinion and summarize the support and rationale for that opinion; (xiii) clearly and conspicuously: • state all extraordinary assumptions and hypothetical conditions, and • state that them use might have affected the assignment results, and (xiv) include a signed certification in accordance with Standards Rule 2-1. STANDARDS R ULE 1-5 When the value opinion to be developed is market value, if such information is available in the normal course of business: a) analyze all agreements of sale, options, or listings of the subject property current as of the effective date of the appraisal; b) analyze all sales of the subject property that occurred within the three(3) years prior to the effective date of the appraisal. 58 475.611 Florida Statutes: Definitions.- (1) As used in this part, the term: (a) "Appraisal"or"Appraisal Services" means the services provided by certified and licensed appraisers or registered trainee appraisers, and includes: 1. "Appraisal assignment" denotes an engagement for which a person is employed or retained to act, or could be perceived by third parties or the public as acting, as an agent or a disinterested third party in rendering an unbiased analysis, opinion, review, or conclusion relating to the nature, quality, value, or utility of specified interests in, or aspects of, identified real property. 2. "Analysis assignment"denotes appraisal services that relate to the employer's or client's individual needs or investment objectives and includes specialized marketing, financing, and feasibility studies as well as analyses, opinions, and conclusions given in connection with activities such as real estate brokerage, mortgage banking, real estate counseling, or real estate consulting. 3. "Appraisal review assignment"denotes an engagement for which an appraiser is employed or retained to develop and communicate an opinion about the quality of another appraiser's appraisal, appraisal report, or work. An appraisal review may or may not contain the reviewing appraiser's opinion of value. (b) "Appraisal Foundation" or "foundation" means the Appraisal Foundation established on November 20, 1987, as a not-for-profit corporation under the laws of Illinois. (c) "Appraisal report" means any communication, written or oral, of an appraisal, appraisal review, appraisal consulting service, analysis, opinion, or conclusion relating to the nature, quality, value, or utility of a specified interest in, or aspect of, identified real property, and includes any report communicating an appraisal analysis, opinion, or conclusion of value, regardless of title. However, in order to be recognized in a federally related transaction, an appraisal report must be written. (d) "Appraisal review" means the act or process of developing and communicating an opinion about the quality of another appraiser's appraisal, appraisal report, or work. (e) "Appraisal subcommittee" means the designees of the heads of the federal financial institutions regulatory agencies established by the Federal Financial Institutions Examination Council Act of 1978 (12 U.S.C. ss. 3301 et seq.), as amended. (f) "Appraiser" means any person who is a registered trainee real estate appraiser, licensed real estate appraiser, or a certified real estate appraiser. An appraiser renders a professional service and is a professional within the meaning of 95.11(4)(a). (g) "Board" means the Florida Real Estate Appraisal Board established under this section. (h) "Certified General Appraiser" means a person who is certified by the department as qualified to issue appraisal reports for any type of real property (i) "Certified Residential Appraiser" means a person who is certified by the department as qualified to issue appraisal reports for residential real property of one to four residential units, without regard to transaction value or complexity, or real property as may be authorized by federal regulation. Q) "Department" means the Department of Business and Professional Regulation. 59 2020 FLORIDA STATUTES Title XXXII Chapter 475 View Entire REGULATION OF PROFESSIONS REAL ESTATE BROKERS, SALES Chapter AND OCCUPATIONS ASSOCIATES, SCHOOLS, AND APPRAISERS 475.628 Professional standards for appraisers registered, licensed, or certified under this part.— (1) The board shall adopt rules establishing standards of professional practice which meet or exceed nationally recognized standards of appraisal practice, including standards adopted by the Appraisal Standards Board of the Appraisal Foundation. Each appraiser registered, licensed, or certified under this part must comply with the rules. Statements on appraisal standards which may be issued for the purpose of clarification, interpretation, explanation, or elaboration through the Appraisal Foundation are binding on any appraiser registered, licensed, or certified under this part, upon adoption by rule of the board. (2) The board may adopt rules establishing standards of professional practice other than standards adopted by the Appraisal Standards Board of the Appraisal Foundation for nonfederally related transactions. The board shall require that when performing an appraisal or appraisal service for any purpose other than a federally related transaction, an appraiser must comply with the Ethics and Competency Rules of the standards adopted by the Appraisal Standards Board of the Appraisal Foundation, and other requirements as determined by rule of the board. An assignment completed using alternate standards does not satisfy the experience requirements under s. 475.617 unless the assignment complies with the standards adopted by the Appraisal Standards Board of the Appraisal Foundation. History.—ss. 9, 11, ch. 91-89; s. 4, ch. 91-429; s. 35, ch. 98-250; s. 22, ch. 2012-61; s. 9, ch. 2017-30. 60 Vance Real Estate Service ANWONNNOMMIL 9 Jesse B. Vance, Jr., MAI, SRA, ASA, MBA Appraiser - Real Estate Analyst - Reviewer - Expert Witness Vance Real Estate Service - 7481 NW 4 Street - Plantation - Florida - 33317 Office: 954.583.2116; Cell: 954.610.2423; Email: vanceval(a,comcast.net Web Page: www.vancerealestateservice.com Vance Real Estate Service is a Veteran-Owned Small Business (VOSB) and Florida Certified SDVBE Minority Business Enterprise specializing in personalized real estate valuation services in Florida for over 35 years. Currently registered in"SAM" (U.S. Government System for Award Management—DUNS 826494957).Designated appraisers perform the appraisal work,no trainees. Jesse B. Vance, Jr., MAI, SRA, ASA, MBA and Claudia Vance, MAI are qualified as expert witnesses for eminent domain, bankruptcies, deficiency judgments, marriage dissolution, and estate valuations. Our firm values most types of real property interests for sale, mortgage loans, litigation and investment reasonably, timely and professionally. As licensed real estate brokers,we perform most other real property functions.We also do"Valuations for Financial Reporting." PROFESSIONAL QUALIFICATIONS A)PROFESSIONAL DESIGNATIONS/DEGREES/LICENSES&CERTIFICATIONS MAI DESIGNATION - APPRAISAL INSTITUTE/Life Member No. 8781 SRA DESIGNATION - APPRAISAL INSTITUTE/Life Member No. 8781 ASA DESIGNATION - AMERICAN SOCIETY OF APPRAISERS(RE-Urban)4003439 MBA DEGREE - REAL ESTATE MANAGEMENT AND DEVELOPMENT STATE-CERTIFIED GENERAL REAL ESTATE APPRAISER 4RZ-85(Florida) FLORIDA STATE LICENSED REAL ESTATE BROKER NO.BK.91050 REGISTERED VETERAN-OWNED SMALL BUSINESS(CCR/Duns 826494957) FLORIDA CERTIFIED SDVBE BUSINESS ENTERPRISE(Minority Business Enterprise-MBE) FLORIDA"D.E.P."APPROVED APPRAISER Currently registered in"SAM"(U.S.Government System for Award Management). B)QUALIFIED AS AN EXPERT WITNESS IN REAL ESTATE VALUATION 1.U.S.Court of Appeals,Eleventh Circuit 2.U.S.District Court,Southern District of South Florida 3.U.S.District Court,New Jersey 4.U.S.Bankruptcy Court,Southern District of Florida 5.U.S.Bankruptcy Court,District of New Jersey 6.U.S.Bankruptcy Court,Western(Pittsburgh)Division of Pennsylvania 7.Florida Circuit Courts:Broward,Dade,Palm Beach,Lee,Collier,Martin,and Okeechobee Counties 8.Appraiser on landmark eminent domain cases:TESSLER,NESS TRAILER PARK,PATEL,SIMPSON v. FILLICHIO,RUBANO,PALM BEACH COUNTY(FL)vs.COVE CLUB INVESTORS,LTD. C)EXPERIENCE Over thirty-five(35)years appraising and analyzing real property interests in South Florida Partial list: RESIDENCES, RESTAURANTS/BARS, APARTMENT BUILDINGS, OFFICE BUILDINGS HOTELS/MOTELS, CHURCHES, CONDOMINIUMS/COOPS, HOSPITALS &NURSING HOMES, VACANT LAND, GOLF COURSES, GOLF CLUBS, GASOLINE SERVICE STATIONS, MARINAS, TRAILER PARKS, SHOPPING CENTERS, BANKS/THRIFT INSTITUTIONS, BOWLING ALLEYS, P.U.D.'S, INDUSTRIAL BUILDINGS, TIME-SHARE DEVELOPMENTS, ROCK PITS, SCHOOLS, AGRICULTURAL PROPERTIES, WATER MANAGEMENT DISTRICT, MARKETABILITY, FEASIBILITY ANALYSES, INVESTMENT ANALYSES, AUTO SALES FACILITIES, LEASE VALUATIONS, TAX & ASSESSMENT APPEALS, CONDEMNATION, EXPERT WITNESS (Member National Forensic Center), BUSINESS ENTERPRISE VALUATIONS (BEV), (VFR) VALUATION FOR FINANCIAL REPORTING, AVIGATION & CLEARANCE EASEMENTS, ESTATES, DIVORCES, PLANNING/LAND USE STUDIES, HIGHEST & BEST USE ANALYSES, DEPRECIATION ANALYSES, COMPONENT APPRAISALS, ENVIRONMENTALLY SENSITIVE LAND, CONTAMINATED PROPERTIES, SUGARCANE & TURFGRASS LAND, DAY CARE CENTERS, SELF-STORAGE FACILITIES, FUNERAL HOMES, ANIMAL HOSPITALS, SUBMERGED LAND, CITY CENTERS,etc. 61 D)PARTIAL LIST OF CLIENTS PRIVATE INDIVIDUALS AND CORPORATIONS, ATTORNEYS, ACCOUNTANTS, TRUST DEPARTMENTS, COMMERCIAL BANKS: Wells Fargo; BankAtlantic; SunTrust; American National Bank; Landmark Bank; City National Bank; BankUnited; Gateway American Bank; State Farm Bank; Englewood Bank & Trust; SAVINGS & LOANS, INSURANCE COMPANIES, REAL ESTATE INVESTMENT TRUSTS, & REAL ESTATE TRANSFER COMPANIES, TITLE INSURANCE COMPANIES; FLORIDA CITIES: FORT LAUDERDALE, PLANTATION, COOPER CITY, TAMARAC, LAUDERHILL, BOCA RATON, DEERFIELD BEACH, OAKLAND PARK, WILTON MANORS, HOLLYWOOD, WEST PALM BEACH, DELRAY BEACH, HALLANDALE, PEMBROKE PINES, COOPER CITY, TOWN OF DAVIE, TOWN OF SOUTHWEST RANCHES, MIRAMAR. FLORIDA COUNTIES: BROWARD, PALM BEACH,COLLIER, OKEECHOBEE;BROWARD COUNTY BOARD OF COUNTY COMMISSIONERS;OKEECHOBEE BOARD OF COUNTY COMMISSIONERS. SCHOOL BOARD OF BROWARD COUNTY, FLORIDA, BROWARD COUNTY HOUSING AUTHORITY,STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION(DOT); STATE OF FLORIDA DIVISION OF GENERAL SERVICES(GSA); N. BROWARD GENERAL HOSPITAL DISTRICT; STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION (Approved Vendor);U_S. TREASURY DEPARTMENT(General Counsel, I.R.S.);U.S.MARSHAL'S SERVICE—U.S.ATTORNEY'S OFFICE CENTRAL DIVISION—U.S.Dept.of Justice; VETERANS ADMINISTRATION E)EDUCATIONAL BACKGROUND-(Partial List) BACHELOR OF ARTS- Earlham College,Richmond,Indiana(1954) MBA(Nova University) - Real Estate Management&Development(National Dean's List 1991) Course 1 (AIREA) - Basic Principles of Appraising Course 2 (AIREA) - Urban Property Valuation(Income) Course 4 (AIREA) -Condemnation Appraising Course 6 (AIREA) - Income Capitalization&Analysis Course 101(SREA) - Introduction to Appraising Course 201(SREA) - Income Property Valuation,Theory Course 202(SREA) - Applied Income Property Valuation Course 301(SREA) - Applications/Appraisal Analysis Symposium (SREA) - Market Analysis,1978,Virginia Symposium (SREA) - Market Analysis,1979,Arizona Symposium (SREA) - Market Analysis,1980,South Carolina Symposium (SREA) - Market Analysis,1981,Tennessee Symposium (SREA) - Market Analysis,1982,New Mexico Symposium (SREA) - Market Analysis,1983,Pennsylvania Symposium (SREA) - Market Analysis,1984,Georgia Symposium (SREA) - Market Analysis,1985,Vancouver,B.C. Symposium (SREA) - Market Analysis,1986,New Jersey Clinic (SREA) -#201 Instructor,1987,U.of Illinois Clinic (SREA) -#201 Instructor,1988,Illinois Seminar (SREA) - Professional Practice,1988,Florida Symposium(SREA) - Market Analysis, 1988,California Symposium(SREA) - Market Analysis, 1989,Minnesota MBA Graduate School Courses: 1990—1991 Successfully completed the following graduate school courses: - "Regulation of Real Estate Development" - "Real Properties Management" - "Legal Issues In Real Estate" - "Market Analysis and Site Selection" - "Organizational Behavior and Management' - "Human Resource Management" - "Real Estate Economics" -"R.E.Finance:Instruments,Institutions&Investment Analysis" - "Urban Infrastructure&Environmental Analysis" - "Real Estate Accounting" - "Marketing Management for Real Estate" - "Commercial Real Estate Lending" - "Construction Technology and the Building Development Process" SEMINAR (AI) - Cost Approach(1992/Boston) SEMINAR (AI) - Rates&Ratios(1992/Boston) SEMINAR (AI) - International Appraising(1992/Boston) SEMINAR (AI) - Litigation Valuation/Mock Trial(1993) SEMINAR (AI) - ADA ACT(1993/Reno) SEMINAR (AI) - Hotel Valuation(1993) SEMINAR (AI) - Income Capitalization,Methods(1993) SEMINAR (AI) - Powerlines/Electromagnetic Radiation(1994) SEMINAR (AI) - Verifying Market Data(1994) SEMINAR (AI) - Market Studies for Appraisals(1994) SEMINAR (AI) - Florida Appraiser Core Law(USPAP/1994) 62 E)EDUCATIONAL BACKGROUND-(Partial List,continued) SEMINAR (AI) - Limited Appraisals&Reports(USPAP/1994) SEMINAR (AI) - Public Safety&Property Values(1995) SEMINAR (AI) - Outparcel Valuation(1995) SEMINAR (AI) - Computer Technology Video Conference(1995) SEMINAR (AI) - The Internet&the Appraiser(1996) SEMINAR (AI) - Florida Commercial Construction(1996) SEMINAR (AI) - Real Property Rights in Florida(1996) COURSE (AI) - USPAP&Florida Real Estate Core Law(1996) SEMINAR (AI) - Valuation of Trees(199 7) 3-DAY COURSE - Environmental Permitting/Mitigation/Mitigation Banking/Contamination Risk Management- Liability/Wetlands/Hazardous Wastes/LenderLiability(1997/Marco Beach.FL) SEMINAR(AI) -Valuation of Transferable Development Rights[TDR's](1997) COURSE (AI) - Standards of Professional Practice,Part C,15 hour Course#430(1997) SEMINAR(AI) - Non-Conforming Uses(1998) SEMINAR(AI) - The Impact of Contamination on Real Estate Value(1998) COURSE (AI) - USPAP&Florida Real Estate Core Law(1998) SEMINAR(AI) - Econometrics/Statistical Valuation Methods(1999) COURSE (AI) - 14 Hour(2-day)Advanced Spreadsheet Modeling for Valuation Applications SEMINAR(AI) - Globalization of Real Estate/What U.S.Appraisers Need to Know(1999) SEMINAR(AI) - The Role of the Appraiser in Alternative Dispute Resolution(Mediation/Arbitration)(1999) SEMINAR(AI) - Technology Forum Part II/Intermediate(1999) SEMINAR(AI) - Client Satisfaction/Retention/Development(1999) SEMINAR(AI) - Attacking and Defending an Appraisal(1999) SEMINAR(AI) - Federal Appraisal Requirements("Yellow Book')(2000) SEMINAR(AI) - Regression Analysis in Appraisal Practice:Concepts&Applications(2000) SEMINAR(AI) -Analyzing Income Producing Properties(2000) SEMINAR(ATIF) - 1031 Tax Deferred Exchanges(2000) COURSE (AI) -USPAP&Florida Real Estate Core Law(2000) SEMINAR(AI) - Mediation&Alternate Dispute Resolution Seminar(2001) SEMINAR(AI) - State of the Appraisal Profession(2001) 2-Day SEMINAR - Eminent Domain,by CLE International,Tampa,Florida(200 1) SEMINAR(AI) -Ad Valorem Assessment Process in Florida(2002) SEMINAR(AI) -Role of Real Estate Appraisers in Bankruptcy Proceedings(2002) SEMINAR(AI) -Appraisers&the Gramm-Leach-Bliley Federal Privacy Act(2002) SEMINAR(AI) -How to Appraise the Ugly House(2002) COURSE(AI) -2-Day Course#430,Standards of Professional Practice,Part C(2002) SEMINAR(AI) -Market Trends for 2003(2003) SEMINAR(AI) -Update on Code of Professional Ethics(2003) PANEL(AI) -Moderator"Industry,Consumer&Congressional Views on Predatory Lending"D.C.(2003) SEMINAR(AI) -Florida State Law for Real Estate Appraisers(2003) SEMINAR(AI) -Appraisal Agreements(2003) SEMINAR(AI) -Analyzing Distressed Real Estate(2004) SEMINAR(AI) -Valuation for Financial Reporting Purposes(2004) SEMINAR(AI) -7 Hour National USPAP Update Course#1400(2004) SEMINAR(AI) -Inverse Condemnation(2004) SEMINAR(AI) -Appraiser Independence in the Loan Process(2004) SUMMIT (AI) -Moderator at 2-day Appraisal Summit in Washington,D.C.(12/2004) SEMINAR(AI) -Loss Prevention Program for Real Estate Appraisers(2005) SEMINAR(AI) -Valuation of Wetlands(7/2005) SEMINAR(AI) -Tri-County Residential Symposium(8/2005) SEMINAR(AI) -"Cool Tools"Internet Resources and Use for Valuation(2/2006) SEMINAR(AI) -FREAB 7-Hour National USPAP Update(5/2006) SEMINAR(AI) -FREAB 3-Hour Florida State Law for Real Estate Appraisers(5/2006) SEMINAR(AI) -USPAP Scope of Work&New Requirements(8/2006) SEMINAR(AI) -USPAP Reappraising,Readdressing&Reassigning Appraisal Reports(2/2007) SEMINAR(AI) -Al Summary Appraisal Report/Residential(4/07) COURSE(Fla..) -14-Hour Continuing Education(including 3-Hour Florida Core Law)(7/2007) SEMINAR(AI) -Real Estate Fraud:Appraisers Beware!(8/2007) SEMINAR(AI) - Florida Law for Real Estate Appraisers(11/2007) COURSE(AI) -Business Practices and Ethics—8 hours(12/2007) SEMINAR(AI) -Supervisor Trainee Roles and Rules(2/2008) SEMINAR(AI) -7 Hour National USPAP(4/2008) SEMINAR(AI) -USPAP Hypothetical Conditions&Extraordinary Assumptions(5/2008) SEMINAR(AI) -Litigation Skills for the Appraiser—7-Hour Seminar(9/2008) SEMINAR(AI) -Public Sector Appraising(2/2009) 63 E)EDUCATIONAL BACKGROUND-(Partial List,continued) WEBINAR(AI) -Develop an Effective Marketing Plan(3/2009) SEMINAR(AI) -Inspecting the Residential"Green House"(4/2009) SEMINAR(AI) -Property Tax Assessment(5/2010) SEMINAR(AI) -Supervisor Trainee Roles and Rules(7/2010) SEMINAR(AI) -Florida Law for Real Estate Appraisers(7/2010) SEMINAR(AI) -7-Hour Introduction to Valuation for Financial Reporting—Chicago(5/2009) SEMINAR(AI) -Government Regulations&Their Effect on R.E.Appraising(8/2009) SEMINAR(AI) -R.E.Market:How We Got Here,Where We Are,Where We're Going(10/2009) SEMINAR(AI) -7 Hour National USPAP Update Course(10/1/2010) COURSE (AI) -7 Hour Introduction to Conservation Easement Valuation(12/10/2010) SEMINAR(AI) -The Real Estate Market(2/18/2011) COURSE (AI) - 16 Hours Uniform Appraisal Standards for Federal Land Acquisitions("Yellow Boob')(2/25-26/2011) WEBINAR(AI) -Real Estate Industry Perspectives on Lease Accounting(4/7/2011) COURSE (AI) - 15 Hour Appraisal Curriculum Overview(5/19-20/2011) WEBINAR(AI) -2-hour Investment Property Accounting Standards(6/8/2011) SEMINAR(AI) -3 Hour Spotlight on USPAP—Agreement for Services(7/15/2011) COURSE (AI) - 14 Hours(2-day)Advanced Excel Spreadsheet Modeling for Valuation Applications(9/22&9/23/2011) SEMINAR(AI) - Trial Components(11/4/11) SEMINAR(AI) - Lessons from the Old Economy Working in the New(1/20/2012) 7-Hour USPAP -National USPAP Update(3/9/2012) 3-Hour Fla..Law -State Law Update(3/9/2012) SEMINAR(AI) - Appraisal Review for General Appraisers(4/12/2012) SEMINAR(AI) - Land Valuation(4/20/2012) SEMINAR(AI) - The Valuation of Warehouses(6/22/2012) SEMINAR(AI) - Town Hall Meeting:2012 Appraisal Institute Forum(7/12/2012) SEMINAR(AI) - IRS Valuation(7/19/2012) SEMINAR(AI) - 7 Hour Business Practices and Ethics Course(12/7/2012) SEMINAR(AI) - Real Estate Forecast 2013(1/25/2013) COURSE(AI) - 7 Hour Advanced Marketability Studies(5/6/2013) SEMINAR(AI) - Developing a Supportable Workfile(11/15/2013) SEMINAR(AI) - Florida Appraisal Law Course(2/7/2014) SEMINAR(AI) - Liability Issues for Appraisers performing Litigation&Non-Lending Work(2/24/2014) COURSE(AI) - 7 Hour National USPAP Update Course(4/25/2014) SEMINAR(AI) - Economic Conditions(5/16/2014) SEMINAR(AI) - Fundamentals of Going Concerns(7/16/2014) SEMINAR(AI) - Litigation Assignments for Residential Appraisers(7/24/2014) SEMINAR(AI) - Economic Engines of Miami-Dade County,Florida(1/23/2015) SEMINAR(AI) - Economic Engines Driving Broward County,Florida(5/15/2015) 3-Hour Fla.Law - Florida Real Estate Broker 14-hour Continuing Education Course (incl.3 hour core law)with exam(9/2015) SEMINAR(AI) -Drone Technology&its Effect on Real Estate Valuations(11/2015) SEMINAR(AI) -Loss Prevention for Real Estate Appraisers(1/22/2016) COURSE(AI) -7-Hour National USPAP Update Course(4/22/2016) SEMINAR(AI) -3-Hour Florida Appraisal Law(4/22/2016) SEMINAR(AI) -4-Hour Appraisals in the Banking Environment(5/6/2016) SEMINAR(AI) -Appraising the Tough One:Mixed Use Properties(8/19/2016) SEMINAR(AI) -4-Hour Business Practices&Ethics(12/02/2016)5-Year Requirement WEBINAR(AI) -2-Hour Yellow Book Changes—Overview for Appraisers(1/11/2017) SEMINAR(AI) -3-Hours Economic Engines Driving Broward County in 2017(1/27/2017) COURSE(AI) -7-Hours:Introduction to Green Buildings Principles&Concepts(2/24/2017) COURSE(AI) -4 Hours:Another View of the Tough One:Sales Comparison Approach for Mixed-Use Properties(5/19/2017) SEMINAR(AI) -4 Hours:Appraising for Federal Office of Valuation Services&Yellow Book Review(8/18/2017) COURSE(BR) -14 Hours Real Estate Continuing Education,including 3-Hour Florida Real Estate Core Law(9/13/2017) COURSE(AI) - 4-Hours:2-4 Unit Small Residential Income Property Appraisals(11/3/2017) COURSE(AI) - 15 Hours"Yellow Book"Unifonn Appraisal Standards for Federal Land Acquisitions—Passed Exam(11/10/2017) SEMINAR(AI) - 3 Hours"Hot Topics and Myths in Appraiser Liability"(1/26/2018) COURSE(AI) - 7-Hour National USPAP Update Course(2/9/2018) SEMINAR(AI) - 3 Hours Florida Appraisal Law(2/9/2018) SEMINAR(AI) - 3 Hours"Parking Impact on Florida Properties"(5/4/2018) SEMINAR(AI) - 4 Hours"Technology Tips for Real Estate Appraisers"(9/21/2018) SEMINAR(AI) - 3 Hours "Airport Appraisals) (01/25/2019) SEMINAR(AI) - 4 Hours"Understanding an Investigation by a State Appraiser Regulatory Board or Agency(5/17/2019) SEMINAR(AI) - The 50%FEMA Appraisal Rule(8/23/2019) COURSE (BR) - 14 Hours Required Education(8 hrs.Specialty Education;3 hrs.Core Law,3 hrs.Business Ethics(9.3.2019) SEMINAR(AI) - Artificial Intelligence,AVMs,and Blockchain:Implications for Valuation. (1/24/2020) 64 F)APPRAISAL TEACHING EXPERIENCE Licensed by the Florida Department of Education to Teach(Certificate No.275236). Authored and taught Residential and Commercial Real Estate Appraisal Courses for Broward County Adult Education Program. Taught Course 101 - Society of Real Estate Appraisers. Taught Course 201 - Society of Real Estate Appraisers. Taught Appraisal Seminars-Board of Realtors,ASA, SREA,and Al (Appraisal Institute). Adjunct Professor, University of Florida Division of Continuing Education: (taught Course 2, "Real Estate Principles and Practices" to prospective Florida Real Estate Brokers). G)PROFESSIONAL OFFICES HELD/AWARDS NATIONAL B.O.D.MEMBER - BOARD OF DIRECTORS of APPRAISAL INSTITUTE (2006-2008) AWARD - Appraisal Institute`NATIONAL PRESIDENTS AWARD"2008 AWARD - Appraisal Institute"LIFETIME ACHIEVEMENT AWARD"2011 For"high ethical standards,contributions to the Appraisal Institute,Community and Appraisal Profession for at least 20 years." CHAIR - REGION X -All of Florida -Appraisal Institute(2008) VICE-CHAIR - REGION X -All of Florida -Appraisal Institute(2007) THIRD DIRECTOR - REGION X -All of Florida -Appraisal Institute(2006) FINANCE OFFICER - REGION X—All of Florida—Appraisal Institute(2006) PRESIDENT - BROWARD COUNTY,SOCIETY OF REAL ESTATE APPRAISERS PRESIDENT - BROWARD COUNTY,AMERICAN SOCIETY OF APPRAISERS CHAIR - FLA.STATE GOVERNMENT RELATIONS SUBCOMMITTEE OF Al CHAIR - FLA.STATE LEGISLATION®ULATION SUBCOMMITTEE OF Al G)PROFESSIONAL OFFICES HELD/AWARDS CHAIR - FLORIDA REALTORS COMMITTEE ON COMMITTEE REFORMS CHAIR - EDUCATION COMMITTEE,FT.LAUDERDALE CHAPTER Al CHAIR - CANDIDATES GUIDANCE COMMITTEE,FT.LAUDERDALE CHAPTER Al CHAIR - NATIONAL Valuation for Financial Reporting PROJECT TEAM OF Al VICE CHAIR&MEMBER - NATIONAL GOVERNMENT RELATIONS COMMITTEE OF Al(15 Years) MEMBER - NATIONAL LONG RANGE PLANNING COMMITTEE OF Al MEMBER - NATIONAL PUBLIC AFFAIRS COMMITTEE OF Al DIRECTOR - REGION X(Florida)Appraisal Institute MEMBER - REGION X(FLORIDA)ETHICS AND COUNSELING PANEL DIRECTOR - BROWARD COUNTY,FLORIDA SOCIETY OF REAL ESTATE APPRAISERS DIRECTOR - SOUTH FLORIDA CHAPTER AMERICAN SOCIETY OF APPRAISERS MEMBER - NATIONAL EXPERIENCE REVIEW PANEL MEMBER OF Al SPECIAL MASTER - BROWARD COUNTY BOARD OF TAX ADJUSTMENT COMMISSIONER - 17TH JUDICIAL CIRCUIT COURT,Broward County,FL MEMBER - 2013 APPRAISAL INSTITUTE NATIONAL BUSVAL PROJECT TEAM H)PROFESSIONAL PUBLICATIONS&PRESENTATIONS Wrote and taught a basic Residential Appraisal Course for the Broward County Adult Education Div.of the Dept.of Education; Wrote and taught an Income Appraisal Course for the Broward County Adult Education Division of the Department of Education; Co-authored and taught an appraisal course on Mortgage-Equity Capitalization for the American Society of Appraisers. Authored and taught a Florida State and Appraisal Institute 3-hour accredited course in"The Legislation,Regulation and Appraisal of Real Property Rights in Florida September 7,1996. Presentation on"Gramm-Leach-Bliley"Federal Privacy Act of 1999 for South Florida Chapter of American Society of Appraisers on October 24,2001. Presented 3-hour Florida CEU-credit seminar on"Appraisers and the Gramm-Leach-Bliley Act'before the South Florida Chapter of the Appraisal Institute on July 27,2002. Presenter at 6.5 Hour CLE-credit Attorney Seminar on Florida Eminent Domain,"Valuation and Damage Issues" February 2,2006, Fort Lauderdale,Florida P CIVIC INVOLVEMENT MEMBER OF ROTARY INTERNATIONAL/PAUL HARRIS FELLOW MEMBER OF THE GREATER FORT LAUDERDALE OPERA GUILD MEMBER FLORIDA PHILHARMONIC BROWARD TRUSTEES MEMBER OF THE BROWARD COUNTY LIBRARY SUPPORT GROUP("BYBLOS") MEMBER CIRCLE OF FRIENDS—NOVA SOUTHEASTERN LIBRARY FOUNDATION MEMBER NOVA SOUTHEASTERN UNIVERSITY ALUMNI ASSOCIATION MEMBER OF THE FORT LAUDERDALE HISTORICAL SOCIETY MEMBER OF THE BROWARD COUNTY MUSEUM OF THE ARTS MEMBER OF THE FORT LAUDERDALE/BROWARD COUNTY CHAMBER OF COMMERCE MEMBER OF THE BETTER BUSINESS BUREAU OF SOUTH FLORIDA LIFETIME HONORARY MEMBER FLORIDA SHERIFF'S ASSOCIATION MEMBER NATIONAL&FT.LAUDERDALE COUNCILS U.S.NAVY LEAGUE U.S.ARMY VETERAN WWII(RA 1721268 1)-HONORABLE DISCHARGE 1949 65 Vance Beal Estate Service Claudia Vance, MAI Appraiser - Real Estate Analyst Reviewer Vance Real Estate Service - 7481 NW 4 Street Plantation - FL - 33317 Office: 954.583.2116 Cell: 954.647.7148 Email:vanceval(a,att.net Web Site:www.vancerealestateservice.com Vance Real Estate Service is a Veteran-Owned Small Business (VOSB) and Florida Certified SDVBE Minority Business Enterprise specializing in personalized real estate valuation services in Florida for over 35 years. Designated appraisers perform the appraisal work,no trainees. Our appraisals are used for financial/mortgage loan purposes from large mixed use complexes to small owner-occupied properties. We have the qualifications for appraisals submitted to SBA. Jesse B.Vance,Jr.,MAI, SRA,ASA and Claudia Vance,MAI are qualified as expert witnesses for eminent domain,deficiency judgments,marriage dissolution,and estates. Our firm values most types of real property interests,timely,professionally,and at competitive costs. PROFESSIONAL QUALIFICATIONS A)PROFESSIONAL DESIGNATIONS/LICENSES MAI Designation-APPRAISAL INSTITUTE No.9451 State-Certified General Real Estate Appraiser No.RZ-173 Florida State Licensed Real Estate Broker No.BK 0161305 VOSB Veteran-Owned Small Business(CCR/Duns 826494957) B)WORK HISTORY 1983-Current Vice President-Vance Real Estate Service 1981-1983 President-The Appraisal Company,Fort Lauderdale,Florida C)QUALIFIED AS AN EXPERT WITNESS IN REAL ESTATE VALUATION U.S.Bankruptcy Court,Southern District of Florida Florida Circuit Court:Broward County D)PROFESSIONAL DEVELOPMENT PROGRAM REGISTRIES Valuation of Sustainable Buildings: Cormnercial Valuation of Sustainable Buildings: Residential E)EXPERIENCE:35+years appraising and analyzing real property interests in South Florida. F)APPRAISER SPECIAL MAGISTRATE FOR THE BROWARD CO VALUE ADJUSTMENT BOARD 2002-2010 Partial list of real property types valued: High value residences,Condominiums/Co-operatives,Office,Industrial,Multi-family,Restaurants/bars,Auto dealerships,City Centers, Hotels/motels, Houses of worship, Schools, Child care centers, Self-storage, Funeral home, Animal Hospital, Mixed use,Nursing homes,Gas sales stations,Marinas, Mobile home parks, Shopping centers, Country clubs/golf courses,Financial institutions,Bowling centers,Vacant land, Agricultural properties,Environmentally sensitive land Tvpes of Reports: Market Value, Eminent Domain, Marketability, Feasibility, Highest and Best Use, Investment Analyses, Partial Interests, Easement Valuations,Estate planning,Marriage dissolution,Land use studies,Damage/Contamination studies 66 G)PARTIAL LIST OF CLIENTS— PRIVATE: Individuals,Corporations,Attorneys,Accountants,Habitat for Humanity,Seminole Tribe of Florida COMMERCIAL BANKS: Wells Fargo; BankAtlantic; SunTrust Citigroup; Space Coast Credit Union; State Farm Bank; Florida Shores Bank;American National Bank;Landmark Bank;City National Bank;Englewood Bank&Trust SAVINGS & LOANS, INSURANCE COMPANIES, REAL ESTATE INVESTMENT TRUSTS, & REAL ESTATE TRANSFER COMPANIES,TITLE INSURANCE COMPANIES FLORIDA CITIES: Fort Lauderdale, Plantation, Cooper City, Deerfield Beach, Tamarac, Oakland Park, Wilton Manors, Davie,Hollywood,Pembroke Pines,Hallandale Beach,Lauderhill, Southwest Ranches,Miramar,Boca Raton,Boynton Beach, West Palm Beach,Delray Beach FLORIDA COUNTIES and AGENCIES: Broward,Palm Beach,Broward County Board of County Commissioners,School Board of Broward County,Broward County Housing Authority STATE OF FLORIDA Department of Transportation(FDOT),Department of Environmental Protection U.S.Department of Veterans Affairs,U.S.Department of Treasury(IRS),U.S Marshall's Service,U.S.Attorney Hl EDUCATIONAL BACKGROUND Academic: Bachelor of Arts Degree—University of New Orleans,New Orleans,LA—Major: English Professional: Symposium (SREA)- Market Analysis,1983,Philadelphia Symposium (SREA)- Market Analysis,1984,Atlanta Symposium (SREA)- Market Analysis,1985,Vancouver Symposium (SREA)- Market Analysis,1986,Atlantic City Symposium (SREA)- Market Analysis,1988,Los Angeles SEMINAR(AI) -Cost Approach(1992/Boston) SEMINAR(AI) -Rates&Ratios(1992/Boston) SEMINAR(AI) -International Appraising(1992/Boston) SEMINAR(AI) -Litigation Valuation/Mock Trial(1993) SEMINAR(AI) -ADA ACT(1993/Reno) SEMINAR(AI) -Hotel Valuation(1993) SEMINAR(AI) -Income Capitalization,Methods(1993) SEMINAR(AI) -Powerhnes/Electromagnetic Radiation(1994) SEMINAR(AI) -Verifying Market Data(1994) SEMINAR(AI) -Market Studies for Appraisals(1994) SEMINAR(AI) -Florida Appraiser Core Law(USPAP/1994) SEMINAR(AI) -Limited Appraisals&Reports(USPAP/1994) SEMINAR(AI) -Public Safety&Property Values(1995) SEMINAR(AI) -Outparcel Valuation(1995) SEMINAR(AI) -Computer Technology Video Conference(1995) SEMINAR(AI) -The Internet&the Appraiser(1996) SEMINAR(AI) -Florida Commercial Construction(1996) SEMINAR(AI) -1996 Data Exchange(1996) SEMINAR(AI) -Real Property Rights in Florida(1996) COURSE (AI) -USPAP&Florida Real Estate Core Law(1996) SEMINAR(AI) -Valuation of Trees(1997) SEMINAR(AI) -Valuation of Transferable Development Rights[TDR's](1997) COURSE (AI) -Standards of Professional Practice,Part C,15 hour Course#430(1997) SEMINAR(AI) -Non-Conforming Uses(1998) SEMINAR(AI) -The Impact of Contamination on Real Estate Value(1998) COURSE (AI) -USPAP&Florida Real Estate Core Law(1998) SEMINAR(AI) -Econometrics/Statistical Valuation Methods(1999) SEMINAR(AI) -Globalization of Real Estate/What U.S.Appraisers Need to Know(1999) SEMINAR(AI) -The Role of the Appraiser in Alternative Dispute Resolution(Mediation/Arbitration)(1999) SEMINAR(AI) -Technology Foram Part II/Intermediate(1999) SEMINAR(AI) -Client Satisfaction/Retention/Development(1999) SEMINAR(AI) -Attacking and Defending an Appraisal(1999) SEMINAR(AI) -Federal Appraisal Requirements(2000) SEMINAR(AI) -Regression Analysis in Appraisal Practice:Concepts&Applications(2000) H)EDUCATIONAL BACKGROUND(Continued) SEMINAR(AI) -Analyzing Income Producing Properties(2000) COURSE (AI) -USPAP&Florida Real Estate Core Law(2000) SEMINAR(AI) -Mediation&Alternate Dispute Resolution Seminar(200 1) SEMINAR(AI) -State of the Appraisal Profession(2001) SEMINAR(AI) -Ad Valorem Assessment Process in Florida(2002) SEMINAR(AI) -Role of Real Estate Appraisers in Bankruptcy Proceedings(2002) SEMINAR(AI) -Appraisers&the Gramm-Leach-Bliley Federal Privacy Act(2002) SEMINAR(AI) -How to Appraise the Ugly House(2002) COURSE(AI) -2-Day Course#430,Standards of Professional Practice,Part C(2002) SEMINAR(AI) -Market Trends for 2003(2003) SEMINAR(AI) -Update on Code of Professional Ethics(2003) PANEL(AI) -Moderator"Industry,Consumer&Congressional Views on Predatory Lending"D.C.(2003) SEMINAR(AI) -Florida State Law for Real Estate Appraisers(2003) SEMINAR(AI) -Appraisal Agreements(2003) SEMINAR(AI) -Analyzing Distressed Real Estate(2004) SEMINAR(AI) -Valuation for Financial Reporting Purposes(2004) SEMINAR(AI) -National USPAP Course(2004) SEMINAR(AI) -Inverse Condemnation(2004) SEMINAR(AI) -Loss Prevention(2005) SEMINAR(AI) -Single Family Fraud Awareness(2005) SEMINAR(AI) -Guide to the new URAR form(2005) SEMINAR(AI) -Technologies for Real Estate Appraisers(2006) SEMINAR(AI) -The Appraiser's Role in New Urbanism(2006) SEMINAR(AI) -National USPAP Update(2006) SEMINAR(AI) -Florida State Law for Real Estate Appraisers(2006) SEMINAR(AI) -Scope of Work and the New USPAP Requirements(2006) SEMINAR(AI) -Energy Star and the Appraisal Process(2006) SEMINAR(AI) -Reappraising,Readdressing,and Reassigning Appraisals(2007) SEMINAR(AI) -Real Estate Fraud(2007) SEMINAR(AI) -Forecasting Revenue(2007) SEMINAR(AI) -Florida Law for Real Estate Appraisers(2007) COURSE(AI) -Business Practice and Ethics#420(2007) SEMINAR(AI) -Supervisor—Trainee Roles and Rules(2008) COURSE(AI) -7 Hour National USPAP Update#400(2008) SEMINAR(AI) -Hypothetical Conditions and Assumptions(2008) SEMINAR(AI) -Real Estate Economy(2008) SEMINAR(AI) -Public Sector Appraising(2009) SEMINAR(AI) -Inspecting the residential"green"house(2009) WEBINAR(AI) -Value for Financial Reporting(2009) SEMINAR(AI) -The Real Estate Market in 2009 SEMINAR(AI) -New Government Regulations(2009) SEMINAR(AI) -Property Tax Assessment(2010) SEMINAR(AI) -7 Hour National USPAP(2010) SEMINAR(AI) -Florida Law for Real Estate Appraisers(2010) SEMINAR(AI) -Supervisor/Trainee Roles and Rules(2010) SEMINAR(AI) -The Real Estate Market(2011) SEMINAR(AI) -Uniform Appraisal Standards for Federal Land Acquisitions-"Yellow Boob'(2011) COURSE(AI) -15 Hour Appraisal Curriculum Overview(2011) SEMINAR(AI) -Spotlight on USPAP—Agreement for Services(2011) SEMINAR(AI) -Trial Components(2011) SEMINAR(AI) -Lessons from the Old Economy Working in the New(2012) SEMINAR(AI) -Appraisal Review for General Appraisals(2012) COURSE(AI) -National USPAP Update(2012) SEMINAR(AI) -Florida Law(2012) SEMINAR(AI) -Land Valuation(2012) SEMINAR(AI) -Valuation of Warehouses(2012) SEMINAR(AI) -IRS Valuation(2012) SEMINAR(AI) -Business Practices and Ethics(2012) SEMINAR(AI) -Real Estate Forecast(2013) SEMINAR(AI) -Advanced Marketability Studies(2013) SEMINAR(AI) -Developing a Supportable Workfile(2013) 68 H)EDUCATIONAL BACKGROUND(Continued) SEMINAR(Al) -Florida Appraisal Law(2014) SEMINAR(Al) -Liability Issues for Appraisers performing Litigation&Non-Lending Work(2014) COURSE(Al) -7 Hour National USPAP Update Course(2014) SEMINAR(Al) -Florida Law(2014) SEMINAR(Al) -New Real Estate Economy(2014) SEMINAR(Al) -Economic Engines of Miami-Date County(2015) SEMINAR(Al) -Economic Engines of Broward County(2015) SEMINAR(Al) -Tightening the Appraisal(2015) SEMINAR(Al) -Evaluating Commercial Construction(2015) SEMINAR(Al) -Drone Technology(2015) SEMINAR(Al) -Loss Prevention for Appraisers(2016) COURSE(Al) -7 Hour National USPAP Update(2016) SEMINAR(Al) -Florida Law(2016) SEMINAR(Al) -Redefining the Appraisal&Its Role in an Evolving Banking Environment(2016) SEMINAR(Al) -The Tough One,Mixed use properties(2016) SEMINAR(Al) -Business Practices&Ethics(2016) SEMINAR(Al) -Economic Engines Driving Broward County(2017) SEMINAR(Al) -Introduction to Green Buildings&passed exam(2017) SEMINAR(Al) -Another View of the Tough Ones(2017) SEMINAR(Al) -Appraising for the Office of Valuation Services,Department of the Interior(2017) SEMINAR(Al) -Case Studies in Appraising Green Residential Buildings&passed exam(2017) SEMINAR(Al) -Uniform Appraisal Standards for Federal Land Acquisitions&passed exam(2017) SEMINAR(Al) -Hot Topics&Myths in Appraiser Liability(2018) COURSE(Al) -7 Hour National USPAP Update(2018) SEMINAR(Al) -Florida Law(2018) SEMINAR(Al) -Parking&Its Impact on Florida Properties(2018) SEMINAR(Al) -What's New in Residential Construction(2018) SEMINAR(Al) -Valuation Resources for Solar Photovoltaic Systems(2018) SEMINAR(Al) -Technology Tips for Real Estate Appraisers(2018) SEMINAR(Al) -Residential&Comnnercial Valuation of Solar&passed exam(2018) SEMINAR(Al) -Airport Appraisals(2019) SEMINAR(Al) -Practical Applications in Appraising Green Commercial Properties&passed exam(2019) D PROFESSIONAL INVOLVEMENT Region X Representative of the Appraisal Institute 2006—2009 President of the South Florida Chapter of the Appraisal Institute-2003 First Vice-President of the South Florida Chapter of the Appraisal Institute-2002 Second Vice-President of the South Florida Chapter of the Appraisal Institute-2001 Secretary of the South Florida Chapter of the Appraisal Institute-2000 Treasurer of the South Florida Chapter of the Appraisal Institute-1999 Chair of the Education Committee of the S.Florida Chapter of the Appraisal Institute-1995,1996,1997,1998,2007-2018 Director of the South Florida Chapter of the Appraisal Institute 1996-1998 Member of Region X(Florida)Ethics and Counseling Panel—Al Graduate of the Florida REALTORS Institute(GRI) J) CIVIC INVOLVEMENT Member of the Navy League of the United States—Fort Lauderdale Council Lifetime Honorary Member-Florida Sheriff s Association Member of Zeta Tau Alpha Alumnae Fraternity 69 6/29/22,2:17 PM https://www.pbcgov.org/papa/Asps/PropertyDetail/PrinterfriendlyPropertyPrint.aspx?parcel=08434521070011771 Property Detail Location Address NW 2ND ST Municipality BOYNTON BEACH Parcel Control Number 08-43-45-21-07-001-1771 Subdivision BOYNTON HILLS IN Official Records Book 02599 Page 0315 Sale Date JAN-1 976 Legal Description BOYNTON HILLS S 25 FT OF LT 177 BLK A Owner Information Mailing address Owners BOCA RATON REGIONAL HOSPITAL INC 800 MEADOWS RD BOCA RATON FL 33486 2304 Sales Information Sales Date Price OR Book/Page Sale Type Owner JAN-1 976 $100 02599/ 00315 BOCA RATON REGIONAL HOSPITAL INC Exemption Information No Exemption information available Property Information Number of Units 0 'Total Square Feet 0 Acres 0.0574 Use Code 0000-VACANT Zoning RIA- RIA SINGLE FAMILY, 6 DU/AC (08-BOYNTON BEACH ) Appraisals Tax Year 2021 2020 2019 Improvement Value $0 $0 $0 Land Value $40,000 $30,000 $21,000 Total Market Value $40,000 $30,000 $21,000 All values are as of January I st each year Assessed and Taxable Values Tax Year 2021 2020 2019 Assessed Value $14,148 $12,862 $11,693 Exemption Amount $0 $0 $0 Taxable Value $14,148 $12,862 $11,693 Taxes Tax Year 2021 2020 2019 Ad Valorem $478 $395 $319 Non Ad Valorem $0 $0 $0 Total tax $478 $395 $319 Dorothy Jacks,CFA,AAS PALM BEACH COUNTY PROPERTY APPRAISER www.pbcgov.org/PAPA MU Low MU- Med MU- High • 20 du/ac 40 du/ac 80 du/ac • Max height 45' • Max height: 75' • Max height 150' TOD Bonuses TOD Density Bonus o t, f t A€,yam 4 Al ,��'r" i` �f `Ir 1 Figure 20: Recommended Future Layid Use for the Boynton Beach Blvd. District A SUBJECT PROPERTY t, IP1�{ — - :)t MU Low Town square MU- Med MU- High 1„5 20 dulac (incentivized units) . 40-50 dulac • 40-50 dulac . 60_80 du/ac Max height 45' • Max height: • Max height: 65'-75' Max height 150' Redevelopment/ infill 65'-75' . TOD Bonuses • TOD Density • Commercial uses required TOO Bonuses (height /density) Bonus Parking at rear (height /density) • Commercial uses * Commercial uses . Public greenway to buffer BFR Commercial uses required required . Two story max at street required , Max 4 stories on • Max 4 stories on Buildings set Lack to allow for street street pedestrian zone � s i e. ik i 1 � Ilt r 1 mi �t }._- ,� 4aw.,gk4a'--�t��t •�r r s �1: y� ma tm ;J 'U n��,_ au � +... M1tgki P}�,a SII_ t s t t - as <"_ a t 1 e r Figure 21 Boynton Beach Blvd. Example Projects 6S a..s;�s' i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: July 12, 2022 CRA PROJECTS IN PROGRESS AGENDAITEM: 15.A. SUBJECT: CRA Economic & Business Development Grant Program Update SUMMARY: The CRA's reimbursable Economic Development Grants provide 50% of the project costs in matching funding for rent and commercial property improvements. The grant programs continue to further the C RA's mission to activate vacant commercial space, assist businesses, create jobs and develop a vibrant downtown. Grant guidelines and applications can be downloaded from the CRAwebsite www.boyntonbeachcra.com. Below is a status report of the CRA's Economic Development Grant Programs and Business Development activities for FY 2021-2022: FY 2021-2022 Budget ;$556,600 Grants Awarded since October 1, 2021 376 212 ;CRA Funding for Economic Impact Study;($25,000) ;Remaining Fund Balance as of 5/2/22: ;$155,388 ----------------------------------------------------------------------- List of CRA Board of CRA Board a�roved Economic Development Program Grantees since October 1. 2021Economic Development Program Grantees since October 1. 2021: BusinessBusiness Business Funds Total Funds Name Address Type Grant Approved Disbursed Year-to-Date Stevo, Inc. d/b/a C K's to Lockshop & 301 SE 4 Lockshop Property $2,368 $2,368 Security Street Improvement Center Advantage Physical Therapy, 906S. Property LLC d/b/a Federal Medical Improvement $40,000 $0 Apex Highway, Office Rent Network Suite B Reimbursement Physical Therapy#39 Alberta and Octavia Bell 130 E. MLK Commercial Property Commercial Jr. Boulevard Plaza Improvement $25,000 $0 Property 425 NE 4th Street Southern 501 N. Golf Cars, Federal Retail and Property $75,000 $0 1 nc. Highway I ndustrial I mprovement 507 N. Federal Highway Appliance 622 N. King of Federal Retail Pperty $25,000 $12,500 America, Highway I mprovement I nc. H. Longo 500 Insurance Gulfstream Rent Associates, Boulevard, Office Reimbursement $5,784 $5,784 1 nc. d/b/a Unit 201 Extension Allstate Premier 326 W. Medical Boynton Medical Rent Center of Beach Office Reimbursement $5,871 $3,914 Boynton Boulevard Extension Beach, LLC Service First 420 W. Rent Boynton Professional Reimbursement Processing, Beach Office Property $40,000 $0 Inc. Boulevard I mprovement Studio Glo, 413S. Rent LLC Federal Hair Salon Reimbursement $6,798 $0 Highway Extension Pending Board Approval July 12, 2022 Sole-Perna 1815S. Rent I nc. d/b/a Federal Hair Salon Reimbursement $40,000 Salon South Highway, Property Flow Units 3&4 1 mprovement Beauty& The Beat 240 E. Rent LLC d/b/a Woolbright Hair Salon Reimbursement $39,391 Beauty& Road Property The Brow I mprovement Boutique Tropical 126 W. Island Boynton Rent Restaurant, Beach Restaurant Reimbursement $21,000 LLC Boulevard JWS I nvestments 126 W. Restaurants LLC d/b/a Boynton Restaurant Property $50,000 Tropical Beach Improvement Island Boulevard Restaurant New Business Tax Receipts issued in June 2022 within the CRA boundaries: Business Name Business Address Business Type Simple Whoa LLC 1550 N. Federal Hwy 12 Ice Cream Parlor/Smoothies Sol Seach Charters LLC 735 Casa Loma Blvd Luxury Charter Sir Cutz 558 E Woolbright Rd Barber Shop Wilson HR Services Corp 1370 W Industrial Ave 116 Warehouse Coastal Palms Realty 639 E Ocean Ave 203 Real Estate Agency By the Shore Management 523 SE 201h Ct Property Management LLC Upper Gulfstream Property& 500 Gulfstream Blvd 100 Property Management I nvestment FISCAL IMPACT: FY2021-2022 Budget, Project Fund, Line Item 02-58400-444, $56,600 C RA P LAN/P ROJ ECT/P ROG RAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action needed at this time unless otherwise determined by the Board. a..s;�s, i �Y V ` B E AC H !a sii C�d R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: July 12, 2022 CRA PROJECTS IN PROGRESS AGENDAITEM: 15.13. SUBJECT: Rock the Marina & Lionfish Derby Recap SUMMARY: EVENT RECAP ROCK THE MARINA DETAILS • The Rock the Marina portion of the event was canceled due to inclement weather that was anticipated to occur during the hours of the event on Saturday, June 11, 2022. The difficult decision to cancel was made in conjunction with the Boynton Beach Fire rescue and ultimately was to protect the wellbeing and safety of BBCRA & City staff, as well as the event participants and attendees. LIONFISH DERBY DETAILS • The one-day derby took place on June 11, 2022, between the hours of 8:00 a.m. and 12:30 p.m. • A total of fifty(50) certified divers registered to participate in 2-person teams for the derby. • Participants conducted a 2-tank dive on one of the participating commercial dive charters — Loggerhead Dive Charters, Splashdown Divers, Starfish Scuba, and South Florida Diving Headquarters —to hunt the local waterways for invasive lionfish. • A total of 138 lionfish were eradicated during the derby. Prizes were awarded to the teams in the following categories: Most fish, largest fish, and smallest fish. • In addition to the lionfish that were caught, the divers also removed approximately 16 lbs. of trash from the waterway. According to Sea Turtle Adventures, the organization that provided the mesh garbage bags to divers, the trash removed included a busted anchor, mop, glass, and plastic. • As part of a business development effort, arrangements were made with Marina Cafe to provide a breakfast combo to each participant. • Local restaurants were invited to participate in a lionfish dip competition. The competition featured Driftwood and The Butcher & The Bar. Each restaurant was provided with lionfish filets and asked to prepare a custom dip for the contest. The judges of the contest included restaurant patrons, BBC RA and City Staff, and City dignitaries. Driftwood received the most votes and for the second time received the title of "Best Lionfish Dip". As the winner of the contest the restaurant will receive a custom digital marketing campaign, which is scheduled to begin in August. • For the event, the BBCRA contracted with Force-E Scuba Center of Boynton Beach to assist with processing the diver registrations and offering onsite support during the event. Force-E indicated that the event resulted in over$6,000 in rentals and sales. • Photos from the event that were captured by BBCRA and Force-E staff can be viewed here: https://www.flickr.com/photos/boyntonbeachcra/albums/72177720299999792 EVENT MARKETING RECAP The Atlantic Current —A full-page ad was published in the Atlantic Current to promote the event. This publication has a younger demographic, with 70% of their readers being between the ages of 21 and 44, and 42% between the ages of 21 and 34. The Atlantic Current is a bi-monthly publication that is distributed to over 100 locations throughout Palm Beach and Broward county (see Exhibit A). Cost: $400 Coastal Angler —Two (2) quarter-page ads were published in the Coastal Angler to promote the event and the Lionfish Derby opportunity. The Coastal Angler magazine is a source for anglers, boaters, and conservationists and is the second largest free outdoor publication in the nation with 40,000 circulations per month in Palm Beach, Broward, Dade, and Monroe counties (See Exhibit B). Cost: $900 Coastal Star —A quarter-page ad was published in the Coastal Star to promote the event. The Coastal Star newspaper serves the eastern community of Hypoluxo Island, South Palm Beach, Manalapan, Ocean Ridge, Briny Breezes, Gulf Stream and coastal Delray which reaches out to that specific demographic (see Exhibit C). Cost: $525 Gateway Gazette —A full-page ad was published in the Gateway Gazette to promote the event. The Gateway Gazette is a community publication that shares comprehensive neighborhood news, related to city government, business and real estate, sports, and events (see Exhibit D). Cost: $452 Neighborhood News — A full-page ad was featured in the Neighborhood News to promote the event. The Neighborhood News publication is a great way to reach out to the western Boynton Beach communities. The publication is mailed to 17,500 homes/clubhouses, with over 10,000 additional subscribers that read the digital edition online and on Facebook (see Exhibit E). Cost: $450 Posters — Two (2) promotional posters were created to promote the event and Lionfish Derby opportunity. The posters were distributed to various locations throughout Boynton Beach, including City of Boynton Beach facilities and local businesses (see Exhibit F). Cost: $90 Social Media — The Boynton Beach CRA social media platforms were utilized to promote a variety of paid and organic social media marketing initiatives (see Exhibit G). Cost: $650 Street Signs — Seven (7) custom street signs were designed and installed at various locations throughout Boynton Beach to promote the event (see Exhibit H). Cost: $1,100 Billboard — The event was promoted on the billboard located on 1-95 and Gateway Boulevard (Exhibit 1). Cost: $0 Blog —A blog to promote the various aspects of the event was published to the BBCRNs Boynton Beach Insider blog (see Exhibit J). Cost: $0 FISCAL IMPACT: FY 2021 - 2022 Budget, Project Fund, Line Item 02-58500-480 - $11,993 for the event and $4,567 for marketing. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required from the CRA Board at this time. ATTACHMENTS: Description D Exhibits A-J Exhibit A—The Atlantic Current a AN 0� �c Eff AO JIT 5-OPM MAY 2 ''N" w', DOWNTOWN BOYNTON BEACH TH 100 1 t tt n 1 } M(( t)�i 1 9 N.E. STREET tMUST BY MAKING FACES t "ki 1;}s, A%i 1 RD THE Sys \ , AM iL Siti J JUNE 12-4PM ` ss t+t t� 735 CASA LOMA BOULEVARD, 4tK i,",B s ,tst 3 1ON! F� - Dl F PIE P1-111 P R Y Y TO ,iAh, �� Exhibit B—Coastal Angler CALLING ALL 01V�LRSI SATURDAY' -, JUNE -812 PM - ttl. :,c?tll�l/)iI#Ok"1't M' 7 „:;}r t�ljt AII �f�}ji ail � 'j{�t}tlt ri �f4 u IN, » 11 is N, 2-TANK DIVE jAS� �I t2 DIVERS PER TEAM it,, ((t�)iSB5 PER PERSON THE MARINAt ��faj;l�sTO RESISTER s D tr ri�Jj{4�4 or 4 r} ss�i�� 4 S�srtt� i+t SI,r� BOYNTOM ED CEI 561310.4451 12 P 4 P FREE EVENT FEATURING LIVE MUSIC SATURDAY JUNE 11TH 12:00 PM = 4:00 PM 735 CASA LOMA BLVD. �FREE EVENT lk ll�, li i FEATURING LIVE MUSIC BY mi��VVIll"I'll 10",1011�1' 511,iil 11 ROCK SPRED THE DLIBI 9 THE SPIDER CHERRY "S MARINA Z4� I J�, "s AN, LIONFISH TAST'INGS - FOOD - DRINKS a—%BEACH`!,,,,CRA 111,1 91- BOYNIUN '01'i 1�I' 6�`- BOYNTONBEACHCRAUM Exhibit C—Coastal Star SATURDAY = JUNE 11TH 12:400 PM = 4:00 PM 735 CASA LOMA BLVD. FREE EVENT USIC BY FEATURING LIVE M SPRED THE DUB Ei - ii t t;�11f MISPIDER CHERRY �7lki' ,�s� '11 "1 � �SJ�r �Y 1��i1 7ttt��rr7t �tt�Y ;{ IJPLIONFIS_ TASTINSS - FOOD - DRINKS rr1 i MACHI�ICRA Al - �ga C ;lktit r i r 1 St Exhibit D—Gateway Gazette A-t S D- A Y sm i 6mmmUR UNE III" 12,0*00 PM — 4AG PM 735 CASA LOMA BLVD. k (t{ts tt K s ns oI�S�YI t �. ' FREE EVEN �cr 1, FEATURING LIVE MUSIC BY St � SPRED THE DUB Ei I tl {S _ SPIDER CHERRY Stzt .� THE s", N-MARINA LIONFISH TASTINGS FOOD DRINKS � ��{i--titltS 1t „.„. t �, �, ik,zit k �,,rt�}, '�£���'�� NTRA I� 0 �V' 'MEACH<., BOYNTGNBEACHCRUOM t 1 vp s - �f E � , s tt+��X�� Exhibit E—Neighborhood News 11TH SA-�IURDAY am JUNE s" F--.0.a w.0— Wobft- 12:00 -PMm PM 735 CASA LOMA BLVD. FREE EVENT }rat, a "'if r1 su r rr �y»'t Js Jj 1»f»if+s ' � FEATURING LIVE MUSIC BY SPRED THE DUB Fy f�»S r s RUCK I »\ � ���jPIDER CHERRY 10,1 7JJ»y'� I1 E »rilllw��J»f `f»� }41, ,, �� foy ,»,J £�fM C RAs BOYNTONBEACHCRAXOM 1=J `�t.,Yt = – = F'c. _–'x-y'–`�Si, i�,.� - OSx–'a. 1` x. _ - � –�_–•– i< F , s 4 , v is s 11741 � Ul li�l:q r k » i}y, u 4 � Exhibit F—Posters CALLING ALL Dlv�ERSI SATURDAY JUNE 11TH 8 AM 12 PIM 2-TANK DIVE 2 DIVERS PER TEAM � tSl`i �) i f{� " }tS,yrl'ssr St4q t 44? CK ��c� $05 PER PERSON O �u�{�� ( RTO 9 IRWAST uLUI ) �tTHE TO REOISTER CONTACT }F, NipQ p 12' PM _ 4P FREE EVENT FEATURING LIVE MUSIC BY 735 CASA LOMA BLVD. SPRED THE DUB 0 SPIDER CHERRY LIONFISH TASTE' 1 , SATURDAY = JUNE 11TH 121:00 PM ow 41:00 PM 735 CASA LOMA BLVD. ............................. FREE EVENT # FEATURING LIVE MUSIC BY r i� 1y;� z 11 is 14iSPRED THE DUB 9 "� 1�i1{ E SPIDER CHERRY LIONFISH TASTINGS FOOD DRINKS '11u�1'jss� q�tt "3 \lajt� (yy i {IfsS l 1 Sf . ' ICRA %m ,a"W"'BEACH BOYNTONBEACHCRAMM L v tt , z Exhibit G—Social Media Performance for your post Boynton Beach CRA ij Iwql l6t815 Take a a r,at ow,lbQg icer all to HO on 1� %Ia IS t-t,r,Sh D-1 by 13,1 iacper,-rg S3tjrd3y and the 6c,po.on 1-3rbc- 37 71 16 2 2 0 22 11 11 20 20 0 ........... 0 H 2 550 Lj o j, I M S,DZ R PR C, "'M lck-off summer at Rock the Marina&Licinfish LOWI Moro Derby! NE0,TIVE FIE EOBAI� s1 1,24,31 P�opili�- -aavlel S:-,g sgitole,-5 J M!"I 3:i"'U J, K:E I V 6.,2K 468 C,Orrn--rt� 2C snare� j"i Llike r, Commenr Share Pre rforma nc—e for your post Boynton Beach CRA r�- --, 2,225- The is still jme to reg� er fchp Rnc4r Vag ,r f Derty, 25 Cat-.16-10 ZIMOVS Vin',IlMd TO reg,s,.er in 2-p -s t mparts oata in aro v,-nnfi-.n Corby The reg,straton fee Is R,�per person and jrcluov�5 z k 19 15 A & b,eak�ast,Prizes qill be.3vwa,,ded f,-,r largest fiqr sf!iaflAsT fs leve� h, ar-1, nov cFsh Speared Regio ve,here- 0 132 %Ea-TIVE r-ZIM5A',' 10 N V$Al'q " wf INN Qi At C*t more likes,comments and shares Mw-you boost youl strwo it to nnore pecple- 2225 157 Enga" �e-rie r.s Performance for your post E.wjnton Beach CRA 3.595 1P e M-4 rin a&—11c.rd'i--'r --le:y is pno4,d to wre�vorne The Butc�er a r,,d 151 - T ,he Ba,-and f,�f cur anr,.va',,c,nr,5h cip CPntesv Sibyby.he inlofrnafion bool.h at rre Boynton,ala,,c,-Dr Manna f-am',2-4prr l zo zaste a ssrnple and cast yov-oo:e for the best di,in Boymon Bean 108 32 76 17 2 15 Y 2 2 16 3 7 7 6 1 rd 238 26 33 173 2 Get more likes,commerds and shares '41-ow you lbocst,.N5 posm yoUl show 0 m moro People. 3,595 389 00�4 Exhibit H—Street Signs �h l } RUCK THE IhMA iksl 1 PP `l� o, 19 A P M j'ul N,Ei��- � &N BOYNTON HARBOR MARINA 7135 CASA LOMA BLVD. r1t1}f t11)tJ»tr }sjil}?}{JI{{3}lllllir{0{ ffm III,SATURs"MW �� [JU ik �I,!AARINX;!Jlj 1411111, � € 'j2—4P N BOYNTONHARBOR e� � 735 CASA LOM BLVD. , � X L t Exhibit I—Billboard e 15 14 IIS 61 I2— 4 . r THE I"WI n; B®Y NTON HARBOR MARINA } 11735 CASA LOMA BLVD. y I m"" ��-Jt ( ,r.,.S,. r,`r`; r Exhibit J—Blog [ i boyntonbeachinsider..wordpress...com,r2C?�:io6,i0.r?fkick-off suriin^ r-a^-rcck-the r-carina-1 on`ish-den y/ , w.PR. Reading tilt 90YNTON BEACH INSIDE? t _ �4 � - ,t I t f" r } t S ti us s y({41 str ti i httos://bovntonbeachinsider.wordpress.com/2022/06/09/kick-off-surr mer-at-rock-the-marina- lion is �' i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: July 12, 2022 CRA PROJECTS IN PROGRESS AGENDAITEM: 15.C. SUBJECT: Social Media& Print Marketing Update SUMMARY: Throughout the months of June, the BBCRA social media platforms were utilized to provide updates about various BBCRA initiatives, including the promotion of Rock the Marina & Lionfish Derby event, Heart of Boynton Village Apartments, and the CRA Board special meeting that took place on June 7th Additionally, as part of the ongoing initiative to promote the goods and services offered by businesses within the BBCRA area, a variety of social media posts were shared to encourage community members and visitors to patronize and support local businesses. The BBCRA also published a variety of print marketing to promote the rock the Marina & Lionfish Derby event, as well as the Boynton Harbor Marina. Ads were published in the following publications: The Atlantic Current, The Coastal Star, Coastal Angler, Neighborhood News, Gateway Gazette, and Marinalife. See Attachment I for examples of the social media and print ads that were published in June and Attachment I I for a full listing of the Facebook posts that were shared. FISCAL IMPACT: FY 2021-2022 Budget, General Fund line Item 01-57400-216 -$600 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action required unless otherwise determined by the CRA Board. ATTACHMENTS: Description D Attachment I -June Social Media & Print Marketing Overview D Attachment II - Facebook Posts w Q D d ZD 0 Z H W IseryQ 06 Q D w 7�; J Q U 0 r � � p V! C' f W n cn o a � n W g a, J2 v � a _ t x -Fill � p rs r+ O �yy i3 6------------------------------------------------------------------------------------------ Cn M cn Ws`''I' z cn W O . j�� S } pEp - 8 Q r u fry � 7 r cn N -'e" LU a LU m M s�t ��1 O W LU a LU J � N a aZ w t � L � w p r 2 i; n a uu T C sh X71 } '" W LU a 0 w J ol a " Is O ' ' a.L �`" S li � r y , d C-3 C3 W y_. =E nS .. w w bidIw 1� Lr_j IM the i { l �_ Ll ® s �UM C3 ,� f(. " r};itiJ zx i pu,i l� z, Zq 't.}sii y.i s�. 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SUBJECT: Social Media Outreach Program 3rd Quarterly Report (April-June 2022) SUMMARY: The following is a list of the Social Media Outreach Program (SMOP) business development activities from April 1, 2022 to June 28, 2022 (see Attachment 1): • 68 Businesses are currently registered in the Social Media Outreach Program (112 have registered since program inception) • 2 New businesses added this quarter • 39 Business contacted this quarter (contacts are done in-person, via phone, and via virtual platforms) Social Media Outreach Program Elements • One-on-one social media assistance with businesses has helped businesses to promote themselves and grow their following or connect employers with local talents (see Attachment 11 for examples of assistance for the BBCRA #ShopLocal Mother's Day campaign, Boynton Beach Bucks, and the Lionfish Dip Contest) with various social media platforms such as Google, Facebook, and I nstagram. The Boynton Beach Insider Blog is ongoing to aid local businesses and the BBCRA with web search engine optimization (SEO) and to build awareness to the Boynton Beach community about local businesses and CRA projects and programs. From April to June 2022, the BBCRA has published the following (see Attachment 111): • https://boyntonbeachinsider.wordpress.com/2022/04/21/rock-the-plaza-one-boynton/ • https://boyntonbeachinsider.wordpress.com/2022/05/19/rock-the-block/ • https://boyntonbeachinsider.wordpress.com/2022/06/09/kick-off-summer-at-rock-the- marina-Iionfish-derby/ This quarter, the Boynton Beach CRA's Social Media has grown in numbers enabling more outreach for businesses if connection is made with the C RA's platforms. Attachment IV contains examples of the top performing posts and all posting activities during this quarter. The results indicate the effectiveness of using social media as a marketing and promotion tool as there is a steady increase in all platforms in each quarter this fiscal year. • Facebook reached over 25,000 users in the past 90 days • Twitter has over 4,000 impressions in the last quarter • I nstagram has gained 135 more followers Upcoming Activities Include: • Develop new social media strategies to assist local businesses via the BBCRA social media channels • Continue to educate and recruit businesses for the Boynton Beach Bucks Program • Continue with one-on-one business assistance • Continue updates of the CRA's business listing • Collaborate with the Business Promotions Team for upcoming events in FY 2021-2022 to assist in recruiting businesses, creating the Social Media Kit, and assistance with social media during the event • Coordinate with BBCRA Grants and Project Manager to promote the SMOP Program to prospective grant recipients • Continue in-person business visits to spread awareness to businesses on BBCRA Resources, including upcoming construction activities associated with CRA projects such as MLK Jr. Boulevard Mixed Use, Cottage District Infill Housing, and 115 N. Federal Highway I nfill Mixed Use Redevelopment Projects. FISCAL IMPACT: FY2020-21 Budget, General Fund, Line Item 01-57400-100, $53,524 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required unless otherwise determined by the CRA Board. ATTACHMENTS: Description D Attachment I -SMOP Businesses D Attachment 11 -SM OP Assistance D Attachment III - Blog Posts D Attachment IV -Social Media Posts CL O E '0 x x x x x x x x x x x x x x x x x x x x x a, a, IA bb a) oc U N N N N N N N N N N N N N N N N N N N N N N N N N t6 N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N O O O O O O O O O O O O O O O O O O O O O O O O N N N N N N N N O \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ N N N N N N N N \ \ u m m m m m m m m m m m N I, r, r-i r-i c I c I c I \ \ \ \ \ \ \ \ N N � � yr \ N N N N N N N N N N N N rl c-I c-I c-I c-I c-I c-I c-I c-I c-I c-I \ \ \ \ \ \ \ N N Vl \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ "0 \ \ R k.D k.D k.D k.D k.D k.D k.D k.D �.D �D �D �D �D �D �.D �.D �.D J bA O J U 2 C O U L a) Ln M Ln Ln m Ln ,n m m m m m � � m � m m m m m m Ln cr Ln m m m m Ln Ln rn J Ln m m m rn m ,n Ln m Ln m m Ln J m m m m J w m J J � Ln Ln Ln J � m Ul m J Jryl) w J � w w w w m� m m '� m m � N m m w w m s m s '� m m m s u m s u s m m m u J m a) J m s s m u -4 u s J cr J u M U m m m m '� m J LL J u u J m m m u m w a) J m w co m w a) m a) co w m w m m m m m w LJi u m u __j w U S CO S m J m m S J S S C S C w S U w U O S t d m a) O O a) �O s p a) s a) C a) N CO Ln Ln Ln Ln Ln Ln Ln U CO u p u > m c C a) �n m m m m co Lw c c c > c o CO° 0 0 o CO p o qt m m m m CO c *' Ln 41 0 0 0 0 mo m mo o O m O m o m m m o o c CO c m m m m m m m m c Q -a >. 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C C s i 4- ozS 0 U 0 c6 an dA i � cu dA w C N ICL% Q N O E 0 m Q- i s s 7 d > O d N C + U N N �' C + i O N >, m m vL N N 'a C S CJ > co N o z Ln m co 0 0 0 N co +� Q " M m +W U c C N N N Y C C U +�- c0 N Q •� N i 3 O N 7 0 U s o O N co i i O i O N — O co m mV) LL m m m w U d I H I U 2 Q 2 w m O r-I N m Ln l0 w m O r-I N m Ln l0 I" 00 m m 0 0 0 0 0 0 0 0 0 0 cI cI cI cI cI cI cI r-I r-I r-I r-I N N N N N N N NN N N N N N N N N N N Attachment II One-on-one Social Media Assistance The BBCRA SMOP Program assisted in advertising local Boynton Beach businesses for Mother's Day. Each business was provided with custom graphics and tagged in unique posts to help spread awareness to local customers. Boynton Beach CRA Boynton Beach,Flanda. ::SLI a✓; Er I�vr:.":.L °,r r tii Mom To a'c a�zpa-reat,ren_v,: Vokher,Ca,�n Ub^[,v Sol ,°sor zad, ✓gg Cscar, ta'•al t u .. yl„ ,. �' ,. Boynton Beach,Com. SiG, „. 1.=w;:J al t..ed v„.0 V .1 tij ... .I.a m.F ..: Celeb ate mom of uea`rg firer is a dehcC ou5 drn..nch,Ir r r.. mew -I 1 �I 3 4 F T L e SM, t { rll { i w 90 Y w3l4 uu IG..A ilrrA �Y ” X 11 1 } 11W; A .. .fir R 11 s �} , C clI-ra,&ed ',ntnbc -cn s,=r€ 4& $'1+4 4,9 y 9.6x Icvwvr picpe aa,:sed ,.egagefrerrz creta fin's r. The BBCRA SMOP Program has continued the Boynton Beach Bucks Program allowing businesses the opportunity to run a multifaceted campaign to promote their products. The goal is to instruct businesses on the different digital marketing platforms so they are able to replicate the marketing strategy used in the Boynton Beach Bucks campaign. The Boynton Beach Bucks campaign is designed to attract local residents to patronize BBCRAArea businesses in order to create regular customers for local goods and services. Boynton Beach CRA. Vi«,.€" tm`n 1'1o'f" ev, d.,, �,w�.;'a'�„ or �i,� =v.b:� «�. F���i i„�� .�..��:'I dwr i" th gent 10 baI'm yc,,Ljr Fucks&nd enjoy,sornethirg deklous. f, I, E r r �i- r I tyll t £ 3• r bll w Ilt fig_'- Beach4l Ucks 1� 1 ec" '141e -'ed 'Etllgagemenrs Boynton Beach Bucks has been paired with our Rock the Plaza and Rock the Block event series in 2022. Boynton Beach Bucks deals launch in conjunction with the event in order to assist the businesses in attracting the captive audience at the event. The Boynton Beach Bucks deals then continue as a digital promotion after the event. In total, 20 businesses have registered for the Boynton Beach Bucks in 2022 and over $1500 have been reimbursed to BBCRA Businesses. Boynton Beach CRA tr r?ed'�� Arranaa Dlzad err�j4c, r 'A Soyntcn Eeach 84icks is back,this Sa7ordwy at nisch:the 311cck!The tukr,ne:ses and their IroVIT,',°et are as foliar°,"S': SS OE='at f4urr .;�n t -j,- ,_a.and Tile&-tdler arc*`ht BU's'ONE GET O"N Rgw at nc B ar-r -4:k e &''early - Eea i P.(valid at vendor teat ranly 525 0r7 any sepoxice aL:¢`.clud ing&aa:i ng)at ;w.._. Bcmx., aof _,pm rl el-rW Se sure to stc p by tl,-SSCRA r-farmeti;n Sc<nh tz I,earn mcorel. 1�r Al Beach BuCkst •fi `,`rl, ` yd,�> f ryry » t f f ll � sl 4 x 789 27 4=4 rea&ej a When the Rock the Marina Event was cancelled due to inclement weather, the BBCRA staff quickly pivoted to allow for the Lionfish Dip Contest to continue. Through social media outreach, customers were encouraged to visit The Butcher & The Bar and Driftwood to participate in judging the competition. Both restaurants expressed that they were pleased with the additional online exposure. Boyrwton Beach CRA P h,p ad ty,� 11,11L�'hOe Rc�aflc ve e II as 4 ,! PN", UP�71 A7E can StH p rri:ip to in j,rd ing the:icntsh, Dip s„onnipe�ir on! Vi.SPt Pkv :'Lt Iq1 a,lJ ;S-r (570 E Ocean Aver or C7 r.v,:. >, ,! EEe '4,7005 5 Feder-al '3"i'''vey)'today v"tonn,-on'13%to?ry the dip and cast vote for the befit in SO),h`0n P-43 Ch r � y �t ��� � tk V� � rk kr t n 4 E t, \ (t i ; Mrs � 4 k l {n k t - i�l�� s ry t g'k'I{�< ' k ?,SS 4 PA-00t a e o- Attachment II Boynton Beach Insider Blog Posts April 2022 through June 2022 April 21, 2022 Rock the Plaza — One Boynton Rock the Plaza at One Boynton is this Saturday, April 23rd from 5.00 PM to 8.00 PM! What is Rock the Plaza? Rock the Plaza is a FREE event that will be held at One Boynton in Boynton Beach! The event will feature live music from the band Paul Anthony & The Reggae SouUahs, food, libations, family-friendly activities, and a showcase of local Boynton Beach businesses. Event attendees are encouraged to stroll the plaza and visit the restaurants, eateries, retailers, and professional service providers located within the plaza. 6 r. �C Where is the event located? The event will take place at the One Boynton Plaza, located at 1351 S. Federal Highway, on the northwest corner of Woolbright Road and Federal Highway. Where can I park for the event? Free parking is available inside of the One Boynton parking garage, which is located in the center of the complex. Will there be vendors at the event? The Boynton Beach CRA (BBCRA) is proud to #SupportLocal. At this event we welcome attendees to dine and shop with one of the fantastic local businesses that operate out of the plaza. , PR I r kt Pik What type of food and beverages will be available at the event? As a part of our mission to #SupportLocal, food and beverages will be provided from One Boynton restaurants and eateries, including- Tokio Ramen Souvlaki Fast Tsunami Subs Sweetwater Baciami Italiano Common Ground Coffee Can I bring my pet to the event? Due to the high energy nature of the event, which includes lively music and the potential for large crowds of people, we highly recommend leaving your beloved pets at home. v tlr 5 {jSf l3 SI 'yy' } u Ar= c g� VM" ,, ttt 1 4 What else can I expect at Rock the Plaza? The BBCRA is excited to welcome ManCave for Men to Boynton Beach! A ribbon cutting ceremony for the newly opened luxury barbershop will take place during the event at 6.00 PM. Be sure to stop by and support this new local business. Additionally, the event will feature a variety of Boynton Beach Bucks incentives to support some of the participating businesses. The following offers will be available during the event- $5 OFF at Common Grounds $5 OFF at Sweetwater $5 OFF a purchase of$10 or more at Souvlaki Fast $15 OFF at ManCave for Men Still have questions about Rock the Plaza? Visit ourfacebook event page for additional details. Be sure to like and follow @BoyntonBeachCRA on Facebook and Instagram to receive the latest updates about the event and use #RockThePlaza when posting to your favorite socials. May 19, 2022 Rock the Block Enjoy a fun-filled day with family and friends at Rock the Block this Saturday! What is Rock the Block? Rock the Block is a multi-block party that will be held in Downtown Boynton Beach along East Ocean Avenue that features live music from the band Making Faces, food, family-friendly activities, and exhibits from some of the businesses located in Downtown Boynton Beach. Event attendees are encouraged to stroll the avenue and visit downtown merchants and restaurants. How much are tickets? Zero — zilch- not a penny! You won't spend a dime to enter this FREE event! Not only will you enter Rock the Block for free, but you'll be able to enjoy the majority of the entertainment and attractions without exchanging any green. A+ �N 1; is When exactly is Rock the Block? The event will take place on Saturday, May 21St, from 5:00 pm to 9:00 pm. Where is the event located? The event will take place in Downtown Boynton Beach along East Ocean Avenue, between NE 3rd Street and Federal Highway. The exact point of reference for the event is Dewey Park. Just plug 100 NE 4th Street, Boynton Beach, FL 33435, into your GPS and you should have no problem finding the event. What roads will be closed for the event? The road closure will be in effect on Saturday from 7.00 am until midnight along East Ocean Avenue between NE 3rd Street and Federal Highway, and along portions of NE 4t" Street. Where can I park for the event? Parking is available at- • 115 N. Federal Highway (the parking lot just north of Hurricane Alley) • 501 NE 1St Avenue (the parking lots west of The Boardwalk Italian Ice & Creamery) • 129 E. Ocean Avenue (next to the Schoolhouse Children's Museum) • Limited on-street parking is available throughout the Downtown area irr k-, u Will there be vendors at the event? Yes! The BBCRA is proud to #SupportLocal. All the participating vendors are local Boynton Beach CRA Area businesses! What type of food and beverages will be available at the event? As a part of our mission to #SupportLocal, all the food and beverages will be provided from Downtown Boynton Beach restaurants, including- Hurricane Alley Guaca Go Pio Pio The Butcher & The Bar East Ocean Cafe The Boardwalk Italian Ice & Creamery 500 Ocean Cafe Nicholson Muir Meats fit,s a h 5. l� t y' 1 iS- r �,y sr, , What types of games and activities will the event feature? The event will feature a variety of fun activities and games, including a rock wall, inflatable obstacle course, axe throwing game, giant Connect Four, free face painting, and a mini painting activity at ArtSea Living Studio. Can I bring my pet to the event? Due to the high energy nature of the event, which includes lively music and possible crowds of people, we highly recommend leaving your beloved pets at home. Advertisements What else can I expect at Rock the Block? There will be Boynton Beach Bucks at this exclusively available to event attendees. What is Boynton Beach Bucks? Boynton Beach Bucks is a reward system that is designed to incentivize visitors and community members with special offers and exclusive discounts in an effort to increase patronage of small businesses located within the BBCRA's Area. $5 OFF at Hurricane Alley $5 OFF at Guaca Go $5 OFF at The Butcher & The Bar BUY ONE GET ONE at The Boardwalk Italian Ice & Creamery Tent $25 OFF any service (excluding waxing) at E&C Beauty Salon Experience $25 OFF a purchase of$35 at ArtSea Living Studio Customers that would like to claim the Boynton Beach Bucks can visit the information booth during the event! What about the Artisan Fair? Looking for shop with some unique local artists and crafters? Be sure to stop by to check out the vendors that will be set-up in the space between ArtSea Living Studio and The Sol Oasis Healing Arts Studio (412 East Ocean Avenue). The artisan fair, which runs parallel to Rock the Block, will feature a variety of local artists, jewelry, Boho clothing, yoga class, pottery painting, and much more! Still have questions about Rock the Block? Visit ourc event for additional details. Be sure to like and follow @BoyntonBeachCRA on Facebook and Instagram to receive the latest updates about the event and use #RockTheBlock when posting to your favorite socials. June 9, 2022 Kick-Off Summer at Rock the Marina & Lionfish Derby! Kick-off your summer at the Rock the Marina & Lionfish Derby event this Saturday, June 11th at the Boynton Harbor Marina! What exactly is Rock the Marina? To showcase all of the fun activities that the Boynton Harbor Marina has to offer, the Boynton Beach Community Redevelopment Agency (BBCRA) will host Rock the Marina & Lionfish Derby on June 11, 2022, from 12.00 PM to 4.00 PM. Sip a cocktail while enjoying music on the waterfront from two popular local bands, Spider Cherry and Spred the Dub, gain an understanding of how to clean, prep, and cook lionfish, and learn about marine conservation and sustainability efforts that are taking place throughout Boynton Beach and Palm Beach County. h 1P_ } y i A' 4 I " zaj t What is a Lionfish Derby? Certified scuba divers will participate in the Lionfish Derby, which will take place earlier in the day between 8.00 AM and 12.30 PM. Participating divers will be chartered by Loggerhead Dive Charters, Splashdown Divers, Starfish Scuba, and South Florida Diving Headquarters, to hunt for invasive lionfish for approximately four hours. Prizes will be awarded in three categories- Most fish, largest fish, and smallest fish. The divers will return to the Boynton Harbor Marina at approximately 12.00 PM for the derby judging, which will consist of weighing, counting, and measuring the collected lionfish. Event attendees are invited to watch the judging process from approximately 12.00 PM. to 2.00 p.m. and the awards ceremony at 3.00 p.m. .ry _ I 4�t +fit 1 k" How much are tickets? This event is completely FREE! Where is the event located? The event will take place at the Boynton Harbor Marina, which is located at 735 Casa Loma Boulevard, Boynton Beach, FL 33435. Will there be any road closures for the event? Yes, there will be limited road closures at the marina to properly set-up the event and ensure the safety of event patrons and residents. Road closures along NE 6t" Street and Casa Loma Boulevard will be in effect from approximately 8.30 AM to 6.00 PM. For the duration of the road closure, the marina will only be accessible from the Boynton Beach Boulevard extension. The Marina Village parking garage will only be accessible from the Boynton Beach Boulevard entrance. The road closure will not affect the Banana Boat or Two Georges Waterfront Grille valet services. Customers of the commercial charters located at the marina will still be able to access the designated loading/unloading lane and parking spaces that are available alongside the dock. Where can I park for the event? Free parking is available at- • The public parking lot located at 115 N. Federal Highway (just north of Hurricane Alley). • The parking lots located at 501 NE 1st Avenue (west of The Boardwalk Italian Ice & Creamery). Paid parking is available at- • The Marina Village parking garage is located at 625 Casa Loma Boulevard. Public parking is available for $5. Please note that this parking garage tends to fill-up quickly. • Valet parking for restaurant patrons is available at Two Georges, which is located at 728 Casa Loma Boulevard. • Valet parking for restaurant patrons is available at Banana Boat, which is located at 739 East Ocean Avenue a � uhm eskc p d nct eeKvp� ]colreesfs;� - l4 lhu la..rre$mde9.mm.§lto nnyxreef, 9 nsknyrhg6 ill ,eula„afs wG hxve.narible mdvJaeelly a ; t FOLL C�3�S,us! a LI�NF sFX FYi£RM9N.a1Y[2N C4RS' -- r What type of food and beverages will be available at the event? As a part of our mission to #SupportLocal, all the food and beverages will be provided from local Boynton Harbor Marina restaurants. Food at the event will be limited, as event-goers are encouraged to enjoy waterfront dining at Two Georges Waterfront Grille, Banana Boat, or Marina Cafe. Two Georges Waterfront Grille will have an outside bar and food station set-up at the front of the marina and Kona Ice will be onsite with their food truck. fs� F 4l�. y {w t k E f n� Al - What type of exhibitors will the event feature? Chef Jimmy Everett, from Driftwood, located at 2005 S. Federal Highway, will provide tutorials on how to properly clean, prep, and cook lionfish. The lionfish dip contest is back—with a challenge between Driftwood and The Butcher and The Bar, located at 510 East Ocean Avenue! Be sure to stop by the designated lionfish dip contest to vote for your favorite. The event will also highlight marine conservation and sustainability efforts that are taking place throughout the county with the City of Boynton Beach Sustainability Department, Sea Turtle Adventures, Lionfish Extermination Corporation, and Under Blue Waters. Additional exhibitors include Starfish Scuba and Force-E. Event goes are encouraged to explore the marina and visit with the commercial slips to connect with the various charters that are located at the Boynton Harbor Marina. Be sure to stop by Slip #18 and to receive a tour of Sol Search Charters, which will begin accepting bookings in the coming weeks for a variety of oceanic adventures! h a~� v e Nk e M1 7 d� + r i ,V s Z !Viv, rfi�� �{�s ,�`C"tr rs h)�}�)�t�'�� v irtrr+�'�� t it �sR>�v`1 �'�tSisSt�l rfi S(, 4 � 1�s i\�V`�;f.'st��r�{�§s�. ,,➢,'v��� ! r ' �, What time will the bands perform? We are excited to welcome back two of South Florida's most popular bands — i and Spred the Dub. The bands will play concurrent shows on two separate stages between 12:00 PM and 4:00 PM. S + I k e ;S t i t t f4 ,i 4 r, ,ct } zzti I St � Is this a family-friendly event? Yes, the Rock the Marina & Lionfish Derby is a family-friendly event. We encourage families to explore the marina and visit with the participating exhibitors. Sea Turtle Adventures, Under Blue Waters, and ArtSea Living Studio will each offer kid-friendly activities during the event. Lx 11d , r ,. 011 Can I bring my pet to the event? The Boynton Harbor Marina is pet-friendly, however, due to the high-energy nature of the event, which includes live music and possible crowds of people, we highly recommend leaving your beloved pets at home. What happens if it rains? The Rock the Marina & Lionfish Derby is a rain or shine event. Every effort will be made to host the event, however, if inclement weather poses a potential danger to event patrons, staff, or vendors, cancellation will be considered. Updates regarding the event will be posted to the BBCRA website and Facebook page. Still, have questions? Visit our Facebook event for additional details. Be sure to like and follow @BoyntonBeachCRA on Facebook and Instagram to receive the latest updates about the event and use #RockTheMarina when posting to your favorite socials. Attachment IV BBCRA Social Media Top Business Promotional Posts (4/1 /22 - 6/30/22) E nj oy the outdoors this Spring with Bo ntan Beach Parasaifin !41Srupor tLoc Apri „at 5F7-10 Fina°l D: 10,5892C77-7,884266 r t irA Interactions Ilk".9 reactuons 1P 3 comments 6 shares i Performance Reach 0 F2 actions,,ccaiytr i,&nts at cl s,ha,,,, 0 Results T'- 1,093 ticr}r I32arst I �E=Y This post reached rrcre peep e Thar 57'�, Tris pcs-received mcre reacricns, This pzcst recti vec more irk diclks thar of your 5,0 most recer?Facebook posts and .n-rnwent:s and shares than 69,,Of your s,0 55mfb Of YOUr 5u most recent Facebock stc,.rles. rrost recent�aceC':ook posts and storl-e5. posts:.and stories, cjr� is 3 s Nicholson MUir Meats offers cha�rcutefleboar t0790for your ne unda .a. 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Ern Tris post rear' ed srr;re peep e r'rar rke Tris post received more reactin-ns, This p;7st rete Nec rnore €rk:d iclfis t a of your 5,0 most revert Facebook posts and comwents and sures than 100''c of yrour t 41,,,E or scar 50 nnos*neer?Facebc,c„ stories, 5u,rr o t recent 1`3:eoock.pc-sts and stories. posts and stories, 311 t.s 52 7_ 12 The BBCRA Facebook reached over 25,000 users in the past 90 days. or anlic reach 9 5 Organic engagement Dost reach 0 Post reactions,comments and shares 0 25.9 K 2.3K T--nj fron,I ast 90 d 942 days pdor fir=�m laziz 90 days vB 90 days pd,�r 5la30 2,)aa 9,D cays prCr LBst 99 da-y's ,9,2 cay� prorLast 90,da. rs The BBCRA Twitter earned over 4,000 impressions in the past 90 days. Your Tweets earned 4.6K impressions over this 89 day period NO, 230 100 The BBCRA Instagram gained 135 new followers between April and June. I n sta,g ra m new f o��owiers 0 7 4, rte 135' 4 2 C Apr 5 A p r 21."1 M-By 6 M-By 0 j U ni 5 1 U'ri 19 BBCRA Social Media Posts (4/1 /22 - 6/30/22) The following is a list of all BBCRA social media posts for the 3rd Quarter. The BBCRA social media posts consist of a variety of BBCRA events and projects and programs, original content with information about BBCRA businesses, and shared posts from BBCRA businesses. In general, additional paid boosts or advertisement are used to highlight a special campaign or event in order to reach a broader audience. As a result, these promotions brings a higher number engagement. An alternative to paying for the paid advertisement is to vary the content of the post by using videos, trivia, contests, etc. in addition to the still photos or images. This quarter's social media data indicates: • The highest engagement was on posts related to Rock the Plaza, Rock the Block, and Rock the Marina economic development events. • Posts on Boynton Harbor Marina businesses reached the next-greatest numbers, without paid advertising. • BBCRA development projects continue to perform extremely well without paid advertising. • Despite the Rock the Marina event cancellation, posts related to the Lionfish Dip Contest performed well and allowed for additional exposure for The Butcher & The Bar and Driftwood. 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Y C1 '+��.t_'�t Ir DC`��€r""O.,, t B3C Boost post 5 oo - Post �vVe are pro ,d to arrounce @ a7cCr— Post 2E3 19 -- i vVe are oroid to of +,ounl v D,'``:"C,,, 6,'93--1 311 Pest Boost post ., r�baileysb erdzboyrt;n's bjrst' 1 ' 9 "' Post Hu C 1,ati�ie's Groarrirg Spa&Hotel is&- ?rf# Create� -_ BOCK C Sriser f s�irg-�`.p,wit' 433jj Lf YOU' -- �, Post SOOk VOLV SU n,riser T s�i r g ,pit',_F Post Boast post -71 4 S G ° -TGIF Stop by Thi E?t.hrr urd r;,e._. 3-�,�? �v __ �' i �Y V ` B E AC H !a AGENCYsii C�d R ACOMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: July 12, 2022 CRA PROJECTS IN PROGRESS AGENDAITEM: 15.E. SUBJECT: MLK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments) Update SUMMARY: The MLK Jr. Boulevard Corridor Commercial Redevelopment and Affordable Multi-Family Rental Apartment Project will provide 124 affordable multi-family rental units as well as 8,250 square feet of leasable commercial space (Attachment 1-111). Since the June 14th CRA Board meeting, the following progress has been made (see Attachment IV). East Building The second floor is constructed and concrete block is being installed. The electrical, water and sewer has been trenched and stubbed up for future connection. West Building The site has been cleared, concrete footers have been poured and block is being installed up to grade. The contractor is working around the existing utilities to be relocated by AT&T and Comcast. North Building The site has been cleared, structural columns, concrete footers and block has been installed up to the second floor. The second floor has been formed and is being prepared for concrete. The CRA staff is continuing to coordinate with Centennial Management Corporation on leasing the commercial spaces. The construction timeline estimates the Project will be completed in early 2023. Until completion, a monthly project construction updates will be provided to the CRA Board. FISCAL IMPACT: Fiscal Year 2021-2022 Budget; Project Fund Line Item 02-58200-406 - Local Government Match Contribution $625,750 and Commercial/Retail Component $2,025,815 (commercial component); TI RFA $1,630,280 and $433,008.45 Second Development Agreement for the Residential Component. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach CRA Community Redevelopment Plan CRA BOARD OPTIONS: No action required at this time unless otherwise determined by the Board. ATTACHMENTS: Description D Attachment I - M LK Jr Blvd Project Site Plan - North D Attachment II - M LK Jr Blvd Project Site Plan -South D Attachment III - M LK J r. Blvd. M ixed Use Development Project Renderings D Attachment IV -Construction Progress Photos �oS1031IHHOklW IM3 fi9M3Hl0-1 IWC �22d £}} Q o m Z o Q o VHO m C�...,....,..� o U S o "L Z Q o g O 3 1 1 L<G 1--.. u m C a o a=o mpz m s z z a RV, l.i 5� h ° _ ° m I I _ . EN owa mo a I w - fifi m IQ a o III >! o 0 m o� m oil ci 0 QI � o w! C-4It u. 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IR 1 t' rk IJ ill II 1 s Iu r t st}4 }}isf ( y �r 14 IJ, } i{ t � 4 tt t r ryi i. �� �., i✓fit 1,�� �` t � � 4 t� _ -'Na it 5 7 l \ltt t �Yt F� isk � l I 'iy `\4tsy 1(ts k t � ( 7y td ,� Z� irti t � 1 III t� ,t r � E ys� a s a tx gats m t� THE 10th ANNUAL BOYNTON BEACH HAUNTED PIRATE FEST&MERMAID SPLASH-OCTOBER 30&31,2021 TOTAL BUDGET $375,000 TOTAL EXPENDED $434,354 Entertainment,Activities,Rentals,Services&Purchases BUDGET REMAINING -$59,354 MARKETING BUDGET $65,000 MARKETING EXPENDED $63,402 MARKETING BUDGET REMAINING $1,598 SPONSORSHIPS $47,227 VENDORS $9,700 TOTAL FUNDS COLLECTED $56,927 BUDGET REMAINING -$57,756 PROJECTED VENDOR NAME AMOUNT ACTUAL COST TOTAL DESCRIPTION ENTERTAINMENT Nature of Mercy-Tawn Jones $ 2,040.00 $ 2,040.00 Hips of Destruction-Kristal Mize $ 1,200.00 $ 1200.00 Ronin Taiko-Roy Anderson $ 4,000.00 $ 4,000.00 The Lynx Show-Bonsoo Kim $ 2,620.00 $ 2,620.00 Black Velvet Band $ 2,600.00 $ 2,660.00 Boom Boom Shake-Elizabeth Chikeles $2,040.00 $2,040.00 Coddywomplers-John Sowerby $ 1,300.00 $ 1,300.00 Cu Dubh-David Macejka $ 4,660.00 $ 4,660.00 Cast In Bronze-Charlie St.Cyr Paul-Brother Entertainment $ 3,020.00 $ 3,020.00 For Love and Money $ 1,100.00 • 1,220.00 Magic 8 Mayhem-James Songster $ 1,570.00 $ 1,570.00 The Gwendolyn Show-Nicole Skelly $ 1,220.00 $ 1,220.00 Willy Nilly's One Man Romeo 8 Juliet-Shelby Bond $ 1,820.00 $ 1,820.00 Wonder Elixir of Life $ 1,220.00 $ 1,220.00 • . Acrobellum $ 1,440.00 $ 1,440.00 A-Tribe(Christopher Bishop) $ 1,020.00 $ 1,020.00 _ Blackbeard The Pirate-Jim Laird $ 670.00 $ 670.00 - Molotov-Brent Allan $ 1,800.00 $ 1,820.00 The Nerveless Nocks-Sky Pirates $ 5,100.00 $ 5,980.00 Rina Adams $ 200.00 $ 200.00 Jeanette Walmsley $ 1,220.00 $ 1,220.00 Good Ship Mystery-Dan and Holly Leeward (Wagner) $ 500.00 $ 500.00 Pirates of the Four Winds-Brian Futch $ 1,200.00 $ 1,200.00 Pirates of Tortuga Bay $ 1,200.00 $ 1,200.00 The Ottoman Empire-Visual Adjectives $ 1,000.00 $ 1,000.00 The Royal Artillery $ 1,800.00 $ 1,800.00 U CCC C�C C C C C C C C C C C C C C C C C C C C C C C Q C C C C C C C C C C C J J J J J J W W J J J J W W W W W W J J J J J W W W W N J J J J J J W W J J W SSSSSSSSSSSSSSSSSSSSSSS SSSS3SSSSSSSSSSS N �i d N �1 2 d a1 a) N N a) E E E $2 a) a) 0) 0) N a) a) 0) a) 0) e L d 0) a) N d d N a) N N N a'a'a'a'a'a a'a a.a.a.a'a a a'a'a'a a'a'a'a'a 'a'a'a'a al a.'a'a'a'a'a'a.a Z..8..8. 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S S nOp^oo - 0) pppppNpN Op8888O 8O I8Fp ('8G N N 8N N SN N 8NOOt1p�") U1N r N N r r r r r 69 69 6696919 99999994999 60 E9 69 9 99 9 69 69 9 9999969 6999919 69 9 e9 e9 9969919 691919 99 i99 6969 E Q E W > ' a C 0 0 p O1 E • 0 D. d " E c% T E c c c O i tWC,a o 5v W =Y > .c N L aO V U W C cofn D V o cr Fi Ea < -o W Z< c (1 E W N U 72 h W u L zWEW 'E vg a U NJ vm e EEEE ) W C 2 I Wc $8 ^ QJppE > OytC LV3 (V Y OOCO 205 m.sLC V L N w .> LHO DN U, € m U 'y D d u Qa)L 0 N O C�) EC ebyW CaOEQENOIUJ E W E CO: TOTAL AMOUNT $82,745 BUDGET $85,000 ENTERTAINMENT-BALANCE REMAINING $2,255 CHILDRENS ACTIVITIES Jupiter Bounce&Slide $5,778 $5,778 Inflatables&Games South Florida Bounce&Slide $6,338 $6,338 Inflatables Kissed by a Pixie-Barb Mline - $ 1,440.00 Entertainment By Hearts $2,550 $2,700 Face Art By Daisy $3,825 $4,050 Israt Majid $1,300 $1,500 Sea Turtle Adventures $0 $0.00 Ir "mew TigaL"AMOUNT $21,806 BUDGET $22,000 CHILDREN'S ACTIVITIES-BALANCE REMAINING $194 RENTALS&SERVICES&PURCHASES BBPD $50,000 $ 80,000.00 PD Detail BBFD $1,500 $ 1,500.00 FD Sery Cart C4 Rents $23,412 $23,412 Event rentals-staging,tents,tables,etc. Event Makers $11,212 $ 11,212.08 Event rentals-staging,tents,tables,etc. Globadyne $32,417 $ 32,417.00 Set Design-Walker D.Plank,Forbidden Island,Buccaneer Bay In the Mix $11,950 $ 11,950.00' Audio services for all stages Jeffrey Allen $1,375 $ 1,375.00 Golf Cart rental McAfee Electric,Inc. $34,770 $34,770 Power&Light Towers PSC $11,188 $11,188 Event Security SEI Wireless $690 $690- Radio rentals Standing Ovations-Cleaning $16,301 $16,301 Cleaning Services Standing Ovations-Event Management $46,500 $46,500 Event Management Services Tim Fraley-Entertainment Management $7,000 $ 7,000.00 Entertainment Management Services United Site Services $21,300 $21,300.00 Restroom rentals Charlie Crawford $700 $ 700.00' photographer John Paul Rosario $900 $ 900.00 photographer Raindrop Digital Media $1,400 $1,400.00 videographer ACME $4,000 $ 4,000.00 Barricades Sirena Fiesta $1,995' $1,995 Decor for Merlandia Ameristar $2,265 $ 2,265.00 Parking Attendants BB Utilities $28 $ 27.57 temporary water meter $28 $ 27.57 _ temporary water meter $27 $ 26.62 _ temporary water meter BB utilities $32 $ 31.85 temporary water meter BB Utilities $47 $ 47.25 temporary water meter BB Utilities ? $ 26.62 temporary water meter BB Utilities i $ 27.57 _ temporary water meter American Poe ' • 32.050 $ 2,050.05 .,Power Breezers Beck's Towing $100 $100 Fee for car towing Bridges&Sons lvu $350 $350 Lawn Maintenance for D'Almeida property on E.Ocean Avenue Vincent&Sons $125 $ 125.00 Lawn Maintenance Andrew's House-West Vincent&Sons $150 $ 150.00 Lawn Maintenance Suntrust Lot-South Vincent&Sons $210 $ 210.00 Lawn Maintenance St.Marks Square Vincent&Sons $350 $ 355 i' ' Lawn Maintenance BOA Lot Debbie Johnson $232 Event support-reimbursement for supplies and creation of crowns KP Concessions $1,750 175e CRA Food V,-..l Management Globadyne $1,800 $ 1,800.00 Rentals for J v e In Charged $1,098 $ 1.098.00 Cell phone lers for Oasis Tent Live Gauge $5,005 $5,005 Attendance inters Miss Merch $1,086 $1,086 'Volunteer 1 rts U-Haul $312 $311.64 Rental truck -event Amazon $30 $ 2' "` sashes for Mermaid Pageant BJs $175 $1,.- Water for event BJs $267_ $266.54 Food and misc.items for event Home Depot $32 $32.10 Misc items for event Home Depot $414 $414.27 Misc items for event Office Depot $172 $171.98 Lanyards for participants Just Buttons $346 $346.16 Buttons for entertainers and giveaways Oriental Trading $643.86 643.86 candy for business development trick-or-treating Publix $849 $848.81 food for volunteers and sponsors Florida Fence Rental $1,000 $1,000.00 Temporary fence at Cs" •nct Property Authorize net $26 $26.30 Credit card processing' •,for applications Authonz, $2.10 Credit card processing !oplications Frans Si. mew $49.20 :mhroidery of sashes geant Ace Har $73.96 for event Oman!' - &Mercantile $16.05 .,.cn t1NT $329,803 BUDGET $268,000 RENTALS&SERVICES-BALANCE REMAINING -$61,803 SPONSORSHIP/COMMISSIONS AMOUNT Cash to Go $518 James Seely-Sword Fight Challenge $728 PCI-Alcohol $24,384 PCI-Food $16,097 Brown Distributing $2,500 Discover the Palm Beaches $1,000 GEICO $1,500 Lewis,Longman,and Walker $500 TOTAL$ VENDORS AMOUNT TiagoArt $400 Dawns Leather Treasure $450 Pirate Fashions $900 Kim Bella Boutique $400 Mastercraft $400 Jordans Outdoor Fun $850 Surf n Suds $400 Sea Skin $400 Rajasaurusrex $450 Rodney Baughn $450 Tropical Breeze $450 Roxy's Enchanted Gifts $950 Trendy Toe Rings $450 Lets Play Dress Up $450 Skull Jewelry and More $450 NeNe Rose Cosmetics $450 Imperfekt Things $450 Blink&Sparkle $500 Reel Skinz $450 TOTAL V EVENT MARKETING Tim Fraley $150 $ 150.00 Heart Media Promotion-voice recording Lara Palmer $350 $ 350.00 Heart Media Promotion-voice recording Atlantic Current $800 $ 800.00 Digital media promotional package Clear Channel $5,469 $ 5,469.00 Delray's Finest Signs $7,825 $ 7,825.00 Design&Installation-Street Banners Delray's Finest Signs $635 $ 635.00 Design Contract-Billboards/Installation-Street Signs(2) Delray's Finest Signs $800 $ 800.00 Design Contract-logo,poster,sponsorship packet Delray's Finest Signs $1,125 $ 1,125.00 Design Contract-poster with sponsors,postcards,EDDM,Gateway Gazette Ad Delray's Finest Signs $325 $ 325.00 Printing of branded 6"stickers Delray's Finest Signs $765 $ 765.00 Design Contract-New Times artwork-reskins and web banner Delray's Finest Signs $325 $ 325.00 Update date on exisiting promotional banners to be used as fence or bus wrap Delray's Finest Signs $925_$ 925.00 Social Media Posts&Creative Delray's Finest Signs $1,000 $ 1,000.00 Print&Install Event Signage-City Locations Delray's Finest Signs $1,665 $ 1,665.00 Print&Install Event Signage-CRA Locations Delray's Finest Signs $1,000 $ 1,000.00 Design Delray's Finest Signs $125 $ 125.00 PTV Staging Delray's Finest Signs $1,200 $ 1,200.00 Branded T-Shirts for giveaways(100) Delray's Finest Signs $1,525 $ 1,525.00 Design,Print&Install of Promotional Banner for Hampton Inn-120x300" Design Contract- Event Promotional Signs,Stage Signs&Schedules,Event Map& Delray's Finest Signs $1,076 $ 1,075.50 Schedule Delray's Finest Signs $390 $ 390.00 Design Contract-Pole pocket banner Event Signage Printing&Installation-Quad stands with map,schedule,ride share, Delray's Finest Signs $3,400 $ 3,400.00 etc. Delray's Finest Signs $2,832' $ 2,832.00 Event Signage for Stages,Site,&Business Tents Delray's Finest Signs $225 $ 225.00 -Printing of 12x18"Posters(50)&6x9"Postcards(500) Delray's Finest Signs $350 $ 350.00 Design Delray's Finest Signs $1,025 $ 1,025.00 Design Contract;Treasure Hunt,Gateway Gazette-Double Page Spread,T-Shirt Delray's Finest Signs $195 $ 195.00 Printing of 12x18"Posters(150) Delray's Finest Signs $1,450 $ 1,450.00 Graphic Design Coastal Angler $500 $ 500.00 Full page ad Coastal Star $525 $ 525.00 1/4 page ad Minuteman Press-Gold Star Graphics $4,766 $ 4,765.67 EDDM-postcard printing Minuteman Press-Gold Star Graphics $8,762 $ 8,761.70 EDDM-postage Gateway Gazette-Sun Sentinel $1,143 $ 1,143.00 2 print ads-double page spread and banner iHeart Media $4,162 $ 4,162.00 Radio campaign Neighborhood News-TZK Family Enterprises $450 $ 450.00 Full page ad New Times-Village Voice Media $3,300 $ 3,300.00 Digital and print advertising package Printer's Choice,Inc. $1,870 $ 1,870.00 Printing of 2,000 Event Maps&1,500 Treasure Maps Facebook $150 $ 150.00 Paid Ad for Event Promo-Hooks&Tails Facebook $323 $ 323.00 Paid Ad for Event Promo-Video Promo Facebook $500 $ 499.67 Paid Ad for Event Promo-Event Page 4 Irlorei. t "4". 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Jf� �I Print #220708131 Date: 07/08/22 Pulte Homes Carver Square Lat/Lon: 26.456665 -80.080426 Order No. 76000 Ilk Aerial Photography, Inc.954-568-0484 Pirate Fest Transition • Initial conversations regarding transition of the event began between CRA Executive Director and City Manager prior to the COVID-19 pandemic. • City Manager inquired to CRA Executive Director if funding was allocated for the event on February 11, 2021. • Staff submitted renewal of Standing Ovations, LLC Contractor Agreement for Event Management Services under consent agenda at the December 2021 CRA Board Meeting o Staff would like to recommend extending the termination date of the Standing Ovations, LLC Agreement until May 1, 2022.The extension of the current Agreement will allow for the City of Boynton Beach to piggy-back off the Agreement, if desired,for when the Boynton Beach Haunted Pirate Fest& Mermaid Splash is transferred to the City of Boynton Beach in FY 2022-2023. • CRA/City Pirate Fest Turnover Meeting was conducted on January 27th at 3PM. o CRA provided City staff with spreadsheet outlining expenses and recommendations for budget modifications. o Advised that the renewal of Standing Ovations agreement was approved by CRA Board o Advised that the Delray Finest Signs agreement for graphic design services could be extended to allow for piggy-backing. o City Manager indicated that she would need to present the event transition to the Commission following the election cycle and during the budget meetings for FY 22-23. • CRA staff resent Pirate Fest spreadsheet outlining expenses and recommendations for budget modifications to City staff on April 21, 2022, per their request. PRIMARY EXPENSES Entertainment $82,745 Police Services $80,000 Marketing $65,000 Event Management Services $46,500 Rental Equipment $35,000 Power & Light Towers $35,000 Restroom Trailers & Port-o-lets $21,300 Cleaning Services $16,000 Sound Services $12,000 Security $11,000 Entertainment Management $7,000 Total $411,545 ITEMS TO POTENTIALLY UT Expense Description Cost Savings Small stages-Hobb's Cove, Black Pearl,Dark Waters,Wrecker's Reef- Could cut additional entertainment Entertainment if desired $15,000 Graphic Design 3rd Party Graphic Design Services $7,500 Forbidden Island, Buccaneer Bay, Set Design and Walker D. Plank sets and decor $32,500 Children's Activities-inflatables, Free Activities face painting,etc. $22,000 Live Gauge Attendance counter $5,000 Barricades Barricades,cones,VMS Boards $4,000 Total $86,000 POE CRA CONTRIBUTION 411 Expense Description Cost Savings Oasis Tent;CRA Area Business Business Development Feature;Activation of 500 Block $50,000 Co-Marketing of Event/Community Marketing Partnership Program $35,000 Total $85,000 planelOvare Menu Q% f 0 16 Top-Rated Things to Do in Boynton Beach, FL f HJ V Written by Shandley McMurray Updated May 26, 2022 Boynton Beach is the perfect place to enjoy a fun family vacation. About an hour north of bustling Miami and mere minutes south of posh Palm Beach, this quiet town is a low-key gem, ideal for those looking to spend quality downtime in the warm Floridian sun. Don't let its serene facade fool you — there are plenty of interesting things to do in this East Coast Florida town. Despite its name, Boynton Beach doesn't meet the Atlantic Ocean. That said, there are plenty of sandy shores nearby. Just a mile and a half from downtown lie the pristine strands you dream of while shivering your way through winter. In addition to the area's marvelous scenery (waving palms, verdant grasses, and mangrove forests), travelers find a bevy of fun things to do. Book a fishing trip, snorkel, or kayak through mangroves. Then, wander the trails of a nature preserve or head into town for some retail therapy. Plan the best places to visit with our list of the top things to do in Boynton Beach, Florida. Note: Some businesses may be temporarily closed due to recent global health and safety issues. 1 . Spot Wildlife at Green Cay Nature Center r . 1 I a �4 t 4 I I I. 1 f li =i .=.: :.________j...:1_____7 ws.>,�;K 'rs, a+talwi olafsi'ZimtMbt. ..', Iz 1 .M, , .: Green Cay Nature Center Visitors can spot everything from a blue-winged teal to a tricolored heron to an alligator at Green Cay Nature Center. A haven for animal-lovers, this 100-acre wetland is home to a 1 .5-mile elevated boardwalk complete with benches, which makes it easy to spend hours appreciating the area's wildlife. Try to spot a turtle while walking the boardwalk; you're sure to see at least 10! Then, spend a little time in the Nature Center where you can get up close and personal to live animals, learn about the area's habitat, and grab a treat from the gift shop. With so many interesting creatures to spy, it's easy to see why visiting this natural marvel is one of the best things to do in Boynton Beach. While guests can access the boardwalk daily from sunrise to sunset, the nature center is only open from 9am to 3pm Wednesday through Sunday. Insider's tip: QR codes accompany signs posted along the boardwalk, making it easy to guide yourself along the path. Download a QR reader app on your phone, so you can make use of it. Address: 12800 Hagen Ranch Road, Boynton Beach, Florida Official site: https://discover.pbcgov.org/parks/Pages/GreenCay.aspx 2. Build a Sandcastle at Ocean Ridge Hammock Park , t swot •Tior The writer's children build a sandcastle at Oceanfront Park I Photo Copyright: Shandley McMurray What's a Florida vacation without a trip to the beach? Boring, that's what. While Boynton Beach isn't on the coast, you can reach a silky soft beach within minutes. Ocean Ridge Hammock Park, for instance, lies just over a mile and a half from town, on North Ocean Boulevard. Those looking to enjoy some peace and quiet while they build sandcastles will love this serene, 8.5-acre park. A secluded spot located a five-minute walk from Oceanfront Park, Hammock Park is smaller and much more zen. You won't find amenities here, but those can be easily accessed at its neighbor. Head out early to enjoy a picturesque sunrise while you practice yoga or run along the deserted sand. Just be careful where you step: Portuguese Man-of-War commonly wash up on Florida's shores, especially from November through April. One of the best beaches on Florida's east coast, this is a relaxing place to spend a day. Address: 6620 North Ocean Boulevard, Ocean Ridge, Florida Official site: https://discover.pbcgov.org/parks/Locations/Ocean-Ridge- Hammock aspx 3. Ride the Waves at Boynton Beach Oceanfront Park i f e e ,,..�,....., .r.K :tib• �'._ ��,- 4/O' .r . • p" net AIM .s� Aerial view of Boynton Beach Oceanfront Park Oceanfront Park lies directly beside (and just south of) Ocean Ridge Hammock Park. Despite boasting plenty of amenities, ample parking, and an expansive sandy base, the beach at this pretty spot is rarely crowded. Packed with fun things to do, it's easy to spend the day here. Little munchkins have their own play area with another section reserved for those aged five to 12. There's a fitness area for adults, as well as on-duty lifeguards and access to restrooms, grills, picnic tables, and pavilions. Forgot your umbrella? You can rent one along with a sun lounge or cabana. Grab breakfast, lunch, or a snack from Turtle Café. Then, head into the waves. The north and south ends of Oceanfront Park's beach are designated for surfing and boogie boarding. Insider's tip: Sea turtles use this area to nest between March 1st and October 31st, so be extra cautious when playing on the beach. Address: 6415 North Ocean Boulevard, Ocean Ridge, Florida Official site: https://www.boynton-beach.org/beach/oceanfront-park 4. Visit Arthur R. Marshall Loxahatchee National Wildlife Refuge D. y L .,� s + f ( i a '.. 1.110,,r1, i r�'rii t i r 1� n�� }i, l.4 „r i .a.. y Y ! �? ,.t ^,Ya .7 j. ? ,... r,,,,„...f. ,.` • 4t,,. -.,''' ,..z!.; ,.:4'. --' li t,„,. , „,fie ,, ,.., , .,i - yma � , 3 ; tii � k-13,. :..,* • .‘4., 4, . ,...11,,,,,y4i,-,,,4,Y 1 ': ‘;,,., ; , ‘1._ 7 ' . - . 4e.3, lis- 4Y r'' Ily' ''' fs Ja u ':".. f. N. T r4/F0 1 2-"::$,:::".7' > • f .... A`� I f s i a/ y i Pei Iii l�/)/ 1 1ji .,x t �$Y, ' ..r- -- fie"' - j., i t �_ ;it 'c -r , J+ ► c ilk .. \li _ .,-. - - i F.. • The Cypress Swamp Boardwalk at Arthur R. Marshall Loxahatchee National Wildlife Refuge Photo Copyright: Shandley McMurray Close to 145,000 acres make up the impressive Arthur R. Marshall Loxahatchee National Wildlife Refuge. Among them, you'll find a wide variety of Everglades ecosystems, including sawgrass (don't touch; their edges are razor sharp), wet prairies, and cypress swamp. Touring this natural area is easily one of the best things to do in Boynton Beach. A treasure trove of incredible creatures live within this vast refuge. Over 250 species of birds, 20 types of mammals, 60 species of reptiles, and 40 kinds of butterflies call this stunning area home. Be sure to pack a camera with a good zoom to catch the most inspiring shots. Don't be surprised if you come across horseback riders on the trails. Speaking of trails, there are close to 50 miles of them within this space, and they include paths for walkers and bikers, as well as those who prefer to see wildlife from the water, while captaining a kayak or canoe. As of the summer of 2020, licensed airboats are permitted to cruise the waters as well. Walk slowly and keep your eyes peeled on the Cypress Swamp Boardwalk; you might spot a pig frog, turtle, or alligator. Address: 10216 Lee Road, Boynton Beach, Florida Official site: https://www.fws.gov/refuge/ARM_Loxahatchee/ 5. Meet a Pelican at Boynton Beach Inlet ---1 ,- - t--.1i1:_2::- .. . ;,..17-1=i1147 `:2-- �,,r—r-- r a _ 1 -1. I 11 %1 111 Viof i .K gr,______------ -1 / _. -6... .. will _____________--,. , _ ii. •..... f0. ` Making friends v ith a pelican on the jetty at Boynton Beach Inlet I Photo Copy right: Shandley McMurray The jetty off Boynton Beach Inlet is a prime spot for shore-based fishing. Anglers have reeled in everything from Spanish mackerel to croaker to redfish to snook in these active waters. Bird-watchers also flock to this area in hopes of spotting sea fowl searching for a fishy treat. If you have access to a boat when you visit, even better. The inlet guides sailors to the area's best coral reefs teeming with marine life. If you don't have a sea vessel on hand, book a local cruise or deep-sea fishing adventure. Many leave from nearby docks. The 11 .39-acre beach in this area is pristine and boasts smaller waves than others on the Atlantic coast. This makes it one of the best Florida beaches for families in Palm Beach County. You'll find a picnic area, playground, showers, restrooms, and a pavilion on-site. The Ocean Inlet Marina is worthy of a walk around. Address: 6990 North Ocean Boulevard, Ocean Ridge, Florida 6. Go Deep-Sea Fishing • • t A 4ok 1114\ ' "4' e _` • _ _ \ �✓� .ter F `r *1' re* 7111- • 73 I 'r ''��,s•.r•`' r Living on Island Time Drift Fishing Charters near Boynton Beach I Photo Copyright: Austin Brown Always wanted to reel in a big one? Book a trip with a deep sea fishing charter. The waters off Boynton Beach are teeming with large catches, including wahoo, king mackerel, blackfin tuna, and snapper, making this a perfect place to cast your rod, and a super fun thing to do in Boynton Beach. Guests are in for an exciting wildlife show with each trip. Pelicans and sharks love to follow the fishing boats, hoping to grab a bite of the catch, and dolphins often surface to play in the wake. The bonuses of booking fishing charters are plenty. First, you'll have access to a boat and someone to captain it. Most charters also provide fishing poles, bait, reels, and tackle, as well as prepare the fishing license. All you have to do is cast your rod, sit back, and wait for a bite. Several companies offer charters in the area, including Living on Island Time Drift Fishing, located right by the Boynton Beach Inlet at the Palm Beach Yacht Center in Hypoluxo, Florida. 7. Shop Local (or Ride a Pony) at Bedner's Farm Fresh Market --Y-: ,1 , // . 1 .11( , . .41 2 I,/ 4..r...._ J- /ia.. R0„. .,,,i .3.1 �:- . � 1 t ♦ Y r.Jr .4....:.--'1, t .1 h I ' `1 , I. 4 j r / ��fra 144 II � ` rYs• ` ' 3r4.4:0'-'1.--'-c-'' r' 'sL ! ,,_ , " r iw01r '� � �' . r mss ; — __ , l . t�. 4-!.•.'.,�:�rW a 4 r" :r2pi F-:. ` ''"'�r•-1i�' t �`~ M �. So.;wt's ' µ' p � 1p J /� �r� a a ' � .. Y , r �pay.`��.y 1�}4.-7 I'll' 1.r�.+�� , - . 1. _ ,♦ - `2 .T '"' �` Tjo. ( �y+`~`I �F ^v„ �t�{ ��.- �` JIN/M I:Ef.li� - .. i - , ' � �, itlekr`. - -1- -.-- ' ''''-. ._'='-'''' — 1 1----=:-- --,.-W7. r.'--4-71-- 7-'-W- . Y! pii;k--thiliflik,4' +j Bedner's Farm store is bursting with fresh produce i Photo Copyright: Shandley McMurray Bedner's Farm Fresh Market is more than a grocery store - it's an experience. Take a tractor ride, make your way through a corn maze, mine for gems, or pick your own fruits and veggies. You'll find everything from peppers to grape tomatoes to strawberries to sunflowers, depending on the season. Looking for more? Visit the petting zoo or head out on a tractor for a guided field trip to Loxahatchee National Wildlife Refuge, which lies just two minutes up the road. Trust us, you won't get bored. Bedner's hosts exotic animals in their Animal EDventure Park each weekend. Whether you're looking to feed a camel or get up close to a kangaroo, you'll find a whole lotta animal love on-site. Most of the creatures have been rescued or adopted and live nearby on a large farm. Insider's tip: Sample the homemade ice cream. You won't be able to stop at one scoop! Address: 10066 Lee Road, Boynton Beach, Florida Official site: http://www.bedners.com/ 8. Schoolhouse Children's Museum & Learning Center 4r _ - ,.- t4. it , ON, ',1":. - ,. . ' ' . �� ' iIjJ ,'' - 1 _ :", f '_ - , `llli(gllfl L f .' 1 S i -1x7 .I. 1 IIIIIIIIIk :. ir- Schoolhouse Children's Museum & Learning Center I Photo Copyright: Shandley McMurray Once the kids have had enough sun on their little faces, take them to the Schoolhouse Children's Museum & Learning Center. A hands-on environment that encourages kids to touch and interact with the exhibits, this fun center is a must-visit for families with young ones. Listed on the National Register of Historic Places, this lovely building was built in 1913 and served as the Boynton Elementary School. For its first 14 years, it was the only school in town and housed 12 grades. Today, kids are welcome to run through its halls; reach for what they'd like; and learn all about arts, humanities, and science, as well as the region's history - from the pioneers to today. Insider's tip: Don't plan to visit if you aren't bringing kids along. Those 18 and over can only enter if accompanied by a child. Address: 129 East Ocean Avenue, Boynton Beach, Florida Official site: https://www.schoolhousemuseum.org/ 9. Bird-Watch at Seacrest Scrub Natural Area h t ç ti- t':K, y vet fi,, , , 4101, -r.VI aM • e,:.,Wtt, t.. ) y, ` 44 '' ( � 1 ski,.,j i °:;• f , ,.. ' ' `j .' ' > r awl .1e--.1- i i . ',iA ,;•: ems. „ J� >ima `c •* . v i' t {t � . '�+t�' ,cam • r :yQ j kc a iFf!P 1 i i'‘,.••;.-.. l s.. yy,� '. R j 3g',' =.,ti' ti ' w F ,1 xTF 5 i' • • ...FIs J_ . , Seacrest Scrub Natural Area I Photo Copyright: Shandley McMurray A natural wonderland is tucked away within the urban backdrop of Boynton Beach. Boasting over 54 acres of land and well-kept walking tails, this is a nice place to enjoy a shaded and quiet walk though the woods. Keep your eyes peeled for the area's most prized residents. The protected gopher tortoise, American redstart, and green anole lizard call this lush space home. It's part of the Great Florida Birding and Wildlife Trail, so you're bound to find some spectacular winged friends during your visit. • w i. - • 4 ry♦ 1 }` x a `Il: A) - . A T 1 4 Y �. _ •:Z :9' ! '- •'- Y..`/ .."4 / � �• .tom 1, 61.,,, .h - ' - .'., i .f'' ,' ---..-.-A.::4-..., ,'"..-:-F---,.-4 ,-;.- , ."'. ' 'k "�4.' ", I.q /111P7 ,,,tel".r ,4 +- 4 •� , .' 4* 4 -- _,,i . 1 it , ,,, ,r„ . . /. _/ .1 t • 4, - - - ti i- J l '4` .,-..-s 1"• r ftj • r;; - ' l 1 G 44. w X 54-10•'.A t.' .' ' r ' •i `/., ' ' ~ • r r '}fr r ;1 .11jitad (f i;iii f4 i - '....itt, • A gopher tortoise With only two short trails, you won't need to spend a lot of time sightseeing in this pretty spot. A perfect distance for young kids, the paved Gopher Tortoise Trail is only 0.18 miles long, while the unpaved Sand Pine Trail measures a mere 0.75 miles in length. Address: 3400 South Seacrest Boulevard, Boynton Beach, Florida Official site: https://discover.pbcgov.org/erm/NaturalAreas/Seacrest- Scrub.aspx 10. Boynton Beach Arts & Cultural Center • fit # 'A / t , R f• /AA"///J , .1 j�., ‘--.s e , _ ( F= .lift if ' „--•-- ' !$,•7 ;.' --. V....-let.'' ).•.j ''' . . • ,fit `�`. , r' , f•, . . �v�; . 0011 ` ' ->,: -` •� aid 4 , , �. F f5;4. i .{.te _ ., .< i ii ;.-", 74,7,..,),\_ .4• - - 4, 'II, Alai '',"0"-:.1 ,�: 1a 40 i, r f' ,f ' F 0 4„, 0. ..,_ . , , , ., . .,,.... .. ..,,,, .....; g ' ' , . 1 1 4!,)T1,1.1 , \ '' .„ i '-'1,:Ar'',"'' 41; 4:4 := ., ...i, !. ' ,, IV FPN . ' .°\,1,\ ''' ',i‘:-'' -::72"..,-‘_4:' ---� I 7,:;-,/kit Y 4 h „.:_.,...,,,,v,:,,,,,_ I'� '�,k<,y l I V. ', `, '04 4 1;;r ` ' •1 2 ... , .,:!,,::,,,,-:,-:i,: 1 4 , YID A l . ;'„ M•\• r 1•i,,1• r. `k 1'L�' tet' '` �� ii '; ``V -- - ---:-.-.-.';'-_, -_-!'' . , -- - . .,- • I• • ,,,-1-411 1/141"... ijogalit . Boynton Beach Arts & Cultural Center I Photo Copyright: Shandley McMurray The Boynton Beach Arts & Cultural Center lies across the street from City Hall and beside an adorable playground so fun, you'll struggle to tear the little ones away. Once inside the center, though, kids and adults of all ages will be entranced by the diverse classes and unique works on display. Open Weekdays and Saturdays until one, this interesting gem is housed in what was once the first Boynton Beach High School, right in the heart of Town Square. Lush gardens and towering palms guide visitors to the entrance. Inside, you'll find a large auditorium, exhibition spaces, multiple dance studios, and visual arts studios. This is the place to be if you're hoping to join a painting workshop, admire unique works of art, or join a dance class. Address: 125 East Ocean Avenue, Boynton Beach, Florida Official site: https://www.boynton-beach.org/bbacc 11 . Watch the Drawbridge Open and Close from Two Georges Restaurant ; .11""."91.11111111.11111111 Watching the drawbridge open and close is a favorite pastime of diners at Two Georges I Photo Copyright: Shandley McMurray Set upon a wooden dock on the Intracoastal Waterway, the thatch roofed Two Georges serves up a relaxing vacation vibe alongside its tasty meals. Add live music and a sunset, and you'll want to stay longer. Every table boasts an impressive view, but the outdoor patio (especially the covered swing tables) make you feel as if you're eating on the water. Kids will love feeding the droves of catfish circling the dock, and watching the drawbridge open and close. Family-run Two Georges is known for its fresh food and friendly service. Cool off with a cold drink, enjoy a healthy salad, or tuck into an entrée (the chicken avocado B.L.T. is delish). Don't miss dessert. You can't go wrong with Sea Salt Caramel Cheesecake or Housemade Key Lime Pie. Address: 728 Casa Loma Boulevard, Boynton Beach, Florida Official site: https://twogeorgesrestaurant.com/boynton/ 12. Search for Treasures at the Boynton Beach Haunted Pirate Fest & Mermaid Splash 4 .-01111111 ig• * N 1111 r- tk AMPS f-Ak? . ♦. 4 ` r • • ,: Kids dressed up as pirates Pirates and mermaids and music, oh my! There's so much fun to be had (and so many amazing costumes to witness) at the annual Boynton Beach Haunted Pirate Fest & Mermaid Splash. A popular two-day event, this unique tourist attraction draws thousands (we're talking upwards of 50,000) of visitors each year. Held at the end of October, this beloved event is a massive hit with families. Treasure hunts, pirate shows, costume competitions, live music, parades, and a slew of shopping opportunities are on offer along East Ocean Avenue and the surrounding neighborhoods in downtown Boynton Beach. Costumes are encouraged, and you should have a camera at the ready to capture some of the strange and interesting characters you'll meet. The festival is free to attend and is presented by the Boynton Beach CRA (Community Redevelopment Agency). Address: 100 North East 4th Street, Boynton Beach, Florida Official site: https-//www.bbpiratefest.com/ 13. Find Serenity at the Morikami Museum and Japanese Gardens '4IAPIIII' . . i� at. .t 1111111111111kill. - 4111, • •!k � '0' a ;',1 ', k?� rs -**- 4..<:.7:4r: 3< .K ' •TM • ,moi. ' l� 1'` '• -+C'-lI �!� � . t1 �q .+ . — vthr :::.-.4:7'',?. :.;-.,.V 0: . .A.1., The James and Hazel Gates Woodruff Memorial Bridge at Morikami Museum and Japanese Gardens I Photo Copyright: Shandley McMurray Not technically in Boynton Beach, the lovely Morikami Museum and Japanese Gardens lie a short 12-mile drive away in Delray Beach. It's easy to see why visiting this gorgeous spot is deemed one of the best things to do in Boynton Beach. Guests are transported into the meticulous gardens of Japan as soon as they enter. An intricate bridge — the James and Hazel Gates Woodruff Memorial Bridge — symbolizes the connection between Japan and Florida provided by this unique natural wonderland. A traditional Japanese villa named Yamato-kan greets visitors and uses indoor exhibits to teach them about a Japanese community (the Yamato Colony) that farmed in South Florida a century ago. Another newer building houses even more items and includes a 225-seat theater and traditional teahouse. More than 7,000 objects and artifacts depicting Japan's history and culture can be seen between the two buildings, but most come to enjoy the serenity found in the area's majestic gardens. Sixteen acres of verdant land blanket the region and include a 200-acre park, clear lakes, and beautiful bonsai trees. A bamboo forest, waterfalls, zen rock garden, and the beautiful isles that make up the Shinden Garden are just a few of the serene treats in store for visitors. Once you've left your worries behind in the magnificent landscape, settle in for a bubble tea or tasty meal at the on-site restaurant. Its lavish balcony overlooks the gardens. Address: 4000 Morikami Park Road, Delray Beach, Florida Official site: https://morikami.org/ 14. Enjoy Nature at the Wakodahatchee Wetlands .t t>i�.41p.� 3 4x{ -ice � A * a^. ��. _ _ jt3 d _ a,�Y infiAo� 11�M=a r..- -� _ - � i � yyam.. i� 1. ,��"ri -.,.-----......„ ill • ! t j,, ! ', L i'7�11i • ,\ 4 :,. ' `, s'�-f• i.' , ' `i - .S�1_ ,. ..:.1.,,,7,,,,,F------. „e r r ham, • is 1 C ,'' Z Si: < ' `S eta} ' .. tji - _►”: x., 4 .:f-1;;1?':-Ir f-1 .,1 "'Eye /J, J �r irti G' t /.. / �� J// Wakodahatchee Wetlands boardwalk I Photo Copyright: Shandley McMurray The breathtaking Wakodahatchee Wetlands is also located in Delray Beach, an eight-mile drive southwest of Boynton Beach. Once the site of a wastewater utility property, the wetlands were created in 1996. Today, it is used as a percolation pond by the Southern Region Water Reclamation Facility. They pump nearly two million gallons of wastewater into this area, where it is cleaned and returned to the water table as fresh water. Free to enter, the property also contains a raised boardwalk and shade- giving gazebos to make wandering its lengthy expanse a breeze. Stop to admire the nearly 100 bird species, which are easy to spot from the long wooden Wakodahatchee Boardwalk. You'll see hundreds of birds of all different species in the surrounding trees. If you stop to look a little deeper, you're sure to spot turtles, snakes, or alligators as well. Enjoy the surroundings from one of the many benches, but be sure to visit on a weekday if you're looking for a bit of solitude; weekends can get crowded. Address: 13026 Jog Road, Delray Beach, Florida 15. Take an Airboat Tour of the Everglades Ilk ,444 • r r • Ac. • , " ,: - _ .. iii•/ If I • Airboat tour in the Everglades I Photo Copyright: Shandley McMurray There's little more exhilarating than the feeling of warm wind whipping your face as you race through the winding waterways of Florida's Everglades. Glide across the tough sawgrass, putter through water lilies, and gasp in delight as you spy a giant iguana poking out from its resting place in the tall grass. If you're extra lucky, you may spot the area's most famous resident: a gator, or maybe more. Ever done a doughnut on water at 40 miles an hour? See if your tour guide is up for it when he's not busy spilling secrets about the area's beloved creatures and fragile ecosystem. While Boynton Beach isn't directly beside the Everglades, there are multiple tours on offer a mere 45-minute drive southwest. 16. Spend a Quiet Moment at Tom Kaiser, USN Boynton Beach Veterans Memorial Park Niiiiii, . 4 7 l .. `1 t 4.1 '1 . , r I ..Z4.--poi l + rnum 4.4.4u 8414 - xi _ - -- - , A_l N. F : . • -•. •; _ ' Sk .7',-,..-,;,..--.-1,..,,,,;.,. 1' : - /i ,' .;• .fk . . ~ c- ''- --:.',--.'•-•.:',`,,-.) fiY t • i � S � • } N s om . • • tiFr!' HS•i• d ,r ~w. ALA; rc`. S' -Z ;- r....: a er ''' r - 7;ra. l . % Tom Kaiser, USN Boynton Beach Veterans Memorial Park 1 Photo Copyright: Shandley McMurray While not the most exciting tourist attraction in Boynton Beach, Tom Kaiser, USN Boynton Beach Veterans Memorial Park is worthy of a short visit. It was renamed to honor Tom Kaiser, a WWII veteran who donated much of his time to upgrading and maintaining this serene spot. Here, you'll find multiple tributes to those who served in the army, marines, and air force, including 12 stone benches, a 20-ton monument, and 24 smaller monuments memorializing veterans. They are shaded by tall palms and a perfectly manicured lawn that fronts the busy North Federal Highway. Insider's tip: Park at the nearby CVS (on the corner of North Federal Highway and West Boynton Beach Boulevard) and walk the few steps to the park. A sprawling condo complex, the Casa Costa Condos, lies on the other side of North Federal Highway, just across from Veterans Memorial Park. This is a great place to enjoy a quiet walk around a manmade lake. A quaint section of town, the northern edge of the stone pathway is dotted with carved mosaic characters so cute, you'll want to snap photos. Address: 411 North Federal Highway More Related Articles on PlanetWare.com More Things to Do in Florida: Think the ,�:".', J Sunshine State is only about its beaches'? . :-.., .,- _,4i, i ,i.1 � ' " .,-: . " _ Think again. This pretty East Coast star k,, r. boasts impressive natural springs and == . 11` gorgeous lakes you'll beg to swim in. ,iil'i, ' ': '-'--4 Other Must-See Cities in Florida: From ;, ' 1'1 `;: '' amusement park havens to luxury resort , .ti, ; >.,' towns, there are a slew of can't-miss 1 4. spots to visit in Florida. Book a trip to one ' ' 1--� . .y= of these best cities for a vacay you won't regret. Traveling in December? Check out these best Christmas towns. Subscribe to our Newsletter Discover destinations, find outdoor adventures, follow the journeys of our travel writers around the world, and be inspired. The Crazy Tourist Home >> Travel Guides >> United States > Florida (FL) >> 15 Best Things to Do in Boynton Beach (Florida) 15 Best Things to Do in Boynton Beach (Florida) Located on Florida's southern Atlantic coast between Palm Beach and Fort Lauderdale, Boynton Beach is home to some of the state's most scenic stretches of coastland and is close enough to many historical, cultural, and natural attractions to make day trips a great option for those with their own set of wheels. Though it's technically part of the ritzy and exclusive Miami metropolitan area, Boynton Beach is far enough removed from that scene to make it seem like it's in another world altogether. A perfect family-friendly destination, it is home to a variety of attractions that are perfect for children, and many of them are relatively inexpensive. Below are 15 things to do in Boynton Beach. 1 . Oceanfront Park 75,,,•E' VW,:":"+.r. 1st _ ' .1:::,,,, r.4 •�ilL"'It.._ - . - }fir'.' a :'tf'•17 2 Y ° •�'v `T,. _ lig. 0Cr 4, '. A*, t'i" r • - • L a Si. -'� - -....0. air✓ '"I'' S _ms s `t �. it,.. s. .' — • .0 ,.4.. r i a..^ I" le- . , S . , Vrf; >...1 a , IR ,fir . •w - - -. •- ra. it, '' - .. 14 7Z I .... Source: Felix Mizioznikov/shutterstock Oceanfront Park Vacations can be notoriously expensive, especially when visiting beautiful states like Florida that draw sun, sand, and beach seekers from all over the country. Located on North Ocean Boulevard in Boynton Beach, Oceanfront Park is popular with visitors of all ages. Though it's not free like many parks, it is inexpensive considering the wide variety of amenities. The park features impressive ocean views and beach access, and there's a wheelchair accessible boardwalk for those who'd like to take a casual stroll. Kids love the playground and sea turtle sculpture, and it's possible to rent lounge chairs and umbrellas, which are a necessity if you plan on making a day of it without being burned to a crisp by the intense Florida sun. P1 25 Most Beautiful Medieval Castles in the World • a;.4;,. , F FLORIDA EAST COds'r RAIL11160; ticket window x 1 *4 . uPtia: -- '.'""wn........1 PO t aki) 5'=t' A '54.11A � qtr '��^ - - i :le. 1 1 , /It__ ._ I rilto.:, f 4 M Source: Schoolhouse Children's Museum and Learniiig Center/Facebook Schoolhouse Children's Museum And Learning Center With admission that's less expensive than a burger and fries, The Schoolhouse Children's Museum and Learning Center is another south Florida gem for those traveling to the Sunshine State with children. Not just another look-but-don't-touch museum, the learning center's exhibits and displays encourage thinking and interaction and touch on a variety of interesting topics — like history, science, and art. The center's staff also offer a scheduled children's story time and other guided programs, so check out their website for their schedule and calendar of events. The center is located just a few blocks from Interstate 95 on East Ocean Avenue. 3. The Links at Boynton Beach Golf Course • it 1: `,t(, ;e4. _ii y ,I t R.• . t ' ', r kg /I, i n;.rt _ • ;- . � 4ili, li ' I, r 4, 'ION* ‘,0.4-. , \ '1 t ,i Y .t - ''.4.- ' , ,� .'1p 1 ) ') -.i.1441141111r . 1. r , •_�C - .i Mp 1 '` rL `fir rrx+gRv,Ar - ~ i•p .7 � , .'' .'' t l `�' r F. ~.. 1 .i _t tia ra: Source: The Links At Boynton Beach/Facebook The Links At Boynton Beach Florida is one of the country's premier golf destinations; for diehard links fanatics, no visit is complete without a round or two on one of the state's 1,000-plus golf courses. Featuring two courses, the Links at Boynton Beach Golf Course facility has you covered, whether you're capable of 300-yard drives or struggle just to make contact with the ball. The facility's flagship is the 18-hole, par 71 championship course that's both scenic and challenging. For those who'd rather not commit to three or four hours, there's a popular nine-hole course as well. Tee times go quickly during the peak season, so book your spot in advance if that's when you'll be playing. 4. Arthur R. Marshall Loxahatchee Wildlife Refuge 1. 1. .071 4'# • • 4 y i s vs.) . *p vrtia;trtNs\Ni% .: 1+:,,/ - s. AI . ,a „i i. ,i�.lY,}0" "/ .ii" : •;.��': l 111 t ! %'I1~ �f,b s Source: EdwinWilke/shutterstock Arthur R. Marshall Loxahatchee Wildlife Refuge Florida is home to some of the most amazing wild environments and natural habitats in the region. For those who've never explored swamps and Everglades up close, it's one of those things that shouldn't be missed. Featuring a variety of activity options including hiking, wildlife observation, biking and fishing, the Arthur R. Marshall Loxahatchee Wildlife Refuge is a place that could occupy a family for an entire day. It's a good idea to stop at the visitor center on Lee Road first, as it'll give you the lay of the land and a thorough overview of all the park's amenities. 5. Haunted Pirate Fest and Mermaid Splash I itig r N. 4/51.1.7". •v •a 4 t\ ti , tf ' , 0.,_ ,-._ i . .ft iir c. , . .... „, .. r J 1 • 4It4a4+1 1110 i ILL ,r♦► 4 4 t, 1'l. sir 3t. Am ,16,....k. . pi t '" ...._ ., . I .. ii, - it 4, ilk 4$ h .04,. _le3. 11111 l. it,t, t. , . , iirt,„ 1., v.„. , i •, 40..—• / it re-ta, 1 Source:jet rytauth/ Flickr Haunted Pirate Fest and Mermaid Splash Taking place over two days at the end of October, the Haunted Pirate Fest and Mermaid Splash is a family-friendly event so chockfull of fun activities that it'll probably be one of the most memorable things you experience on your trip to Florida. Including parades, treasure hunts, costume competitions, and a variety of live entertainment on multiple stages, finding ways to fill your time won't be a problem. It all takes place on NE 4th Street in Boynton Beach, and for those who'd like to have their voice heard before the show, it's possible to vote for your favorite music on their website. 6. Wakodahatchee Wetlands • 4 4 110 - "t r _ t . .. „V' - 17 • Source:Jillian Cain Photography/shutterstock Wakodahatchee Wetlands Located on Jog Road in nearby Delray Beach, the Wakodahatchee Wetlands is comprised of nearly 50 acres of naturally restored public utility land and is free to visit year-round. The preserved area is home a variety of more than 100 native bird species and some other iconic Florida animals, like turtles, raccoons, and alligators. The best way to see the park's wetlands and animals is via the raised boardwalk that winds nearly a mile over its ponds and marshes. The park lies at the southern end of the famous Great Florida Birding Trail and has been open since the mid-'90s. 7. Morikami Museum and Japanese Gardens . 41 ) T lk . '"',Ar ' -..y ,,,,,, -4 witil - .17r44 ' ..V.:, ' ;Ks.. Ott'.. . 'k.h.ghltp y .', _:' A •x.� f ' •3 ''r;* 07 '•''" •- .0::,:t-1-.•;0 e ; ''' ; 1 ;B�w• z. a • % Ar m«` Source: Holly Guerrio/shutterstock Morikami Museum And Japanese Gardens The Morikami Museum and Japanese Gardens in Delray Beach are a unique area attraction that are a must-see, especially for those who've had their fill of beaches and cypress swamps. Perhaps more than any other culture, the Japanese have nearly perfected the art of melding the manmade and natural worlds in a way that promotes serenity and harmony. In addition to its natural beauty, the garden's history dates back more than 100 years to a time in the early 20th century when the area was home to a colony of farming immigrants from Yamato Japan. The garden features an onsite café and gift shop as well. 8. Craft Food Tours • ,r..i' tib Allikk It fo ILI,. rilortil 4 1 e Iia. 4,1 lir s r ' & .rP"" ; i Muirtolk %-) ' 4 � y- 1 .... i ........„ 1 ii g4 1 t � I \ A\ TINURS , viiii Source: Craft Food Tours/Facebook Craft Food Tours With such diverse cultural influences from around the world, it's no wonder that Florida is home to one of the country's hottest food scenes, and there's no better way to experience it than by guided tour. Craft Food Tours operates in Delray Beach and Hollywood and specializes in guiding guests to a number of distinct neighborhoods that are known for their tasty food. A variety of tour packages are available, all of which include a local guide and fellow foodie who'll not only lead you to some of the area's best eateries, but will also give you a fascinating historical insight into the people and cultures that make South Florida such a unique melting pot. 9. Boca Raton Museum of Art ei liflOAh1111 Plk 1.41, Source: Rborroto/Wikimedia Boca Raton Museum of Art Comprised of thousands of works produced in a variety of mediums, The Boca Raton Museum of Art is home to one of the state's most impressive collections of contemporary art and has been open for nearly two decades. In addition to their permanent displays — which include a few world-famous pieces — the museum offers a variety of cultural and instructional courses, including art classes, live music, and receptions for new exhibits. Many of the museum's events are specifically for children; the best way to learn about the scope of their exhibits and activities is to check out their website. 10. Game of Axes Throwing Bar r 41544%1 0 A Source: Game Of Axes - Axe Throwing Bar/Facebook Game Of Axes Throwing Bar For those who've finally reached their limit of beaches, alligators, and art museums, spending a few evening hours at Game of Axes on South Military Trail in Boynton Beach would be the perfect way to shake things up and blow off a little steam. Generally speaking, consuming alcohol and throwing axes involves trips to the emergency room, but in this environment, it's possible to do both in safety. Don't worry if you're not up to snuff on ax-throwing; visitors get an orientation from an experienced staff member. They offer an impressive variety of microbrews, and though they don't serve food, guests can bring their own. 11 . Gumbo Limbo Nature Center 41111. .rte •,. V _ -- - �- O. s ! ; % r i�..+... Y .0,-..--' _ % - .r-i. : s.,2. -.s"-,. • , 'fp - �f /- ' 'a r Y .. i `..-.--- -,"...10:11111P:i % .• V, f-, :.r,4 F ,.•' ,�,.` .s,1* Ate.. . 4.00°6411° Source: eporourke/shutterstock Turtle at Gumbo Limbo Nature Center Located on North Ocean Boulevard in Boca Raton, Gumbo Limbo Nature Center offers a variety of programs and activities pertaining to the natural world; most of them are led by naturalists and biologists and are appropriate for adults and children. The facility lies on the inland side of a barrier island between the Atlantic Ocean and Florida's Intracoastal Waterway. Popular activities include paddle boarding, nature walks, animal feedings, and viewing the sea turtle rehabilitation center that is staffed mainly by students and faculty from nearby Florida Atlantic University. Though admission is free, a $5 donation per person is suggested. 12. The Wick Theatre and Costume Museum , .-,,,' WO / ` . • '' •_ • kt • C I I • •. t . ` ' ' 4 ,: . ":11-31°•\ ' �, } tis ji:r .."' i •` • . i. . ..... i:""' !' '' ' ielFit.i i 1, ' fb-14 5-'10. ;t- 41 ''‘.. . .. • • ti ': I. r k iiii i tipt444; k: ,Iii....iii., tririy‘i '� 17i * at P s Source: The Wick Theatre&Costume Museum/Facebook The Wick Theatre And Costume Museum Part community theater and part priceless costume collection, The Wick Theater and Costume Museum was the brainchild of a woman who had the vision of creating a one-of-a- kind cultural attraction that's a little bit of New York transplanted into beautiful south Florida. Considered one of the best of its kind in the world, many of the museum's pieces date back decades, and include costumes from many well-known on-Broadway shows. Though they aren't cheap, it's possible to take a guided tour that includes lunch at the facility's restaurant called the Tavern Room. If live entertainment is more your speed, check out their website to see what's on the schedule for when you'll be in the area. 13. Saltwater Brewery f* , ibis, ; . .... . 47 re„.,,, Vit _ v- -7, ., ie- ",,,,, ow ., t 0 101.11"...11-. 4 , A- -- ot . , - - .. t• - .-- 1 , Nopi.- - .-_ ----- - Air. ', . , j ....,---- iittok. , fi,i8:kkiit ''' _ - __ _____L_ ..... tie 1IP . - — ) , 1 i .,` rte,// ,., Adr!.. NZ\\\\\\,,,,,,,, 4"Fbr o - \ AV \ , , . 7 \ t ,-,.• . r Source: Saltwater Brewery/Facebook Saltwater Brewery Like most parts of the country, South Florida has experienced a beer revolution in recent years, and many beer aficionado's tastes have switched from largely tasteless national brands to bold, locally-produced ones. Located on West Atlantic Avenue in Delray Beach, Saltwater Brewery was one of Delray Beach's first microbreweries, and their tasting room is a popular destination for local and visiting beer lovers. Facility tours are offered on Saturdays. In addition to a vast selection of great beer, they also feature onsite food trucks known for their tasty and reasonably priced fare that go great with beer. 14. Sandoway Discovery Center I • ... J ..rpt . at. JP Source: Sandoway Discovery Center/Facebook Sandoway Discovery Center Delray Beach's Sandoway Discovery Center is the perfect destination for those looking for a unique insight into the area's amazing marine habitat and diverse array of life. The center has been open for more than two decades and in that time, has become one of the state's premier locales of its kind. The center's shark exhibits are among its most popular; most visitors are shocked to learn of the invasive, non-native species of reptiles like pythons and boa constrictors that have overrun large portions of the state in recent years. Sandoway Discovery Center is open every day except Monday and admission is very inexpensive. 15. Silver Ball Museum ., 4b AP • - '.' `-�" a a 4.=.r { -A F A • --R rt_ Tt4 1' ti .. et - i1 i _ f or gr, . eerlr _ _ 0 ,.......-k.:„..„,--:„.� , o.. y \lip. 0.• 1)k?‘ k",i I-N . --,cogrorvi-,.-0..giSS -'• -- • *r. -I . -- ,,I11/ 1 •1 .ri,,te , ,. . . i ..,; ._, „is. .400,_ .. 6 i;:,.. .----,-)10-14.4., .., .. ,_ 001$4,... .4"...s.aey '!--- .., ,s,......v. ! - - .--#,,ego>74, It •.°:► . 1 ss .,.11 • t . ice'" j ,... ..s., '1' tip s�: •• moi`.. Source: silverballmuseum.com Silver Ball Museum Though it's technically a museum, you'll likely think you're in a classic arcade that time forgot when you step into the Silver Ball Museum in nearby Delray Beach. Unlike most other museums, here visitors are encouraged to touch and play with the exhibits, making it more fun and stimulating than just strolling through aisles of static displays. Full of disco balls and pinball machines from ages past, the museum is off the radar for most tourists, making it a unique idea for a date, birthday party, or other special occasion. They also have football, shuffleboard, and a bar and restaurant with plenty of tasty food and drink options. 9 Pinterest in Linkedln Where to stay: Best Hotels in Boynton Beach, Florida (FL) CRA FUNDING/USES FY22/23 FY23/24 FY24/25 FY25/26 FY26/27 FY27/28 FY28/29 FY29/30 Tax Increment Revenue(increased in future years by estimated TIR from Ocean One) 19,120,149 19,693,753 20,284,566 20,893,103 21,519,896 22,165,493 22,830,458 23,515,372 Boynton Harbor Marina Fuel Dock&Slips Revenue 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 Fund Balance Surplus - - - - - - - - Total Revenue 20,120,149 20,693,753 21,284,566 21,893,103 22,519,896 23,165,493 23,830,458 24,515,372 Debt&Operating Expenses Debt Service 2,135,830 2,135,817 2,317,425 2,319,093 - - - - Operating Expenses 3,621,627 3,730,276 3,842,184 3,957,449 4,076,173 4,198,458 4,324,412 4,454,144 Marina 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,001 1,000,002 Sub-Total Debt&Operating Expenses 6,757,457 6,866,093 7,159,609 7,276,542 5,076,173 5,198,458 5,324,413 5,454,146 Remaining Developer Tax Increment Revenue Funding Agreement(TIRFA) Payments-Contractual Obligations Payments Seaboum Cove-Phase I(50%-10 Years) Year 1010. 470,482 - - - - - - - $ 1,325,332 Seaboum Cove-Phase II(50%-10 Years) Year 91i 229,278 240,742 - - - - - - $ 812,370 Preserve(75%Yrs 1-5;25%Yrs 6-10) Year 8► 33,262 34,925 36,671 - - - - - $ 261,858 500 Ocean(75%Yrs 1-4;50%Yrs 5-7;25%Yrs 8-10) Year 41. 582,986 612,135 463,665 477,576 245,952 253,330 260,930 - $ 3,909,516 Valley Bank-Mortgage for Oyer Property Year 110. 2,550,000 Ocean One-Phase One(75%Yrs 1-7;50%Yr.8) 510,535 526,354 542,649 559,432 576,718 396,349 - $ 3,112,037 Ocean One-Phase Two(75%Yrs 1-7;50%Yr.8) 403,520 415,986 428,827 442,052 455,674 469,705 322,771 $ 2,938,535 Townsquare Funding(until FY 2044-2045) Year 4P 3,550,000 3,550,000 3,550,000 3,550,000 2,800,000 2,800,000 2,800,000 2,800,000 Sub-Total TIRFA Payments 7,416,008 5,351,857 4,992,676 4,999,052 4,047,436 4,085,722 3,926,984 3,122,771 $ 12,359,649 Remaining Project Fund Budget for Allocation (Revenue-Debt Service,Operating&TIRFA) 5,946,684 Total CRA contribution to Town Square over 20 years =$83,850,000 NOTE:Database from Property Appraiser received on 6/30/2022 BBCRA FISCAL YEAR 2022-2023 PROJECT FUND WORKSHEET Allocation Amount $ 5,946,684 Estimated FY 21/22 Rollover Project Fund Line Item CRA Plan District Projects: FY 2022-2023 Balances as of CRA Board Proposed Allocation Total 7/11/2022 FY 22/23 (including any Rollover Project Fund Allocations as of 7/11/2022) Heart of Boynton MLK Jr.Blvd.Corridor Redevelopment Projects (includes$25k for NOP Office) $ 2,025,815 $ - $ 2,025,815 MLK Jr.Blvd.Corridor(Centennial Project)-Local Government Match(Purchase Order Heart of Boynton issued) $ - $ - $ - Heart of Boynton Cottage District Workforce Housing Infill Redevelopment Project $ 385,825 $ - $ 385,825 Heart of Boynton Acquisition of 1213 NW 4th Street-Cherry Hill $ - $ 410,000 $ 410,000 BB Boulevard Streetscape Improvement Project Boynton Beach Blvd (Total needed$1.5 million by FY 23/24) $ 1,090,580 $ 250,000 $ 1,340,580 Boynton Beach Blvd Acquisition of 217 N.Seacrest Blvd.-Closing Jan.2023 $ - $ 770,000 $ 770,000 Federal Highway Historic Woman's Club of BB,ongoing Renovations(ILA with City) $ - $ 250,000 $ 250,000 District Wide Property Acquisition $ 1,813,043 $ 1,000,000 $ 2,813,043 Neighborhood Officer Program(NOPs)5th year of program-TEMPORARILY District Wide SUSPENDED $ 300,000 $ 197,646 $ 497,646 District Wide Marina Seawall $ - $ 500,000 $ 500,000 District Wide Commercial Economic Redevelopment Grants*($375,000 for 7 bays on MLK) $ - $ 600,000 $ 600,000 District Wide Commercial Exterior Improvements $ - $ 500,000 $ 500,000 District Wide Business Promotions&Events Assistance Project _$ 175,000 $ 266,000 $ 441,000 District Wide Business Promotional Marketing $ 47,000 $ 98,000 $ 145,000 District Wide Site Work,Demolition&Environmental $ 169,749 $ 125,000 $ 294,749 District Wide Professional Development Services(Arch/Eng.Appraisals/Feasibility.etc.)** $ 190,000 $ 100,000 $ 290,000 District Wide Development Project Related Legal Services*** $ - $ 175,000 $ 175,000 District Wide Contingency $ 100,000 $ 50,000 $ 150,000 $ 6,250,078 $ 5,291,646 $ 11,588,658 ALLOCATION BALANCE REMAINING $ 655,038 *Economic Development rollover amount subject to change pending grant closeouts **Professional Services,Legal and Economic Development rollover numbers are subject to change ***Development Project Related Legal Services rollover subject to change pending end of year invoices FY 2023 Category QTY Unit Cost BUDGET Notes Personnel _ Officer Salary&Incentive(Paramore) 1 107,945 107,945 Salary,Education Incentive Officer Benefits-Pension 1 45,081 45,081 Pension Officer Benefits 1 18,200 18,200 Healthcare,Dental,Vision,FICA Officer Salary&Incentive()Rivera) 1 88,780 88,780 Salary,Education Incentive Officer Benefits-Pension 1 37,076 37,076 Pension Officer Benefits 1 16,721 16,721 Healthcare,Dental,Vision,FICA Officer Salary&Incentive 1 62,659 62,659 Salary,Education Incentive(AVG) Officer Benefits-Pension 1 18,840 18,840 Pension(AVG) Officer Benefits 1 15,090 15,090 Healthcare,Dental,Vision,FICA(AVG) Police Service Aide(Civilian)Salary&Incentive 1 36,513 36,513 Salary,Education Incentive(AVG) Police Service Aide(Civilian)Benefits-Pension 1 10,978 10,978 Pension(AVG) Police Service Aide(Civilian)Benefits 1 12,883 12,883 Healthcare,Dental,Vision,FICA(AVG) Total Personnel Costs _ $ 470,766 , , ,ment M, Mir Uniform 4 500 $ 2,000 uniforms,belts Community Events/Promotions 1 4,000 4,000 Youth Programs Misc.Equipment-As needed 1 2,500 2,500 Segway(Maintenance) 3 333 1,000 Preventative maintenance Total Equipment Costs I $ 9,500 CI M. AL Cell Phones Service Plan 4 675 2,700 $56.25/mo for staff Office Supplies/Misc Supplies 1 2,000 2,000 Office Supplies(incl printer/copier) Office Electric,Cable/Internet,water/sewage 12 515 6,180 Monthly operating costs Office Space Monthly Maintenance 12 0 - Monthly Maint.Ocean Palm Plaza Office Cleaning 1 1,500 1,500 City Cleaning Crew(Gail) Computer equipment 4 250 1,000 Misc,Cameras Training 4 1,000 4,000 CPTED,STEP academy Total Office Expenses J $ 17,380 ktiiFlFii•�':'3%'I� x/.iLt S.u�Z.7 497,646 NOTE:All amounts provided by Police Department with exception of Contingency and ILA amount for FY 2022-2023 Revised by CRA to include promotional/marketing materials and additional equipment. BOYNTON BEACH CRA FY 2022-2023 BUSINESS PROMOTIONS & EVENTS BUDGET - 02-58500-480 2022/2023 EVENTS DATE BUDGET ROCK THE MARINA& FISHING EXTRAVAGANZA Date TBD $48,000 735 Casa Loma Boulevard ROCKIN'AROUND THE BLOCK-HOLIDAY MARKET&LIGHTING Date TBD $58,000 E. Ocean Avenue between Federal Highway and NE 3rd Street HOLIDAY BOAT PARADE Date TBD $18,000 735 Casa Loma Boulevard ROCK THE PLAZA(3 Events) Locations and Dates TBD $48,000 ROCK THE BLOCK Date TBD $48,000 E. Ocean Avenue between Federal Highway and NE 3rd Street BOYNTON BEACH ART WALK(2 Events) Dates TBD _ $38,000 410 W. Industrial Avenue BOYNTON BEACH NIGHT MARKET Date TBD $48,000 120 E. Ocean Avenue PIRATE FEST MARKETING&BUSINESS PROMOTIONAL SUPPORT Date TBD $85,000 Downtown District EQUIPMENT&SUPPORT $35,000 CEREMONIAL EVENTS $15,000 TOTAL COST OF EVENTS (including marketing) ► $441,000 BOYNTON BEACH CRA FY 2022-2023 BUSINESS MARKETING PROGRAM - 02-58400-445 2022/2023 EVENTS DATE BUDGET BOYNTON BEACH BUCKS A business promotional program to provide economic support to local businesses through targeted campaigns that will be promoted both digitally and in- person at events. Total Boynton Beach Bucks $45,000 PROMOTIONAL VIDEOS Videos to promote various BBCRA projects and initiatives- Boynton Beach Bucks, Plaza Spotlights, Bon Appetit Boynton Beach. Business Development Videos,Tutorial Videos for Economic Development Toolkit Total Promotional Video Ad Campaign $40,000 BUSINESS DEVELOPMENT WORKSHOPS Various business development workshops to cover various topics, such as: Strategic planning, Growth& Expansion, Business Plan Overview, Finance& Accounting, Marketing Strategy, Operations Management, Diversity&Inclusion, Interpersonal Skills for Success, Grant Writing-Minority& Female Owned Businesses. Local Resources, Time&Stress Management, Leadership&Hiring, CRA/CITY Resources, and County/State Resources Total Business Development Workshops $50,000 RESTAURANT MONTH-BON APPETIT Print&Digital Marketing Campaign to promote various BOYNTON BEACH restaurants&eateries during a designated month through both digital and print marketing, micro activations. Total Restaurant Month $10,000 TOTAL COST OF MARKETING ► $145,000 Steven B. Grant, Esquire Attorney and Counselor at Law Steven B.Grant PO Box 424 Phone: 1-561-767-8750 (DC,FL,MD,WV) Boynton Beach Florida 33425 Fax: 1-561-423-3769 FL Civil Law Notary Email: Steven@GrantLegal.com July 11, 2022 VIA ELECTRONIC MAIL <pensergat@bbfl.us>; <cruza@bbfl.us>;<hayw@bbfl.us>;<turkint@bbfl.us>; <kelleya@bbfl.us>; <shuttt@bbfl.us>; and<tduhy@llw-law.com> Boynton Beach Community Redevelopment Agency 100 E Ocean Ave,4th Floor Boynton Beach,FL 33435 RE: Notice of Request for Objection for representation of Café Barista, Inc. d/b/a Hurricane Alley Dear Chair Penserga,Vice-Chair Cruz and Board Members Hay,Turkin&Kelley: Pursuant to Florida Rules of Professional Conduct Chapter 4 Section 1.11 "SPECIAL CONFLICTS OF INTEREST FOR FORMER AND CURRENT GOVERNMENT OFFICERS AND EMPLOYEES" I am requesting if there are any objections to appear on behalf of Café Barista, Inc. d/b/a as Hurricane Alley for their lease extension agreement. The Florida Bar states there may be special conflicts in regard to my former position as a Public Officer on an appointed board,the Boynton Beach Community Redevelopment Agency("BBCRA"). In order for there not to be any conflicts I state the following: I do not have information averse or would put the BBCRA in a disadvantage;the representation is not materially adverse to the interests of BBCRA nor will I reveal any information except as provided by the Florida Rules of Professional Conduct,citing Chapter 4 Section 1.11(a)(1). The matter coming before the BBCRA is a new lease extension from the contract that occurred on September 1,2017 between 500 Ocean Properties,LLC and Café Barista,Inc.;I did not contribute personally and substantially to that matter as a Public Officer as provided by the Florida Rules of Professional Conduct,citing Chapter 4 Section 1.11(a)(2) Therefore,I do not believe a special conflict of interest exists.If you believe a special conflict exists,please inform me that connection. Thank you in advance for your cooperation.If you have any questions, please do not hesitate to call our office. Sig. IS. St...... Steven B.Grant,Esq. Florida Bar.No.: 85017 cc: Café Barista,Inc. lesodoici ill 1VZIdVD uowdoIaA.a XIcUO)TWTH .r. )...6,...__-... ne„ * , • 7 \\I 0 I ilw odi , // , .. 4 1) In. - ' - r: ',-/ i ' iii l��' `UOlU/C08 101e:1131G DOV,1100 NI IIgip tw1 �w� II UUsI I;1II„1-.11 ea I imp illfu ru uY USW I R al i vi Ii II i i 9 nu 1 t-un d 1•r 9 11E1 UM MI r II I t1 Y I ..'till -rmitir, Y .. ,'..4.: v j.yp rid'•.,. t �- 4 ' � moi' tw `C, 1 BLACKONYX CAPITAL LETTER OF INTENT COTTAGE DISTRICT PROJECT SITE CRA JULY 12, 2022 ITEM # 13.0 w V SITE LOCATION 11 ...„ . ie . , , -.pm" /i = A _ -- _ C. , Mt• ttAI- _ r r L r f'. • • BBCRA Cottage District infill Housing • Redevelopment Project Site • (approximately 4.5+/-acres) C ; it-li , . ' ,- - +,44 w • ai 4 a-F . ' ' � �;;.. .� Z ` _. _ ie.._ .. �� - _ ` . rs. -_ ' 11 ltklP- , : _ - - . lak PROPERTY INFORMATION 11 Location: Between NE 4th Avenue and NE 5th Avenue, and N Seacrest Boulevard and NE I St Street ▪ Acreage: +/- 4.5 acres ■ City FLUM Designation: Medium Density Residential (MDR) ▪ City Zoning Designation: Single and Two Family Residential (R-2) • Existing Use:Vacant with two single family dwellings (to be demolished and removed) V r REQUEST: ■ Award LOI to Blackonyx Capital for redevelopment of the Property . . w r TEAM - Developer Biaconyx CAPITAL LLC L ', r• Founded in 2016 —II ciliffilffli. - ;'� •• CEO has acquired and developedhundreds of thousands of square feet of — :Id , commercial, industrial, and office space _ 1 in the Greater Toronto Area I 9 , • Projects -_ 1f%— ,.,, • 300 Supertest Road,Toronto — - ` ;y;ir! IIIIII111 I VIII multi-tenant office and retail - � M ''`� ,i��, , ii II 1 i complex � - - • $40.5 millioniiii i • 115-133 Limstone Cres,Toronto — ; � '-- - ----77111111111111111 Multi-tenant office and industrial - }�` complex ! ••_ i. I F :Ih1 ,, f million _ 1 I I liii iAll to - Yom'-.... - . . V r TEAM — Construction Partner IVIC)SS Building theExceptional , ; I_ ; 0 0 • National construction management10 =s �;•11' ; V TEAM — Planning Partner KimIey >) Horn -di - - . ,„,.., , .... . . , . . • Developed master plans and designed the infrastructure for some of the largest and most . 4. • , ~. = . successful mixed-use developments in the country 111 +1071kr . - • Extensive experience incorporating components such , .,.- '� -'71-.,- as zoning, jurisdictional guidelines, multi-modal 4011 -. -�. *. - , .. transportation plans, and context-sensitive design standards for mixed-use areas within an urban m . environment • Local projects • Boynton Beach Boulevard Extension and jiiLt,, T. r_ Promenade ...imp,. ... • Village at Gulfstream Park • 1 ,500 condos (including 225 affordable/WF �—'�" • . ' 1 Qr .�P� �' units) ' L • 750,000 SF of retail % iii: i- . `', . .I, ',7. • 140,000 SF of office ,;' ,1 , • a%. 1 • 500 room hotel i f �. A r TEAM —Architectural Partner N ETTA ARCHITECTSiit _ _ _ , . . • Founded in 1993t- .' • Over $700 million in design work annually `; 9 '614 kit • Projects throughout the northeast, midwest, and southern region - zit . s� � v = : e • Local projects -, • The 301 — Delray Beach T i A - --- • $52 Million Project ‘ , - - • Mixed use (8-stories) j ------ . -rte • I24 units II �, _t"' .-� • The Edge at Pineapple Grove — Pending i ; ''. -• in Delray Beach o iOp 1111 i , . �•� • 8 townhouse units (4-story) ;; fix.„ Yc : . . :0.1% - ,re' •1191'0 m ' 4.lt t, --- �', , V PROPOSED PLAN — Concept I — All Residential • 99 units proposed (3- NE 5th Avenue story attached) 641.6s 6Q' 49 !d 0 :.$ 46 +4 4.21 Ay14T 4,3 .Iv 36. )1 '46 .;5 .$I .0 ,:.4 J, • For saleroduct P I w 1 -- - 11 1fi I 11 11 • Commitment to 140% ,�,. it AMI for all units '_v •_•11- :11 1 .._ 1 1 - 1 . 11 • Requires no additional ,6 m; . , $7, 0304 " :,. MO funding contribution "°T'"°"'°E° '!0 i9 NI 77 •fa 1 >!; 1 Y1 1 it rl b0 99 I from CRA m I y F I� II, 1 1 -11� 1 . _11- 1' 1- �_, p i COTTAGES AT SEACREST "„;;' I 99 COTTAGES PROJECT DATA t ■ F. zJURISDICTION BOYNTON BEACH.FLORIDA, ■ 9.1 MO IIIII 'TOIAL SITE AREA=189.505 SF=4 35 AC COTTAGES 6t I- . ,ill lifRESIDENTIAL99 UNITS•3RD/2 SRA•3 STORIES•1.500 SF AC/FA 99 UNITS 148 500 SF AGFA S2 r ' 9K . f MN PARKING Al — MIN 91 - 1 - �RESIDENTIAL PARKING 94 r• WEll MI — �,,,l,,,,,,4 99 COI TALES UNI1S.2 PARKING PROPOSAL•198 PARKING SPACES l_, _ _ 1 M��' GUEST PARKING•99.0 70•198•20 PARKING SPACES e8 tall on GUEST PARKING=20 SPACES ' IIIIIIr...__._I MO DENSITY CALCULATION MO ' PROPOSAL DENSITY 2s Du AC NTItY NE 4th Avenue - 1N Ac•43.580 SF.7S UHRS 4.75 AC-189,505 SF•MAXIMUM'08 UNITS PROPOSAL•99 DWELLING UNITS 122 75 DU/ACI I rst FLOOR - 4. 1°441#". ' ... , ,r -:;-b.,_, -- t- ., . 1,10... ,, 1 -1 • 1 I it 14 - • , acs ,•- _ -,>�„ � atriirrify l j 0-i _ e: , 1 tie 14,1 . ....1 i iii, 1,1:11- '1 f ifi i r ' J( . .[1(1 k3 1 t q ; oRil asialt �� (,N , iii... 0 .., , ti e ...,; _ . .) 1 . _ _ ti. ;I IN 's 11 — •Mr, II.,T j ' ' 11111:1 itititliiiii: mi 1,. . __ /:::,:./,. . ....‘ ........ .. li ...7---,� �..- . Oil 01 PROPOSED PLAN — Concept 2 — Mixed Use • 94 units proposed (3 story attached) NE 5th Avenue • For sale product .a • 9,900 SF of Commercial -110 tiOiliiiiii011.141001011116011114. 7- 1 • 3,300 SF Retail ^11 II 11 l 1 11 II II II 11 II II 1t • 6,600 SF Office _ ENT 1 1 • Requires no additional funding II II II Igpiii II 11 II - I contribution from CRAtis 5,.�'�,, rf .1 EcuNOT INCLUDED , i TF NT", COTTAGES AT SEACREST r_. 111 J — I TT' PROJECT DATA O= S TOTAL I JURISDICTION A•18 5 BEACH FLORIDA( A II II II .I II II II v, TOTAL SITE AREA•789.505 SF•CJS AC cu , Ell COTTAGES Li 'IN IY 94 COTTAGES - , Tn AMA(IY' 9T RESIDENTIAL 38 1Q -_., „_ I+ r Z 94 UNITS 7BD•250A.JSTORIES-1.500 SF AGEA� 99 UNITS141 000 SF AC�EA � � / Ns LLJ I COMMERCIAL W II J IMI 3.300 SF RETAIL 81100 SF OFFICE J STORIES 9 ul,n Sr CRESS solo MO Ell S ,_� - in __...� `.�.._i I— PARKING __ .7...1 — RESIDENTIAL PARKING — t 5 to 1M COTTAGES UNITS 2 PARKING PROPOSAL-188 PARKING SPACES illiglifIRETNI I f A t - GUEST PARKING-94•020-18 8-19 PARKING SPACES AREA —, I• PROPOSAL GUEST PARKING-20 SPACES 4451 11. NM COMMERCIAL PARKING — — _ -- ._J MIO SF•3 STORIES-9.900 SF(GROSS AREA/ NI. ' (1Q ! .,. 1 MM 9 900 SF 1500-1980-20 UNITS PROPOSAL TO UNIT5 I MId == w - r. I MK 1 1 ,- - ' 6111;. DENSITY CALCULATION { \ ,t ' — III= I PROPOSAL DENSITY 25 DUTAC: ( - i IAC-43560 SF-25 UNITS I 4 15 AC•168.505 SF•MAXIMUM 108 UNITS ' ENTRY ENTRY I II , PPROPOSAL•94 DWELLING UNIT S(2160DUTACI NE 4th Avenue lrst FLOOR N ingli=i2 tLf:!:.:" 4 ,111.111.1111.1111 -Am. 1. �. `.. + JI • ,' Iia` ~�Y,i . •7 0 F�1�i al��, E. 2J'13 {il13 U.t. r: gilr [ ill= _ .,_ lr/,� IC= .- ,tip ra 2 . 7 1 WHY BLACKONYX CAPITAL? • Highest land acquisition price - $2,550,000.00 • Proposed financing — Cash • No funding contribution request from CRA • Proposed plan for use of local contractors/sub-contractors: • Commitment to local apprenticeship program and local hiring when possible • Commitment to opening sales to City residents and City employees prior to the open market WHY BLACKONYX CAPITAL? • Strong team with residential development experience • Government funding is not guaranteed • Aggressive development timeline closing 20 days after the 45-day due diligence period with project completion to occur during the current term of the majority of CRA board members QUESTIONS ? JOEL M. COMERFORD, P.A. Attorney At Law 4800 N.Federal Hwy.,Suite D306 Boca Raton, FL 33431 JOEL M.COMERFORD TELEPHONE(561)368-0500 FACSIMILE (561)620-2565 E-MAIL joel@comerfordlaw.net July 7, 2022 Via e-mail to: kdodge a Ilw-law.com utterbackT@bbfl.us Kenneth Dodge, Esq. Lewis, Longman&Walker 515 N. Flagler Drive, Suite 1500 West Palm Beach,FL 33401 Theresa Utterback Development Services Manager Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave. Boynton Beach, FL 33435 Re: STATUS REPORT Bride of Christ Tabernacle,Inc. purchase from BBCRA; NE 10th Avenue,Boynton Beach,FL 33435 Dear Ken and Theresa: PERMITTING/APPROVAL. Blue Horizon Engineering has submitted an initial set of plans and is currently working on Permit No. 21-6093. They have received comments from the City and have addressed some of them. The remaining comments will be addressed once the topographical survey is finished — Compass Survey has been engaged and is currently working on the survey. FINANCING. I have spoken with the Church's lender, Valley Bank, who currently has a relationship with the Church. They are standing by to begin the formal loan application process for the construction loan — once the City approves the project for construction. CONTRACTOR. The Church is in the process of interviewing contractors for the project—and once they select one, will submit them to Valley Bank for approval. UNITY OF TITLE—Lots 26 and 27. I met Luis Bencosme, Planner II, on June 14 regarding the Unity of Title process. He provided me with the Declaration of Unity of Title Application and the fee requirement. He indicated that, once "major site plan approval"has been issued,we can submit the application for Unity of Title. That covers everything that I am aware of. If there is a further development before the meeting I'll provide same. Thanks Sincerely, 24 okk. Joe M. Comerford