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Agenda 10-08-24
BOYNTO'' ' =BEAC COMMVNITY Community Redevelopment Agency Board Meeting Tuesday, October 8, 2024 - 6:00 PM City Hall Chambers, 100 E. Ocean Avenue and Online Meeting 561-737-3256 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. Information Only A. Quarterly Progress Report from BB QOZ, LLC for the 115 N. Federal Highway Mixed -Use Project (aka The Pierce) B. Quarterly Progress Report #6 from Pulte Home Company, LLC for the Cottage District Infill Housing Redevelopment Project - July 2024 - September 2024 C. Summary of Boynton Beach Community Redevelopment Agency's Programs, Initiatives and Accomplishments for Fiscal Year 2023-2024 9. Announcements and Awards A. 2024 International Economic Development Announcement for i Award for Economic Development Organization of the Year 1 10. Public Comments The public comment section of the meeting is for public comment on items on the consent agenda or 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 AmountApproval of a Waiver for the Commercial Property Improvement Grant Program ir the of $25,000 to Chow Hut LLC located at 425 NE 4th Street C. Approval of Modification of the Purchase and Development Agreement with Maple Tree Investments, LLC for the USPS Project on the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard 12. Pulled Consent Agenda Items 13. CRA Advisory Board A. Pending Assignments - New Assignments from the CRA Board Assigned at the February ' CRA Monthly :r. • Meeting B. Reports on Pending Assignments 14. Old Business A. Discussion and Consideration of the Preliminary Designs for the MLK Entry Featu Park on ` CRA -Owned Property •c. e• at 1101Federal ! B. Continued Discussion and Consideration of Tax Increment Revenue Fundin Agreement from BB North LLC for The Villages Located at 405 E. Ocean Avenue C. Discussion and Consideration of the Adoption of "Exhibit A" to the Interloc Agreement between the Boynton Beach CRA and the City of Boynton Beach Funding Construction and Professional D. Continued Discussion and Consideration of Temporary Use Agreement with OHL USA, Inc. for the Use of CRA Properties as a Construction Staging Area for th Boynton Beach Complete`•Project E. Discussion and Consideration of the Boynton Beach Faith Based CDC's Secon Request for Extension of Time to the Purchase and Development Agreement for th Property located at 402 NW 12th Avenue F. Continued Discussion and Consideration of Search for the New Executive Director 15. New Business 2 Ii. Discussionand Consideration of Executive Recruitment Firms for Executive Direct I.; Candidates Approval ♦ Resolution R24-03 Approving and Adopting the 2024 Palmrr County Local Mitigation it `i % Plan W-1 i to =SS ` ri i a 117-3WWI FM=*& M611 a0a1 16. CRA Projects in Progress A. Social Media & PrintMarketing ate B. Social Media Outreach Programt a er Report for FY 2023-2024(July 2024 September C. CRA Economic & Businessev to e rant Program Update D. MLK Jr. Boulevard Corridor Mixed Use Project(d/b/a Heart of Boyntonills Apartments) Update - October 2024 17. Future Agenda Items A. Circuit Transit Inc. 2nd Quarterly Report for Service Dated July 1, 2024 - September 30, 2024 - November 2024 B. Neighborhood Officer Program 4th Quarter Report for FY 2023-2024 (July 2024 - September 2024) - November 2024 C. Discussion and Consideration of Structural Report for the CRA Owned Property Located at 211 E. Ocean Avenue - November 2024 18. Adjournment NOTICE IF A PERSON DECIDES TO APPEAL ANY DECISION MADE BY THE CRA BOARD WITH RESPECT TO ANY MATTER CONSIDERED AT THIS MEETING, HE/SHE WILL NEED A RECORD OF THE PROCEEDINGS AND, FOR SUCH PURPOSE, HE/SHE MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDING IS MADE, WHICH RECORD INCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. (F.S. 286.0105) THE CRA SHALL FURNISH APPROPRIATE AUXILIARY AIDS AND SERVICES WHERE NECESSARY TO AFFORD AN INDIVIDUAL WITH A DISABILITY AN EQUAL OPPORTUNITY TO PARTICIPATE IN AND ENJOY THE BENEFITS OF A SERVICE, PROGRAM, OR ACTIVITY CONDUCTED BY THE CRA. PLEASE CONTACT THE CRA, (561) 737-3256, AT LEAST 48 HOURS PRIOR TO THE PROGRAM OR ACTIVITY IN ORDER FOR THE CRA TO REASONABLY ACCOMMODATE YOUR REQUEST. ADDITIONAL AGENDA ITEMS MAY BE ADDED SUBSEQUENT TO THE PUBLICATION OF THE AGENDA ON THE CRA'S WEB SITE. INFORMATION REGARDING ITEMS ADDED TO THE AGENDAAFTER IT IS PUBLISHED ON THE CRA'S WEB SITE CAN BE OBTAINED FROM THE CRA OFFICE. 3 10YN10N�RA �E A OII,�00�U'�'h II' �1�' "!1 I1�IU. COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 INFORMATION ONLY AGENDA ITEM 8.A SUBJECT: Quarterly Progress Report from BB QOZ, LLC for the 115 N. Federal Highway Mixed -Use Project (aka The Pierce) SUMMARY: On June 7, 2022, the CRA Board approved the Purchase and Development Agreement (PDA), the Tax Increment Revenue Funding Agreement (TIRFA), and the Parking Lease Agreement with BB QOZ, LLC (aka Affiliated Development, LLC) for the 115 N. Federal Highway Mixed Use Project (aka The Pierce, see Attachments 1 -III). Paragraph 21.9 of the PDA requires a written report every three months by BB QOZ, LLC. BB QOZ, LLC's attendance is not required to present the report to the Board unless requested by the Board. Additionally, Paragraph 3.2.4 of the TIRFA requires an update of the project's financing. The project's quarterly report was submitted on September 5, 2024 (see Attachment IV). On August 14, 2024, the Court rendered a final opinion in favor of the City of Boynton on the pending litigation that challenged the abandonments of a portion of the north alley, the entire south alley, and NE 1st Avenue (see Attachments V - VII). Based on the Court's decision and pursuant to the terms of the First Amendment to the Purchase and Development Agreement, BB QOZ, LLC will have until December 12, 2024 (120 days from the Court's final Opinion) to submit all construction documents and applications necessary to obtain building permits for the project (see Attachment VIII). CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required unless otherwise determined by the Board. ATTACHMENTS: Description • Attachment I - Executed 115 N. Federal Highway Mixed Use Project (aka The Pierce) Purchase and Development Agreement • Attachment II - Executed 115 N. Federal Highway Mixed Use Project (aka The Pierce) TIRFA • Attachment III - Executed 115 N. Federal Highway (aka The Pierce) Parking Lease 4 Agreement • Attachment IV - The Pierce Quarterly Report - September 2024 • Attachment V - Case Number 502023CA009318XXXXMB (209 N. Federal, LLC vs. City of Boynton Beach) • Attachment VI - Case Number 502023CA010518XXXXMB (BBQOZ vs. 209 N. Federal LLC) • Attachment VII - Court Opinion Facesheet • Attachment VIII - First Amendment to Purchase and Development Agreement 5 12 13 14 1 1 17 1 1 20 21 22 23 2 2 26 27 11111 Milli ! 1 filipw, Board approved the purchase and development agreement,a funding agreement (TIRFA), and the parking lease agreement between the Boynton Beach Community Redevelopment Agency^ d Development, oNorth HighwayFederal project; PMIIII ;fir",k' "H, ;� „. li'llilillill, MIJI MPill 111111 11111r �r WHEREAS, r City Commissionof the City of Boynton Beach, : upon recommendation of staff, dins it to be int the best interests of the City residents to approve and authorize the Boynton Beach Community RedevelopmentAgency to anter into a Purchase and Development agreement with BB QOZ, LLC (Affiliated evelop nt, LLC) for the development of the 115 North Federal Highway infill mixed use project fora purchase rice less than fair market vale, 28 The foregoing "WHEREAS" clauses are true and correct • hereby 30 Sill ,qtion 2. That the City Commission of the City of Boynton - herebi 31 approve the Boynton Beach Redevelopment Agency to enter 1 SNCA\RESO\Approval Of CRA Sale At Less Than FMV (115 N Federal Highway) m Reso.Docx 1J 32 Purchase and Development agreement with BB QOZ, LLC (Affiliated Development, LLQ for 33 the development of the 115 North Federal Highway infill mixed use project for a purchase 34 price less than fair market value. 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 ATTES 54 /',, 55 56 57 Mayle 58 city C 59 60 $qgj,on 3., That this Resolution will become effective immediately upon passage. PASSED AND ADOPTED this day of 2022. CITY OF BOYNTON BEACH, FLORIDA Jes6s, 61 (Corporate Seal) 62 Mayor — Ty Penserga Vice Mayor — Angela Cruz Commissioner —Woodrow L Hay Commissioner — Thomas Turkin Commissioner — Aimee Kelley VOTE 2 S-\CA\RESO\Approval Of CRA Sale At Less Than FMV (115 N Federal Highway) - Reso.Docx YES NO 7 PURCHASE AND DEVELOPMENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes, with a business address of 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435, (hereinafter "SELLER") and BB QOZ, LLC, a Florida Limited Liability Company with a business address of 613 NW 3rd Ave., Ste 104, Fort Lauderdale, Florida 33311 (hereinafter "PURCHASER"). SELLER & PURCHASER may be referred to herein individually as "Party" and collectively as the "Parties." 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"), which is hereby incorporated herein. The Parties intend that the purchase and sale and ensuing redevelopment of the Property will be effectuated in order to reduce slum and blight and to enable the construction of a mixed-use, transit -oriented development containing a mixed -income workforce housing recital apartment building with a minimum of 236 rental units available to various affordability ranges as set forth in the Tax Increment Revenue Funding Agreement attached here to as Exhibit "B" ("TIRFA") a minimum of 16,800 square feet of commercial space (e.g.. restaurant, retail, and office), and 150 public parking spaces (as more fully described in the TIRFA), and providing public pedestrian connectivity within the Property, consistent with the proposal submitted by PURCHASER (the "Proposal") in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed -Use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, incorporated herein by this reference (the "Project"). The Project may be revised by PURCHASER from time to time pursuant to the terms of the TIRFA. 2. PURCHASE PRICE AND PAYMENT. The Purchase Price for the Property shall be ONE HUNDRED AND 00/100 DOLLARS ($100.00) 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. DEPOSITS. A Deposit in the amount of TEN THOUSAND AND 00/100 DOLLARS ($10,000.00) (the "Deposit") shall be delivered to Lewis, Longman & Walker, P.A. ("Escrow Agent") within five (5) business days of the Effective Date. The Deposit shall be nonrefundable to PURCHASER after the expiration of the Feasibility Period, unless otherwise provided herein and shall be credited against PURCHASER'S costs at closing. 4. EFFECTIVE DATE. The date of this Agreement (the "Effective Date") shall be the date when the last one of the Parties has signed this Agreement. 01671768-3 L -J 5. Intentional) Deleted 6. CLOSING DATE. The purchase and sale transaction contemplated herein shall close within thirty-six (36) months after PURCHASER's receipt of the Land Use Approvals unless extended by other provisions of this Agreement or by written agreement, signed by both parties. Notwithstanding the foregoing, the PURCHASER shall have the right to extend the Closing Date by up to twelve (12) months subject to the prior written approval of SELLER, which written approval shall not be unreasonably withheld, conditioned, or delayed provided that PURCHASER is exercising good faith and due diligence to achieve the Closing and further provided that PURCHASER delivers notice of its election to exercise such extension at least thirty (30) days prior to the then -Closing Date. Unless earlier terminated pursuant to the terms of this Agreement, this Agreement shall automatically terminate should PURCHASER fail to close pursuant to this Section. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to 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 8.3), to which PURCHASER fails to object, or which PURCHASER agrees to accept. SELLER acknowledges that PURCHASER may, after Closing, pursue a unity of title with respect to the Project and/or certain parcel splits with respect to the Project. SELLER shall reasonably cooperate with PURCHASER, at no cost to SELLER, in order to coordinate and accommodate PURCHASER's pre-closing and post -closing work in connection with the foregoing sentence. 8. INVESTIGATION OF THE PROPERTY. For a period until sixty (60) days from the Effective Date ("Feasibility Period"), PURCHASER and PURCHASER'S agents, employees, designees, contractors, surveyors, engineers, architects, attorneys and other consultants (collectively, "Agents"), shall have the right, at PURCHASER'S expense, to make inquiries of, and meet with members of Governmental Authorities regarding the Property and to enter upon the Property, at anytime and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, 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, in which event the Deposit shall be promptly refunded to PURCHASER. If PURCHASER elects to terminate this Agreement in accordance with this Section, PURCHASER shall: (i) repair and restore any damage caused to the Property by PURCHASER'S testing and investigation; and (ii) release to SELLER, at no cost, all non-proprietary and non -confidential reports and other work generated as a result of the PURCHASER'S testing and investigation. PURCHASER shall have the 01671768-3 2 9 right to access the Property, at any time and from time to time with at least two (2) days notice to SELLER and so long as said access does not result in a business interruption, from the time period commencing at the end of the Feasibility Period and continuing until Closing. 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 or access of the Property; provided, however, the foregoing indemnification obligations of PURCHASER shall not apply to (i) any damages arising from the negligence or misconduct of SELLER, its agents, employees or representatives, or (ii) any conditions or defects existing on, in or under the Property or arising out of the mere discovery of such conditions or defects on, in, under or within the Property. PURCHASER'S obligations under this Section shall survive Closing and the termination of this Agreement for a period of one (1) yea r. 8.1 SELLER's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within ten (10) days of the Effective Date of this Agreement: any existing title policies, surveys, 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, and any other documents reasonably requested by PURCHASER. 8.2 Title Review. Within thirty (30) days of the Effective Date, SELLER's counsel, as closing agent for the transaction contemplated herein (the "Closing Agent") shall obtain, at the SELLER'S expense, from Old Republic National Title Insurance Company (hereinafter "Title Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of $5,500,000.00 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 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 01671768-3 3 10 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. Notwithstanding anything to the contrary in this Agreement, SELLER shall be obligated, at Closing, to cause the Title Company to remove (by waiver or endorsement) the following (collectively, the "Required Cure Items"), whether or not PURCHASER objects to such items in PURCHASER's Title Objections: any (a) mortgage or deed of trust granted by SELLER affecting the Property; (b) mechanic's lien with respect to work contracted for by SELLER at the Property; (c) liens securing the payment of taxes and assessments; and (d) other liens encumbering the Property (including judgments, federal, state and municipal tax liens). Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue one 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 have an adverse effect on the Property or the Project, in PURCHASER's sole and absolute discretion, 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. 8.3 Surve Review. PURCHASER, at PURCHASER'S expense, may obtain an ALTA survey (the "Survey") of the Property. If the Survey discloses any matters that are unacceptable to PURCHASER, in PURCHASER's sole and absolute discretion, the same shall constitute a title defect and shall be governed by the provisions of Section 8.2 concerning title objections. 9. 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: 9.1 Marketable Title. SELLER delivering marketable title to the Property subject only to those title exceptions acceptable to the PURCHASER, all as more specifically set forth herein. 9.2 Re resentations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 9.3 Pending Proceedln s. 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 at PURCHASER's sole and absolute discretion. 9.4 Com fiance with Laws and Re ulatians. The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, 01671768-3 4 11 requirements, licenses, permits and authorizations as of the date of Closing. 9.5 Land Use Approvals. PURCHASER obtaining all required site plan, zoning and platting/replatting approvals from the City of Boynton Beach necessary to procure building permits to construct the Project on the Property (the "Land Use Approvals"). SELLER authorizes the PURCHASER to apply for and obtain the necessary Land Use Approvals and agrees to cooperate in any such applications and the approval process and to execute without delay any and all required documentation necessary to make application for Land Use Approvals for the Project. 9.6 Occupancy. The Property shall be conveyed to PURCHASER at Closing subject only to the Leases (hereinafter defined) and any additional leases entered into with PURCHASER's consent pursuant to Section 23.13, 9.7 Estoppels. SELLER shall have delivered an estoppel certificate from each of the tenants under the Leases, dated not more than thirty (30) days prior to the Closing Date, in the form attached hereto as Exhibit "C" Schedule 9.7, which shall be delivered to PURCHASER at least five (5) days prior to the Closing Date. 9.8 Service Contracts. At Closing, SELLER shall terminate all service and management contracts relating to the Property at SELLER's sole cost and expense, unless PURCHASER elects to assume any of such contracts, in PURCHASER's sole and absolute discretion. 9.9 Permits and Code Violations. SELLER shall have closed out all open or expired permits and cured any code violations applicable to the Property prior to the Closing Date. For the avoidance of doubt, any legal, non -conforming use, structure, or site condition approved by the City of Boynton Beach shall not be deemed to be code violation. If any condition precedent set forth in the foregoing Section 9 hereof is not satisfied as of the Closing Date (or within the time frame specifically set forth in such clause), and PURCHASER elects, in PURCHASER's sole and absolute discretion, not to waive such condition precedent, then PURCHASER shall have the right to terminate this Agreement by written notice to SELLER, in which event the Deposit shall be returned to PURCHASER and this Agreement shall be null and void and neither party shall have any further rights or obligations under this Agreement except those which expressly survive termination. SELLER shall use good faith efforts to satisfy the Conditions to Closing that are within the control of SELLER. 10. 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: 10.1 Deed and Authorizin Resolutions. SELLER shall furnish a Special Warranty Deed (the "Deed"), meeting all requirements of this Agreement, conveying to PURCHASER valid, 01671768-3 5 12 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. 10.2 SELLER's Affidavits. SELLER shall furnish to Title Company and the PURCHASER an owner's affidavit acceptable to the Title Company 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 - for' . n affidavit with res*,ect to the Pro�cer%r. In the ev_41f0.EUnWW�,%"IM*J #Z IM41tv", referenced above, the same shall be deemed an uncured Title Objection. 10.3 glosing Statement. A closing statement setting forth the Purchase Price, all credits adjustments and rorations between PURCHASER and SELLE_ I execute and deliver at Closing. I. Corrective Documents. Documentation required to clear title to the ",roperty of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 10.5 An Assignment and Assumption of Leases, Security Deposits and Service Contracts in the form attached hereto as Exhibit "D" Schedule 10.5. 10.6 ALLn& .gown Certificate. A "bring -down" certificate executed by SELLER Date, in the form attached hereto as Exhibit "E" Schedule 10.6. 10.7 Leases and Service Contracts. Originals, or, if unavailable, copies, of the Leases (together with all tenant files, tenant ledgers and records) and assigned and assumed Service Contracts then in effect at the Property. 10.8 Miscellaneous. Any keys, access cards, combinations and pass codes to any locks and security systems on the Property over which SELLER has control shall be left by SELLER at the Property upon Closing. All correspondence and documents in SELLER's possession or control relating to the Leases and the operation of the Property shall be left by SELLER at the Property upon Closing; 10.9 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. 01671768-3 6 13 11. PRORATIONS CLOSING COSTS AND CLOSING PROCEDURES. 11.1 Prorations. Taxes and assessments, if any, for the Property shall be prorated as of the day before Closing. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. If Closing occurs at a date when the current year's millage is not fixed and current year's assessment is available, taxes will be prorated based upon such assessment and prior year's millage. If current year's assessment is not available, then taxes will be prorated on prior year's tax. A tax proration based on an estimate shall, at request of either party, be readjusted upon receipt of tax bill which discloses an actual difference in the amount of the taxes estimated at Closing that exceeds $1,000.00. 11.2 Proration of Rents. The rent payable by tenants under the Leases shall be prorated as of the day before Closing; provided, however, that rent and all other sums which are due and payable to SELLER by any tenant but uncollected as of the Closing (collectively, the "Delinquent Amounts") shall not be adjusted. At Closing, SELLER shall deliver to PURCHASER a schedule of all such Delinquent Amounts. Any Delinquent Amounts received by SELLER after Closing that are attributable to the period after the Closing Date shall be promptly paid over to PURCHASER. 11.3 Proration of Utilities. Water, electric, and all other utility and fuel charges shall be prorated as of the day before Closing (to the extent possible, utility prorations will be handled by meter readings on the day immediately preceding the Closing Date). 11.4 Pre aid Rents and Securit De osits. At Closing, SELLER shall credit to PURCHASER the amount of any unapplied security deposits or prepaid rents under the Leases. 11.5 Closing Costs. SELLER shall pay for the documentary stamps on the Deed, the cost of the Owner's Policy of Title Insurance, the cost of satisfying any liens which SELLER is obligated to satisfy, the cost of recording the Deed and any cost associated with curing title. PURCHASER shall pay for all endorsements to the Owner's Policy of Title Insurance (including, without limitation, premiums for any loan policy or endorsements thereto required by PURCHASER's lender for the construction or development of the Project (the "Lender"), if any), and the cost of any documentary stamp or intangible tax in connection with PURCHASER's financing. Each party shall be responsible for their respective attorneys' fees. 11.6 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. 01671768-3 7 14 11.7 ExistingMort a es and Other Liens, At Closing, SELLER shall obtain, or cause to be obtained, satisfaction or release of record of all mortgages, liens and judgments applicable to and encumbering the Property. 12. REPRESENTATIONS COVENANTS AND WARRANTIES. SELLER hereby represents, covenants and warrants to PURCHASER, as of the Effective Date and as of the Closing Date, as follows: 12.1 Authority. The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 12.2 Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free and clear of all liens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). 12.3 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. 12.4 Parties in Possession. Except for the Tenants listed on the rent roll attached hereto as Exhibit "F", there are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 12.5 Acts Affectin Pro ert . Except as required by law or as necessary to address Tenant needs, 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. 12.6 Leases. SELLER has delivered to PURCHASER true, correct and complete copies of all the Leases. To SELLER's knowledge: (i) each Lease is in full force and effect; (ii) neither landlord nor tenant are in default under the Leases and no event has occurred or failed to occur which, with the passage of time or giving of notice or both, would constitute a default under any such Lease; (iii) no tenant has paid any rent for more than one month in advance and (iv) no tenant is entitled to any free rent, abatement of rent or similar concession. 01671768-3 8 15 12.7 Violations. The Property is not in violation of any building, fire or health code or any other statute, law, ordinance or code applicable to the Property. There are no: (i) existing or pending improvement liens affecting the Property; (ii) existing, pending or threatened zoning, building or other moratoria, downzoning petitions, proceedings, restrictive allocations or similar matters that could have a material adverse effect on the use and value of the Property. 12.8 Employees. There are no employees of SELLER employed in connection with the Property whom PURCHASER would be obligated to retain or compensate after the Closing Date. 13. DEFAULT. 13.1 PURCHASER'S Default. In the event that this transaction fails to close due to a wrongful refusal to close or a material 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. 13.2 SELLER'S Default. In the event that SELLER fails to fully and timely perform any of its obligations and covenants hereunder or if SELLER is in breach of any representations herein or is otherwise default under this Agreement, which default has not been cured as provided for herein, PURCHASER may, at its option (i) declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit, and thereafter neither party shall have any further rights hereunder, (ii) seek specific performance of this Agreement; or (iii) waive SELLER's default and proceed to Closing. 13.3 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 thirty (30) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to close, the cure period shall only be three (3) business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non -defaulting Party may exercise the remedies described herein. 14. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery to the following addresses: 01671768-3 9 16 If to SELLER: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Kenneth Dodge, Esquire Lewis, Longman & Walker, P.A. 360 S. Rosemary Ave, Suite 1100 West Palm Beach, Florida 33401 If to PURCHASER: BB QOZ, LLC Attention: Jeff Burns & Nicholas Rojo 613 NW 31d Ave., Ste. 104 Fort Lauderdale, Florida 33311 With a copy to: Kapp Morrison LLP Attention: Lance M. Aker, Esq. 7900 Glades Road, Ste 550 Boca Raton, Florida 33434 15. BINDING OBLIGATION ASSIGNMENT. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of, the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER, in PURCHASER's sole and absolute discretion. It is understood, however, that SELLER may assign its interest to the City of Boynton Beach without the prior written consent of PURCHASER, provided that the City of Boynton Beach acknowledges in the document assigning this Agreement that it shall be obligated to close the transaction contemplated herein and comply with apply with all Sections of this Agreement as if the City of Boynton Beach were the original party to this Agreement. This Agreement may be assigned, without the prior written consent of SELLER, by PURCHASER to an entity that is managed by PURCHASER's key principals, Jeff Burns and Nicholas Rojo, and thereafter PURCHASER'S assignee shall be obligated to close the transaction contemplated herein and comply with all Sections of this Agreement 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. Notwithstanding the foregoing, in the event PURCHASER's Lender takes possession of or becomes the record owner of the Property, this Agreement shall be automatically assigned to such Lender upon receipt by the SELLER of written notice by such Lender that it desires, in Lender's sole and absolute discretion, to be assigned this Agreement and to assume all of the rights and obligations of the PURCHASER under this Agreement. The notice must be received within ninety (90) days of such Lender taking possession of or becoming the record owner of the Property, 01671768-3 10 17 16. 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, except as specifically provided herein, or PURCHASER may accept the Property without any reduction in the value of the Property. In the Authority which shall relate to the proposed taking of any portion of the Property by eminent domain r)rior to Closi-ta. or i -i t�,e evpw+-g�i � -21 -- ... 11NIUM41901M 0 P701111111ILim W1.11 =0101H] "wilifela t.41 1W-r1VA-. 2 t Z WkN 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 rig 2X such taking to PURCHASER. 17. BROKER FEES '. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend and hold harmless the other Parto from a jlainst m�TAnwr*0t19F-*-, W*m&-f;k, damages, costs or expenses (including, without limitation, attorneys fees) of any kind or character arisin5, out of or �-jt to have been made by either Party or on its behalf with any broker or finder in connection with this Agreement. Notwithstanding the foregoing, SELLER'S indemnification obligations shall not exceed the amount of 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. 18. ENVIRONMENTAL CONDITIONS. To the best of SELLER'S knowledge, the Property laws, ordinances, regulations, licenses, permits and authorizations, including, without limitation, ?pplicable zoning and environmental laws and regulations. 19. EXISTING OBLIGATIONS. PURCHASER shall assume the rights and make best efforts to perform all obligations of the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY described in Section 21 of the Purchase and Sale Agreement between the SELLER and 500 Ocean Properties, LLC, attached hereto as Exhibit "G." 01671768-3 11 18 20.1. At Closing, the following leases, to the extent such leases remain in effect, shall be assigned in their entirety to PURCHASER (the "Leases"): • Freddie Brinley - 517 % E. Ocean Avenue, Apt. 5 • Harvey E. Oyer, Jr., Inc. d/b/a Oyer Macoviak and Associates - 511 E. Ocean Avenue • Cafe Barista, Inc. d/b/a Hurricane Alley - 527, 529 & 531 E. Ocean Avenue • Florida Technical Consultants, LLC - 533 E. Ocean Avenue, Suites 2 & 3 20.2. PURCHASER acknowledges that a current tenant of the Property is Hurricane Alley ("HA Tenant"). PURCHASER shall use reasonable efforts to relocate HA Tenant to the Project and shall use reasonable efforts to work with HA Tenant to phase construction activities of the Project in order to minimize, to the extent practicable, the timeframe between demolition of the HA Tenant's current premises and construction and delivery of HA Tenant's new premises within the Project. 21. DEVELOPMENT DEADLINES. The following events must occur and be documented in writing and provided to the SELLER upon completion of each action (collectively the "Project Deadlines"). At all times after the Effective Date, SELLER shall cooperate with PURCHASER using good faith and due diligence to facilitate and expedite PURCHASER's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. PURCHASER's obligations under this Section shall survive Closing. 01671768-3 21.1 Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of PURCHASER to comply with the requirements of this Section. PURCHASER may extend the deadline for submission of application to the City far site plan approval by no more than sixty (60) days, subject to prior, written approval of the SELLER at SELLER's sole and reasonable discretion. 21.2 PURCHASER shall diligently and continuously pursue site plan approval and all other required Land Use Approvals until the same are issued. Notwithstanding the provisions of Section 13.3, PURCHASER shall have sixty (60) days to cure after receipt of notice of default of this Section 21.2. 12 19 01671768-3 21.3 PURCHASER shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred twenty (120) days of obtaining formal site plan approval from the City. 21.4 PURCHASER shall provide SELLER with updates on the process of obtaining financing for the Project, together with reasonable documentation, upon SELLER's request therefor. No later than Closing, PURCHASER shall provide adequate proof of Financial Closing (defined below), including verifiable binding documentation, to the SELLER. 21.5 Commencement of Construction shall occur within two (2) years of the Closing Date pursuant to the terms of this Agreement. Notwithstanding anything to the contrary herein, PURCHASER may extend the deadline for Commencement of Construction by one (1) period of twelve (12) months, subject to receipt of written approval from SELLER, which approval shall not be unreasonably withheld, conditioned or delayed provided PURCHASER is using good faith efforts and due diligence to achieve Commencement of Construction. "Commencement of Construction " mean the date when both of the following have occurred: (i) PURCHASER has provided adequate proof of a financial closing, and (ii) PURCHASER has actually begun construction activities, including demolition, site clearing, excavation, and/or utility relocation consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. For purposes of this Agreement, a "Financial Closing" means the date on which all financial agreements and loan documents for the financing of the Project through completion have been executed and all required conditions contained in such financial agreements and loan documents for the commencement of funding have been satisfied, as determined by the Lender and PURCHASER. 21.6 PURCHASER shall ensure that the groundbreaking ceremony will occur prior to or simultaneously with the Commencement of Construction. 21.7 Completion of Construction, defined as receiving a temporary certificate of occupancy, within thirty-six (36) months of Commencement of Construction; provided, however, PURCHASER shall have the right to extend the deadline for Completion of Construction for one (1) period of twelve (12) months subject to receipt of written approval from the SELLER, which approval shall not be unreasonably withheld, conditioned or delayed, provided PURCHASER is using good faith efforts and due diligence to achieve Completion of Construction. After receipt of a temporary certificate of occupancy, PURCHASER shall use good faith efforts and due diligence to obtain a final certificate of occupancy in an expeditious manner. PURCHASER shall obtain a certificate of occupancy for the Project no later than 9.5 years after the Effective Date. 21.8 PURCHASER shall ensure that a ribbon cutting ceremony will occur prior to occupancy of the residential portion of the Project. 13 20 21.9 PURCHASER, upon thirty (30) days prior notice from SELLER, shall make a presentation to SELLER at a regularly scheduled meeting of the SELLER's Board meetings, or at such other meeting as the parties may agree, no less than annually, beginning at one (1) year after the Effective Date and ceasing after the presentation following Completion of Construction. In addition, PURCHASER shall provide a written report once every three months, which shall be presented to the SELLER's Board (with or without PURCHASER'S participation) at the next regularly scheduled public meeting. Such presentation and written reports shall include photographs and an update on the progress of obtaining Land Use Approvals, status of construction, compliance with any deadlines, terms, and provisions of this Agreement, and such other information reasonably requested by the SELLER to determine compliance with this Agreement. PURCHASER agrees to promptly reply to any inquiries of the SELLER's Board concerning the progress of the Project. 22. IntentionalIv Deleted. 22.1 Reverter Clause. The Special Warranty Deed shall contain a reverter clause (the "Reverter Clause") that shall run with the Property from the Closing Date until Completion of Construction, at which point the Reverter Clause shall automatically terminate. SELLER shall have the right to exercise its right of reverter if construction does not occur pursuant to the deadlines set forth in Sections 21.3, 21.5, and 21.7 hereof, including all subsections thereto. Notwithstanding the provisions of Section 13.3, in the event SELLER expresses intent to exercise the right of reverter based on PURCHASER's default for failure to comply with the provisions of Section 21.3, SELLER shall first notify PURCHASER of SELLER'S intent to exercise the right of reverter, and SELLER shall have sixty (60) days from delivery of the notice during which to cure the default and provide evidence of same to SELLER. In the event the SELLER exercises its right of reverter, SELLER shall pay to PURCHASER; (i) the Purchase Price of the property as set forth in Section 2 of this Agreement; and (ii) the amount of all verifiable out-of-pocket predevelopment and development costs incurred by PURCHASER between the first Land Use Approval and the time of default in connection with the Project, which shall be evidenced by bank statements, invoices and other documentation reasonably requested by SELLER, to the extent that the costs associated with those improvements have not been recaptured by the PURCHASER. To carry out the terms of this Section, PURCHASER shall execute a reverter agreement in the form set forth on Exhibit "H." In the event PURCHASER enters into a loan with a Lender, the SELLER shall enter into a subordination agreement to subordinate the Reverter Agreement and the rights of reverter in this Agreement to the lien(s) and security interest(s) of Lender in a form and substance satisfactory to such Lender and determined to be satisfactory by the SELLER, which determination shall not be unreasonably withheld. Upon the Completion of Construction, the SELLER agrees to promptly issue a recordable letter acknowledging the release of the reverter rights described herein. On or prior to Closing, PURCHASER shall execute an assignment of proceeds to the benefit of the SELLER (the "Assignment of Proceeds"), which Assignment of Proceeds shall provide that if PURCHASER does not achieve Completion of Construction and Lender forecloses on the Project, then PURCHASER shall assign to SELLER the proceeds it receives 01671768-3 14 21 from Lender up to an amount equal to the greater of the fair market value of the land value of the Property only (i.e. determined as if the Property was unimproved) as of the date of the foreclosure and the fair market value of the land as of the Effective Date. If the SELLER and PURCHASER cannot agree upon the fair market value as of either or both dates described above (either of which may be referred to as a "Fair Market Value" in this Section), each of SELLER and PURCHASER shall hire an MAI -certified appraiser with a minimum of ten (10) years' experience appraising vacant land in the Boynton Beach, Florida area (an "Independent Appraiser"). Each Independent Appraiser shall submit its determination of the Fair Market Value within sixty (60) days after being engaged by SELLER and PURCHASER. If the Fair Market Values of the two Independent Appraisers are within five percent (5%) of the same value, then the average of the values shown on the two appraisals shall be determinative as the Fair Market Value. If the two appraisals are not within five percent (5%) of the same value, then the two Independent Appraisers shall select a third Independent Appraiser which shall be instructed to determine the Fair Market Value; provided, that the third Independent Appraiser shall also be directed to determine a Fair Market Value that shall not be greater than the higher nor less than the lower of the Fair Market Values determined by the first two Independent Appraisers. Within fifteen (15) days after its appointment, the third Independent Appraiser shall submit its determination of the Fair Market Value, and such Fair Market Value shall be determinative. The Assignment of Proceeds shall automatically terminate as of the Completion of Construction. 23. MISCELLANEOUS. 23.1 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. 23.2 Com utation 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 observed by the City of Boynton Beach 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. 01671768-3 15 22 23.3 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 Section shall survive termination of this Agreement and the Closing. 23.4 Construction of A reement. 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. 23.5 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. 23.6 Intentionally Deleted. 23.7 Waiver of Ju 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. 23.8 Attorne s 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. However, SELLER's obligation under this section shall not exceed the amount of the statutory limits provided within Section 768.28, Florida Statutes, and nothing in this Agreement shall be deemed a waiver of SELLER's sovereign immunity rights. 23.9 BindineAuthoritv. 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. 23.10 No Recording,. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 01671768-3 16 23 23.11 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. 23.12 PURCHASER Attorne s' 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. 23.13 O eration of Propert . From and after the Effective Date: (i) SELLER shall own, operate, manage and maintain the Property in its ordinary course of business consistent with past practices and shall not sell, further pledge, or otherwise transfer or dispose of all or any part of any Property; (ii) SELLER shall maintain in full force and effect property insurance on the Property in amounts currently maintained by SELLER; and (iii) SELLER shall not enter into any new Leases or amend same that would remain in effect beyond Closing without PURCHASER's prior written consent. Additionally, SELLER shall, from and after the Effective Date, deliver to PURCHASER promptly after receipt thereof copies of (i) all written notices to SELLER from tenants, (ii) all written notices to tenants from SELLER, (iii) any notice of violation issued by any governmental authority with respect to SELLER or the Property, (iv) any notice relating to any claim of litigation or threatened litigation with respect to SELLER or the Property, (v) notice of the commencement or threat of any condemnation, eminent domain or similar proceedings with respect to or affecting the Property. 23.14 Force Majeure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party (Events of Force Majeure), including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandemics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein are subject to Force Majeure. PURCHASER shall notify SELLER within 90 days of the onset of the Event of Force Majeure if PURCHASER intends to invoke this Section of the Agreement; otherwise, PURCHASER's rights under this Section shall be deemed waived for that Event of Force Majeure. 23.15 Public Records. SELLER is a public agency subject to Chapter 119, Florida Statutes. The PURCHASER shall comply with Florida's Public Records Law. Specifically, the PURCHASER shall: a. Keep and maintain public records that ordinarily and necessarily would be required by the SELLER in connection with this Agreement; 01671768-3 17 24 b. Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in Chapter 119, Fla. Stat., or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and d. Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt. All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. IF PURCHASER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO PURCHASER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUM@bbfl.us. SELLER shall, upon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. 01671768-3 Signatures on following page. The remainder of this page was intentionally left blank. 18 25 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: SELLER: BB QOZ, LLC BOYNTON BEACH COMMUNITY �Y e REDEVELOPMENT AGE Printed Na . T P Printed Name: t����� enser a Y g Title..�.........��..._._�.............�........_._.......�.w..... Date: Title: Chair Date: '� �" Z 2 -- WITNESS: WIT'S: ..JL h Printed Name: P i ed Approved as to form and legal sufficiency: G —_....._. CRA Attorney 01611766-3 19 26 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "A" LEGAL DESCRIPTION PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel #: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 4th St., Boynton Beach, FL Parcel#: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23, Parcel 3: Physical Address: NE 11t Ave., Boynton Beach, FL Parcel #: 08434528030010100 Lots 10,11 and West % of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel #: 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5" of Lots 5 and 7, and the West 5' of Lot 7, and existing right- of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01671768-3 We 27 01671768-3 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 21 28 01671768-3 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "B" Tax Increment Revenue Funding Agreement 22 29 TAX INCREMENT REVENUE FUNDING AGREEMENT This Tax Increment Revenue Funding Agreement (hereinafter "Agreement") entered into as of the day of 2022, by and between: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes, (hereinafter the "CRA"), with a business address of 100 East Ocean Avenue, Or' floor, Boynton Beach, Florida 33435, and BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, and its successors or assigns (hereinafter, the "Developer"; the Developer and the CRA are collectively referred to herein as the "Parties"). RECITALS WHEREAS, Developer submitted a proposal, a copy of which is attached here to as Exhibit "A," (the "Proposal") in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed -Use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, incorporated herein by reference, which proposal was accepted by the CRA Board on November 30, 2021; and WHEREAS, the CRA has determined that the Project, as defined herein, furthers the Boynton Beach Community Redevelopment Plan; and WHEREAS, Developer has the knowledge, ability, skill, and resources to effectuate the construction and development of the Project; and WHEREAS, the CRA has determined that a public-private partnership in which the CRA provides Tax Increment Revenue Funding for the Project will further the goals and objectives of the Boynton Beach Community Redevelopment Plan; NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both Parties hereby acknowledge, the Parties agree as follows: Section 1. Incor oration. The recitals above and all other information above are hereby incorporated herein as if fully set forth. Section 2. Definitions. As used in this Agreement, the following terms shall have the following meanings, which shall apply to words in both the singular and plural forms of such words: 01649149-7 1 30 2.1. Adequate Proof of Financial Closing shall consist of verifiable binding documentation for the Project necessary to evidence that financing has been obtained for the construction of the Project through completion. 2.2. Area Median Income ("AMI") shall mean the City of Boynton Beach Area Median Income, as set forth and published each year by the City of Boynton Beach, unless required by the Lender to mean Palm Beach County Area Median Income, as set forth and published each year by the Department of Housing and Urban Development. If the Lender does not make a determination, the Developer shall use the City of Boynton Beach Area Median Income, provided that: (a) the City publishes AMI levels on a regular (annual) basis, (b) the AMI levels are made readily available to the general public, and (c) the City utilizes the same calculation methodology as does the Department of Housing & Urban Development. 2.3. 'Base Year" for determining Tax Increment Revenue from the Project shall be the year prior to Commencement of Construction (hereinafter defined). 2.4. "City" means the City of Boynton Beach, Florida. 2.5. "Commencement of Construction" or "Construction Commencement" means the date when both of the following have occurred: (i) Developer has provided Adequate Proof of Financial Closing, and (ii) Developer has actually begun construction activities (including demolition, site clearing, excavation, and/or utility relocation) consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. 2.6. "Completion of Construction" shall mean the date for which the Project is substantially complete and the Temporary Certificate of Occupancy has been issued by the appropriate governing authority. 2.7. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.8. "Financial Closing" The date on which all agreements and loan documents for the financing of the Project have been executed and all required conditions contained in such agreements and loan documents for the commencement of funding have been satisfied, as determined by Lender and Developer. 2.9. "Land Use Approvals" shall mean all required site plan, zoning, platting/replatting approvals from the City of Boynton Beach necessary to procure building permits to construct the Project on the Property. 2.10. "Lender" shall mean the lender selected by the Developer to provide a mortgage loan that is secured by all or any part of the Project. 01649149-7 lA 31 2.11. "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit "B," hereto. 2.12. "Purchase Agreement" means that certain Purchase and Development Agreement by and between the CRA, as seller, and Developer, as purchaser, dated of even date herewith. 2.13. "Tax Increment Revenue" means the amount deposited in the Redevelopment Trust Fund for the Boynton Beach Community Redevelopment Area, pursuant to Florida Statutes, Section 163.387, that is attributable to the Project. Section 3. Develo er's Obli ations and Covenants. 3.1 Construction of the Project. Developer shall construct a mixed-use, transit - oriented development containing a mixed -income workforce housing rental apartment building with restaurant, retail space, and office space, including public parking that incorporates public pedestrian connectivity, consistent with the Proposal (hereinafter the "Project"). In the event of a conflict between the Proposal and this Agreement, this Agreement shall control. The Project will include the Required Elements set forth below and be built consistent in all material respects with the Conceptual Site Plan attached hereto as Exhibit "C" except as revised pursuant to this Paragraph. The Conceptual Site Plan may be revised by Developer from time to time without the consent of the CRA, provided, however, that any change to the Conceptual Site Plan that would result in a change to any of the Required Elements (hereinafter defined) shall require the approval of the CRA, which approval shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, the Developer may increase the units or commercial or residential square footage without the consent of the CRA. 3.2 Development Deadlines. The following events must be completed as set forth herein and evidence of same shall be provided to the CRA upon completion of each event (collectively the "Project Deadlines"). At all times after the Effective Date, the CRA shall cooperate with Developer using good faith and due diligence to facilitate and expedite Developer's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. 01649149-7 3.2.1. Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this Section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of Developer to comply with the requirements of this Section. Developer may extend the deadline for submission of application to the City for site plan approval by no more than 3 32 sixty (60) days, subject to prior, written approval of the CRA at the CRA's sole and reasonable discretion. 3.2.2 Developer shall diligently and continuously pursue site plan approval and all other required Land Use Approvals until the same are issued. 3.2.3 Developer shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred twenty (120) days of obtaining formal site plan approval from the City. 3.2.4 Developer shall provide the CRA with updates on the process of obtaining financing for the Project, together with reasonable documentation, upon the CRA's request therefor. No later than the Closing Date (as defined in the Purchase Agreement), Developer shall provide Adequate Proof of Financial Closing to the CRA. 3.2.5 Commencement of Construction within two (2) years of the Closing Date pursuant to the terms of the Purchase Agreement. Notwithstanding anything to the contrary herein, Developer may extend the deadline for Construction Commencement by one (1) period of twelve (12) months, subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, conditioned or delayed provided Developer is using good faith efforts and due diligence to achieve Commencement of Construction. 3.2.6 Developer shall ensure that the groundbreaking ceremony will occur prior to or simultaneously with the Commencement of Construction. 3.2.7 Completion of Construction within thirty-six (36) months of Commencement of Construction; provided, however, Developer shall have the right to extend the deadline for Completion of Construction for one (1) period of twelve (12) months subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, condition or delayed provided Developer is using good faith efforts and due diligence to achieve Completion of Construction. After receipt of a temporary certificate of occupancy, Developer shall use good faith efforts and due diligence to obtain a final certificate of occupancy in an expeditious manner. Developer shall obtain a certificate of occupancy for the Project no later than 9.5 years after the Effective Date. 3.2.8 Developer shall ensure that a ribbon cutting ceremony will occur prior to occupancy of the residential portion of the Project. 3.3 Required Project Elements. The Project must include all of the following elements (the "Required Elements"). 01649149-7 4 33 3.3.1 A rental apartment building including a minimum of 236 rental units MOIRMNIMIM 3.3.1.1 The units shall be rented in accordance with the following ratio (regardless of how many units are constructed) (the "Affordability Requirements"): • Tier One: 3.8% of the total rental units to tenants that earn up to 80% of the AMI; • Tier Two: 23.1% of the total rental units to tenants that earn up to 100% of the AMI; • Tier Three: 23.1% of the total rental units to tenants that earn up to 120% of the AMI; and • Tier Four: the remaining total rental units shall be unrestricted. • Tier One, Tier Two, and Tier Three units shall be the Restricted Units. If necessary, and if consented to by Developer in Developer's sole and absolute discretion, the total rental units and Affordability Requirements may be adjusted as may be required in order to meet the minimum code requirements of the City of Boynton Beach's Workforce Housing Program, provided that at no time shall the sum of Tier One, Tier Two and Tier Three units be less than 50% of the total rental units. The units shall be rented to tenants in compliance with fair housing laws. Developer shall not segregate units based on income levels, When not in contravention of such laws, Developer will not designate all affordable unit to be in the same Tier and will attempt to designate a variety of unit types as affordable units. 3.3.1.2 On the date of the Financial Closing, the Developer will record a Restrictive Covenant containing the Affordability Requirements (the "Restrictive Covenant"), which shall remain in effect for the Restricted Units for a period of 15 years following Completion of Construction (the "Initial Affordability Term"). At the conclusion the Initial Affordability Term, units to 30% of the total rental units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) for an additional 15 -year period (30 years total following Completion of Construction). The Restrictive Covenant shall also provide that 10% of the Restricted Units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) shall remain subject to the Affordability Requirements in perpetuity. The Restrictive Covenant shall be in a form approved by the CRA and Letcler. 01649149-7 5 34 3.3.2 A minimum of 16,800 square feet of commercial space (e.g. restaurant, retail and office). 3.3.3 A minimum of 150 public parking spaces in addition to the parking spaces Developer reasonably calculates Developer will require for the commercial and residential portions for the Project, which shall be located in a parking garage to be constructed by Developer and which shall remain open to the public in perpetuity pursuant to a lease agreement to be executed between the Parties, (the "CRA Spaces"), in a form substantially similar to the lease attached hereto as Exhibit "D." Although the CRA Spaces are separate from the parking spaces that are designated for the residential and commercial uses, and shall not be designated by Developer for association with the residential or commercial uses, the CRA Spaces shall be included in the calculation of determining the total number of parking spaces required for compliance of the residential and commercial uses with the minimum code requirements of the City of Boynton Beach. Section 4. Public Benefits. Developer shall comply with the following Requirements. 4.1. Job Fairs, and Apprenticeship. Prior to and/or during the construction of the Project, Developer shall use commercially reasonable efforts to: • Host two (2) job fairs, between Commencement of Construction and Completion of Construction, at a venue within the City of Boynton Beach; • Participate in job fairs within 15 miles of the City when notified of such job fairs by CareerSource Palm Beach County or such other entity as the CRA may designate from time to time; • Include requirements in all contracts with contractors that the contractors use commercially reasonable efforts to participate in an apprenticeship program; and • Provide documentation evidencing satisfaction of these requirements upon request by the CRA and as part of the Annual Performance Report (hereinafter defined). 4.2. Green Building. Developer will achieve a minimum National Green Building Standards (NGBS) Bronze certification for the residential building. Evidence of the NBGS Bronze certification shall be submitted to the CRA within twelve (12) months following Completion of Construction. Developer will analyze the feasibility of using the chilled water services offered by the District Energy Facility located in the Town Square complex. 4.3 Green Wall. Developer shall use commercially reasonably efforts to incorporate a green wall into the wall of the parking garage associated with the Project consistent with City code. 01649149-7 6 35 4.4 Electric Vehicle Charging Stations. Developer shall install provisions t* to install additional electric vehicle charging stations in up to 15 of the other CRA Spaces, the specific number and location of spaces to receive such conduit to be mutually agreed to by the Parties prior to finalization of construction plans for the parking associated with the Project. 5.1 Annual Performance Report. Commencing upon the Effective Date, Developer shall annually provide the CRA with an Annual Performance Report for the Project certifying Developer's compliance with the requirements of this Agreement and the Purchase and Development Agreement and, as applicable upon Completion of Construction, evidencing that Developer has paid all property taxes for the Property for the preceding year. Such report must W,e SLI all requirements for the Annual Performance Report contained in this Agreement. Further, Developer shall, at any time requested by the CRA but not less than once per calendar year, ;!ppear before the CRA Board and provide any information requested regarding the Project. 5.2 The following are conditions precedent to the CRA's annual disbursal of Tax Increment Revenue pursuant to this Agreement: 01649149-7 Developer must have timely provided its Annual Performance Report, providing evidence of compliance with the requirements of this Agreement and evidencing that Developer has paid all property taxes for the preceding year; and 5.2.2 A finding by the CRA Board that the Annual Performance Report submitted by Developer is consistent with the requirements of this Agreement, which finding shall not be unreasonably withheld, conditioned or delayed; and M MGM 5.2.4 Developer is not in material default beyond any applicable notice and cure period under any terms or provisions of this Agreement. Developer shall not be entitled MPMEA 177FIWWJJ any applicable notice and cure period under the terms of this Agreement and has failed to sufficiently cure the default as provided for herein after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Tax Increment VA 36 Revenue during any period of default by the Developer, provided that, once a default is cured, Developer shall receive its Tax Increment Revenue for the remainder of the TIR Term, provided Developer is not in default under this Agreement. Section 6. Tax Increment Revenue. 6.1 Formula and Term. 6.1.1 The CRA hereby agrees to pledge and assign to Developer pursuant to the terms of this Agreement, an annual amount which equals ninety-five percent (95%) of the Tax Increment Revenue, for a fifteen (15) year term, not to exceed a total of seven million dollars ($7,000,000.00) ("TIR Cap"), commencing on the last day of the year that all of the following conditions are met ("TIR Term"): A. The Developer has achieved Completion of Construction; B. All elements of the Project have been placed on the Tax Roll; C. The CRA has received Tax Increment Revenue from the Project; D. The Annual Performance Report is received and found to be sufficient by the CRA, which finding shall not be unreasonably withheld, conditioned or delayed; and E. Developer is not in default under this Agreement. Provided the above conditions precedent are satisfied, the CRA shall disburse the Tax Increment Revenue to the Developer as soon as practicable after the CRA receives the Tax Increment Revenue. 6.2 No Prior Pledge of Tax Increment Revenues. The CRA warrants and represents that the Tax Increment Revenue are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by term of this Agreement. 6.3 Form of Payment. Payment of the Tax Increment Revenue shall be in the form of a CRA check made payable to the Developer. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Developer, either wholly or in part, and no payment shall be construed to relieve Developer of obligations under this Agreement or to be an acceptance of faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or 01649149-7 K 37 by recognized overnight courier or sent by certified mail, postage prepaid, return receipt requested. The use of electronic communication is not considered as providing proper notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Tara W. Duhy, Esq. Lewis, Longman & Walker, P.A. 360 S. Rosemary Ave Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: BB QOZ, LLC Attention: Jeff Burns & Nicholas Rojo 613 NW 3rd Ave., Ste. 104 Fort Lauderdale, Florida 33311 With a copy to: Lance M. Aker, Esq. Kapp Morrison LLP 7900 Glades Road, Ste 550 Boca Raton, Florida 33434 Section 8. Default. The failure of Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If Developer fails to cure the default within thirty (30) days of notice from the CRA, the CRA may withhold payment of Tax Increment Revenue to Developer due for such calendar year; provided, however, if such default takes longer than thirty (30) days to cure, such cure period shall be extended until the Developer cures such default provided that the Developer is using good faith efforts to effectuate such cure in a diligent manner and such cure can be completed within the same calendar year. A default under this Agreement shall not terminate this Agreement, but payments of the Tax Increment Revenue to Developer shall not re -commence until such default is cured. 01649149-7 E 38 Section 9. Termination. This Agreement shall automatically terminate: 1) upon the last disbursement of Tax Increment Revenue due to Developer pursuant to the terms of this Agreement; 2) upon the expiration of the 15 -year TIR Term, or 3) if Developer fails to Commence Construction or Complete Construction of the Project as required herein (unless such time period is extended by the CRA or this Agreement is assigned to Lender pursuant to the terms of this Agreement). Section 10. Miscellaneous Provisions. 10.1. Waiver. The CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to the development of the Project, whether such damage or injury occurs before, during, or after the construction of the Project or the term of this Agreement, except if caused by the gross negligence or willful misconduct of the CRA. Except as set forth in the foregoing sentence, Developer hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer. 01649149-7 10.2. Indemnification. Developer shall indemnify, save, and hold harmless the CRA, its agents, and its employeesfrom 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 Developer. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA as set forth in Section 768.28, Florida Statutes. This paragraph shall not be construed to require Developer to indemnify the CRA 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. 10.3. Assignment. This Agreement may only be assigned in its entirety. Prior to Completion of Construction, this Agreement may only be assigned by Developer to an entity that is managed by Developer's key principals, Jeff Burns and Nicholas Rojo, or Lender pursuant to Developer's loan documents with Lender, and provided that any assignee hereto shall specifically assume all of the obligations of the Developer under this Agreement. Such assignment may be made without further consent of the CRA; however, Developer shall provide notice to the CRA within 30 days of such assignment. After Completion of Construction, provided Developer is not in default under this Agreement, this Agreement may be assigned by Developer to any third party with the consent of the CRA, which consent shall not be unreasonably withheld, conditioned, or delayed, provided however, that such assignment shall not be effective unless (a) the Developer delivers written lim 39 01649149-7 notice to the CRA at least thirty (30) days prior to the assignment, (b) the third party assignee demonstrates to the reasonable satisfaction of the CRA that the balance of the Tax Increment Revenue is required to maintain the Affordability Requirements, and (c) the assignee shall specifically assume all of the obligations of the Developer under this Agreement. Notwithstanding the foregoing, in the event Lender takes possession of or becomes the record owner of the Property, this Agreement shall be automatically assigned to Lender upon receipt by the CRA of written notice by Lender that it desires, in Lender's sole and absolute discretion, to be assigned this Agreement and to assume all of the rights and obligations of the Developer under this Agreement. The notice must be received within 90 days of Lender taking possession of or becoming the record owner of the Property. 10.4. Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA or the Developer, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 10.5. No Discrimination. Developer shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 10.6. No Partnership, Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that Developer is an independent contractor and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance under this Agreement. 10.7. Public Records: The CRA is a public agency subject to Chapter 119, Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically, the Developer shall: a. Keep and maintain public records required by the CRA to perform the public services provided for in this Agreement; b. Upon request from the CRA's custodian of public records, provide the CRA with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 11 40 01649149-7 C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if Developer does not transfer the records to the CRA. d. Upon completion of the Agreement, transfer, at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the CRA to perform the service. If Developer transfers all public records to the public agency upon completion of the Agreement, Developer shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon completion of the Agreement, Developer shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. IF DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUTTT@bbfl.us. 10.8. Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 10.9. Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each 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. 12 41 01649149-7 110.10. Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. 10.11. Governing Law, Jurisdiction, and Venue. The terms and provisions of th Agreement shall be governed by, and construed and enforced in accordance wit, the laws of the State of Florida and the United States of America, without rega to conflict of law principles. Venue and jurisdiction shall be Palm Beach Count -I Florida, for all purposes, to which the Parties expressly agree and submit. 10.12. Independent Advice. The Parties declare that the terms of this Agreemem have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 10.13. Severability. If any part of this Agreement is found invalid or unenforceable by any court, such invalidity or unenforceability shall not affect the other parts of the Agreement if the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions of the Parties can continue to be achieved. To that end, this Agreement is declared severable. 0. 14. Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 10.15. Compliance with Laws. In its performance under this Agreement, Developer shall comply with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations enacted as of the Effective Date. 10.16. Survival. The provisions of this Agreement regarding public records, indemnity, parking, Affordability Requirements, and waiver shall survive expiration or termination of this Agreement and remain in full force and effect. 10.17. Minor Modifications. The CRA Executive Director, shall administrative amend this Agreement (without requirement of CRA board approval) as may reasonably required by the Lender, provided that such amendment does n pertain to or impact any material term of this Agreement and is for the purpo of complying with Lender requirements in order to effectuate Financial Closing. el any required amendment by the Lender would have a material effect on the ter and conditions set forth in this Agreement, then such amendment shall requi CRA board approval, not to be unreasonably withheld, conditioned or delayed. F purposes of this paragraph, the term "material term" shall include all terms an s provisions in Sections 3, 4, 5, 6, 8, 9, 10.1, 10.2, 10.3, 10.4, 10.7, 10,16, 10.17, an$ 10.18, (including all subsections thereunder), and any other term reasonab IN 42 01649149-7 deemed material by the CRA Attorney at the time such request for amendment i -2f made. 0. 18. Force Majeure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandernics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein shall be subject to Force Majeure. 10.19. Computation of Time — Any referenced herein to time periods which are not measured in Business Days and that are less than six •:. days shall not •:• Saturdays, Sundays, and legal holidays in the computation thereof. Any period provided for in this Agreement which ends on a Saturday, Sunday, or legal holiday shall extend to 5 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 computation thereof. For purposes of this Agreement, Business Days shall mean Monday through Friday but shall exclude state and federal holidays. "1 11:11 1105!15RIJ151 lilt 0 11 '111 "It 1 101111111111 �1111111'17111131111113M��� 14 43 WITNESS Print Name: BB QOZ, LLC, a F orad . lhnit e(j1„i bility company PrintedName',cwias Title: .......... _. BEFORE UM an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared k N� Naas of BB QOZ, LLC, and acknowledged under oath that he/she has executed the foregoing Ag.7teement as the proper official of BB QOZ, LLC, for the use and purposes mentioneA,hercinl that the instrument is the act and deed of BBs QOZ, LLC. He/she is personally knowno 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 _ day of 3_ ? (, , 2422. My Commission Expires: 5-119 e q Notary 01649149-7 COATES wdW Ttw [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGE] 15 44 WITNESSES Print Name,,., ._ �� ��' ........... ..,m .,......__..... Print Name. STATE OF FLORIDA \ ) 1 COUNTY OF PALM BEACH ) BOYNTON BEACH COMMUNITY REDEVELOPMENT ADEN "Y By:___ a. _. _................. .. Ty Penser , CRA Board Chair ..04r, n:� �mm�ammm m! SS: �r ��'m �rry dp�wyqgry��o : BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, personal...appeared Ty Penserga, as Board Chair of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, 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 act and deed of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she isersonall �,,o.. F or has produced ..... ___ as identification. IN WITNESS F THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this day of ,� _., 2022. My Commission Expires: 01649149-7 Notary `�ti��t,t�i1111 Illll //orf � y •��� i�`ig61 �� 16 bliA State of Florj�fi at Large 45 EXHIBIT "A" PROPOSAL The proposal submitted by BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed-use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, which proposal was accepted by the CRA Board on November 30, 2021, is hereby incorporated herein by reference as if fully set forth. A copy shall be maintained at the offices of the Boynton Beach Community Redevelopment Agency, and upon dissolution of the same, a copy shall be maintained by the City of Boynton Beach. 01649149-7 17 46 EXHIBIT "B" PROPERTY LEGAL DESCRIPTION PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 4th St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 11t Ave., Boynton Beach, FL Parcel #: 08434528030010100 Lots 10, 11 and West Y: of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01649149-7 18 47 Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01649149-7 Lot 12, Block 6, ORIGINALTOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 19 48 01649149-7 EXHIBIT "C" CONCEPTUAL SITE PLAN at 49 50 I t�j„y51/tit , ARNIM, .31 M, 0 51 01649149-7 EXHIBIT "D" DRAFT PARKING LEASE 21 52 TM PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this :,)'dayof 2022, by and between BB QOZ, LLC, a Florida limited liability company, ("LaiLdl �'rdi;J�'I_d nton Beach Communi A, ene BBCRA). a -Dubli aeencv qlL__ i The Boy �; Redevclopmen 9�1 I Mm maLemyntaliffainamparers IRMW - WITNESSETH: '477r, 1, ab-111iffe p-ar7r17rMTtTscn6ea 6y me legal description attached hereto as Exhibit A, (collectively the "Pigperty"); and WHEREAS, the Landlord intends to construct a mixed-use, transit -oriented development containing a mixed -income workforce housing rental apartment building with a minimum of 236 rental units available to various affordabili rpsgii- i j'jifi defined) (the "Pr9ject"); and WHEREAS, Tenant has provided property valued at approximately $5.51 million in exchange for the dedicated parking; and WHEREAS, the Landlord and the Tenant have entered into a Tax Increment Revenue Funding Agreement and Purchase and Development Agreement (other Agreements) wherein the Tenant is providing certain economic development incentives to develop the Project; and WHEREAS, the Tenant recognizes the positive impact that the Project will bring to the City of Boynton Beach including the provision of additional parking facilities; and WHEREAS, the Landlord and Tenant desire to enter this Lease to provide 150 parking spaces located in the Parking Garage, in addition to the parking spaces Landlord reasonably calculates Landlord will require for the commercial and residential portions for the Pr ' for the use -41A the general �!ublic for enhancement of the downtown in furtherance of Tenant's 2016 Community Redevelopment Plan, as set forth below; and WHEREAS, this Lease does not impact or affect City of Boynton Beach Parking Code requirements; however Tenant will not object to Landlord including the Parking Spaces in the calculation uses of the Project with the minimum code requirements of the City of Boynton Beach; and WHEREAS, the Tenant, as the BBCRA, has determined and hereby finds that this Lease promotes economic development in the CRA Area and, as such, is in the best interests of the BBCRA and furthers the 2016 Boynton Beach Community Redevelopment Plan. NOW, THEREFORE, in consideration of the promises and mutual agreements set forth herein, the sufficiency of which is acknowledged by both parties, the Landlord and Tenant covenant and agree as follGws: 016733474 259421v9 53 111111111111111 Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the following described parking spaces (the to be utilized exclusively by Tenant for the F!'ermitted Use (as defined in Section 14 below): -AK-mg spaucs sl to be constructed at NE 4h Street, Boynton Beach, Florida 33435 and NE I't Avenue, Boynton Beach, Florida 33435 (the "Parkin ar in the locations designated as "Parking Spaces" on Exhibit B without the prior written consent of the Tenant, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant take into consideration whether such location change will negatively impact public access and the number of times the location has been changed. Landlord shall provide notice to Tenant at least 14 days prior to the Parking Spaces being relocated, and Landlord shall bear the actual, reasonable and verifiable costs (excluding any Tenant overhead costs), if ang, of relocatin , S-oaces, in I ing an costs associated with moving in _e.1ARftj9 g the Parking , J_� V vehicle chargers, or other similar items. Landlord shall not move Tenant in any manner that will reduce Tenants ability to use parking meters, provide electric vehicle chargers, or other similar items. At no time shall the total Parking Spaces be less than one hundred fifty (150), and Landlord shall use commercially reasonable efforts to keep the Parking Spaces generally contiguous. At no time shall the Parking Spaces be located on anv level hiLyher than level 3 of the Parking Garage. exce2t as may be set forth o t Vie _M�i NEW, areas located only on the floors of the Parking Garage where the Parking Spaces are located, for their with the use of such areas by Landlord or other users of the Parking Garage. The use by Tenant and the eeneral Dublic of the Parkin S*aces shall be suAject to the tgniq vrd c*-gditi*-cs*f JIM an(Gi wi1nouL any a ance notice to Landlord. If Landlord later determines that Landlord's (or other Project tenants') intended use of the parking garage requires additional spaces, Landlord may request to allocate some of the Parking Spaces towards such intended use. Tenant has sole and absolute discretion as to whether to approve or deny such request, in whole or in part, and may place conditions on such use. It is anticipated that in the event Tenant approves I I wf OA f, t :�t[ flif, 16, 1 -11, W *,L*J I U-11 EWA U-1 I rif I I M 1R)MM I W-11 rR I BROJEOR ;I 1$141M7d41UJw 1, , " 't i A WIN M 04 Ww_ W"I "04 FAWInW.-N241rum I M1142 01 -d -i I a ON] ILI TM I V-1 I im Term; Constructµon of Parking11"Definitions. -- Gg�W, (a) The to of this Lease (the "Tenn") shall be twenty-five (25) years, with three (3) automatic 25 -year extensions unless earlier terminated by Tenant pursuant to written notice to Landlord at least 4 weeks prior to termination. The Term shall commence on the date that Landlord and Tenant mutually agree in writing that Tenant (and the public) may begin occupying the Parking Spaces, which date shall not occur before construction of the Parking Garage has been substantially completed (as defined below) and the public may begin accessing the Parking Spaces (the "Lease Commencement Date"). _ ..................................... ___ (b) The Parking Garage shall be constructed by the Landlord in accordance with the permitted set of plans for which a building permit is issued by the appropriate governing authority, which 01673347-4 2 54 plans shall be based upon the Parking Garage Floor Plan attached hereto as Exhibit B. In the event of any conflict between this Lease (including Exhibit A) and the permitted set of plans, the permitted set of plans shall govern and control. Landlord shall provide notice to Tenant of any significant changes to the Parking Garage Floor Plan from what is depicted in Exhibit B. (c) The term "substantially completed" shall mean and refer to the date a temporary certificate of occupancy or certificate of occupancy (or its equivalent) has been issued by the appropriate governing authority for the Parking Garage. (d) The "Effective Date" of this Lease is the date after it has been fully executed by Landlord and Tenant, 4. Base Rent. The property provided by Tenant valued at approximately $5,510,000, together with Tenant's compliance with the terms and conditions of this Lease, shall constitute sufficient consideration for Tenant's use of the Parking Spaces during the term of this Lease. Consequently, for the purposes of this Lease, the term "Base Rent" shall be understood to be rent in the amount of $0.00, but the $0.00 amount of rent shall not affect the validity of this Lease. 5. 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 and include applicable sales tax (unless exempt) ("Additional Rent"). In addition to Base Rent, as set forth in Section 4 above, Tenant shall be obligated to pay, as Additional Rent, Tenant's Percentage Share (as defined in Section 6, below) of Operating Expenses (as hereinafter defined), plus applicable sales tax (unless exempt), to be a set rate established once per year, which shall be subject to reconciliation as set forth in Section 6 hereof. For the first (l't) year of the Term, the amount of Operating Expenses paid by Tenant shall not exceed fifty dollars ($50.00) per space per month (the "Operating Expense Cap'). The Operating Expense Cap shall increase by the increase in the Consumer Price Index for All Urban Consumers published by the U. S. Bureau of Labor Statistics annually, and the Operating Expense Cap shall terminate and be of no further force and effect at the expiration of the twentieth (20th) year of the Term. Any increase in rent will become effective October 1, provided however that in order for such increase to be effective, Landlord will provide Tenant notice of the increased rental rate no later than April 1 of that year. In no instance may the Landlord increase the Rent more than one per year. For the purposes of this Lease, "Operating Expenses" shall mean all reasonable actual costs and expenses solely and directly attributed to and incurred by Landlord in owning, maintaining, insuring, and repairing the Parking Garage, including, without limitation, all common areas thereof after the Lease Commencement Date, which costs and expenses shall include, but shall be limited to, security, parking systems, cleaning, trash collection and disposal, utilities, maintenance and repairs of all elements of the Parking Garage, pest control, fire safety systems, all insurance costs incurred by Landlord with respect to insurance policies maintained by Landlord with respect to the Parking Garage, industry standard management fees, license fees, maintenance, repair and operational supplies, the costs of fabricating, installing and maintaining signage, landscaping, administrative and industry standard professional costs, permitted capital expenditures, industry standard repair and replacement reserves in connection with any of the foregoing items and ad valorem and non -ad valorem real estate taxes, assessments and fees attributable to or otherwise applicable to the Parking Garage. Operating Expenses do not include salary, benefits, or bonuses of Landlord's employees or officers; or other expenses not directly related to the operation of the Parking Garage. In the event any surcharge or regulatory fee is at any time imposed by any governmental authority for parking spaces within the Parking Garage, Tenant shall pay Tenant's Percentage Share (as defined below) of such surcharge or regulatory fee to Landlord as Additional Rent, payable as set forth in this Section 5. Notwithstanding the foregoing, Tenant shall pay one hundred percent (100%) of the costs and expenses solely and directly related to the Parking Spaces only (as opposed to costs and expenses that relate to the Parking Garage generally, which are billed as Operating Expenses), including, but not limited to, parking meters or parking systems (such as pay 016733474 3 55 stations or pay -by -phone stations), electrical vehicle charging stations, signage and safety monitoring specific to the Parking Spaces. 6. Pqy ment of Additional . Rent;_Tenqnt'S,.Yqrppiitag ,Share. Additional Rent (together with . ..... applicable sales tax unless exempt) shall be due and payable Payment shall be made on a monthly basis on or before the first (I I) day of each calendar month throughout the duration of the Term, without notice, demand, setoff or deduction and made payable to Landlord at the address provided in Section 7, which may change from time to time. If any payment due from Tenant shall remain overdue thirty (30) days after the due date, the payment due plus administrative charges shall bear interest at the rate often percent (10%) per annum. If any check given to Landlord for any payment is dishonored for any reason whatsoever attributable to Tenant, in addition to all other remedies available to Landlord, upon demand, Tenant will reimburse Landlord for all insufficient funds, bank, or returned check fees. The term "Rent" when used in this Lease shall include Base Rent and all forms of Additional Rent. For the purposes of this Lease, Tenant's Percentage Share shall be deemed to be a fraction, the numerator of which is the number of Parking Spaces (150 parking spaces), and the denominator of which shall be the total number of parking spaces within the Parking Garage (estimated to be 545 parking spaces) Landlord estimates that Tenant's Percentage Share will be approximately 27.52%, as may be adjusted based on the total number of parking spaces within the Parking Garage pursuant to the building permit for the Parking Garage. The parties agree that the estimated number of parking spaces and estimated percentage described in the previous sentence are not binding are intended only to provide an example of how Tenant's Percentage Share shall be calculated. After each year of the Term, Landlord shall provide Tenant with a reasonably detailed statement of the actual Operating Expenses for the prior year and Tenant's actual Percentage Share. An adjustment shall be made between Landlord and Tenant with payment to or repayment by Landlord, as the case may require, to the end that the Landlord shall receive the entire amount actually owed by Tenant for Tenant's Percentage Share of the Operating Expenses for the prior year up to the amount of the Operating Expense Cap, but shall not exceed the amount of the Operating Expense Cap. Tenant shall receive a credit for any overpayments for the year on the next payment of the Additional Rent. Any payment adjustment owed by Tenant to Landlord will be due with the next payment of the Additional Rent. Tenant waives and releases any and all objections or claims relating to the actual Operating Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the notice of the actual Operating Expenses, Tenant provides Landlord notice that it disputes the actual Operating Expenses. If Tenant disputes the actual Operating Expenses, Tenant shall continue to pay the Additional Rent in question to Landlord in the amount provided in the Operating Expenses (if a reoccurring expense) pending resolution of the dispute. Such dispute shall be resolved by hiring an independent auditor, whose fees shall not be on a contingency basis and whose fees shall be paid by Tenant, unless the audit discloses that Landlord's Operating Expense calculation was incorrect by more than seven percent (7%), in which case Landlord shall pay the cost of the independent auditor. 7. Notice. Any notice under the terms of this Lease shall be in writing and shall be deemed to be duly given only if delivered personally or mailed by registered mail in a postage -paid envelope or via express courier or other nationally recognized overnight delivery service and sent to the address(es) as set forth below: If to Landlord: BB QOZ, LLC c/o Affiliated Development 613 NW 3' Ave., #104 Ft. Lauderdale, Florida 33311 Attention: Jeffrey Burns 01673347-4 4 56 With a copy to: Kapp Morrison LLP 7900 Glades Rd., Suite 550 Boca Raton, Florida 33435 Attention: Lance Aker If to Tenant: Boynton Beach Community Redevelopment Agency Attn: CRA Director 100 East Ocean Avenue 4th Floor Boynton Beach, Florida 33435 With a copy to: City of Boynton Beach, Florida Attn: City Manager 100 East Ocean Avenue Boynton Beach, Florida 33435 The address of either party may be changed upon giving at least fifteen (15) days' advance written notice of that change to the other party. ano........ k rR g . Landlord shall have the right to block off any or all of the Parking Garage, including the Parking Spaces, for purposes of repair or maintenance of the Parking Spaces. At no time will Landlord block of any Parking Spaces for more than ten (10) days without the prior written consent of Tenant, except as reasonably required to complete repair or maintenance of the Parking Spaces. Except in emergency circumstances, Landlord shall provide Tenant with not less than three (3) days' advance notice of the foregoing if Tenant's or the general public's access to the Parking Spaces will be prevented. Landlord shall have the unrestricted and exclusive right to utilize all parking spaces located within the Parking g g p ("Landlord's_w.._M,M,M,M„,,,Parking Areas"}. Tenant shall have no right to ar Garage other than the Parkin Spaces„ park within or utilize any portion of Landlord's Parking Areas. Landlord or its agents shall have the right to immediately remove, or cause to be removed, any car or vehicle of Tenant that may be parked in Landlord's Parking Areas, without any liability and without any advance notice to Tenant. Notwithstanding anything to the contrary set forth herein, Tenant hereby acknowledges and agrees that Landlord and its agents, employees, contractors, tenants, and licensees (collectively, the "Landlord Parties"), shall retain and have the unrestricted right to reasonably utilize those portions of the Parking Garage located around, adjacent to and surrounding the Parking Spaces, including without limitation, drive isles, ramping, pedestrian and handicap accessibility areas, back of house areas, stairwells, elevators and all other areas outside of the individual parking stalls for the Parking Spaces (collectively, the "Access Areas") for the purpose of vehicular and pedestrian ingress and egress to and from Landlord's Parking Areas so long as such use does not prevent access to the Parking Spaces. The Access Areas shall not include any area of the Parking Spaces. Tenant acknowledges and agrees that the foregoing right of the Landlord and Landlord Parties to reasonably utilize the Access Areas shall be irrevocable and remain in full force and effect throughout the duration of the Term (as the same may be extended) and Tenant shall have no right to claim constructive eviction by virtue of the Landlord's reasonable utilization of the Access Areas, notwithstanding the fact that such Access Areas may be located in close proximity to the Parking Spaces. Except as provided herein, Landlord shall include a provision in its residential leases prohibiting such tenants from parking within the Parking Spaces or otherwise use the Parking Spaces unless payment of the parking fees are made at the same rate as the general public utilizing the Tenant's Parking Spaces. 9. Landlord Covenants and Obliigations,. Landlord covenants that: (a) prior to the Lease Commencement Date, it will have fee title in the land of which the Project and Parking Garage will be substantially completed; and (b) upon performing all of its obligations hereunder, Tenant and general public 01673347-0 5 57 shall have access to the Parking Spaces and Access Areas for the Term (including any extension thereof) of this Lease, subject, nevertheless, to the terms and conditions of this Lease. Except as specifically required herein of the Tenant with regards to the Parking Spaces, Landlord shall operate, manage, equip, light, repair and maintain, in a reasonably clean and safe manner, the Parking Garage, Parking Spaces and Access Areas and all facilities and fixtures, including without limitation roof, walls, ramps, electrical installations, elevators, fire and related alarms, lighting, landscaping, and doors in working condition and repair necessary for their intended purposes in a manner comparable to other similar parking garages in Palm Beach County, Florida, the cost of which maintenance, repairs and replacements shall be included in the Operating Expenses. The foregoing shall also include the Landlord providing janitorial services, waste and recycling removal, and pest control services throughout the Parking Garage, which service costs shall be included in the Operating Expenses. If a repair is needed within the Parking Garage, Tenant shall notify the Landlord in writing of the need for the repair, which notice Landlord shall acknowledge within three (3) business days of receipt of same, and Landlord shall use good faith to complete such repair in a timely manner, and the cost of such repair shall be included in the Operating Expenses. Notwithstanding anything to the contrary herein, Tenant shall promptly repair any damage to the Parking Spaces or Parking Garage caused by the Tenant or Tenant's agents, employees, contractors, licensees or invitees, at Tenant's sole cost and expense. Landlord may, in its sole and absolute discretion, restrict the size, location, nature or use of the Access Areas as those Access Areas exist at the Lease Commencement Date. Landlord shall be responsible for paying all utilities at the Parking Garage as of the Lease Commencement Date including without limitation water, sewer, stormwater, gas, solid waste and electricity for the Parking Garage, to the extent such utilities serve the Parking Garage, with Tenant paying to Landlord Tenant's Percentage Share of the utilities as Additional Rent when due. Tenant shall be responsible for paying all utilities exclusively necessary or separately metered for the Parking Spaces and management of the same (e.g., Tenant shall be responsible to install and pay for any electrical charges for parking meters it installs, including the cost of all power requirements necessary to service the electric vehicle charging stations). Tenant agrees that it shall not install any equipment which will exceed or overload the capacity of any Landlord utility facilities and that if any equipment installed by Tenant shall require additional utility facilities, the same shall be installed at Tenant's expense in accordance with plans and specifications to be approved in writing by Landlord in its sole and absolute discretion. 10. Landlord's„Liabili,ty. All Tenant's personal property placed or moved in the Parking Garage shall be at the Tenant's risk or the owner's risk thereof. Landlord shall not be liable for any damage to Tenant's personal property, or any other person's personal property, including, but not limited to, lost or stolen items, occurring in, on or at the Parking Garage, including the Parking Spaces, or any part thereof, except to the extent caused by the Landlord's willful intent or grossly negligent acts or omissions. 11. Insurance. Tenant shall, at its cost, procure and maintain and keep in force at all times thereafter during the Term the following insurance with respect to the Parking Spaces: (a) Commercial General Liability Insurance with contractual liability coverage for the Parking Spaces a single limit of $1,000,000 per occurrence; (b) Workmen's Compensation and Employer's Liability Insurance in the amounts required by the laws of the State of Florida; (c) automobile liability insurance covering any owned, non-owned, leased, rented or borrowed vehicles of Tenant with limits no less than $1,000,000 combined single limit for property damage and bodily injury; and (d) such other insurance as Landlord or any mortgagee may reasonably require and which is permitted by law. Prior to the Lease Commencement Date, Tenant shall deliver to Landlord copies of the aforementioned policies. Landlord shall maintain for the Term of this Lease (and any extension thereof) such insurance as is reasonably necessary and consistent with the insurance coverage provided by the owners of similar parking garages in Palm Beach County, 01673347-4 6 58 Florida, to provide coverage for the Landlord' operation and management of the Parking Garage anif, obligations as stated herein. 12. Events of Default. Each of the following shall be an "Event of Defaulf'under this Lease: - . ....................... (a) Tenant fails to make any payment of Rent when due; (b) Tenant fails to cure Tenant's breach of any provision of this Lease, other than the obligation to pay Rent, within thirty (30) days after notice thereof to Tenant; (c) Tenant becomes bankrupt or insolvent or makes an 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 which is not otherwise dismissed within thirty (30) days of its filing; (d) Tenant transfers or assigns this Lease or subleases any of the Parking Spaces in violation of this Lease; (e) Tenant violates any of the Rules set forth in Section 22, as the same may be amended or modified from time to time, and thereafter fails to cure such violation within thirty (30) days after receipt Landlord's notice thereof; or (f) Tenant uses the Parking Spaces and/or the Parking Garage for any reason other than the Permitted Use (as defined in Section 14, below) and Tenant fails to cease such use within thirty (30) days receipt of Landlord's notice thereof. Notwithstanding anything to the contrary, in the event any Event of Default necessitates emergency action as reasonably determined by Landlord, then the foregoing 30 -day time period shall not apply and Landlord shall have the option (but not the obligation) to immediately cure such Event of Default. Each of the following shall be an "Event of Default" under this Lease: (a) Landlord fails to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from Tenant. If the Tenant's or Landlord's Event the Default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, the defaulting party shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that the defaulting party diligently commences such cure within the foregoing 30 -day period and thereafter diligently proceeds with the curing of the default. 13. Remedies. UDon an Event of Default by Tenant which is not timely cured within the timeframes set forth above, in addition to all remedies provided by law, Landlord may: (a) Landlord may, but shall have no obligation to, perform the obligations of Tenant, and if Landlord, in doing 4114gplinv fou*Y.* including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Tenant to Landlord within thirty (30) days of rendition of a bill or statement to Tenant therefor together with reasonable supporting documentation). (b) Cure such Event of Default, and if Tenant, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Landlord to Tenant within thirty (30) days of rendition of a bill or statement to Landlord therefor (together with reasonable supporting documentation). Notwithstandini anvthini to the contrary set forth above, all rialits and remegies of Lafdlord,?,xg _t1h KIWI Air, U1111MULIVIZ allu snall (57 in Manion To every oiner ngnt or remeay provided tor in this Lease or now or hereafter existing at law or in equity. 14. Permitted Use. (a) Tenant may use the Parking Spaces only for the parking of cars, motorcycles and other ordinary assenier vehicles jincluding -u-t trtjck�, v,?js 21,4 012o -t Ailiji j2ick MeTemneral PuD5411c, Dy I enant anu Dy Me CiTy or iroynTon Teacn, anct I enant may cnarge tile generalipublic 016733474 7 59 for said parking (the "Permitted'Use' ). The City of Boynton Beach's and Tenant's use of the Parking Spaces to store or deploy vehicles in and from the Parking Garage during hurricanes, weather events, and other emergencies shall be considered part of the Permitted Use. Tenant shall have the right to determine the time(s) and manner in which the Parking Spaces may be used. In no event shall Tenant cause or permit the City of Boynton Beach to park any vehicles owned or maintained by the City of Boynton Beach within the Parking Garage which are used in connection with the City of Boynton Beach's transportation or storage of any Hazardous Materials (as defined below). In no event shall Tenant use or promote the use of the Parking Spaces for any use or purpose other than the Permitted Use. Along with the use of the Parking Spaces, subject to the terms and conditions of this Lease and the reasonable rules and regulations promulgated by Landlord, Landlord hereby grants Tenant and its agents, employees, contractors, guests, tenants, licensees, invitees, and customers (collectively, the "Tenant Parties"). at no cost or expense to any of the foregoing parties, the non-exclusive right to utilize the Access Areas. Landlord acknowledges and agrees that the foregoing right of the Tenant and Tenant Parties to reasonably utilize the Access Areas shall remain in fall force and effect throughout the duration of the Tenn (as the same may be extended). Tenant represents and warrants to Landlord that throughout the duration of the Term of this Lease, Tenant shall: (i) use its commercially reasonable efforts and good faith to monitor and control the Parking Spaces to ensure that the Parking Spaces are being utilized solely for the Permitted Use; (ii) not interfere with or diminish the use of the Parking Garage by the Landlord or any Landlord Parties or others properly utilizing the Parking Garage; (iii) take commercially reasonable measures to prohibit littering, loitering, any unauthorized signage/postings, loud music, unauthorized sale of goods, unauthorized disposing of food or garbage, and unauthorized storage of any vehicle or personal property (other than may be approved by Landlord in writing) within the Parking Spaces or Access Areas; and (iv) adopt and implement enforcement measures in furtherance of the foregoing, consistent with the terms and conditions of this Lease; provided that, the Tenant shall not have and shall not be required to have any person on site to comply with the foregoing. For the purposes of this Section 14, "Hazardous Materials" shall mean any petroleum, petroleum products, petroleum -derived substances, radioactive materials, hazardous wastes, polychlorinated biphenyls, lead based paint, radon, urea formaldehyde, mold, asbestos or any materials containing asbestos, and any materials or substances regulated or defined as or included in the definition of "hazardous substances," "hazardous materials,.. "hazardous constituents," "toxic substances," "pollutants," "contaminants" or any similar denomination intended to classify or regulate substances by reason of toxicity, carcinogenicity, ignitability, corrosivity or reactivity under any applicable legal requirements relating to the injury to, or the pollution or protection of human health and safety or the "environment" (which to shall mean any surface or subsurface physical medium or natural resource, including, air, land, soil, surface waters, ground waters, stream and river sediments, and biota). For the avoidance of doubt, the parking of cars, motorcycles and other ordinary passenger vehicles that are not used to transport Hazardous Materials shall not be deemed a breach of this Section 14. (b) Anything in this Lease to the contrary notwithstanding, this Lease, including not limited to the obligations as to Parking Spaces being designated for use by the public, does not affe or impact the Parking Code requirements of the City of Boynton Beach. Without limiting the generality the foregoing statement, it is acknowledged, understood and agreed that Tenant will not object to t V c Landlord includ' th Parkini Siaces in the calculation of determinini the total number of jarkin . a] 15. Liens. The interest of Landlord in the Parking Spaces and the Parking Garage shall not be subject in any way to any liens for any work, materials, improvements or alterations to the extent such work, materials, improvements or alterations are furnished or made by or on behalf of Tenant. This exculpation ism e with express reference to Section 713. 10, Florida Statutes. If any lien is filed against the Parking Spaces or the Parking Garage for work, materials, improvements or alterations claimed to have been furnished to, or made by Tenant, Tenant shall cause such lien to be discharged of record or properly transferred to a bond under Section 713.24, Florida Statutes, within forty-five (45) days after notice to 01673347A 8 60 Tenant. The foregoing shall not apply to work, materials, improvements or alterations required to be furnished, made by, or on behalf of the Tenant by the Landlord under the terms of this Lease. 16. Subordination, Tenant agrees to reasonably negotiate and execute a subordination, no disturbance and attornment aereement with Landlord's first mortia. ie lender within fortv-five L45) days anL;re t f the Landlord's first mort a elendertoaltera rovisionh gues o WIM '111atftl*: uIWLitiTIIVt %0M3XIdJCU. FIFI P111pu SUN the term "material term" shall include all terms and provisions reasonably deemed material by the� Te— t' Attorney or Tenant's Board at the time such request for amendment is made. 17. Assigmuent/Sublet. Tenant shall not assign this Lease or license or sublet all or any portion of the Parking Spaces without the prior written consent of Landlord, which consent will not unreasonably be withheld. Notwithstanding the foregoing, subject to the terms and conditions of this Lease, Tenant shall have the right without Landlord's# i r passes to the general public for the use of the Parking Spaces for use consistent with the Permitted Use set forth in this Lease (each a "Par ' kingpas5"). Each Parking Pass and all rights of the parties thereunder shall be subject to and subordinate to this Lease. Upon request from Landlord, Tenant shall promptly provide a list of any and all holders of any Parking Pass and the effective period of such Parking Pass. Prior to substantial completion of Tenant, by Landlord to an entity that is managed by Landlord's key principals, Jeff Bums and Nicholas Roio. After substantial completion of the Parking - It Lt -t 4 this Lease to any third party without the consent of Tenant, provided that such assignment may only be an assignment or sublease of )Pe Tenant within thirty (30) days o same. Tenant may assign this Lease at any time to the City of Boynton I ME (a) By-Lppdlord. Landlord may modify, alter or change the Parking Garage in any manner or in any fashion as deemed advisable by Landlord, in its sole discretion; provided such modification, alterations or chanee does not materiallv and adversell imact the Tenant's access to and/or Beach Code of Ordinances (including its Land Development Regulations), (b) By ._I:oq . Tenant shall not make any improvements, modifications or alterations to the Parking S[pces or the Parking Garage that affect the Parking Garage structure, electrical, plumbing, utility or fire safety systems in the Parking Garage structure, whether temporary or [�ermanent, without the prior written consent of Landlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. Tenant, at its owm expense, may make nonstructural alterations or additions to the Parking Spaces with the consent of Landlord, which consent shall not be unreasonable withheld, conditioned or delayed. Notwithstanding the foregoing, subject to the express terms and 016733474 9 61 conditions set forth below, Tenant shall, at Tenant's sole cost and expense, install certain removable fixtures, such as parking meters, electronic vehicle charging stations, safety monitoring equipment, and signage within the Parking Spaces as deemed reasonably necessary or desirous for Tenant's operation of the Parking Spaces or other signage in the Access Areas in compliance with applicable law and approved "Permitted ,Alterations"). y Landlord m wasting, which approval shall not be unreasonably delayed (the Landlord may withhold its approval to any Permitted Alterations in the event that Landlord reasonably determines that the proposed Permitted Alteration: (i) may impede or otherwise impair Landlord's operation of the Parking Garage or diminish the value of the Parking Garage; (ii) may not be easily removed or may otherwise cause damage or defacement to the Parking Garage upon installation, operation, or removal; (iii) may measurably increase Landlord's liability or insurance premiums for the Parking Garage (unless Tenant agrees to pay such measurable increase); (iv) is otherwise inconsistent with the standards for other similarly situated or comparable parking garages in Palm Beach County, Florida; (v) includes a structural alteration; (vi) includes an exterior change outside the Parking Spaces and Access Areas or change to the exterior of the Parking Garage (except for exterior signage indicating public parking at the Parking Garage in compliance with applicable law and approved by Landlord in writing, which approval shall not be unreasonably withheld or delayed); or (vii) is not in compliance with applicable law. Landlord specifically agrees that the installation of parking meters at all Parking Spaces and 17 electric vehicle charging stations by Tenant shall be permitted, and Landlord shall design and construct the Parking Garage to provide the estimated electrical transformer capacity for same. Prior to Tenant's commencement of the installation of any Permitted Alterations, Tenant shall provide Landlord with: (i) plans, specifications, and proposed renderings of the Permitted Alterations; and (ii) Tenant's proposed contractor to be engaged in connection with the installation of the Permitted Alterations. Tenant's plans, specifications, renderings, and proposed contractor shall be subject to Landlord's prior review and approval consistent with the foregoing. All improvements, modifications or alterations by or on behalf of Tenant (including Permitted Alterations) shall be fully coordinated with Landlord and all such improvements, modifications or alterations shall be done in a good and workmanlike manner, lien free, and in accordance with applicable law. Tenant shall keep Landlord reasonably apprised of the status of installation. Any damage to any part of the Project that occurs as a result of any improvements, modifications or alterations by or on behalf of Tenant shall be promptly repaired by Tenant to the reasonable satisfaction of Landlord. In all events, prior to the commencement of the installation of any Permitted Alterations or other permitted improvements, modifications, or alterations by or on behalf of Tenant, Tenant's contractor shall provide Landlord with a copy of its insurance policy which shall meet the criteria set forth in Section 11, above, and which shall name Landlord and Landlord's mortgagee as additional insureds and shall be evidenced by endorsement. Tenant, at Tenant's option, shall have the right to remove any and all Permitted Alterations or other permitted alterations, modifications, or improvements made by or on behalf of Tenant and replace same with similar quality, purpose and functionality. Notwithstanding the foregoing, at the time that any Tenant's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall not be permitted to remove any such Permitted Alterations or other permitted alterations, modifications or improvements unless Landlord requires removal thereof; however, at the time that any Landlord's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall have the right to remove any such Permitted Alterations or other permitted alterations, modifications or improvements provided that (i) such right is exercised within forty-five (45) days after the expiration of the applicable cure period and (ii) Tenant repairs any damage caused by such removal and restores the Parking Spaces to the condition that existed prior to the installation of the Permitted Alterations, ordinary wear and tear excepted. In the event Tenant is entitled or required to remove such Permitted Alterations or other alterations, modifications or improvements, then prior to the expiration or earlier termination of the Term (or as may be extended), Tenant, at Tenant's sole cost and expense, shall remove, or cause to be removed, each of the Permitted Alterations or other alterations, improvements or modifications, and repair, or cause to be repaired, all damage resulting therefrom with reasonable wear and tear excepted. Tenant shall cause all Permitted Alterations, as applicable, to be separately metered at Tenant's sole cost and expense, and Tenant shall pay directly to the utility provider all amounts due and payable in connection with the use and installation of such Permitted Alterations, including, without limitation, usage fees, tap-in fees, and meter installation costs. All alterations 01673347-4 10 62 by Tenant must comply with Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Re,ulations). r mg y WilP CI R:Cj 4I11U1C CA11111MI4111 111 UIU I UI III Mat LdIIUIUFU May surier oy reason oi any notaing over Dy. Tenant. 0. o 2 Trial. THE PARTIES HERETO WAIVE TRIAL BY JURY IN Waiv r f JM CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH OR ARISING FROM THIS LEASE. 21. Broker. The parties each represent and warrant to the other that no real estate broker, salesman, finder or agent was involved in the procurement or negotiation of this Lease. 22. R.uleq,,,and, Rp,&qjaAqns. Tenant shall at all times abide by any rules and regulations ("Rules" for use of the Parking Ggr Tror U10".11 ad try rfj�f MIAM W 5 � w, interfere with thi Permi b Landlord's other tenants. Landlord resen-iii righ=A7r_*. the use of the Parking Garage, including the Parking Spaces, from time to time including any key -card, sticker or other identification or entrance system; provided that, such adoption, modification, and enforcement does not materially and adversely affect Tenant's and the general public's access to the Parking S aces and Access Areas materiall interfere with the Permitted Use of the Parkin S a sucNviolatiticut lj,?.1Fjjjjj_wfLV&?-*. 1*1 40., A' %dqx1,,2gr,%,Cqj1Sr 23. Casual and Condemnation. If. during the Term (as the same may be extended), the ty — ----- Parking Garage or any portion thereof, including, but not limited to, the Parking Spaces, shall bi--. condemned, taken by eminent domain, materially damaged or destroyed by fire or other casualty, then Tenant shall have the o)Ltion to terminate t�kis Lease a e o Me peno after the termination of e Lease shall be refunded upon a pro -rata basis based on the date of termination. •#.'.: eirlimn In the event Tenant does not exercise the foregoing tennination option, then Landlord shall forthwith commence to restore the Parking Garage, including the Parking Spaces, to working condition, and during such restoration period Rent shall be wholly abated; provided, however, Landlord shall only be obligated to restore the Parking Garage to the extent that Landlord actually receives insurance proceeds or condemnation awards sufficient to enable such restoration. Reiardless of whethir Lanjigi 01673347-4 11 63 occurrence of such casualty; and (ii) Tenant's access to and use of the Parking Spaces is materially and adversely impacted, then Tenant shall have the right to terminate this Lease upon thirty (30) days' notice to Landlord, in which case Landlord shall select one of the following options to compensate Tenant for the loss of public parking: (i) provide 150 spaces within Tenant's jurisdiction and within half of one mile of the Parking Garage; (ii) make payment to Tenant for the cost to Tenant of replacing 150 spaces for the remainder of the Term within Tenant's jurisdiction and within half of one mile of the Parking Garage less the amount of net revenue Tenant has collected from the Parking Spaces (including, without limitation, from parking meters, charging stations or event parking), (iii) with Tenant's consent, transfer ownership of the parcel of property upon which the Parking Garage is/was located to Tenant, or (iv) such other compensation as the parties may mutually agree. If any portion of the Parking Garage (including any fixtures, equipment and personal property therein) or any Parking Space is damaged or destroyed due to any act or omission of Tenant, Tenant shall be solely responsible for all costs and expenses of restoration, repair and replacement of any damaged or destroyed property, and shall pay such costs and expenses upon demand. 24. Binding Effect, This Lease is binding on the parties and their heirs, legal representatives, 1-1 successors and permitted assigns, subject to the limitations set forth herein. 25. Recitals. The Recitals at the beginning of this Lease are incorporated herein as true and correct statements and binding on the parties. 26. Recording. A memorandum of this Lease may be recorded in the public records of Palm Beach County, Florida. 27. Sales Tax.Ex9mv!io-n. Notwithstanding anything to the contrary set forth in this Lease, so long as Tenant obtains and provides a true, correct, and complete copy of a sales tax exemption certificate, issued by the Florida Department of Revenue to Landlord contemporaneously with Tenant's execution and delivery of this Lease, Tenant shall be exempted from paying sales tax under this Lease. Tenant shall, not later than thirty (30) days before the end of each calendar year throughout the Term provide to Landlord an updated sales tax exemption certificate from the Florida Department of Revenue to establish Tenant's exemption from sales tax for the upcoming year. In the event that, at any time during the Term, Tenant no longer holds a valid sales tax exemption certificate from the Florida Department of Revenue or it is determined by the Florida Department of Revenue that sales tax is otherwise due on the amounts payable by Tenant under this Lease for any reason whatsoever, then Tenant shall be liable for all sales taxes due under this Lease and shall promptly remit same to Landlord. Tenant may, upon written notice to Landlord, request that Landlord contest any such taxes, assessments and other charges that Tenant reasonably determines, in its good faith judgment, are not appropriate or applicable Landlord may elect, but shall not be obligated, to accept any request by Tenant to contest such taxes, assessments and/or other charges. In the event Landlord elects to accept Tenant's request, Tenant shall reimburse Landlord for all actual costs and expenses incurred by Landlord in connection with contesting such taxes, assessments and/or other charges on Tenant's behalf (including, without limitation, reasonable attorneys' fees) within thirty (30) days of Landlord's written demand therefor. Notwithstanding any pending tax or assessment contest, Tenant shall be obligated to pay, when and as due under this Lease, all taxes, assessments or other charges so contested. Tenant's obligation to pay any taxes, assessments and/or other charges under this Lease shall not be contingent upon the resolution of any such tax contest. Landlord shall provide the Tenant with a credit for all taxes, assessments and other charges which are awarded to Landlord in such tax contest to the extent applicable to Tenant's Percentage Share. 28. EntireA&w�ee ,and Severabili�y— This Lease contains the entire agreement between the . . . . . ........ parties hereto regarding the Parking Garage and all previous negotiations leading thereto, and it may be modified only by an agreement in writing signed by Landlord and Tenant. This Lease shall be governed by and construed in accordance with the internal laws of the State of Florida. Venue for any action arising out 016733474 12 64 of, or in any way connected with this Lease shall be Palm Beach County, Florida. If any term or provision of this Lease or application thereof to any person or circumstance shall, to any extent, be found by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term or provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. This Lease may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. 29. Force gjeure. If by reason of Force Majeure, it is impossible for the Landlord or Tenant in whole or in part, despite commercially reasonable efforts, to carry out any of its obligations contained herein (except for the payment of monies or Rent), the Landlord or Tenant shall not be deemed in breach of its obligations during the continuance of such Force Majeure event. Such Force Majeure event does not affect any obligations of the Landlord or Tenant other than the timing of performance of such obligations. The term "Force Majeure" as used herein means any of the following events or conditions or any combination thereof. acts of God, acts of the public enemy, riot, insurrection, war, act of terrorism, pestilence, archaeological excavations required by law, unavailability of materials, epidemics (including, without limitation, cases of illness or condition, communicable or non -communicable, caused by bioterrorism, pandemic influenza, or novel and highly infectious viruses, agents or biological toxins), epidemics, pandemics (such as COVID-19 and variations thereof), disease, quarantine restrictions, freight embargoes, fire or other casualty, lightning, hurricanes, earthquakes, tornadoes, floods, abnormal and highly unusual inclement weather (as indicated by the records of the local weather bureau for a five-year period preceding the Effective Date), strikes or labor disturbances, restoration in connection with any of the foregoing or any other cause beyond the reasonable control of the party performing the obligation in question, including, without limitation, such causes as may arise from the act of the other party to this Lease; or acts, or failure to act, of any governmental authority. 30. Radon. 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 Palm Beach County's public health unit. 31. Non -Discrimination. ,_ The parties agree that no person shall, on the grounds of race, color, sex, age, national origin, disability, religion, ancestry, marital status, sexual orientation, or gender identity or expression, be excluded from the benefits of, or be subjected to any form of discrimination under any activity carried out by the performance of this Lease. 32. Construction. Nop arty shall be considered the author of this Lease since the parties hereto have participated in extensive negotiations and drafting and redrafting of this document to arrive at a final agreement. Thus, the terms of this Lease shall not be strictly construed against one party as opposed to the other party based upon who drafted it. 33. Exhibits. Exhibits attached hereto and referenced herein shall be deemed to be incorporated into this Lease by reference. 34. Public Entity,,, Crimes.__ As provided in section 287.133, Florida Statutes, by entering into this Lease or performing any of its obligations and tasks in furtherance hereof, Landlord certifies that, to its knowledge, it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thirty-six (36) months immediately preceding the date hereof. This notice is required by section 287.133 (3)(a), Florida Statutes. 01673347-1 13 65 TV Ge eral's authority includes, but is not limited to, the power to review past, present and proposed Tenant contracts, transactions, accounts and records, to require the production of records, and to audit, investigate, monitor, and inspect the activities of the Tenant and its agents in order to ensure compliance with Lease requirements and detect corruption and fraud. Failure to cooperate to the extent required by applicable law with the reasonable requests of the hispector General or intentionally interfering with or impeding any investigation may result in sanctions or penalties as set forth in the Palm Beach County Code. 1 36. Exclusion of Thir Paq ............ - _y — ----------- .............. d Be4efiqjaries. No provision of this Lease is intended too , r shall to this Lease, including but not limited to any citizens, residents or employees of the Landlord or Tenant. 37. Cobe executed in counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. 38. Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. 39. Q "m fiaiLce. Each of the parties agrees to perform its responsibilities under this Lease in conformance with all applicable laws, regulations and administrative instructions that relate to the parties' gerformance of this Lease. Landlord shall at all times ha -,ie v � ........ .......... of Boynton Beach for the operation and leasing of the Parking Garage, Tenant warrants and covenants to Landlord that it shall not perform any act (or refrain from perfon-ning any act) within the Parking Garage that operation and leasing of the Parking Garage. In furtherance of the foregoing, Tenant agrees that it shall promptly cooperate, assist and act in good faith with Landlord in order to facilitate Landlord's obtaining and maintaining all required business licenses requested by Landlord for the operation of the Parking Garage and shall not take any action or inaction to prevent such licenses from being issued, rescinded or revoked. Subject to Tenant's foregoing covenants, Landlord is solely responsible for obtaining all applicable governmental approvals related to the operation of the Parking Garage; provided, however, Tenant shall be responsible to obtain all permits *f 0=--rf"m hi, --,'-%7 wiv" tf Permitted Alterations). 40. Joinder. By its Joinder hereto, the City hereby 'r. that upon the dissolution of the Boynton Beach Community Redevelopment Agency, the City shall autatically become the Tenant and shall have all rights and obligations asjy,�rovided in this Lease as if Ci1r, were the original Tenant in thi�� Lease, which all Parties hereby expressly acknowledge, submit to, and agree. [SIGNATURES ON FOLLOWING PAGE] 016733474 14 66 I IN WITNESS WHEREOF, 2022. LANDLORD: BB QOZ, LLC, aFlorida lifted h Htfty company Print Name: Its: Manager . .. .. . ..... WITNESSES: Print Name: TENANT: fit the parties have executed this Lease as of this 13 day of WITNESSES: Print Name: THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 By: Ty P d Chair Witness: Print'lV Te Approved fo egal ciency: B y CRA Attorney 01673347-4 15 Approved for financial sufficiency - By: financial Services Director 67 JOINDER PARTY THE CITY OF BOY N "ON BEACH By: ._ — ....... 2 Approved for legal sufficitcy: Approved for financial sufficiency: By City Attorney By:Financial Services Dire � ctor 01673347-4 259421A 259421v4 D.U. �..... Print : a`/V.w...w . _..... S� M„ Cj _.... 41 60*1 00 SLC Approved for legal sufficitcy: Approved for financial sufficiency: By City Attorney By:Financial Services Dire � ctor 01673347-4 259421A 259421v4 D.U. EXHIBIT A Property Description PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel#: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 41h St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 1' Ave., Boynton Beach, FL. Parcel #: 08434528030010100 Lots 10, 11 and West % of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel #: 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL 01673347-4 259421v3 259421v4 Parcel #: 08434528030060120 Lot 12, Block 6, 0RIG INAL TOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01673347-0 2594210 259421v4 70 EXHIBIT B Parking Garage Floor Plan 016733474 2594210 259421v4 71 V0180IJ 'HDV30 NOiNAOfJ 9NINNVId �? 3W13111 IDA Ui .LN3nd011v3AO-�tCvl)0(313tVIIIJJVaroov SiO3AH vs� V . .......... ��31d 3H1 SN Jtj� Al , Tl� J J MIO,k AL �7 ,iii7m IJ '_Zl, L 77 4 ifl, TT Tdrlf �"l J, rlf li J w tl !J l't . .... k -,o E "E 7 IA i 72 4i 1177j LL -J - - - - - - - - - - �7 ,iii7m IJ '_Zl, L 77 4 ifl, TT Tdrlf �"l J, rlf li J w tl !J l't . .... k -,o E "E 7 IA i 72 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "C" SCHEDULE 9.7 FORM OF TENANT ESTOPPEL TENANT ESTOPPEL CERTIFICATE 2022 BB QOZ, LLC 613 NW 3R' AVE., STE 104 Fort Lauderdale, FL 33311 [LENDER INFO TO BE PROVIDED] L......................................... 1--- ..........................] Re: Lease dated ................................ .....--.1 by and between,_ _ .._..... ................._. ("Landlord"), and ....................... —.1 .1.1, as tenant (the "Original Lease"), demising [Insert description of leased premises] (the "Premises") at the building known as ......�.�_.� ......�.�m � .., and locatedat Florida (the "Property") To whom it may concern: The following statements are made with the knowledge that you and your successors and assigns, prospective PURCHASERs, including without limitation BB QOZ, LLC, a Florida limited liability company ("PURCHASER"), successor owners of the Property and present and future lenders secured by mortgages encumbering the Property or any interest therein may rely on them. The undersigned ("Tenant"), as tenant under the Lease (hereafter defined), hereby certifies to you as follows: 1. The Original Lease and all amendments thereto are as follows: (collectively referred to as the "Lease"). The Lease is in full force and effect and constitutes the entire agreement between Landlord and Tenant with respect to the use and occupancy of the Premises and there are no other agreements which are binding upon Landlord in connection with the use and occupancy of the Premises. 2. Tenant has accepted possession of the Premises and all construction obligations of Landlord are complete. 01677768-3 23 73 3. The commencement and expiration dates of the term of the Lease are _ and ...._...M .......... respectively. There are no options to renew or � terminate the lease exc t for 4. The rent commencement date is 5. The current monthly fixed base rent and other regular monthly recurring charges for the Premises are as follows: $ ___________ , and have been paid through 6. The current monthly additional rent (which includes payments for Tenant's proportionate share of taxes, insurance, operating expenses and any other charges due under the Lease) are as follows: $www w µwww w and have been paid through w� 7. All insurance required of Tenant under the Lease has been provided by Tenant, and all premiums have been paid. S. The Guarantor under the Lease is ....... ._..............wvwwwww www _ and the guaranty is in full force and effect. 9. Neither Tenant nor any guarantor of Tenant's obligations under the Lease is the subject of any bankruptcy or other voluntary or involuntary proceeding, in or out of court, for the adjustment of debtor/creditor relationships. 10. The amount of the security deposit delivered under the Lease is and said security deposit is in the form of cash. 11. Neither Tenant, nor to Tenant's knowledge, Landlord, is in default in the Lease, nor, to Tenant's knowledge, is there now any fact or condition which, with the passage of time or the giving of notice or both, would constitute a default by either party under the Lease and no current defenses or claims exist preventing the payment of rent by Tenant. 12. Tenant has not assigned, transferred or otherwise encumbered its interest under the Lease, or subleased or licensed any portion of the Premises, except as follows: 13. Tenant's address for all notices or communications under the Lease is 14. The person signing this letter on behalf of Tenant is a duly authorized representative of Tenant. 15. This estoppel shall be binding upon Tenant and its principals, and its successors and assigns. 16. Tenant agrees that upon notice from Landlord it will make future payments to PURCHASER. 01671768-3 24 74 17. Facsimile or electronically transmitted signatures shall be deemed for all purposes to be originals. The undersigned individual hereby certifies that he or she is duly authorized to sign, acknowledge and deliver this estoppel on behalf of Tenant. 01671768-3 11 � 'I C11 I I II i 1 1, IMN� a By: Name: Title: 25 75 01671768-3 ANNEX 1 To Tenant Esto el 26 76 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "W" SCHEDULE 10.5 FORM OF ASSIGNMENT AND ASSUMPTION OF LEASES ASSIGNMENT AND ASSUMPTION OF LEASES This Assignment and Assumption of Leases, Rents and Deposits (this "Assignment") is entered into effective as of __ __, , 20_ (the "Effective Date") by and between the Boynton Beach Community Redevelopment Agency ("Assignor"), and .www y ] ("Assignee"). WHEREAS, Assignor, as Seller, and Assignee, as Purchaser, are parties to that certain Purchase and Sale Agreement dated as of ....... (the "Purchase Agreement"), providing for the sale by Assignor to Assignee of the real property described on Exhibit A attached hereto (the "Property"); and WHEREAS, Assignor is the holder of the landlord's interest under the leases and related documents as listed on Exhibit B attached hereto (collectively, the "Leases"), which Leases affect the Property; and WHEREAS, Assignor desires to assign to Assignee all of Assignor's right, title and interest in, to and under the Leases; NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor and Assignee agree as follows: 1. Assignment and Assumption. Assignor hereby assigns, conveys, transfers and sets over unto Assignee all of Assignor's right, title and interest in, to and under the Leases, including without limitation all of Assignor's right, title and interest in and to any security, cleaning or other deposits and in and to any claims for rent, arrears rent or any other claims arising under the Leases against any of the tenants thereunder or any sureties thereof. Assignee hereby assumes and agrees to pay all sums, and perform, fulfill and comply with all covenants and obligations, which are to be paid, performed, fulfilled and complied with by the landlord under the Leases arising from and after the Effective Date. 2. Indemnification. Assignee will indemnify, defend and hold harmless Assignor from and against all liabilities, obligations, actions, suits, proceedings, claims, losses, costs and expenses (including without limitation reasonable attorneys' fees and costs) arising as a result of any act, omission or obligation of Assignee, as the landlord under the Leases, which arises or accrues with respect to any of the Leases on or after the Effective Date. Assignor will indemnify, defend and hold harmless .Assignee from and against all liabilities, obligations, actions, suits, proceedings, claims, losses, costs and expenses (including reasonable attorneys' fees and costs) arising as a result of any act, omission or obligation of Assignor, as the landlord under the Leases, which arose or accrued with respect to any of the Leases prior to the Effective Date; provided however, such indemnification shall not exceed two hundred and fifty thousand dollars ($250,000) 01671768-3 27 77 and nothing in this Assignment shall be deemed a waiver of Assignor's rights of sovereign immunity. 3. Nfisceflaneous. The terms and conditions of this Assignment shall be binding upon and inure to the benefit of Assignor and Assignee and their respective successors and assigns. This Assignment may be executed in one or more counterparts, each of which shall be deemed an original., but all of which together shall constitute one and the same instrument. This Assignment shall be governed by, and construed and enforced in accordance with, the laws of the State in which the Property is located. ASSIGNOR: e1 By:______ _ Name (Print): Title: 01671768-3 04.1 ASSIGNEE: L. .. ............ a F By:_.______ _ Name (Print): Title: 78 EXHIBIT A LEGAL DESCRIPTION 01671768-3 PURCHASER'S Initials: SELLER's Initials: 79 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT B LEASES 01671768-3 PURCHASER's Initials: SELLER's Initials: 80 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "E" SCHEDULE 10.6 FORM OF BRING -DOWN CERTIFICATE BRING -DOWN CERTIFICATE CERTIFICATE AS TO REPRESENTATIONS, WARRANTIES AND COVENANTS The undersigned � (the "Seller"), hereby certifies to [_w__.......... (the "Purchaser"), its successors and assigns, that all of the representations, warranties and covenants made by Seller in Section of that certain Purchase and Development Agreement having an Effective Date of „y ], between Seiler and Purchaser, as same may have been amended or assigned through the date hereof (the "Contract"), are true and correct in all material respects and not in default as of the date hereof. IN WITNESS WHEREOF, Seller has caused this Certificate to be signed and delivered as of the day of . By: ___. Name: Title: 01671768-3 PURCHASER's Initials: SELLER'S Initials: 81 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "F" Tenant List 1' Freddie Brinley -Sl7}6EOcean Avenue, Apt. S 2. Harvey E.Oyer, Jr.,Inc. J/6/a OverK4acoViak and Associates -511E.Ocean Avenue 3. [a#&Q$rista,Inc. d/b/aHurricane Alley -527[529bk531E.Ocean Avenue 4' Florida Technical Consultants, LLC -S33E'Ocean Avenue, Suites 2 &3 01671768-3 PURCHASEN's|nhda|s: SELLER's Initials: 82 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "G" Purchase and Sale Agreement between Boynton Beach Community Redevelopment Agency and 500 Ocean Properties, LLC 0167176&3 PURCHASER'S Initials: SELLER's Initials: 83 PURCHASE AND SALE AGREEMENT This Purchase and Sale Agreement (hereinafter "Agreernerel is made and entered Into as of the Effective Date (hereinafter defined), by and between 130YNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 16% Part III, of the Florida Statutes (hereinafter "PURCHASER") and SOD Ocean Properties, LLC (hereinafter ,SELLER"). In consideration of the mutual covenants and agreements herein set forth, the Parties hereto Mme as follows: L PUjgM AND SALE/PROP§W. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terror and condkim hereinafter set forth, the Properties located in Palm Beach County, Florida (the "Properties") .9nd more particularly described as follwvs: Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South B feet (Ocean Avenue R/M, Block 6` TOWN OF BOYNTON, according to the plat thereof, as recorded in Plat Book 3, Page 23, of the Public records of PaIrn Beach County, Florida And Lot 11, Leas the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue WM, " 54 TOWN OF BOYNTON, according to the plat thereof, as recorded In Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida. And Lot IX Block 6, ORIGINAL TOWN OF BOYNTON, according to the plat thereof, recorded In Plat Book 3, Page 23, of the Public Records of Palm Beach County, Florida. Property Addh ut 5% 54 and = East ocean Avenue 2. PURCHASE PRICE AND PAYMENT., The Purchase Price to be paid forthe Property en shall be Three MiSic Hundred Thousand Dollars ($3,6114001100), payable in cash, by wire transfer of U nked States Dollars at the Cbasitg, PURCHASER's Init 1s SELI.Ws Inifloh: � 84 Purchase and Sale Agreement Page 2 of 17 3. DEPOSM 3.1 Eafnest Monev Des,osit. Within five (5) Business Days after the examdan of the Asmment by bath parties, PURCHASER shall deliver to Lewls, Longman & iMater, PA ("Escrow Agent") a deposit in the amount of Fifty Thousand Dollars ($S400D 0" (the "inldal Deposit"). Providing this: Agreement is not otherwise terminated pursuant to the terms herein, PURCHASHER shall deliver to Escrow Agent an additional deposit in the amount of One Hundred Fifty Thousand Dollars ($150=0=) an or before Od:ober 156, 2021. The Initial Deposit and additional deposit are hereafterreferredto as the "Deposit". 31 Arssallcadon/Disbursement of D02ML The Deposit shall be applied and disbursed as follows: Providing this Agreement is not terminated by either party pursuant to the terns set forth herein, Fifty Thousand shall be released to SELLER within iG days of the expiration of the Feasibility Period (hereinafter defined). The remaining Deposit shall be delivered to SELLER at Clashing, and the PURCKASER shall receive a credkfor the Deposit against the Pun*me Price. If this Agreement is terminated during the Feasibility Period for any reason, the Deposit shell be immediately refunded to the PURCHASER. If this Agreement Is terminated due to a default, pursuant to Section A the Deposit shall be delivered to (or retained by, as applicable) the non. defaulting Party, and the non -defaulting Party shall have such additional rests, If any, as are provided in Section 12. 3.3 Esstwrow Aimpt PURCHASER and SELLER authorize know Agent to receive, deposit and hold funds in es orow and, subject to clearance, disburse them upon proper authorization and In aocordancs with Florida law and the terms of this Agreement. The parties agree that Escrow Agent will not be liable to any person for nrbadellvery of escrowed items to PURCHASER and SELLER, unless the misdelhvery is due to Escrow Agent's wlKW breach of this Agreement or gross negligence. If lscraw Agent interpleads the subject motterof the escrow, Escrow Agent will pay the filing fees and costs from tie deposit and will recover reasonable attorney's fees and casts to be paid from the escrowed funds which are charged and awasrcled as court oasts In favor of the prevailing party. All dalms against Escrow Agent will be arbitrated, so long as Escrow Agent eonsentsto arbitrate. 4L IMME M The data of this Agreement (the "Effective Date*) shall be the date when the last one of the SELLER and PURCHASER has dgned this Agnement. S. gMG, The purchase and scale transaction contemplated herein shall dose an or before December 17, X21(the "Ciosing"), unless extended by written agreement, signed by both parties, extending the Closing. However, In no event waver shall the Closing omr later than December 3:4 211. 6. TITLE BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by ww s PUi CHASEWs Initials: , SELLER's initisis,11, 85 Purchase and Sale Agreement Page 5 of 17 encroachment, or encumbrance. 7.3 SELLER Deliv rtes. SELLER shall deliver to PURCHASER the following documents and instruments within three (3) business days of the Effective Cate of this Agreement except as specifically Indicated: 7.3.1 Copies of leases for ail commercial and residential tenants occupying the Property. 7.3.2 Copies of any reports or studies (Including engineering, environmental, soli borings, and other physical inspection reports), In SELLER'S possession or control with respectto the physical condition or operationof the Property, iFany. 7.3.3 Coples of all Ecenses, variances, waivers, permits (lnduding but not limited to aN surface water management permits, wetland resource permits, consumptive use permits and environmental resource permits), authorhations, and approvals required by law or by any governmental or private authority having jurbdktion over the Property, or any portion thireoF (clic "Governmental Approvals"), which are material to the use or operation of the Propertyand InSEUDes possession, If any. MA At Closing, SELLER shall execute and deliver to PURCHASER any and all documents and instruments required by PURCHASER, in PURCHASER's sole and absoiute discretion, which: (1) effectuate the transfer to PURCHASER of these Governmental Approvals, or portions thereof which are applicable to the Property, that PURCHASER desires to have assigned to it, and/or (Ii) cause the Property to be withdrawn from any Governmental Approves. SELLER will not be required to Incur expenses to provide such documents and instruments. No later than twenty (201 days prior to the using Data, SELLER co shall remedy, more, and rectify any and all violations of the Governmental Approvals (including, but not limited to, any and all pardons of the surface water management system, mitigation areas or other items which do not comply with the Governmental Appmvals or applicable rules), IF any. SELLER warrants that there will not be, at the time of Closing, any unrecorded Instruments affecting the title to the Property, including but not limited to any conveyances, easements, licenses or leases. 8. C01N„DITION MC HG., PURCHASER shall not be obligated to dose 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. Rsomgnofts and WarraML All of the representations and warranties of SERER contained in this Agmementshall be true and correct as of Closing. 8.2. Condii>o on f PraparEty. The phyakal condition of the Property shall be amms PURCHASER's Initials. SELLEWs Initials: :: Purchase and Sale Agreement Page 6 of 17 materially the some on the date of Closing as on the Effective Date, reasonable wear and tear excepted. 8.3. Pending Proceedings. At Closing, there shall be no litigation, dainty, action, or administrathre agency or other governmental proceedleg, of any kind whatsoever, whether pend ft actual, or threatened, that would affect the Property, which has not been disclosed, prior to Closing, and accepted by PURCHASER. s4. Q! RlInce with LM and Remw t_bmL 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. 11.5. gnpancy. The Property shall be conveyed to the PURCHASER at time of Closing subject only to the existing leases referred to In Section 7.3.1 above. After the Effective Date of this Agreement, Seller shall be permitted to renew existing leases affecting the Property provided that all such renewal leases provide the landlord a ninety (90) right of termination, do not exceed a term of one year from the date of renewal, and that any tens whatsoever that differ from the current lease other than the new lease expiration date are subjectto approval or rejection by PURCHASER. 9. CLOSING DOCUMENTS. The PURCHASER shall prepare, orcause to be prepared, the Closing Documents set forth in this Section, empt for documents prepared by the PURCHASER's Title Company. At Closing, SELLER shall exeade and deliver, or rause to be executed and delivered to PURCHASER the following documents and instruments (eordah oely, 'Closing Dommentso): 9.1. lamed. A Special Warranty Deed (ire "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple tide to the Property free and dear of all liens, encumbrances and other conditions of title otherthan the Permitted Exceptions. 9.2 Sellers Affidavits. SELLER shall fumish to PURCHASER and Title Company a customary owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction pen law; and thatthera are no parties in possession of the Property other than SELLER. SOLER shall also furnish to PURCHASER a non -foreign affidavit with respect to the Property. In the event SELLER is unable tddellver its affidavits referenced above, the same shall be deehwd an uncured title objection. 9.3. Closing Statement. A closing statement setting forth the Purchase Price, the Deposit, all credlb6 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 Goring. 9A. Corrective Documents. Documentation required to dear title to the 05MWS PURCHASER's initials: SELLEWs initials. L -E M shallnotbe M w ordelayed, ILS SELLER represents that there we no parties otherthen SEILLER In possession MAN ,l' shall use its best effortsto maintain the Property'ft present condition si as to ensure [ x It shall remain substantiallycondition conclusion of the Feaslbft Period to the Closing Due. ILB SEM represents that It has no actual knowledge nor has It received arty y; FMY; 1-77171 M. Til � '% «; • 2 r: k a •i l w..' M �• 'f' w s '" rr a b +- of Transportation, and/or any odw state or local governmental agency now or hereafter aut r io;k d to regulate materlals w substances the environment f i4i • : fi a SELLER w"w PURCHASER that the Property Is not subject to any use of the Property «« t those constituting ,rdi Emaptions as defined above. IL10 Between the Effective Date of this Agreement and the date of Closft SELLER vAl not file any application for a change of the present zoning classification of the IL31 6A2 The executlon and de%mry of this Agreement by SELLER and E w w �.. rte s' r ' s ♦ �,� I # �, f'�' a 1} ♦ (' !representsa valid and binding obligation of SaUll, 92 Purdwse and Sale Agreement Page 10 of v 11.12 Ble. SELLER b and will be on the Closing Date, the owner of valid, good, marketable and Insurable fee simple title to the Property, free and dear of all liens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at dosing). 1L13 Addit►nnal Warranties and As a material of SEL1_ . Inducement to PURCHASER entering into this Agreement, SE r M to the best of SELLER'S Information and belief, hereby represerbandwarrentsthe follow] ng: 1L13i There are no pending applications, permits, petftbns, contracts, approvals, or other proceedings with any governmental or quasi-govemmental authority, including but not ilmhed to, PURCHASER, munidpalties, counties, districts, utilitles, and/or federal or state agencies, concerning the use or operation of, or title to the Property or any portion thereof and SELLER has not granted or is not obligated to grant any interest in the Propertyto any of theforegoingenrtities. 11.13.2 There are no facts believed by SELLER to be material to the use, condition and operation ofthe Property in the mannerthat It has been uosdoroperated, which It has not disdasad to PURCHASER hereto, including but not limited to unrecorded instruments or defects in the condition of the Pcnpertywhich will impalrthe use or operation of the Property in any manner. 11.13.3 The Propertyand the use and operation thereof are int compliance with all applicable county and governmental laws, ordinances, regulations, licenses, permits and autirorIzations, Induci ft without Imitation, applicable toning and environmental laws and regulations. 12. DEFAULT• 17.L PUIt's Dafauk; In the event that this tra n fails to dose due to a wrongful refusal to dose 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 obllgetion or liabilities under this Agreement, axoept forthosa 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 datming by, through or under PURCHASER, but not otherwise. PURCHASER and SELLER aticnowledga 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 SELLA. PURCHASER and SELLER agree that this is a bona fide liquidated damages provision and nota penaltyorforfeiture provision. aswrn.s PURCHASMs Initials. SELLER'S Initisl6 L 93 Purchase and Sale Agreement Page 11 of 17 122. Sellers Defeu,itIn the event that SELLER shall fall to fully and timely perform any of its obNgatlons or covenants hereunder or 9any of SELLER'S representatlor s 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 Agreemem and demand that the Deposit be returned, Including all interest thereon If any, In accordance with Section 3 and neither Party shall have any further rights hereunder, or (2) seek specific performance ofthis Agreement, without waiving any action for damages. 12.1 Notice of Default. Prior to declaring a default and exerching 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 adfident detall to enable a reasonable person to determine the action necessary to cure the default. The defaulting Party shall have ten (10) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to dose, the are period shah only be three (3) business days from the delivery of notice. Both parties agree that if an extension is requested as a result of a default, such extension shall not be unreasonably withhold provided that In no event shall the Closing be extended beyond December 31, 2121.. If the default has not been aired within the aforesaid period, the non -defaulting Party may exercise the remedles described above. nA,. Suryh►sl. The provisions of this section shall survive the termination of this Agreement. 13. NOTICES. AG notices reciulred in this Agreement must be In writing and shall be considered delivered when received by certified mail, return receipt requested, or perirenal delivery to the following addresses; if to Seller. Christian Macoviak Oyer-Mecoviek Insurance 311 East Ocean Avenue Boynton Beady FL 33435 with a copy to: Harvey E. Oyerill Shutts & Bowen, LLP MS Okeechobee Blvd. Suite 1= West Palm Beach, FL 33401 If to Purchaser: Thuy Shutt, Executive Director Boynton Beach Community RedevelopmentAgency 140 E Ocean Avenue, 4th Floor Boynton Beach, FL 33435 /,mom 015190" PURCHASER's Initials: SELLER'S lnitiaistrT- 94 Purchase and Sale Agreement Page 12 of 17 With a copy to: Kenneth Dodge Lewis, Longman & Walker, PA 30 S. Rosemary Avenue Suite MO West Palm Beach, FL 334M 14. BINDING OBU(jATiONLASSIGNMENT. The terms and caididons of this Agreement are hereby rade 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 wlLftout the prior written consent of PURCHASER, which shall not be unreasonably withheld. PURCHASER shall have the ftht to assign this Agreement to the City of Boynton Beach (the TW) without the prior consent of SELLER and the PURCHASER shatl be released from any further obligations and liabilities under this Agreement The PURCHASER may not assign this Agreement to any other party without the prior written approval of SELLER, which shall not unreasonably withheld. If PURCHASER has been dissolved as an entity while this Agreement and/or the attached Lease Agreement are in effect, the provisions of seam 353.3 7(1), Florida Statutes, (as it may be amended from time to time), shag 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 cw templatQd by this Agreement and are not liable for a sales Commission. SELLER and PURCHASER hereby mutually Indemnify, defend and hold harmless each otter from and against any and all claims, lasses, dernages, costs or expenses (Including, without limitation, attorney's fees) of any kind arising out of or resulting from any agreement, arrangement or understanding alleged to have been made with any broker or finder dalming through the indemnifying party in connection with this Agreement. The provisions of this Section shall survive Closing or termination of this Agreement. 16. ENViRONMWALCONDITIONS; 16.L For purposes of this Agreement, pollutant ("Pogutant") shall mean any hazardous or toxic substance, material, or waste of any kind or any contaminant, polkrtant;, petroleum, petroleum product or petroleum by-product. as dafhed or regulated by environmental laws. Disposal ("Disposal") shall mean the release, storage, use, handling, discharge, or disposal of such Pollutants. Environmental laws ("Environmental Laws") shag mean any applicable federal, state, or local laws, statutes, ordinances, rules, regulatkms or other governmental restrictions. 35.Li As a material Inducement to PURCHASER entering Into this Agn3emen% SELLER hereby warrants and represents the following, asapplkable: (1) That SELLER and occupants of the Property have obtained and are in full compliance with any and all permits regarding the Disposel of Pollutants an the Property o r contiguous propertyownedbySELJ.M tothe bestcrf SELLEWS knowledge. mmm4 PURCHASER's Initials: SELLER's inidab• -�'s- 95 Purchase and Sale Agreement Page 13 of 17 (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 dalm, demand, cost or action relating to the Disposal of any Pollutant on the Property. SELLER knot aware nor does it have any notice of any past, present orfuture events, conditions, activities or practices on contiguous propertythat Is owned bySELLER wh 11th may give rise to any liability or forma basis for any claim, demand, cost or action relating to the Disposal of any PollutantaffectingtheSELLER'S property. (3) There is no civIL criminal or adminlrbadve action, suit, daim, demand, Investtgation or notice of violation pending or, to the best of that entity s knowledge, threatened against SEU.ERorthe Property reiatingin anyway to the Disposal ofPollutenrsonthe Property, anyportion thereof,oron any contiguous propertyowned bySE11m 17. IPMCRPPORDS. PURCHASER Is a public agency subject to Chapter 10, Florida Statutes. The SELLER Is hereby notified that the PURCHASER Is required by law, pursuant to Chapter 119, to mafntain and disclose upon request all records deemed public unde r the statute wading this Agreement and some or all of the documents necessary to a mummate the transaction set forth herein. To the extent that any litigation should be instituted by SELLER, either directly or ars a third party, to prevent or prohibit Purchaser from disclosing or providing documents MvohringthisAgreementorthatransudon setforthin the Agreement pursuant to a public records requestsubmitted underChapter 11% SELLER agreesthat PURCHASER may either: 1) defend the Balm up to and Including final judgment, or 2) interplead the challenged documents Into the court In either event, SELLER agrees to pay PURCHASER's reasonable attorneys" feesaand cosM bod Mal and appellate. 18.1 • Gem L This Agreement, and any amendment hereto, may be executed In any number of counterparts, each of which shat 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 Identifytion only and shall not be considered In construing this Agreement. Reference to a Section shaft be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall be of any fame or effect unless in writing executed by the Parties. This Agreement sets forth) the entire agreement between the Parties reladng 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 Iftigatlon brought arising out of this Agreement shall be In the Fifteenth Judicial Circuit, in and for Palm Beach County, Florida, or, should any muse of action ire limited to federal Jurisdiction only, In the United States District Court forthe Southern District of Florida. 18.2- Comoutation of Time; Any reference herein to time periods which are not measured in business days shall mean calendar days. Any time period provided for In this wmna-s PURCHASER's Initials: SELL.ER's Initials: 96 Purchase and Sale Agreement Page 1+4 of 17 Agreement which ends an a Saturday, Sunday or legal holiday, shag extend to M. p.m. on the next full business day. Time Is of the gesence in the performance of all obligations under this Agreement. 11M 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 other 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 dosing. 18.4 Construction of Aareament. The Parties to this Agreement through counsei, have participated freely in the negothtion 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 kxk de the singular, as the context may require. Provisions of this Agreement that expressltr provide that they survive the Closing shall not merge into the deed. 185. Seversollity. If any provision of this Agreement orthe application thereof shah for any reason and to any extent, be invalid or unenforosabie, neither the remainder of this Agreement nor the application of the provision to other persons, entities orcirwmitanees shag be affected thereby, but instead shall be enforced to the maximum extent permitted by law. the provisions of this Section shag apply to any amendmentof this Agreement, 18.6 handwritten _ jOns. Handwritten provisbrs inserted In this Agreement and initialed by PURCHASER and SELLER shall cw*ol all painted provisions In conflict therewith. 18.7 Waterer gf Jury Triel. 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 anlaing out of or in any way connected with this Agreement. 18.& &Mrnevs Eggg godCosts, Should It be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys' fees and oasts, Including those at the appellate level, shall be awarded to the prevailing party unless otherwise provided In this Agreement and subject to the limitation of sovereign immunity as provided within Section 788.28, floride Statutes. M9 Wnding Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has of "rw PURCHASElts Initlals;- 5ELLM initlelsi 97 Purchase and Sale Agreement Page 15 of 17 full right and lawful authorlty to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is slgning with respect to all provisions contained In this Agreement. 78.10 Reggrding. This 1 greernent may not be recorded in the Public Records of Palm Beach County, Florida withoutthe-prior approval of both parties. 18.11 SurybMI. The covenants, warranties, representations, Indemnities and undertakings of SRI ER and PURCHASER that specifically survive Closing as set forth in this Agreemeni;,shall sumo ethe Closing. IL12 SEU ER's Attorneys' tees and Costs. SEU ER acknowledges and agrees that SELLER shall be responsible for its own attorneys' fees and ag costs, If any, Incurred by SELLER In connection with the transaction contemplated by this Agreement. 18.13 Marelan Immunity, Nothing in this Agree mentshall be deemed to affect the rights, privileges, and sovereign Immunities of the PURCHASER, kWudlng those set forth in Section 70.28, Fiorldo Statutes. L9. REPRESENTATIONS COVENANTS AND WARBANTiES OF PURCHASE& To induce SELLER to enter into this Agreement, PURCHASER makes the foflowing repnasentattrns, all of whidy to the best of its knowledge, in all material respects and except as otherwise provided In thIs Agreement (Q erre now true, and (IQ shall be true as of the date of the Closing, and (IIQ shall survive the Closing. 18.1 Valid,ly Creel. din Good Str PURCHASER was valklly created under all applicable state laws, N In good standing under alf applicable state laws as of the Effective Date of this Agreement, and will be in good standing under all applkable state laws as of the Closing Date. 112 &MM The execution and deB-ory of this Agreement by PURCHASER and the consummation by PURCHASER of the transection contemplated by this Agreement are within PURCHASER'S lawful capacity and ail requisite action has been taken to make this Agreement valid and binding on PURCHASER In accordance with Its terms. The person executing this Agreement an behalf of PURCHASER has been duly authorbed to act on behalf of and to bind PURCHASER, and this Agree mentrepresentsavalid and binding obilgation of PURCHASER. 20. As -is, Morn-ls , and Nth All fgults. EXCEPT AS OTHERWISE SPWIPICAILY Or FORTH HEREIN, IT iS UNDERSTOOD AND AGREED THAT PURCHASER IS FURCKASING THE PROPERTY IN AN AS IS. WHERE -IS, AND WITH AIL FAULTS COMMON. OTHER THAN TkM S'ELLER'S REPRESENTATIONS AND WARRANTIES SEP FORTH HERM N, SELLER MAKES NO PWRESENTA17ONS OR WARRANTIES AS TO THS CONSi,TION OF THE PROPERTY OR THE PROPERTY'S FITNESS FOR KJRCHASERIS INTENDED USB. PURCHASR SHOULD RELAY ON ITS OWN DIVESPIGA71ONS AND DMECTTONS DMINGl THE FEASMILXI Y PERIOD. eiPURCHASER`S Inftials. SELi.Ms Inft h:-9 98 Purchase and Sale Agreement Page 16 of 17 n ZL Ord SELLER adc and Real Estate Sin on µEast Fa de Wall„mof_ j Oyer Insurance Bugdi PURCHASER a nc�wkdge and agree that the existing painted wall sign on the east facade of the 529/531 East Ocian Avenue building has existed for over 60 years, Is one of the iconic business images In the City of Boynton Beach, possesses historic and cultural value, and is one of the last remaining representations of the Cnky's historic main street. As such, PURCHASER agrees to use Its best efforts to preserve the painter wail sign either in situ or to be relocated and utilized elsewhere in the vidnhty provided that tete cast of the presentation and relocation efforts do not exceed a maximum of Twenty Thousand Dollars ($2%OM Opj. In the event that PURCHASER Is unable to preserve or relocate the wall sign as provided herein, PURCHASER shall provide notice of sa rhe to SELLER, who shall have (6Q sixty days within which to relocate the sign at Its own expense and/or contribute ail additional funding over $20,0Mt o the CRA for fie CRA to relocate the sign. Both parties adrnowleOp and agree that the possibility exists that the sign could be damaged or destroyed during an attempted relocation. However, PURCHASER shag use its best efforts, as provided herein, to preserve the wall sign and ensure that It remains visible to the public. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. awrms PURCHASER'S SELLEres initiate• .- 99 Purdwse and Sale Agreement Page 17 of 17 KIRGULSEM BOYNTON BEA COMMUMV REOM484f~ AGENCY Printed Name: Steven S. Grant note. rF Printed Name: 1, "'r ,1 - & Wal ker, P.A. Printed Name: n Date: '05"d Name. . .. . . ...... Title: Date: WMIBS- Printed Norrw. Z4ve;j A- -54-ILPE amim PURCHASER'S Initial: ";JI'v""', SELLEFrs inwsiqr.,�Zy� 100 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "H" REVERTER AGREEMENT This REVERTER AGREEMENT is dated as of this "°"""„ day of , 2022, by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGEN "Y (the "SELLER") and BB QOZ, LLC (the "PURCHASER"). RECITALS A. The SELLER has conveyed to the PURCHASER that certain real estate described on Exhibit "A" attached hereto (the "Property") pursuant to a Deed of even date herewith between the SELLER and PURCHASER. B. The PURCHASER has agreed to construct the Project on the Property, and other requirements in accordance with the guidelines and criteria set forth on in the Purchase and Development Agreement attached hereto ("Purchase and Development Agreement"). C. The Deed shall provide that: (i) if the PURCHASER fails to meet the deadlines set forth in Sections 21.3, 21.5, and 21.7 of the Purchase and Development Agreement, subject to applicable notice and cure periods, then, if SELLER exercises its right of reverter, the Property shall revert to the SELLER; and (ii) upon the Completion of Construction (hereinafter defined) the Deed shall be automatically unencumbered by the right of reverter. NOW THEREFORE, in consideration of the transfer of the Property to the PURCHASER and other consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows: 1. PURCHASER agrees at its sole cost and expense to complete the construction of the Project in accordance with the terms of the Purchase and Development Agreement by no later than the time period set forth in Section 21.7 of the Purchase and Development Agreement of even date herewith (the "Construction Completion Date"). 2. Subject to Section 3 hereof, in the event the deadlines provided for in Section 21 of the Purchase and Development Agreement, or Completion of Construction as provided for in Section 21.7, are not timely met (unless extended pursuant to the terms of the Purchase and Development Agreement), and if SELLER elects to exercise its right of reverter, the Property shall revert to and thereafter become fee simple real estate owned by the SELLER. Within 30 days of the written request of the SELLER, the PURCHASER will provide a quit claim deed to the Property in form and substance acceptable to the SELLER evidencing the reconveyance of the Property, 01671768-3 PURCHASER's Initials: SELLER's Initials: of Ir 101 in Section 22.1 of the Purchase and Development 1.- " g e of Florida. This Agreement may only be modified or amended by a written agreement signed by authorized representatives of the parties hereto. PURCHASER: Printed Name: Title: Date: 01671768-3 SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Ty Penserga Title: Chair Date: )rl I Lt -- 7- ,0yjV7 AL* *a X I= PURCHASER's Initials: SELLER's Initials: x VT 102 01671768-3 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "B" Tax Increment Revenue Funding Agreement zz 103 TAX INCREMENT REVENUE FUNDING AGREEMENT This Tax Increment Revenue Funding Agreement (hereinafter "Agreement") entered into as of the day of 2022, by and between: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes, (hereinafter the "CRA"), with a business address of 100 East Ocean Avenue, Or' floor, Boynton Beach, Florida 33435, and BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, and its successors or assigns (hereinafter, the "Developer"; the Developer and the CRA are collectively referred to herein as the "Parties"). RECITALS WHEREAS, Developer submitted a proposal, a copy of which is attached here to as Exhibit "A," (the "Proposal") in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed -Use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, incorporated herein by reference, which proposal was accepted by the CRA Board on November 30, 2021; and WHEREAS, the CRA has determined that the Project, as defined herein, furthers the Boynton Beach Community Redevelopment Plan; and WHEREAS, Developer has the knowledge, ability, skill, and resources to effectuate the construction and development of the Project; and WHEREAS, the CRA has determined that a public-private partnership in which the CRA provides Tax Increment Revenue Funding for the Project will further the goals and objectives of the Boynton Beach Community Redevelopment Plan; NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both Parties hereby acknowledge, the Parties agree as follows: Section 1. Incor oration. The recitals above and all other information above are hereby incorporated herein as if fully set forth. Section 2. Definitions. As used in this Agreement, the following terms shall have the following meanings, which shall apply to words in both the singular and plural forms of such words: 01649149-7 1 104 2.1. Adequate Proof of Financial Closing shall consist of verifiable binding documentation for the Project necessary to evidence that financing has been obtained for the construction of the Project through completion. 2.2. Area Median Income ("AMI") shall mean the City of Boynton Beach Area Median Income, as set forth and published each year by the City of Boynton Beach, unless required by the Lender to mean Palm Beach County Area Median Income, as set forth and published each year by the Department of Housing and Urban Development. If the Lender does not make a determination, the Developer shall use the City of Boynton Beach Area Median Income, provided that: (a) the City publishes AMI levels on a regular (annual) basis, (b) the AMI levels are made readily available to the general public, and (c) the City utilizes the same calculation methodology as does the Department of Housing & Urban Development. 2.3. 'Base Year" for determining Tax Increment Revenue from the Project shall be the year prior to Commencement of Construction (hereinafter defined). 2.4. "City" means the City of Boynton Beach, Florida. 2.5. "Commencement of Construction" or "Construction Commencement" means the date when both of the following have occurred: (i) Developer has provided Adequate Proof of Financial Closing, and (ii) Developer has actually begun construction activities (including demolition, site clearing, excavation, and/or utility relocation) consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. 2.6. "Completion of Construction" shall mean the date for which the Project is substantially complete and the Temporary Certificate of Occupancy has been issued by the appropriate governing authority. 2.7. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.8. "Financial Closing" The date on which all agreements and loan documents for the financing of the Project have been executed and all required conditions contained in such agreements and loan documents for the commencement of funding have been satisfied, as determined by Lender and Developer. 2.9. "Land Use Approvals" shall mean all required site plan, zoning, platting/replatting approvals from the City of Boynton Beach necessary to procure building permits to construct the Project on the Property. 2.10. "Lender" shall mean the lender selected by the Developer to provide a mortgage loan that is secured by all or any part of the Project. 01649149-7 lA 105 2.11. "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit "B," hereto. 2.12. "Purchase Agreement" means that certain Purchase and Development Agreement by and between the CRA, as seller, and Developer, as purchaser, dated of even date herewith. 2.13. "Tax Increment Revenue" means the amount deposited in the Redevelopment Trust Fund for the Boynton Beach Community Redevelopment Area, pursuant to Florida Statutes, Section 163.387, that is attributable to the Project. Section 3. Develo er's Obli ations and Covenants. 3.1 Construction of the Project. Developer shall construct a mixed-use, transit - oriented development containing a mixed -income workforce housing rental apartment building with restaurant, retail space, and office space, including public parking that incorporates public pedestrian connectivity, consistent with the Proposal (hereinafter the "Project"). In the event of a conflict between the Proposal and this Agreement, this Agreement shall control. The Project will include the Required Elements set forth below and be built consistent in all material respects with the Conceptual Site Plan attached hereto as Exhibit "C" except as revised pursuant to this Paragraph. The Conceptual Site Plan may be revised by Developer from time to time without the consent of the CRA, provided, however, that any change to the Conceptual Site Plan that would result in a change to any of the Required Elements (hereinafter defined) shall require the approval of the CRA, which approval shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, the Developer may increase the units or commercial or residential square footage without the consent of the CRA. 3.2 Development Deadlines. The following events must be completed as set forth herein and evidence of same shall be provided to the CRA upon completion of each event (collectively the "Project Deadlines"). At all times after the Effective Date, the CRA shall cooperate with Developer using good faith and due diligence to facilitate and expedite Developer's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. 01649149-7 3.2.1. Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this Section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of Developer to comply with the requirements of this Section. Developer may extend the deadline for submission of application to the City for site plan approval by no more than 3 106 sixty (60) days, subject to prior, written approval of the CRA at the CRA's sole and reasonable discretion. 3.2.2 Developer shall diligently and continuously pursue site plan approval and all other required Land Use Approvals until the same are issued. 3.2.3 Developer shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred twenty (120) days of obtaining formal site plan approval from the City. 3.2.4 Developer shall provide the CRA with updates on the process of obtaining financing for the Project, together with reasonable documentation, upon the CRA's request therefor. No later than the Closing Date (as defined in the Purchase Agreement), Developer shall provide Adequate Proof of Financial Closing to the CRA. 3.2.5 Commencement of Construction within two (2) years of the Closing Date pursuant to the terms of the Purchase Agreement. Notwithstanding anything to the contrary herein, Developer may extend the deadline for Construction Commencement by one (1) period of twelve (12) months, subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, conditioned or delayed provided Developer is using good faith efforts and due diligence to achieve Commencement of Construction. 3.2.6 Developer shall ensure that the groundbreaking ceremony will occur prior to or simultaneously with the Commencement of Construction. 3.2.7 Completion of Construction within thirty-six (36) months of Commencement of Construction; provided, however, Developer shall have the right to extend the deadline for Completion of Construction for one (1) period of twelve (12) months subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, condition or delayed provided Developer is using good faith efforts and due diligence to achieve Completion of Construction. After receipt of a temporary certificate of occupancy, Developer shall use good faith efforts and due diligence to obtain a final certificate of occupancy in an expeditious manner. Developer shall obtain a certificate of occupancy for the Project no later than 9.5 years after the Effective Date. 3.2.8 Developer shall ensure that a ribbon cutting ceremony will occur prior to occupancy of the residential portion of the Project. 3.3 Required Project Elements. The Project must include all of the following elements (the "Required Elements"). 01649149-7 4 107 3.3.1 A rental apartment building including a minimum of 236 rental units MOIRMNIMIM 3.3.1.1 The units shall be rented in accordance with the following ratio (regardless of how many units are constructed) (the "Affordability Requirements"): • Tier One: 3.8% of the total rental units to tenants that earn up to 80% of the AMI; • Tier Two: 23.1% of the total rental units to tenants that earn up to 100% of the AMI; • Tier Three: 23.1% of the total rental units to tenants that earn up to 120% of the AMI; and • Tier Four: the remaining total rental units shall be unrestricted. • Tier One, Tier Two, and Tier Three units shall be the Restricted Units. If necessary, and if consented to by Developer in Developer's sole and absolute discretion, the total rental units and Affordability Requirements may be adjusted as may be required in order to meet the minimum code requirements of the City of Boynton Beach's Workforce Housing Program, provided that at no time shall the sum of Tier One, Tier Two and Tier Three units be less than 50% of the total rental units. The units shall be rented to tenants in compliance with fair housing laws. Developer shall not segregate units based on income levels, When not in contravention of such laws, Developer will not designate all affordable unit to be in the same Tier and will attempt to designate a variety of unit types as affordable units. 3.3.1.2 On the date of the Financial Closing, the Developer will record a Restrictive Covenant containing the Affordability Requirements (the "Restrictive Covenant"), which shall remain in effect for the Restricted Units for a period of 15 years following Completion of Construction (the "Initial Affordability Term"). At the conclusion the Initial Affordability Term, units to 30% of the total rental units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) for an additional 15 -year period (30 years total following Completion of Construction). The Restrictive Covenant shall also provide that 10% of the Restricted Units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) shall remain subject to the Affordability Requirements in perpetuity. The Restrictive Covenant shall be in a form approved by the CRA and Letcler. 01649149-7 5 108 3.3.2 A minimum of 16,800 square feet of commercial space (e.g. restaurant, retail and office). 3.3.3 A minimum of 150 public parking spaces in addition to the parking spaces Developer reasonably calculates Developer will require for the commercial and residential portions for the Project, which shall be located in a parking garage to be constructed by Developer and which shall remain open to the public in perpetuity pursuant to a lease agreement to be executed between the Parties, (the "CRA Spaces"), in a form substantially similar to the lease attached hereto as Exhibit "D." Although the CRA Spaces are separate from the parking spaces that are designated for the residential and commercial uses, and shall not be designated by Developer for association with the residential or commercial uses, the CRA Spaces shall be included in the calculation of determining the total number of parking spaces required for compliance of the residential and commercial uses with the minimum code requirements of the City of Boynton Beach. Section 4. Public Benefits. Developer shall comply with the following Requirements. 4.1. Job Fairs, and Apprenticeship. Prior to and/or during the construction of the Project, Developer shall use commercially reasonable efforts to: • Host two (2) job fairs, between Commencement of Construction and Completion of Construction, at a venue within the City of Boynton Beach; • Participate in job fairs within 15 miles of the City when notified of such job fairs by CareerSource Palm Beach County or such other entity as the CRA may designate from time to time; • Include requirements in all contracts with contractors that the contractors use commercially reasonable efforts to participate in an apprenticeship program; and • Provide documentation evidencing satisfaction of these requirements upon request by the CRA and as part of the Annual Performance Report (hereinafter defined). 4.2. Green Building. Developer will achieve a minimum National Green Building Standards (NGBS) Bronze certification for the residential building. Evidence of the NBGS Bronze certification shall be submitted to the CRA within twelve (12) months following Completion of Construction. Developer will analyze the feasibility of using the chilled water services offered by the District Energy Facility located in the Town Square complex. 4.3 Green Wall. Developer shall use commercially reasonably efforts to incorporate a green wall into the wall of the parking garage associated with the Project consistent with City code. 01649149-7 6 109 4.4 Electric Vehicle Charging Stations. Developer shall install provisions t* to install additional electric vehicle charging stations in up to 15 of the other CRA Spaces, the specific number and location of spaces to receive such conduit to be mutually agreed to by the Parties prior to finalization of construction plans for the parking associated with the Project. 5.1 Annual Performance Report. Commencing upon the Effective Date, Developer shall annually provide the CRA with an Annual Performance Report for the Project certifying Developer's compliance with the requirements of this Agreement and the Purchase and Development Agreement and, as applicable upon Completion of Construction, evidencing that Developer has paid all property taxes for the Property for the preceding year. Such report must W,e SLI all requirements for the Annual Performance Report contained in this Agreement. Further, Developer shall, at any time requested by the CRA but not less than once per calendar year, ;!ppear before the CRA Board and provide any information requested regarding the Project. 5.2 The following are conditions precedent to the CRA's annual disbursal of Tax Increment Revenue pursuant to this Agreement: 01649149-7 Developer must have timely provided its Annual Performance Report, providing evidence of compliance with the requirements of this Agreement and evidencing that Developer has paid all property taxes for the preceding year; and 5.2.2 A finding by the CRA Board that the Annual Performance Report submitted by Developer is consistent with the requirements of this Agreement, which finding shall not be unreasonably withheld, conditioned or delayed; and M MGM 5.2.4 Developer is not in material default beyond any applicable notice and cure period under any terms or provisions of this Agreement. Developer shall not be entitled MPMEA 177FIWWJJ any applicable notice and cure period under the terms of this Agreement and has failed to sufficiently cure the default as provided for herein after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Tax Increment VA 110 Revenue during any period of default by the Developer, provided that, once a default is cured, Developer shall receive its Tax Increment Revenue for the remainder of the TIR Term, provided Developer is not in default under this Agreement. Section 6. Tax Increment Revenue. 6.1 Formula and Term. 6.1.1 The CRA hereby agrees to pledge and assign to Developer pursuant to the terms of this Agreement, an annual amount which equals ninety-five percent (95%) of the Tax Increment Revenue, for a fifteen (15) year term, not to exceed a total of seven million dollars ($7,000,000.00) ("TIR Cap"), commencing on the last day of the year that all of the following conditions are met ("TIR Term"): A. The Developer has achieved Completion of Construction; B. All elements of the Project have been placed on the Tax Roll; C. The CRA has received Tax Increment Revenue from the Project; D. The Annual Performance Report is received and found to be sufficient by the CRA, which finding shall not be unreasonably withheld, conditioned or delayed; and E. Developer is not in default under this Agreement. Provided the above conditions precedent are satisfied, the CRA shall disburse the Tax Increment Revenue to the Developer as soon as practicable after the CRA receives the Tax Increment Revenue. 6.2 No Prior Pledge of Tax Increment Revenues. The CRA warrants and represents that the Tax Increment Revenue are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by term of this Agreement. 6.3 Form of Payment. Payment of the Tax Increment Revenue shall be in the form of a CRA check made payable to the Developer. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Developer, either wholly or in part, and no payment shall be construed to relieve Developer of obligations under this Agreement or to be an acceptance of faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or 01649149-7 K 111 by recognized overnight courier or sent by certified mail, postage prepaid, return receipt requested. The use of electronic communication is not considered as providing proper notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Tara W. Duhy, Esq. Lewis, Longman & Walker, P.A. 360 S. Rosemary Ave Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: BB QOZ, LLC Attention: Jeff Burns & Nicholas Rojo 613 NW 3rd Ave., Ste. 104 Fort Lauderdale, Florida 33311 With a copy to: Lance M. Aker, Esq. Kapp Morrison LLP 7900 Glades Road, Ste 550 Boca Raton, Florida 33434 Section 8. Default. The failure of Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If Developer fails to cure the default within thirty (30) days of notice from the CRA, the CRA may withhold payment of Tax Increment Revenue to Developer due for such calendar year; provided, however, if such default takes longer than thirty (30) days to cure, such cure period shall be extended until the Developer cures such default provided that the Developer is using good faith efforts to effectuate such cure in a diligent manner and such cure can be completed within the same calendar year. A default under this Agreement shall not terminate this Agreement, but payments of the Tax Increment Revenue to Developer shall not re -commence until such default is cured. 01649149-7 E 112 Section 9. Termination. This Agreement shall automatically terminate: 1) upon the last disbursement of Tax Increment Revenue due to Developer pursuant to the terms of this Agreement; 2) upon the expiration of the 15 -year TIR Term, or 3) if Developer fails to Commence Construction or Complete Construction of the Project as required herein (unless such time period is extended by the CRA or this Agreement is assigned to Lender pursuant to the terms of this Agreement). Section 10. Miscellaneous Provisions. 10.1. Waiver. The CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to the development of the Project, whether such damage or injury occurs before, during, or after the construction of the Project or the term of this Agreement, except if caused by the gross negligence or willful misconduct of the CRA. Except as set forth in the foregoing sentence, Developer hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer. 01649149-7 10.2. Indemnification. Developer shall indemnify, save, and hold harmless the CRA, its agents, and its employeesfrom 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 Developer. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA as set forth in Section 768.28, Florida Statutes. This paragraph shall not be construed to require Developer to indemnify the CRA 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. 10.3. Assignment. This Agreement may only be assigned in its entirety. Prior to Completion of Construction, this Agreement may only be assigned by Developer to an entity that is managed by Developer's key principals, Jeff Burns and Nicholas Rojo, or Lender pursuant to Developer's loan documents with Lender, and provided that any assignee hereto shall specifically assume all of the obligations of the Developer under this Agreement. Such assignment may be made without further consent of the CRA; however, Developer shall provide notice to the CRA within 30 days of such assignment. After Completion of Construction, provided Developer is not in default under this Agreement, this Agreement may be assigned by Developer to any third party with the consent of the CRA, which consent shall not be unreasonably withheld, conditioned, or delayed, provided however, that such assignment shall not be effective unless (a) the Developer delivers written lim 113 01649149-7 notice to the CRA at least thirty (30) days prior to the assignment, (b) the third party assignee demonstrates to the reasonable satisfaction of the CRA that the balance of the Tax Increment Revenue is required to maintain the Affordability Requirements, and (c) the assignee shall specifically assume all of the obligations of the Developer under this Agreement. Notwithstanding the foregoing, in the event Lender takes possession of or becomes the record owner of the Property, this Agreement shall be automatically assigned to Lender upon receipt by the CRA of written notice by Lender that it desires, in Lender's sole and absolute discretion, to be assigned this Agreement and to assume all of the rights and obligations of the Developer under this Agreement. The notice must be received within 90 days of Lender taking possession of or becoming the record owner of the Property. 10.4. Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA or the Developer, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 10.5. No Discrimination. Developer shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 10.6. No Partnership, Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that Developer is an independent contractor and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance under this Agreement. 10.7. Public Records: The CRA is a public agency subject to Chapter 119, Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically, the Developer shall: a. Keep and maintain public records required by the CRA to perform the public services provided for in this Agreement; b. Upon request from the CRA's custodian of public records, provide the CRA with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 11 114 01649149-7 C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if Developer does not transfer the records to the CRA. d. Upon completion of the Agreement, transfer, at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the CRA to perform the service. If Developer transfers all public records to the public agency upon completion of the Agreement, Developer shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon completion of the Agreement, Developer shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. IF DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUTTT@bbfl.us. 10.8. Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 10.9. Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each 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. 12 115 01649149-7 110.10. Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. 10.11. Governing Law, Jurisdiction, and Venue. The terms and provisions of th Agreement shall be governed by, and construed and enforced in accordance wit, the laws of the State of Florida and the United States of America, without rega to conflict of law principles. Venue and jurisdiction shall be Palm Beach Count -I Florida, for all purposes, to which the Parties expressly agree and submit. 10.12. Independent Advice. The Parties declare that the terms of this Agreemem have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 10.13. Severability. If any part of this Agreement is found invalid or unenforceable by any court, such invalidity or unenforceability shall not affect the other parts of the Agreement if the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions of the Parties can continue to be achieved. To that end, this Agreement is declared severable. 0. 14. Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 10.15. Compliance with Laws. In its performance under this Agreement, Developer shall comply with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations enacted as of the Effective Date. 10.16. Survival. The provisions of this Agreement regarding public records, indemnity, parking, Affordability Requirements, and waiver shall survive expiration or termination of this Agreement and remain in full force and effect. 10.17. Minor Modifications. The CRA Executive Director, shall administrative amend this Agreement (without requirement of CRA board approval) as may reasonably required by the Lender, provided that such amendment does n pertain to or impact any material term of this Agreement and is for the purpo of complying with Lender requirements in order to effectuate Financial Closing. el any required amendment by the Lender would have a material effect on the ter and conditions set forth in this Agreement, then such amendment shall requi CRA board approval, not to be unreasonably withheld, conditioned or delayed. F purposes of this paragraph, the term "material term" shall include all terms an s provisions in Sections 3, 4, 5, 6, 8, 9, 10.1, 10.2, 10.3, 10.4, 10.7, 10,16, 10.17, an$ 10.18, (including all subsections thereunder), and any other term reasonab IN 116 01649149-7 deemed material by the CRA Attorney at the time such request for amendment i -2f made. 0. 18. Force Majeure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandernics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein shall be subject to Force Majeure. 10.19. Computation of Time — Any referenced herein to time periods which are not measured in Business Days and that are less than six •:. days shall not •:• Saturdays, Sundays, and legal holidays in the computation thereof. Any period provided for in this Agreement which ends on a Saturday, Sunday, or legal holiday shall extend to 5 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 computation thereof. For purposes of this Agreement, Business Days shall mean Monday through Friday but shall exclude state and federal holidays. "1 11:11 1105!15RIJ151 lilt 0 11 '111 "It 1 101111111111 �1111111'17111131111113M��� 14 117 WITNESS Print Name: BB QOZ, LLC, a F orad . lhnit e(j1„i bility company PrintedName',cwias Title: .......... _. BEFORE UM an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared k N� Naas of BB QOZ, LLC, and acknowledged under oath that he/she has executed the foregoing Ag.7teement as the proper official of BB QOZ, LLC, for the use and purposes mentioneA,hercinl that the instrument is the act and deed of BBs QOZ, LLC. He/she is personally knowno 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 _ day of 3_ ? (, , 2422. My Commission Expires: 5-119 e q Notary 01649149-7 COATES wdW Ttw [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGE] 15 118 WITNESSES Print Name,,., ._ �� ��' ........... ..,m .,......__..... Print Name. STATE OF FLORIDA \ ) 1 COUNTY OF PALM BEACH ) BOYNTON BEACH COMMUNITY REDEVELOPMENT ADEN "Y By:___ a. _. _................. .. Ty Penser , CRA Board Chair ..04r, n:� �mm�ammm m! SS: �r ��'m �rry dp�wyqgry��o : BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, personal...appeared Ty Penserga, as Board Chair of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, 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 act and deed of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she isersonall �,,o.. F or has produced ..... ___ as identification. IN WITNESS F THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this day of ,� _., 2022. My Commission Expires: 01649149-7 Notary `�ti��t,t�i1111 Illll //orf � y •��� i�`ig61 �� 16 bliA State of Florj�fi at Large 119 EXHIBIT "A" PROPOSAL The proposal submitted by BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed-use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, which proposal was accepted by the CRA Board on November 30, 2021, is hereby incorporated herein by reference as if fully set forth. A copy shall be maintained at the offices of the Boynton Beach Community Redevelopment Agency, and upon dissolution of the same, a copy shall be maintained by the City of Boynton Beach. 01649149-7 17 120 EXHIBIT "B" PROPERTY LEGAL DESCRIPTION PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel M 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 4th St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 11t Ave., Boynton Beach, FL Parcel #: 08434528030010100 Lots 10, 11 and West Y: of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01649149-7 18 121 Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01649149-7 Lot 12, Block 6, ORIGINALTOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 19 122 01649149-7 EXHIBIT "C" CONCEPTUAL SITE PLAN at 123 124 I t�j„y51/tit , ARNIM, .31 M, 0 125 01649149-7 EXHIBIT "D" DRAFT PARKING LEASE 21 126 TM PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this :,)'dayof 2022, by and between BB QOZ, LLC, a Florida limited liability company, ("LaiLdl �'rdi;J�'I_d nton Beach Communi A, ene BBCRA). a -Dubli aeencv qlL__ i The Boy �; Redevclopmen 9�1 I Mm maLemyntaliffainamparers IRMW - WITNESSETH: '477r, 1, ab-111iffe p-ar7r17rMTtTscn6ea 6y me legal description attached hereto as Exhibit A, (collectively the "Pigperty"); and WHEREAS, the Landlord intends to construct a mixed-use, transit -oriented development containing a mixed -income workforce housing rental apartment building with a minimum of 236 rental units available to various affordabili rpsgii- i j'jifi defined) (the "Pr9ject"); and WHEREAS, Tenant has provided property valued at approximately $5.51 million in exchange for the dedicated parking; and WHEREAS, the Landlord and the Tenant have entered into a Tax Increment Revenue Funding Agreement and Purchase and Development Agreement (other Agreements) wherein the Tenant is providing certain economic development incentives to develop the Project; and WHEREAS, the Tenant recognizes the positive impact that the Project will bring to the City of Boynton Beach including the provision of additional parking facilities; and WHEREAS, the Landlord and Tenant desire to enter this Lease to provide 150 parking spaces located in the Parking Garage, in addition to the parking spaces Landlord reasonably calculates Landlord will require for the commercial and residential portions for the Pr ' for the use -41A the general �!ublic for enhancement of the downtown in furtherance of Tenant's 2016 Community Redevelopment Plan, as set forth below; and WHEREAS, this Lease does not impact or affect City of Boynton Beach Parking Code requirements; however Tenant will not object to Landlord including the Parking Spaces in the calculation uses of the Project with the minimum code requirements of the City of Boynton Beach; and WHEREAS, the Tenant, as the BBCRA, has determined and hereby finds that this Lease promotes economic development in the CRA Area and, as such, is in the best interests of the BBCRA and furthers the 2016 Boynton Beach Community Redevelopment Plan. NOW, THEREFORE, in consideration of the promises and mutual agreements set forth herein, the sufficiency of which is acknowledged by both parties, the Landlord and Tenant covenant and agree as follGws: 016733474 259421v9 127 111111111111111 Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the following described parking spaces (the to be utilized exclusively by Tenant for the F!'ermitted Use (as defined in Section 14 below): -AK-mg spaucs sl to be constructed at NE 4h Street, Boynton Beach, Florida 33435 and NE I't Avenue, Boynton Beach, Florida 33435 (the "Parkin ar in the locations designated as "Parking Spaces" on Exhibit B without the prior written consent of the Tenant, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant take into consideration whether such location change will negatively impact public access and the number of times the location has been changed. Landlord shall provide notice to Tenant at least 14 days prior to the Parking Spaces being relocated, and Landlord shall bear the actual, reasonable and verifiable costs (excluding any Tenant overhead costs), if ang, of relocatin , S-oaces, in I ing an costs associated with moving in _e.1ARftj9 g the Parking , J_� V vehicle chargers, or other similar items. Landlord shall not move Tenant in any manner that will reduce Tenants ability to use parking meters, provide electric vehicle chargers, or other similar items. At no time shall the total Parking Spaces be less than one hundred fifty (150), and Landlord shall use commercially reasonable efforts to keep the Parking Spaces generally contiguous. At no time shall the Parking Spaces be located on anv level hiLyher than level 3 of the Parking Garage. exce2t as may be set forth o t Vie _M�i NEW, areas located only on the floors of the Parking Garage where the Parking Spaces are located, for their with the use of such areas by Landlord or other users of the Parking Garage. The use by Tenant and the eeneral Dublic of the Parkin S*aces shall be suAject to the tgniq vrd c*-gditi*-cs*f JIM an(Gi wi1nouL any a ance notice to Landlord. If Landlord later determines that Landlord's (or other Project tenants') intended use of the parking garage requires additional spaces, Landlord may request to allocate some of the Parking Spaces towards such intended use. Tenant has sole and absolute discretion as to whether to approve or deny such request, in whole or in part, and may place conditions on such use. It is anticipated that in the event Tenant approves I I wf OA f, t :�t[ flif, 16, 1 -11, W *,L*J I U-11 EWA U-1 I rif I I M 1R)MM I W-11 rR I BROJEOR ;I 1$141M7d41UJw 1, , " 't i A WIN M 04 Ww_ W"I "04 FAWInW.-N241rum I M1142 01 -d -i I a ON] ILI TM I V-1 I im Term; Constructµon of Parking11"Definitions. -- Gg�W, (a) The to of this Lease (the "Tenn") shall be twenty-five (25) years, with three (3) automatic 25 -year extensions unless earlier terminated by Tenant pursuant to written notice to Landlord at least 4 weeks prior to termination. The Term shall commence on the date that Landlord and Tenant mutually agree in writing that Tenant (and the public) may begin occupying the Parking Spaces, which date shall not occur before construction of the Parking Garage has been substantially completed (as defined below) and the public may begin accessing the Parking Spaces (the "Lease Commencement Date"). _ ..................................... ___ (b) The Parking Garage shall be constructed by the Landlord in accordance with the permitted set of plans for which a building permit is issued by the appropriate governing authority, which 01673347-4 2 128 plans shall be based upon the Parking Garage Floor Plan attached hereto as Exhibit B. In the event of any conflict between this Lease (including Exhibit A) and the permitted set of plans, the permitted set of plans shall govern and control. Landlord shall provide notice to Tenant of any significant changes to the Parking Garage Floor Plan from what is depicted in Exhibit B. (c) The term "substantially completed" shall mean and refer to the date a temporary certificate of occupancy or certificate of occupancy (or its equivalent) has been issued by the appropriate governing authority for the Parking Garage. (d) The "Effective Date" of this Lease is the date after it has been fully executed by Landlord and Tenant, 4. Base Rent. The property provided by Tenant valued at approximately $5,510,000, together with Tenant's compliance with the terms and conditions of this Lease, shall constitute sufficient consideration for Tenant's use of the Parking Spaces during the term of this Lease. Consequently, for the purposes of this Lease, the term "Base Rent" shall be understood to be rent in the amount of $0.00, but the $0.00 amount of rent shall not affect the validity of this Lease. 5. 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 and include applicable sales tax (unless exempt) ("Additional Rent"). In addition to Base Rent, as set forth in Section 4 above, Tenant shall be obligated to pay, as Additional Rent, Tenant's Percentage Share (as defined in Section 6, below) of Operating Expenses (as hereinafter defined), plus applicable sales tax (unless exempt), to be a set rate established once per year, which shall be subject to reconciliation as set forth in Section 6 hereof. For the first (l't) year of the Term, the amount of Operating Expenses paid by Tenant shall not exceed fifty dollars ($50.00) per space per month (the "Operating Expense Cap'). The Operating Expense Cap shall increase by the increase in the Consumer Price Index for All Urban Consumers published by the U. S. Bureau of Labor Statistics annually, and the Operating Expense Cap shall terminate and be of no further force and effect at the expiration of the twentieth (20th) year of the Term. Any increase in rent will become effective October 1, provided however that in order for such increase to be effective, Landlord will provide Tenant notice of the increased rental rate no later than April 1 of that year. In no instance may the Landlord increase the Rent more than one per year. For the purposes of this Lease, "Operating Expenses" shall mean all reasonable actual costs and expenses solely and directly attributed to and incurred by Landlord in owning, maintaining, insuring, and repairing the Parking Garage, including, without limitation, all common areas thereof after the Lease Commencement Date, which costs and expenses shall include, but shall be limited to, security, parking systems, cleaning, trash collection and disposal, utilities, maintenance and repairs of all elements of the Parking Garage, pest control, fire safety systems, all insurance costs incurred by Landlord with respect to insurance policies maintained by Landlord with respect to the Parking Garage, industry standard management fees, license fees, maintenance, repair and operational supplies, the costs of fabricating, installing and maintaining signage, landscaping, administrative and industry standard professional costs, permitted capital expenditures, industry standard repair and replacement reserves in connection with any of the foregoing items and ad valorem and non -ad valorem real estate taxes, assessments and fees attributable to or otherwise applicable to the Parking Garage. Operating Expenses do not include salary, benefits, or bonuses of Landlord's employees or officers; or other expenses not directly related to the operation of the Parking Garage. In the event any surcharge or regulatory fee is at any time imposed by any governmental authority for parking spaces within the Parking Garage, Tenant shall pay Tenant's Percentage Share (as defined below) of such surcharge or regulatory fee to Landlord as Additional Rent, payable as set forth in this Section 5. Notwithstanding the foregoing, Tenant shall pay one hundred percent (100%) of the costs and expenses solely and directly related to the Parking Spaces only (as opposed to costs and expenses that relate to the Parking Garage generally, which are billed as Operating Expenses), including, but not limited to, parking meters or parking systems (such as pay 016733474 3 129 stations or pay -by -phone stations), electrical vehicle charging stations, signage and safety monitoring specific to the Parking Spaces. 6. Pqy ment of Additional . Rent;_Tenqnt'S,.Yqrppiitag ,Share. Additional Rent (together with . ..... applicable sales tax unless exempt) shall be due and payable Payment shall be made on a monthly basis on or before the first (I I) day of each calendar month throughout the duration of the Term, without notice, demand, setoff or deduction and made payable to Landlord at the address provided in Section 7, which may change from time to time. If any payment due from Tenant shall remain overdue thirty (30) days after the due date, the payment due plus administrative charges shall bear interest at the rate often percent (10%) per annum. If any check given to Landlord for any payment is dishonored for any reason whatsoever attributable to Tenant, in addition to all other remedies available to Landlord, upon demand, Tenant will reimburse Landlord for all insufficient funds, bank, or returned check fees. The term "Rent" when used in this Lease shall include Base Rent and all forms of Additional Rent. For the purposes of this Lease, Tenant's Percentage Share shall be deemed to be a fraction, the numerator of which is the number of Parking Spaces (150 parking spaces), and the denominator of which shall be the total number of parking spaces within the Parking Garage (estimated to be 545 parking spaces) Landlord estimates that Tenant's Percentage Share will be approximately 27.52%, as may be adjusted based on the total number of parking spaces within the Parking Garage pursuant to the building permit for the Parking Garage. The parties agree that the estimated number of parking spaces and estimated percentage described in the previous sentence are not binding are intended only to provide an example of how Tenant's Percentage Share shall be calculated. After each year of the Term, Landlord shall provide Tenant with a reasonably detailed statement of the actual Operating Expenses for the prior year and Tenant's actual Percentage Share. An adjustment shall be made between Landlord and Tenant with payment to or repayment by Landlord, as the case may require, to the end that the Landlord shall receive the entire amount actually owed by Tenant for Tenant's Percentage Share of the Operating Expenses for the prior year up to the amount of the Operating Expense Cap, but shall not exceed the amount of the Operating Expense Cap. Tenant shall receive a credit for any overpayments for the year on the next payment of the Additional Rent. Any payment adjustment owed by Tenant to Landlord will be due with the next payment of the Additional Rent. Tenant waives and releases any and all objections or claims relating to the actual Operating Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the notice of the actual Operating Expenses, Tenant provides Landlord notice that it disputes the actual Operating Expenses. If Tenant disputes the actual Operating Expenses, Tenant shall continue to pay the Additional Rent in question to Landlord in the amount provided in the Operating Expenses (if a reoccurring expense) pending resolution of the dispute. Such dispute shall be resolved by hiring an independent auditor, whose fees shall not be on a contingency basis and whose fees shall be paid by Tenant, unless the audit discloses that Landlord's Operating Expense calculation was incorrect by more than seven percent (7%), in which case Landlord shall pay the cost of the independent auditor. 7. Notice. Any notice under the terms of this Lease shall be in writing and shall be deemed to be duly given only if delivered personally or mailed by registered mail in a postage -paid envelope or via express courier or other nationally recognized overnight delivery service and sent to the address(es) as set forth below: If to Landlord: BB QOZ, LLC c/o Affiliated Development 613 NW 3' Ave., #104 Ft. Lauderdale, Florida 33311 Attention: Jeffrey Burns 01673347-4 4 130 With a copy to: Kapp Morrison LLP 7900 Glades Rd., Suite 550 Boca Raton, Florida 33435 Attention: Lance Aker If to Tenant: Boynton Beach Community Redevelopment Agency Attn: CRA Director 100 East Ocean Avenue 4th Floor Boynton Beach, Florida 33435 With a copy to: City of Boynton Beach, Florida Attn: City Manager 100 East Ocean Avenue Boynton Beach, Florida 33435 The address of either party may be changed upon giving at least fifteen (15) days' advance written notice of that change to the other party. ano........ k rR g . Landlord shall have the right to block off any or all of the Parking Garage, including the Parking Spaces, for purposes of repair or maintenance of the Parking Spaces. At no time will Landlord block of any Parking Spaces for more than ten (10) days without the prior written consent of Tenant, except as reasonably required to complete repair or maintenance of the Parking Spaces. Except in emergency circumstances, Landlord shall provide Tenant with not less than three (3) days' advance notice of the foregoing if Tenant's or the general public's access to the Parking Spaces will be prevented. Landlord shall have the unrestricted and exclusive right to utilize all parking spaces located within the Parking g g p ("Landlord's_w.._M,M,M,M„,,,Parking Areas"}. Tenant shall have no right to ar Garage other than the Parkin Spaces„ park within or utilize any portion of Landlord's Parking Areas. Landlord or its agents shall have the right to immediately remove, or cause to be removed, any car or vehicle of Tenant that may be parked in Landlord's Parking Areas, without any liability and without any advance notice to Tenant. Notwithstanding anything to the contrary set forth herein, Tenant hereby acknowledges and agrees that Landlord and its agents, employees, contractors, tenants, and licensees (collectively, the "Landlord Parties"), shall retain and have the unrestricted right to reasonably utilize those portions of the Parking Garage located around, adjacent to and surrounding the Parking Spaces, including without limitation, drive isles, ramping, pedestrian and handicap accessibility areas, back of house areas, stairwells, elevators and all other areas outside of the individual parking stalls for the Parking Spaces (collectively, the "Access Areas") for the purpose of vehicular and pedestrian ingress and egress to and from Landlord's Parking Areas so long as such use does not prevent access to the Parking Spaces. The Access Areas shall not include any area of the Parking Spaces. Tenant acknowledges and agrees that the foregoing right of the Landlord and Landlord Parties to reasonably utilize the Access Areas shall be irrevocable and remain in full force and effect throughout the duration of the Term (as the same may be extended) and Tenant shall have no right to claim constructive eviction by virtue of the Landlord's reasonable utilization of the Access Areas, notwithstanding the fact that such Access Areas may be located in close proximity to the Parking Spaces. Except as provided herein, Landlord shall include a provision in its residential leases prohibiting such tenants from parking within the Parking Spaces or otherwise use the Parking Spaces unless payment of the parking fees are made at the same rate as the general public utilizing the Tenant's Parking Spaces. 9. Landlord Covenants and Obliigations,. Landlord covenants that: (a) prior to the Lease Commencement Date, it will have fee title in the land of which the Project and Parking Garage will be substantially completed; and (b) upon performing all of its obligations hereunder, Tenant and general public 01673347-0 5 131 shall have access to the Parking Spaces and Access Areas for the Term (including any extension thereof) of this Lease, subject, nevertheless, to the terms and conditions of this Lease. Except as specifically required herein of the Tenant with regards to the Parking Spaces, Landlord shall operate, manage, equip, light, repair and maintain, in a reasonably clean and safe manner, the Parking Garage, Parking Spaces and Access Areas and all facilities and fixtures, including without limitation roof, walls, ramps, electrical installations, elevators, fire and related alarms, lighting, landscaping, and doors in working condition and repair necessary for their intended purposes in a manner comparable to other similar parking garages in Palm Beach County, Florida, the cost of which maintenance, repairs and replacements shall be included in the Operating Expenses. The foregoing shall also include the Landlord providing janitorial services, waste and recycling removal, and pest control services throughout the Parking Garage, which service costs shall be included in the Operating Expenses. If a repair is needed within the Parking Garage, Tenant shall notify the Landlord in writing of the need for the repair, which notice Landlord shall acknowledge within three (3) business days of receipt of same, and Landlord shall use good faith to complete such repair in a timely manner, and the cost of such repair shall be included in the Operating Expenses. Notwithstanding anything to the contrary herein, Tenant shall promptly repair any damage to the Parking Spaces or Parking Garage caused by the Tenant or Tenant's agents, employees, contractors, licensees or invitees, at Tenant's sole cost and expense. Landlord may, in its sole and absolute discretion, restrict the size, location, nature or use of the Access Areas as those Access Areas exist at the Lease Commencement Date. Landlord shall be responsible for paying all utilities at the Parking Garage as of the Lease Commencement Date including without limitation water, sewer, stormwater, gas, solid waste and electricity for the Parking Garage, to the extent such utilities serve the Parking Garage, with Tenant paying to Landlord Tenant's Percentage Share of the utilities as Additional Rent when due. Tenant shall be responsible for paying all utilities exclusively necessary or separately metered for the Parking Spaces and management of the same (e.g., Tenant shall be responsible to install and pay for any electrical charges for parking meters it installs, including the cost of all power requirements necessary to service the electric vehicle charging stations). Tenant agrees that it shall not install any equipment which will exceed or overload the capacity of any Landlord utility facilities and that if any equipment installed by Tenant shall require additional utility facilities, the same shall be installed at Tenant's expense in accordance with plans and specifications to be approved in writing by Landlord in its sole and absolute discretion. 10. Landlord's„Liabili,ty. All Tenant's personal property placed or moved in the Parking Garage shall be at the Tenant's risk or the owner's risk thereof. Landlord shall not be liable for any damage to Tenant's personal property, or any other person's personal property, including, but not limited to, lost or stolen items, occurring in, on or at the Parking Garage, including the Parking Spaces, or any part thereof, except to the extent caused by the Landlord's willful intent or grossly negligent acts or omissions. 11. Insurance. Tenant shall, at its cost, procure and maintain and keep in force at all times thereafter during the Term the following insurance with respect to the Parking Spaces: (a) Commercial General Liability Insurance with contractual liability coverage for the Parking Spaces a single limit of $1,000,000 per occurrence; (b) Workmen's Compensation and Employer's Liability Insurance in the amounts required by the laws of the State of Florida; (c) automobile liability insurance covering any owned, non-owned, leased, rented or borrowed vehicles of Tenant with limits no less than $1,000,000 combined single limit for property damage and bodily injury; and (d) such other insurance as Landlord or any mortgagee may reasonably require and which is permitted by law. Prior to the Lease Commencement Date, Tenant shall deliver to Landlord copies of the aforementioned policies. Landlord shall maintain for the Term of this Lease (and any extension thereof) such insurance as is reasonably necessary and consistent with the insurance coverage provided by the owners of similar parking garages in Palm Beach County, 01673347-4 6 132 Florida, to provide coverage for the Landlord' operation and management of the Parking Garage anif, obligations as stated herein. 12. Events of Default. Each of the following shall be an "Event of Defaulf'under this Lease: - . ....................... (a) Tenant fails to make any payment of Rent when due; (b) Tenant fails to cure Tenant's breach of any provision of this Lease, other than the obligation to pay Rent, within thirty (30) days after notice thereof to Tenant; (c) Tenant becomes bankrupt or insolvent or makes an 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 which is not otherwise dismissed within thirty (30) days of its filing; (d) Tenant transfers or assigns this Lease or subleases any of the Parking Spaces in violation of this Lease; (e) Tenant violates any of the Rules set forth in Section 22, as the same may be amended or modified from time to time, and thereafter fails to cure such violation within thirty (30) days after receipt Landlord's notice thereof; or (f) Tenant uses the Parking Spaces and/or the Parking Garage for any reason other than the Permitted Use (as defined in Section 14, below) and Tenant fails to cease such use within thirty (30) days receipt of Landlord's notice thereof. Notwithstanding anything to the contrary, in the event any Event of Default necessitates emergency action as reasonably determined by Landlord, then the foregoing 30 -day time period shall not apply and Landlord shall have the option (but not the obligation) to immediately cure such Event of Default. Each of the following shall be an "Event of Default" under this Lease: (a) Landlord fails to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from Tenant. If the Tenant's or Landlord's Event the Default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, the defaulting party shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that the defaulting party diligently commences such cure within the foregoing 30 -day period and thereafter diligently proceeds with the curing of the default. 13. Remedies. UDon an Event of Default by Tenant which is not timely cured within the timeframes set forth above, in addition to all remedies provided by law, Landlord may: (a) Landlord may, but shall have no obligation to, perform the obligations of Tenant, and if Landlord, in doing 4114gplinv fou*Y.* including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Tenant to Landlord within thirty (30) days of rendition of a bill or statement to Tenant therefor together with reasonable supporting documentation). (b) Cure such Event of Default, and if Tenant, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Landlord to Tenant within thirty (30) days of rendition of a bill or statement to Landlord therefor (together with reasonable supporting documentation). Notwithstandini anvthini to the contrary set forth above, all rialits and remegies of Lafdlord,?,xg _t1h KIWI Air, U1111MULIVIZ allu snall (57 in Manion To every oiner ngnt or remeay provided tor in this Lease or now or hereafter existing at law or in equity. 14. Permitted Use. (a) Tenant may use the Parking Spaces only for the parking of cars, motorcycles and other ordinary assenier vehicles jincluding -u-t trtjck�, v,?js 21,4 012o -t Ailiji j2ick MeTemneral PuD5411c, Dy I enant anu Dy Me CiTy or iroynTon Teacn, anct I enant may cnarge tile generalipublic 016733474 7 133 for said parking (the "Permitted'Use' ). The City of Boynton Beach's and Tenant's use of the Parking Spaces to store or deploy vehicles in and from the Parking Garage during hurricanes, weather events, and other emergencies shall be considered part of the Permitted Use. Tenant shall have the right to determine the time(s) and manner in which the Parking Spaces may be used. In no event shall Tenant cause or permit the City of Boynton Beach to park any vehicles owned or maintained by the City of Boynton Beach within the Parking Garage which are used in connection with the City of Boynton Beach's transportation or storage of any Hazardous Materials (as defined below). In no event shall Tenant use or promote the use of the Parking Spaces for any use or purpose other than the Permitted Use. Along with the use of the Parking Spaces, subject to the terms and conditions of this Lease and the reasonable rules and regulations promulgated by Landlord, Landlord hereby grants Tenant and its agents, employees, contractors, guests, tenants, licensees, invitees, and customers (collectively, the "Tenant Parties"). at no cost or expense to any of the foregoing parties, the non-exclusive right to utilize the Access Areas. Landlord acknowledges and agrees that the foregoing right of the Tenant and Tenant Parties to reasonably utilize the Access Areas shall remain in fall force and effect throughout the duration of the Tenn (as the same may be extended). Tenant represents and warrants to Landlord that throughout the duration of the Term of this Lease, Tenant shall: (i) use its commercially reasonable efforts and good faith to monitor and control the Parking Spaces to ensure that the Parking Spaces are being utilized solely for the Permitted Use; (ii) not interfere with or diminish the use of the Parking Garage by the Landlord or any Landlord Parties or others properly utilizing the Parking Garage; (iii) take commercially reasonable measures to prohibit littering, loitering, any unauthorized signage/postings, loud music, unauthorized sale of goods, unauthorized disposing of food or garbage, and unauthorized storage of any vehicle or personal property (other than may be approved by Landlord in writing) within the Parking Spaces or Access Areas; and (iv) adopt and implement enforcement measures in furtherance of the foregoing, consistent with the terms and conditions of this Lease; provided that, the Tenant shall not have and shall not be required to have any person on site to comply with the foregoing. For the purposes of this Section 14, "Hazardous Materials" shall mean any petroleum, petroleum products, petroleum -derived substances, radioactive materials, hazardous wastes, polychlorinated biphenyls, lead based paint, radon, urea formaldehyde, mold, asbestos or any materials containing asbestos, and any materials or substances regulated or defined as or included in the definition of "hazardous substances," "hazardous materials,.. "hazardous constituents," "toxic substances," "pollutants," "contaminants" or any similar denomination intended to classify or regulate substances by reason of toxicity, carcinogenicity, ignitability, corrosivity or reactivity under any applicable legal requirements relating to the injury to, or the pollution or protection of human health and safety or the "environment" (which to shall mean any surface or subsurface physical medium or natural resource, including, air, land, soil, surface waters, ground waters, stream and river sediments, and biota). For the avoidance of doubt, the parking of cars, motorcycles and other ordinary passenger vehicles that are not used to transport Hazardous Materials shall not be deemed a breach of this Section 14. (b) Anything in this Lease to the contrary notwithstanding, this Lease, including not limited to the obligations as to Parking Spaces being designated for use by the public, does not affe or impact the Parking Code requirements of the City of Boynton Beach. Without limiting the generality the foregoing statement, it is acknowledged, understood and agreed that Tenant will not object to t V c Landlord includ' th Parkini Siaces in the calculation of determinini the total number of jarkin . a] 15. Liens. The interest of Landlord in the Parking Spaces and the Parking Garage shall not be subject in any way to any liens for any work, materials, improvements or alterations to the extent such work, materials, improvements or alterations are furnished or made by or on behalf of Tenant. This exculpation ism e with express reference to Section 713. 10, Florida Statutes. If any lien is filed against the Parking Spaces or the Parking Garage for work, materials, improvements or alterations claimed to have been furnished to, or made by Tenant, Tenant shall cause such lien to be discharged of record or properly transferred to a bond under Section 713.24, Florida Statutes, within forty-five (45) days after notice to 01673347A 8 134 Tenant. The foregoing shall not apply to work, materials, improvements or alterations required to be furnished, made by, or on behalf of the Tenant by the Landlord under the terms of this Lease. 16. Subordination, Tenant agrees to reasonably negotiate and execute a subordination, no disturbance and attornment aereement with Landlord's first mortia. ie lender within fortv-five L45) days anL;re t f the Landlord's first mort a elendertoaltera rovisionh gues o WIM '111atftl*: uIWLitiTIIVt %0M3XIdJCU. FIFI P111pu SUN the term "material term" shall include all terms and provisions reasonably deemed material by the� Te— t' Attorney or Tenant's Board at the time such request for amendment is made. 17. Assigmuent/Sublet. Tenant shall not assign this Lease or license or sublet all or any portion of the Parking Spaces without the prior written consent of Landlord, which consent will not unreasonably be withheld. Notwithstanding the foregoing, subject to the terms and conditions of this Lease, Tenant shall have the right without Landlord's# i r passes to the general public for the use of the Parking Spaces for use consistent with the Permitted Use set forth in this Lease (each a "Par ' kingpas5"). Each Parking Pass and all rights of the parties thereunder shall be subject to and subordinate to this Lease. Upon request from Landlord, Tenant shall promptly provide a list of any and all holders of any Parking Pass and the effective period of such Parking Pass. Prior to substantial completion of Tenant, by Landlord to an entity that is managed by Landlord's key principals, Jeff Bums and Nicholas Roio. After substantial completion of the Parking - It Lt -t 4 this Lease to any third party without the consent of Tenant, provided that such assignment may only be an assignment or sublease of )Pe Tenant within thirty (30) days o same. Tenant may assign this Lease at any time to the City of Boynton I ME (a) By-Lppdlord. Landlord may modify, alter or change the Parking Garage in any manner or in any fashion as deemed advisable by Landlord, in its sole discretion; provided such modification, alterations or chanee does not materiallv and adversell imact the Tenant's access to and/or Beach Code of Ordinances (including its Land Development Regulations), (b) By ._I:oq . Tenant shall not make any improvements, modifications or alterations to the Parking S[pces or the Parking Garage that affect the Parking Garage structure, electrical, plumbing, utility or fire safety systems in the Parking Garage structure, whether temporary or [�ermanent, without the prior written consent of Landlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. Tenant, at its owm expense, may make nonstructural alterations or additions to the Parking Spaces with the consent of Landlord, which consent shall not be unreasonable withheld, conditioned or delayed. Notwithstanding the foregoing, subject to the express terms and 016733474 9 135 conditions set forth below, Tenant shall, at Tenant's sole cost and expense, install certain removable fixtures, such as parking meters, electronic vehicle charging stations, safety monitoring equipment, and signage within the Parking Spaces as deemed reasonably necessary or desirous for Tenant's operation of the Parking Spaces or other signage in the Access Areas in compliance with applicable law and approved "Permitted ,Alterations"). y Landlord m wasting, which approval shall not be unreasonably delayed (the Landlord may withhold its approval to any Permitted Alterations in the event that Landlord reasonably determines that the proposed Permitted Alteration: (i) may impede or otherwise impair Landlord's operation of the Parking Garage or diminish the value of the Parking Garage; (ii) may not be easily removed or may otherwise cause damage or defacement to the Parking Garage upon installation, operation, or removal; (iii) may measurably increase Landlord's liability or insurance premiums for the Parking Garage (unless Tenant agrees to pay such measurable increase); (iv) is otherwise inconsistent with the standards for other similarly situated or comparable parking garages in Palm Beach County, Florida; (v) includes a structural alteration; (vi) includes an exterior change outside the Parking Spaces and Access Areas or change to the exterior of the Parking Garage (except for exterior signage indicating public parking at the Parking Garage in compliance with applicable law and approved by Landlord in writing, which approval shall not be unreasonably withheld or delayed); or (vii) is not in compliance with applicable law. Landlord specifically agrees that the installation of parking meters at all Parking Spaces and 17 electric vehicle charging stations by Tenant shall be permitted, and Landlord shall design and construct the Parking Garage to provide the estimated electrical transformer capacity for same. Prior to Tenant's commencement of the installation of any Permitted Alterations, Tenant shall provide Landlord with: (i) plans, specifications, and proposed renderings of the Permitted Alterations; and (ii) Tenant's proposed contractor to be engaged in connection with the installation of the Permitted Alterations. Tenant's plans, specifications, renderings, and proposed contractor shall be subject to Landlord's prior review and approval consistent with the foregoing. All improvements, modifications or alterations by or on behalf of Tenant (including Permitted Alterations) shall be fully coordinated with Landlord and all such improvements, modifications or alterations shall be done in a good and workmanlike manner, lien free, and in accordance with applicable law. Tenant shall keep Landlord reasonably apprised of the status of installation. Any damage to any part of the Project that occurs as a result of any improvements, modifications or alterations by or on behalf of Tenant shall be promptly repaired by Tenant to the reasonable satisfaction of Landlord. In all events, prior to the commencement of the installation of any Permitted Alterations or other permitted improvements, modifications, or alterations by or on behalf of Tenant, Tenant's contractor shall provide Landlord with a copy of its insurance policy which shall meet the criteria set forth in Section 11, above, and which shall name Landlord and Landlord's mortgagee as additional insureds and shall be evidenced by endorsement. Tenant, at Tenant's option, shall have the right to remove any and all Permitted Alterations or other permitted alterations, modifications, or improvements made by or on behalf of Tenant and replace same with similar quality, purpose and functionality. Notwithstanding the foregoing, at the time that any Tenant's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall not be permitted to remove any such Permitted Alterations or other permitted alterations, modifications or improvements unless Landlord requires removal thereof; however, at the time that any Landlord's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall have the right to remove any such Permitted Alterations or other permitted alterations, modifications or improvements provided that (i) such right is exercised within forty-five (45) days after the expiration of the applicable cure period and (ii) Tenant repairs any damage caused by such removal and restores the Parking Spaces to the condition that existed prior to the installation of the Permitted Alterations, ordinary wear and tear excepted. In the event Tenant is entitled or required to remove such Permitted Alterations or other alterations, modifications or improvements, then prior to the expiration or earlier termination of the Term (or as may be extended), Tenant, at Tenant's sole cost and expense, shall remove, or cause to be removed, each of the Permitted Alterations or other alterations, improvements or modifications, and repair, or cause to be repaired, all damage resulting therefrom with reasonable wear and tear excepted. Tenant shall cause all Permitted Alterations, as applicable, to be separately metered at Tenant's sole cost and expense, and Tenant shall pay directly to the utility provider all amounts due and payable in connection with the use and installation of such Permitted Alterations, including, without limitation, usage fees, tap-in fees, and meter installation costs. All alterations 01673347-4 10 136 by Tenant must comply with Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Re,ulations). r mg y WilP CI R:Cj 4I11U1C CA11111MI4111 111 UIU I UI III Mat LdIIUIUFU May surier oy reason oi any notaing over Dy. Tenant. 0. o 2 Trial. THE PARTIES HERETO WAIVE TRIAL BY JURY IN Waiv r f JM CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH OR ARISING FROM THIS LEASE. 21. Broker. The parties each represent and warrant to the other that no real estate broker, salesman, finder or agent was involved in the procurement or negotiation of this Lease. 22. R.uleq,,,and, Rp,&qjaAqns. Tenant shall at all times abide by any rules and regulations ("Rules" for use of the Parking Ggr Tror U10".11 ad try rfj�f MIAM W 5 � w, interfere with thi Permi b Landlord's other tenants. Landlord resen-iii righ=A7r_*. the use of the Parking Garage, including the Parking Spaces, from time to time including any key -card, sticker or other identification or entrance system; provided that, such adoption, modification, and enforcement does not materially and adversely affect Tenant's and the general public's access to the Parking S aces and Access Areas materiall interfere with the Permitted Use of the Parkin S a sucNviolatiticut lj,?.1Fjjjjj_wfLV&?-*. 1*1 40., A' %dqx1,,2gr,%,Cqj1Sr 23. Casual and Condemnation. If. during the Term (as the same may be extended), the ty — ----- Parking Garage or any portion thereof, including, but not limited to, the Parking Spaces, shall bi--. condemned, taken by eminent domain, materially damaged or destroyed by fire or other casualty, then Tenant shall have the o)Ltion to terminate t�kis Lease a e o Me peno after the termination of e Lease shall be refunded upon a pro -rata basis based on the date of termination. •#.'.: eirlimn In the event Tenant does not exercise the foregoing tennination option, then Landlord shall forthwith commence to restore the Parking Garage, including the Parking Spaces, to working condition, and during such restoration period Rent shall be wholly abated; provided, however, Landlord shall only be obligated to restore the Parking Garage to the extent that Landlord actually receives insurance proceeds or condemnation awards sufficient to enable such restoration. Reiardless of whethir Lanjigi 01673347-4 11 137 occurrence of such casualty; and (ii) Tenant's access to and use of the Parking Spaces is materially and adversely impacted, then Tenant shall have the right to terminate this Lease upon thirty (30) days' notice to Landlord, in which case Landlord shall select one of the following options to compensate Tenant for the loss of public parking: (i) provide 150 spaces within Tenant's jurisdiction and within half of one mile of the Parking Garage; (ii) make payment to Tenant for the cost to Tenant of replacing 150 spaces for the remainder of the Term within Tenant's jurisdiction and within half of one mile of the Parking Garage less the amount of net revenue Tenant has collected from the Parking Spaces (including, without limitation, from parking meters, charging stations or event parking), (iii) with Tenant's consent, transfer ownership of the parcel of property upon which the Parking Garage is/was located to Tenant, or (iv) such other compensation as the parties may mutually agree. If any portion of the Parking Garage (including any fixtures, equipment and personal property therein) or any Parking Space is damaged or destroyed due to any act or omission of Tenant, Tenant shall be solely responsible for all costs and expenses of restoration, repair and replacement of any damaged or destroyed property, and shall pay such costs and expenses upon demand. 24. Binding Effect, This Lease is binding on the parties and their heirs, legal representatives, 1-1 successors and permitted assigns, subject to the limitations set forth herein. 25. Recitals. The Recitals at the beginning of this Lease are incorporated herein as true and correct statements and binding on the parties. 26. Recording. A memorandum of this Lease may be recorded in the public records of Palm Beach County, Florida. 27. Sales Tax.Ex9mv!io-n. Notwithstanding anything to the contrary set forth in this Lease, so long as Tenant obtains and provides a true, correct, and complete copy of a sales tax exemption certificate, issued by the Florida Department of Revenue to Landlord contemporaneously with Tenant's execution and delivery of this Lease, Tenant shall be exempted from paying sales tax under this Lease. Tenant shall, not later than thirty (30) days before the end of each calendar year throughout the Term provide to Landlord an updated sales tax exemption certificate from the Florida Department of Revenue to establish Tenant's exemption from sales tax for the upcoming year. In the event that, at any time during the Term, Tenant no longer holds a valid sales tax exemption certificate from the Florida Department of Revenue or it is determined by the Florida Department of Revenue that sales tax is otherwise due on the amounts payable by Tenant under this Lease for any reason whatsoever, then Tenant shall be liable for all sales taxes due under this Lease and shall promptly remit same to Landlord. Tenant may, upon written notice to Landlord, request that Landlord contest any such taxes, assessments and other charges that Tenant reasonably determines, in its good faith judgment, are not appropriate or applicable Landlord may elect, but shall not be obligated, to accept any request by Tenant to contest such taxes, assessments and/or other charges. In the event Landlord elects to accept Tenant's request, Tenant shall reimburse Landlord for all actual costs and expenses incurred by Landlord in connection with contesting such taxes, assessments and/or other charges on Tenant's behalf (including, without limitation, reasonable attorneys' fees) within thirty (30) days of Landlord's written demand therefor. Notwithstanding any pending tax or assessment contest, Tenant shall be obligated to pay, when and as due under this Lease, all taxes, assessments or other charges so contested. Tenant's obligation to pay any taxes, assessments and/or other charges under this Lease shall not be contingent upon the resolution of any such tax contest. Landlord shall provide the Tenant with a credit for all taxes, assessments and other charges which are awarded to Landlord in such tax contest to the extent applicable to Tenant's Percentage Share. 28. EntireA&w�ee ,and Severabili�y— This Lease contains the entire agreement between the . . . . . ........ parties hereto regarding the Parking Garage and all previous negotiations leading thereto, and it may be modified only by an agreement in writing signed by Landlord and Tenant. This Lease shall be governed by and construed in accordance with the internal laws of the State of Florida. Venue for any action arising out 016733474 12 138 of, or in any way connected with this Lease shall be Palm Beach County, Florida. If any term or provision of this Lease or application thereof to any person or circumstance shall, to any extent, be found by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term or provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. This Lease may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. 29. Force gjeure. If by reason of Force Majeure, it is impossible for the Landlord or Tenant in whole or in part, despite commercially reasonable efforts, to carry out any of its obligations contained herein (except for the payment of monies or Rent), the Landlord or Tenant shall not be deemed in breach of its obligations during the continuance of such Force Majeure event. Such Force Majeure event does not affect any obligations of the Landlord or Tenant other than the timing of performance of such obligations. The term "Force Majeure" as used herein means any of the following events or conditions or any combination thereof. acts of God, acts of the public enemy, riot, insurrection, war, act of terrorism, pestilence, archaeological excavations required by law, unavailability of materials, epidemics (including, without limitation, cases of illness or condition, communicable or non -communicable, caused by bioterrorism, pandemic influenza, or novel and highly infectious viruses, agents or biological toxins), epidemics, pandemics (such as COVID-19 and variations thereof), disease, quarantine restrictions, freight embargoes, fire or other casualty, lightning, hurricanes, earthquakes, tornadoes, floods, abnormal and highly unusual inclement weather (as indicated by the records of the local weather bureau for a five-year period preceding the Effective Date), strikes or labor disturbances, restoration in connection with any of the foregoing or any other cause beyond the reasonable control of the party performing the obligation in question, including, without limitation, such causes as may arise from the act of the other party to this Lease; or acts, or failure to act, of any governmental authority. 30. Radon. 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 Palm Beach County's public health unit. 31. Non -Discrimination. ,_ The parties agree that no person shall, on the grounds of race, color, sex, age, national origin, disability, religion, ancestry, marital status, sexual orientation, or gender identity or expression, be excluded from the benefits of, or be subjected to any form of discrimination under any activity carried out by the performance of this Lease. 32. Construction. Nop arty shall be considered the author of this Lease since the parties hereto have participated in extensive negotiations and drafting and redrafting of this document to arrive at a final agreement. Thus, the terms of this Lease shall not be strictly construed against one party as opposed to the other party based upon who drafted it. 33. Exhibits. Exhibits attached hereto and referenced herein shall be deemed to be incorporated into this Lease by reference. 34. Public Entity,,, Crimes.__ As provided in section 287.133, Florida Statutes, by entering into this Lease or performing any of its obligations and tasks in furtherance hereof, Landlord certifies that, to its knowledge, it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thirty-six (36) months immediately preceding the date hereof. This notice is required by section 287.133 (3)(a), Florida Statutes. 01673347-1 13 139 TV Ge eral's authority includes, but is not limited to, the power to review past, present and proposed Tenant contracts, transactions, accounts and records, to require the production of records, and to audit, investigate, monitor, and inspect the activities of the Tenant and its agents in order to ensure compliance with Lease requirements and detect corruption and fraud. Failure to cooperate to the extent required by applicable law with the reasonable requests of the hispector General or intentionally interfering with or impeding any investigation may result in sanctions or penalties as set forth in the Palm Beach County Code. 1 36. Exclusion of Thir Paq ............ - _y — ----------- .............. d Be4efiqjaries. No provision of this Lease is intended too , r shall to this Lease, including but not limited to any citizens, residents or employees of the Landlord or Tenant. 37. Cobe executed in counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. 38. Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. 39. Q "m fiaiLce. Each of the parties agrees to perform its responsibilities under this Lease in conformance with all applicable laws, regulations and administrative instructions that relate to the parties' gerformance of this Lease. Landlord shall at all times ha -,ie v � ........ .......... of Boynton Beach for the operation and leasing of the Parking Garage, Tenant warrants and covenants to Landlord that it shall not perform any act (or refrain from perfon-ning any act) within the Parking Garage that operation and leasing of the Parking Garage. In furtherance of the foregoing, Tenant agrees that it shall promptly cooperate, assist and act in good faith with Landlord in order to facilitate Landlord's obtaining and maintaining all required business licenses requested by Landlord for the operation of the Parking Garage and shall not take any action or inaction to prevent such licenses from being issued, rescinded or revoked. Subject to Tenant's foregoing covenants, Landlord is solely responsible for obtaining all applicable governmental approvals related to the operation of the Parking Garage; provided, however, Tenant shall be responsible to obtain all permits *f 0=--rf"m hi, --,'-%7 wiv" tf Permitted Alterations). 40. Joinder. By its Joinder hereto, the City hereby 'r. that upon the dissolution of the Boynton Beach Community Redevelopment Agency, the City shall autatically become the Tenant and shall have all rights and obligations asjy,�rovided in this Lease as if Ci1r, were the original Tenant in thi�� Lease, which all Parties hereby expressly acknowledge, submit to, and agree. [SIGNATURES ON FOLLOWING PAGE] 016733474 14 140 I IN WITNESS WHEREOF, 2022. LANDLORD: BB QOZ, LLC, aFlorida lifted h Htfty company Print Name: Its: Manager . .. .. . ..... WITNESSES: Print Name: TENANT: fit the parties have executed this Lease as of this 13 day of WITNESSES: Print Name: THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 By: Ty P d Chair Witness: Print'lV Te Approved fo egal ciency: B y CRA Attorney 01673347-4 15 Approved for financial sufficiency - By: financial Services Director 141 JOINDER PARTY THE CITY OF BOY N "ON BEACH By: ._ — ....... 2 Approved for legal sufficitcy: Approved for financial sufficiency: By City Attorney By:Financial Services Dire � ctor 01673347-4 259421A 259421v4 142 �..... Print _.ww_ : a`/V.w...w . _wS� M„ - Cj _.... 41 60*1 00 SLC Approved for legal sufficitcy: Approved for financial sufficiency: By City Attorney By:Financial Services Dire � ctor 01673347-4 259421A 259421v4 142 EXHIBIT A Property Description PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel#: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 41h St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 1' Ave., Boynton Beach, FL. Parcel #: 08434528030010100 Lots 10, 11 and West % of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel #: 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL 01673347-4 259421v3 259421v4 143 Parcel #: 08434528030060120 Lot 12, Block 6, 0RIG INAL TOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01673347-0 2594210 259421v4 144 EXHIBIT B Parking Garage Floor Plan 016733474 2594210 259421v4 145 V0180IJ 'HDV30 NOiNAOfJ 9NINNVId �? 3W13111 IDA Ui .LN3nd011v3AO-�tCvl)0(313tVIIIJJVaroov SiO3AH vs� V . .......... ��31d 3H1 SN Jtj� Al , Tl� J J MIO,k AL �7 ,iii7m IJ '_Zl, j L 77 4 ifl, TT Tdrlf �"l J, rlf li J w tl !J l't . .... k -,o E "E 7 IA i 146 4i 1177j LL -J - - - - - - - - - - �7 ,iii7m IJ '_Zl, j L 77 4 ifl, TT Tdrlf �"l J, rlf li J w tl !J l't . .... k -,o E "E 7 IA i 146 1. RESOLUTION NO. R22-090 2 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, APPROVING 3 AND AUTHORIZING THE MAYOR TO SIGN THE PARKING LEASE 4 AGREEMENT BETWEEN THE BOYNTON BEACH COMMUNITY 5 REDEVELOPMENT AGENCY AND BB QOZ, LLC (AFFILIATED DEVELOPMENT, 6 LLC) AS A JOINDER PARTY FOR 150 PUBLIC PARKING SPACES; AND 7 PROVIDING AN EFFECTIVE DATE. 8 9 WHEREAS, on June 7, 2022 the Boynton Beach Community Redevelopment Agency Board 10 approved the Purchase and Development Agreement, the Tax Increment Revenue Funding 11 Agreement (TIRFA), and the Parking Lease Agreement between the Boynton Beach Community 12 Redevelopment Agency and Affiliated Development, LLC for the 115 North Federal Highway infill 13 mixed use redevelopment project; and 14 WHEREAS, it is necessary for the City of Boynton Beach to approve and execute the 15 Parking Lease Agreement as a Joinder Party because in 2044 at the sunset of the Boynton Beach 16 Community Redevelopment Agency, the City of Boynton Beach will automatically assume the 17 lease agreement; and 18 WHEREAS, the Parking Lease Agreement will provide for one hundred and fifty (150) 19 additional public parking spaces in the downtown/TOD area; and 20 WHEREAS, the City Commission of the City of Boynton Beach, Florida, upon the 21 recommendation of staff, deems it to be in the best interests of the City residents to approve and 22 authorize the Mayor to sign the Parking Lease Agreement between the Boynton Beach 23 Community Redevelopment Agency and BB QOZ, LLC (Affiliated Development, LLC) as a joinder 24 party for 150 public parking spaces. 25 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF 26 BOYNTON BEACH, FLORIDA, THAT: 27 Section 1. Each Whereas clause set forth above is true and correct and incorporated 28 herein by this reference. S.-WAMPS01AgreementAP-king Lease Agreement (Joinder Party With Affiliated) - Reso.Doex 147 29 Section 2. The City Commission of the City of Boynton Beach, Florida does hereby 30 Approve and authorize the Mayor to sign the Parking Lease Agreement between the Boynton 31 Beach Community Redevelopment Agency and BB QOZ, LLC (Affiliated Development, LLC) as a 32 joinder party for 150 public parking spaces. A copy of the Parking Lease Agreement is attached 33 hereto as Exhibit "A" 34 Section 3. That this Resolution shall become effective immediately upon passage. +11 = day 2022. 35 PASSED AND ADOPTED this of ...,,,_...��..,° .,.._w 36 CITY OF BOYNTON BEACH, FLORIDA 37 YES NO 38 39 Mayor — Ty Penserga . 40 41 Vice Mayor — Angela Cruz 42 . 43 Commissioner — Woodrow L Ha y ., 44 *.. 45 Commissioner — Thomas Turkin 46 47 Commissioner —Aimee Kelley 48 49 VOTE°„. 50 r ATTFSi`'. °y 51s �o 52 53 Mayle D sus, MMC, // 54 City C erk 55 m 56 57 M ?ON 58 (Corporate Seal) 0 Sense C� S:1CMRE50\AgrecmentsTar1ling lease Agreement (Joinder Party With Affiliated) - Reso.Docx 148 PARKING LEASE AGREEMENT CHIS PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this day of ..... 0,by and between BB �OFlorida limited aicompany,(«Landlor) anTe BoyntonBech Community Redevelopment Agency (B A), public agency created pursuant to Chapter 163, Part III of the Florida Statutes ("Tenant"}. WITNESSETH: WHEREAS, the Landlord has a contract to purchase property generally located at: (i) 508 E. Boynton Beach Boulevard, Boynton Beach, Florida 33435; (ii) NE 4' Street, Boynton Beach, Florida 33435; (iii) NE 1" Avenue, Boynton Beach, Florida 33435; (iv) 115 N. Federal Highway, Boynton Beach, Florida 33435; (v) 511 E. Ocean Avenue, Boynton Beach, Florida 33435; (vi) 515 E. Ocean Avenue, Boynton Beach, Florida 33435; and (vii) 529 E. Ocean Avenue, Boynton Beach, Florida 33435, all of which are located within the corporate limits of the City of Boynton Beach, as more particularly described by the legal description attached hereto as Exhibit A, (collectively the "Pro "); and WHEREAS, the Landlord intends to construct a mixed-use, transit -oriented development containing a mixed -income workforce housing rental apartment building with a minimum of 236 rental units available to various affordability ranges, a minimum of 16,800 square feet of commercial space (e.g. restaurant, retail, and office), and 150 designated public parking spaces in the Parking Garage (hereinafter defined) (the "Project'); and WHEREAS, Tenant has provided property valued at approximately $5.51 million in exchange for the dedicated parking; and WHEREAS, the Landlord and the Tenant have entered into a Tax Increment Revenue Funding Agreement and Purchase and Development Agreement (other Agreements) wherein the Tenant is providing certain economic development incentives to develop the Project; and WHEREAS, the Tenant recognizes the positive impact that the Project will bring to the City of Boynton Beach including the provision of additional parking facilities; and WHEREAS, the Landlord and Tenant desire to enter this Lease to provide 150 parking spaces located in the Parking Garage, in addition to the parking spaces Landlord reasonably calculates Landlord will require for the commercial and residential portions for the Project, for the use by the general public for enhancement of the downtown in furtherance of Tenant's 2016 Community Redevelopment Plan, as set forth below; and WHEREAS, this Lease does not impact or affect City of Boynton Beach Parking Code requirements; however Tenant will not object to Landlord including the Parking Spaces in the calculation of determining the total number of parking spaces required for compliance of the residential and commercial uses of the Project with the minimum code requirements of the City of Boynton Beach; and WHEREAS, the Tenant, as the BBCRA, has determined and hereby finds that this Lease promotes economic development in the CRA Area and, as such, is in the best interests of the BBCRA and furthers the 2016 Boynton Beach Community Redevelopment Plan. NOW, THEREFORE, in consideration of the promises and mutual agreements set forth herein, the sufficiency of which is acknowledged by both parties, the Landlord and Tenant covenant and agree as follows: 01673347-4 259421v9 149 I !I �lill �## -11 1111111 i 2. Use. Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the following described parking spaces (the "Parking $pgqgs") to be utilized exclusively by Tenant for the Permitted Use (as defined in Section 14 below): MH a ma 0 a parL nereoi. I ne locaTion oi Me f arKing i!�PaCeS May 1101 De cnangect by Lantorl without the prior written consent of the Tenant, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant take into consideration whether such location change will negatively impact public access and the number of times the location has been changed. Iti-F-WO) ORW [WO 1101 RROWON oil 110 OV, 101T UP usetheParkin Sj2aces 24 hours a daX, 7 da%s aweek, every day of the vezr (t., ".1 IMMINIM-10", W_Wa=��N= tscus vi L11c; rdlffflvy�& umpt'l, I CM�214111 IdA.MILICS k1l d11J CAIM) *1 L11C rWfUllg kiarage, as wen as me common areas located only on the floors of the Parking Garage where the Parking Spaces are located, for their intended purposes consistent with the Permitted Use so long as such use shall not unreasonably interfere with the use of such areas by Landlord or other users of the Parking Garage. The use by Tenant and the Garage. Tenant or its agents shall have the right to immediately remove, or cause to be removed, any unauthorized car or vehicle parked in the Parking Spaces without any liability and without any advance notice to Landlord. IT Landlord later determines that Landlord's (or other Project tenants) intended use of the parking garage requires additional spaces, Landlord may request to allocate some of the Parking Spaces towards such intended use. Tenant has sole and absolute discretion as to whether to approve or deny such request, in whole or in part, and may place conditions on such use. It is anticipated that in the event Tenant approves _it, Tinant a tj j. led i _e_vl wil M -f, ffi- Aff I -IF � MWO I I V 1 W I rAW11*A 0 'Mar 3. Term,; Construction of P - De- finitions. grkinjapIMA — (a) The term of this Lease (the "Term') shall be twenty-five (25) years, with three (3) automatic 25 -year extensions unless earlier terminated by Tenant pursuant to written notice to Landlord at least 4 weeks prior to termination. The Term shall commence on the date that Landlord and Tenant mutually agree in writing that Tenant (and the public) may begin occupying the Parking Spaces, which date shall not occur before construction of the Parking Garage has been substantially completed (as defined below) and the public may begin accessing the Parking Spaces (the "Lease Commencement Date"). 1K."IsnatIONILW1111, - see 4EWAVIrmlUji MWIN 1 0 1 #1 01673347A 2 150 plans shall be based upon the Parking Garage Floor Plan attached hereto as Exhibit B. In the event of any conflict between this Lease (including Exhibit B and the permitted set of plans, the permitted set of plans shall govern and control. Landlord shall provide notice to Tenant of any significant changes to the Parking Garage Floor Plan from what is depicted in Exhibit B. (c) The term "substantially completed" shall mean and refer to the date a temporary certificate of occupancy or certificate of occupancy (or its equivalent) has been issued by the appropriate governing authority for the Parking Garage. (d) The "Effective Date" of this Lease is the date after it has been fully executed by Landlord and Tenant. 4. Base Rent. The property provided by Tenant valued at approximately $5,510,000, together with Tenant's compliance with the terms and conditions of this Lease, shall constitute sufficient consideration for Tenant's use of the Parking Spaces during the term of this Lease. Consequently, for the purposes of this Lease, the term "Base Rent" shall be understood to be rent in the amount of $0.00, but the $0.00 amount of rent shall not affect the validity of this Lease. 5. 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 and include applicable sales tax (unless exempt) ("Additional, Rent"). In addition to Base Rent, as set forth in Section 4 above, Tenant shall be obligated to pay, as Additional Rent, Tenant's Percentage Share (as defined in Section 6, below) of Operating Expenses (as hereinafter defined), plus applicable sales tax (unless exempt), to be a set rate established once per year, which shall be subject to reconciliation as set forth in Section 6 hereof. For the first (l't) year of the Term, the amount of Operating Expenses paid by Tenant shall not exceed fifty dollars ($50.00) per space per month (the "Operating Expense Cap"). The Operating Expense Cap shall increase by the increase in the Consumer Price Index for All Urban Consumers published by the U. S. Bureau of Labor Statistics annually, and the Operating Expense Cap shall terminate and be of no further force and effect at the expiration of the twentieth (20ts) year of the Term. Any increase in rent will become effective October 1, provided however that in order for such increase to be effective, Landlord will provide Tenant notice of the increased rental rate no later than April 1 of that year. In no instance may the Landlord increase the Rent more than one per year. For the purposes of this Lease, "Operating Expenses" shall mean all reasonable actual costs and expenses solely and directly attributed to and incurred by Landlord in owning, maintaining, insuring, and repairing the Parking Garage, including, without limitation, all common areas thereof after the Lease Commencement Date, which costs and expenses shall include, but shall be limited to, security, parking systems, cleaning, trash collection and disposal, utilities, maintenance and repairs of all elements of the Parking Garage, pest control, fire safety systems, all insurance costs incurred by Landlord with respect to insurance policies maintained by Landlord with respect to the Parking Garage, industry standard management fees, license fees, maintenance, repair and operational supplies, the costs of fabricating, installing and maintaining signage, landscaping, administrative and industry standard professional costs, permitted capital expenditures, industry standard repair and replacement reserves in connection with any of the foregoing items and ad valorem and non -ad valorem real estate taxes, assessments and fees attributable to or otherwise applicable to the Parking Garage. Operating Expenses do not include salary, benefits, or bonuses of Landlord's employees or officers; or other expenses not directly related to the operation of the Parking Garage. In the event any surcharge or regulatory fee is at any time imposed by any governmental authority for parking spaces within the Parking Garage, Tenant shall pay Tenant's Percentage Share (as defined below) of such surcharge or regulatory fee to Landlord as Additional Rent, payable as set forth in this Section 5. Notwithstanding the foregoing, Tenant shall pay one hundred percent (100%) of the costs and expenses solely and directly related to the Parking Spaces only (as opposed to costs and expenses that relate to the Parking Garage generally, which are billed as Operating Expenses), including, but not limited to, parking meters or parking systems (such as pay 016733474 3 151 stations or pay -by -phone stations), electrical vehicle charging stations, signage and safety monitoring specific to the Parking Spaces. 6. Payrlent_of Additional_ RentTenant's Percentage Share. Additional Rent (together with applicable sales tax unless exempt) shall be due and payable Payment shall be made on a monthly basis on or before the first (1") day of each calendar month throughout the duration of the Term, without notice, demand, setoff or deduction and made payable to Landlord at the address provided in Section 7, which may change from time to time. If any payment due from Tenant shall remain overdue thirty (30) days after the due date, the payment due plus administrative charges shall bear interest at the rate of ten percent (10%) per annum. If any check given to Landlord for any payment is dishonored for any reason whatsoever attributable to Tenant, in addition to all other remedies available to Landlord, upon demand, Tenant will reimburse Landlord for all insufficient funds, bank, or returned check fees. The term "Rent" when used in this Lease shall include Base Rent and all forms of Additional Rent. For the purposes of this Lease, Tenant's Percentage Share shall be deemed to be a fraction, the numerator of which is the number of Parking Spaces (150 parking spaces), and the denominator of which shall be the total number of parking spaces within the Parking Garage (estimated to be 545 parking spaces) Landlord estimates that Tenant's Percentage Share will be approximately 27.52%, as may be adjusted based on the total number of parking spaces within the Parking Garage pursuant to the building permit for the Parking Garage. The parties agree that the estimated number of parking spaces and estimated percentage described in the previous sentence are not binding are intended only to provide an example of how Tenant's Percentage Share shall be calculated. After each year of the Term, Landlord shall provide Tenant with a reasonably detailed statement of the actual Operating Expenses for the prior year and Tenant's actual Percentage Share. An adjustment shall be made between Landlord and Tenant with payment to or repayment by Landlord, as the case may require, to the end that the Landlord shall receive the entire amount actually owed by Tenant for Tenant's Percentage Share of the Operating Expenses for the prior year up to the amount of the Operating Expense Cap, but shall not exceed the amount of the Operating Expense Cap. Tenant shall receive a credit for any overpayments for the year on the next payment of the Additional Rent. Any payment adjustment owed by Tenant to Landlord will be due with the next payment of the Additional Rent. Tenant waives and releases any and all objections or claims relating to the actual Operating Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the notice of the actual Operating Expenses, Tenant provides Landlord notice that it disputes the actual Operating Expenses. If Tenant disputes the actual Operating Expenses, Tenant shall continue to pay the Additional Rent in question to Landlord in the amount provided in the Operating Expenses (if a reoccurring expense) pending resolution of the dispute. Such dispute shall be resolved by hiring an independent auditor, whose fees shall not be on a contingency basis and whose fees shall be paid by Tenant, unless the audit discloses that Landlord's Operating Expense calculation was incorrect by more than seven percent (7%), in which case Landlord shall pay the cost of the independent auditor. 7. Notice. Any notice under the terms of this Lease shall be in writing and shall be deemed to be duly given only if delivered personally or mailed by registered mail in a postage -paid envelope or via express courier or other nationally recognized overnight delivery service and sent to the address(es) as set forth below: If to Landlord: BB QOZ, LLC c/o Affiliated Development 613 NW 3rd Ave., #104 Ft. Lauderdale, Florida 33311 Attention: Jeffrey Burns 01673347A 4 152 With a copy to: Kapp Morrison LLP 7900 Glades Rd., Suite 550 Boca Raton, Florida 33435 Attention: Lance Aker If to Tenant: Boynton Beach Community Redevelopment Agency Attn: CRA Director 100 East Ocean Avenue 4th Floor Boynton Beach, Florida 33435 With a copy to: City of Boynton Beach, Florida Attn: City Manager 100 East Ocean Avenue Boynton Beach, Florida 33435 The address of either parry may be changed upon giving at least fifteen (15) days' advance written notice of that change to the other party. 8. LandlordRights. Landlord shall have the right to block off any or all of the Parking Garage, including the Parking Spaces, for purposes of repair or maintenance of the Parking Spaces. At no time will Landlord block of any Parking Spaces for more than ten (10) days without the prior written consent of Tenant, except as reasonably required to complete repair or maintenance of the Parking Spaces. Except in emergency circumstances, Landlord shall provide Tenant with not less than three (3) days' advance notice of the foregoing if Tenant's or the general public's access to the Parking Spaces will be prevented. Landlord shall have the unrestricted and exclusive right to utilize all parking spaces located within the Parking Garage other than the Parking Spaces {"Landlord's _Parking, Areas"}. Tenant shall have no right to park within or utilize any portion of Landlord's Parking Areas. Landlord or its agents shall have the right to immediately remove, or cause to be removed, any car or vehicle of Tenant that may be parked in Landlord's Parking Areas, without any liability and without any advance notice to Tenant. Notwithstanding anything to the contrary set forth herein, Tenant hereby acknowledges and agrees that Landlord and its agents, employees, contractors, tenants, and licensees (collectively, the "Landlord Parties"), shall retain and have the unrestricted right to reasonably utilize those portions of the Parking Garage located around, adjacent to and surrounding the Parking Spaces, including without limitation, drive isles, ramping, pedestrian and handicap accessibility areas, back of house areas, stairwells, elevators and all other areas outside of the individual parking stalls for the Parking Spaces (collectively, the "Access Areas") for the purpose of vehicular and pedestrian ingress and egress to and from Landlord's Parking Areas so long as such use does not prevent access to the Parking Spaces. The Access Areas shall not include any area of the Parking Spaces. Tenant acknowledges and agrees that the foregoing right of the Landlord and Landlord Parties to reasonably utilize the Access Areas shall be irrevocable and remain in full force and effect throughout the duration of the Term (as the same may be extended) and Tenant shall have no right to claim constructive eviction by virtue of the Landlord's reasonable utilization of the Access Areas, notwithstanding the fact that such Access Areas may be located in close proximity to the Parking Spaces. Except as provided herein, Landlord shall include a provision in its residential leases prohibiting such tenants from parking within the Parking Spaces or otherwise use the Parking Spaces unless payment of the parking fees are made at the same rate as the general public utilizing the Tenant's Parking Spaces. 9. Landlord, Covenants,,,,,andOb,li�gations. Landlord covenants that: (a) prior to the Lease Commencement Date, it will have fee title in the land of which the Project and Parking Garage will be substantially completed; and (b) upon performing all of its obligations hereunder, Tenant and general public 01673347A 5 153 Tf7=TT—M access N ine 1' 1 ig 57ES aria Access A =M, f5=1 1-67rT7MT_7_MTMy extension M=1167 this Lease, subject, nevertheless, to the terms and conditions of this Lease. Except as specifically required herein of the Tenant with regards to the Parking Spaces, Landlord shall operate managv_eqAjip,_1_igh epair and maintain, in a reasonably clean and safe manner. the Parkin Gara e - Parking-Spoaces and Access Areas and all facilities and fixtures. indudiag without limitation roof. walls, ramps, electrical installations, elevators, fire and related alarms, lighting, landscaping, and doors in parking garages in Palm Beach County, Florida, the cost of which maintenance, repairs and replacements shall be included in the Operating Expenses. The foregoing shall also include the Landlord providing janitorial services, waste and recycling removal, and pest control services throughout the Parking Garage, which service costs shall be included in the 0(cerating Exfrenses, If a re air is needed within the Parking Garage, Tenant shall notify the Landlord in writing of the need for the repair, which notice Landlord shall acknowledge within three (3) business days of receipt of same, and Landlordshall use good faith to complete such repair in a timely manner, and the cost of such repair shall ode in the Operating F"tI Tex"-A-s3uall yrI*ooqtl:y uke- Parking Spaces or Parking Garage caused by the Tenant or Tenant's agents, employees, contractors, licensees or invitees, at Tenant's sole cost and expense. Landlord may, in its sole and absolute discretion, restrict the size, location, nature or use of the Access Areas as those Access Areas exist at the Lease Commencement Date. Landlord shall be responsible for paying all utilities at the Parking Garage as of the Lease Commencement Date includin without limitation water.- sewer-. stormwatergas, solid waste and electrici Tenant's Percentage Share of the utilities as Additional Rent when due. Tenant shall be responsible for approved in writing by Landlord in its sole and absolute discretion. 10.LAP.dlord's ability . All Tenant's personal proor perty placed over in the Parking Garage - _Lj - shall be at the Tenant's risk or the owner's risk thereof. Landlord shall not be liable for any damage to Tenant's personal property, or any other person's personal property, including, but not limited to, lost or stolen items, occurring in, on or at the Parking Garage, including the Parking Spaces, or any part thereof, except to the extent caused by the Landlord's willful intent or grossly negligent acts or omissions. 11. Insurance. Tenant shall, at its cost, procure and maintain and keep in force at all times thereafter during the Tenn the following insurance with respect to the Parking Spaces: (a) Commercial General Liability Insurance with contractual liability coverage for the Parking Spaces a single limit of $1,000,000 per occurrence; (b) Workmen's Compensation and Employer's Liability Insurance in the w.r_r*)wjW ramy.ir4i Vq4w4m%-tf non -owned, ]eased, rented or borrowed vehicles of Tenant with limits no less than $1,000,000 combined single limit for property damage and bodily injury; and (d) such other insurance as Landlord or any morteaeee mav reasonablv reouire and which is nermitted bv law. Prior to the Lease Commencement Date 01673347A 6 154 Florida, to provide coverage for the Landlord' operation and management of the Parking Garage and obligations as stated herein. 12. 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 when due; (b) Tenant fails to cure Tenant's breach of any provision of this Lease, other than the obligation to pay Rent, within thirty (30) days after notice thereof to Tenant; (c) Tenant becomes bankrupt or insolvent or makes an 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 which is not otherwise dismissed within thirty (30) days of its filing; (d) Tenant transfers or assigns this Lease or subleases any of the Parking Spaces in violation of this Lease; (e) Tenant violates any of the Rules set forth in Section 22, as the same may be amended or modified from time to time, and thereafter fails to cure such violation within thirty (30) days after receipt Landlord's notice thereof; or (f) Tenant uses the Parking Spaces and/or the Parking Garage for any reason other than the Permitted Use (as defined in Section 14, below) and Tenant fails to cease such use within thirty (30) days receipt of Landlord's notice thereof. Notwithstanding anything to the contrary, in the event any Event of Default necessitates emergency action as reasonably determined by Landlord, then the foregoing 30 -day time period shall not apply and Landlord shall have the option (but not the obligation) to immediately cure such Event of Default. Each of the following se an "Event of Demma t" under this Lease: (a) Landlord fails to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from Tenant. If the Tenant's or Landlord's Event the Default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, the defaulting party shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that the defaulting party diligently commences such cure within the foregoing 30 -day period and thereafter diligently proceeds with the curing of the default. 13. Remedies. Upon an Event of Default by Tenant which is not timely cured within the timeframes set forth above, in addition to all remedies provided by law, Landlord may: (a) 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 reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Tenant to Landlord within thirty (30) days of rendition of a bill or statement to Tenant therefor together with reasonable supporting documentation). (b) Cure such Event of Default, and if Tenant, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Landlord to Tenant within thirty (30) days of rendition of a bill or statement to Landlord therefor (together with reasonable supporting documentation). Notwithstanding anything to the contrary set forth above, all rights and remedies of Landlord and Tenant under this Lease shall be cumulative and shall be in addition to every other right or remedy provided for in this Lease or now or hereafter existing at law or in equity. 14. Permitted Use. (a) Tenant may use the Parking Spaces only for the parking of cars, motorcycles and other ordinary passenger vehicles (including pick-up trucks, vans and sport utility vehicles) by members of the general public, by Tenant and by the City of Boynton Beach, and Tenant may charge the general public 016733474 I 155 ime s an manner in w c e ar IT paces may e use no even s a en cause or remain in full force and effect throughout the duration of the Term (as the same may be extended). Ten represents and warrants to Landlord that throughout the duration of the Term of this Lease, Tenant sh (i) use its commercially reasonable efforts and good faith to monitor and control the Parking Spaces ensure that the Parking Spaces are being utilized solely for the Permitted Use; (ii) not interfere with 11TOR - ONNAm- ORMINN - -1 = M. N I I=_ M14111. garbage, and unauthorized storage of any vehicle or personal property (other than may be approved P9,r1_4x&.S7,-_v_v_-s*r kc�ce_ss Affems; measures in furtherance of the foregping, consistent with the terms and conditions of this Lease; ucrovid that, the Tenant shall not have and shall not be required to have any person on site to comply with t foregoing. For the purposes of this Section 14, "Hazardous Materials" shall mean any petroleum, petroleul [products, petroleum -derived substances, radioactive materials, hazardous wastes, polychlorinat and any materials or substances regulated or defined as or included in the definition of "hazardo substances," "hazardous materials," "hazardous constituents," "toxic substances," "pollutants �Icontaminants" or any similar denomination intended to classify or regulate substances by reason toxicity, carcinogenicity, ignitability, corrosivity or reactivity under any applicable legal requiremen- relating to the injury to, or the pollution or protection of human health and safety or the "environmen (which term shall mean anv surface or subsurface Dhvsical medium or natural resource . n includin . air. Ian OM Wi Udlh, W&#T14U3WCS U114- VVLXV1 V1&JCU1J 7,MSCIlgell TCJ I Ueh I HUL UI -C IDOIL JISC11MV LransplTrL Materials shall not be deemed a breach of this Section 14. (b) Anything in this Lease to the contrary notwithstanding, this Lease, including not limited to the obligations as to Parking Spaces being designated for use by the public, does not affe or impact the Parking Code requirements of the City of Boynton Beach. Without limiting the generality the foregoing statement, it is acknowledged, understood and agreed that Tenant will not object to 1141 01673347-4 8 156 Tenant. The foregoing shall not apply to work, materials, improvements or alterations required to be furnished, made by, or on behalf of the Tenant by the Landlord under the terms of this Lease. 16. Subordination. Tenant agrees to reasonably negotiate and execute a subordination, non- disturbance and attornment agreement with Landlord's first mortgage lender within forty-five (45) days of Landlord's written request of the same. Prior to the Lease Commencement Date, the Tenant agrees to review any request of the Landlord's first mortgage lender to alter a provision herein and, the Tenant's Executive Director, shall administratively amend this Agreement (without requirement of Tenant's Board's further approval) as may be reasonably required by such lender, provided that such amendment does not pertain to or impact any material term of this Lease and is for the purpose of complying with the lender requirements in order to effectuate a financial closing. If any required amendment by the lender would have a material effect on the terms and conditions set forth in this Lease, then such amendment shall require Tenant's Board's approval, not to be unreasonably withheld, conditioned or delayed. For purposes of this paragraph, the term "material term" shall include all terms and provisions reasonably deemed material by the Tenant's Attorney or Tenant's Board at the time such request for amendment is made. 17. Assignment/Sublet. Tenant shall not assign this Lease or license or sublet all or any portion of the Parking Spaces without the prior written consent of Landlord, which consent will not unreasonably be withheld. Notwithstanding the foregoing, subject to the terms and conditions of this Lease, Tenant shall have the right, without Landlord's prior written consent, to sell individual daily, weekly, or monthly parking passes to the general public for the use of the Parking Spaces for use consistent with the Permitted Use set forth in this Lease (each a "ParkiA& Pass"). Each Parking Pass and all rights of the parties thereunder shall be subject to and subordinate to this Lease. Upon request from Landlord, Tenant shall promptly provide a list of any and all holders of any Parking Pass and the effective period of such Parking Pass. Prior to substantial completion of the Parking Garage, this Lease may be assigned, without the prior written consent of Tenant, by Landlord to an entity that is managed by Landlord's key principals, Jeff Burns and Nicholas Rojo. After substantial completion of the Parking Garage, Landlord shall have the right to assign or sublease this Lease to any third party without the consent of Tenant, provided that such assignment may only be an assignment or sublease of the whole Lease, and notice of such assignment or sublease shall be provided to Tenant within thirty (30) days o same. Tenant may assign this Lease at any time to the City of Boynton Beach without Landlord's prior written consent; provided, however, that Tenant and the City of Boynton Beach shall provide notice of any such assignment. Landlord expressly pen -nits Tenant, at Tenant's sole cost and expense, to engage another entity to manage the Tenant's parking operations (including metering, electric vehicle charging, and other management related to improvements to Parking Spaces). 18. Alterations. (a) B-LLa_ndlord. Landlord may modify, alter or change the Parking Garage in any manner or in any fashion as deemed advisable by Landlord, in its sole discretion; provided such modification, alterations or change does not materially and adversely impact the Tenant's access to and/or use of the Parking Spaces or non-exclusive use of the Access Areas. Landlord may place parking identification signs or such other signage as deemed advisable by Landlord, in its sole discretion. All alterations by Landlord must comply with applicable law, Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Regulations). (b) By Tenant. Tenant shall not make any improvements, modifications or alterations to the Parking Spaces or the Parking Garage that affect the Parking Garage structure, or the mechanical, electrical, plumbing, utility or fire safety systems in the Parking Garage structure, whether temporary or permanent, without the prior written consent of Landlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. Tenant, at its own expense, may make nonstructural alterations or additions to the Parking Spaces with the consent of Landlord, which consent shall not be unreasonable withheld, conditioned or delayed. Notwithstanding the foregoing, subject to the express terms and 01673347A 9 157 conditions set forth below, Tenant shall, at Tenant's sole cost and expense, install certain removab fixtures, such as parking meters, electronic vehicle charging stations, safety monitoring equipment, a signage within the Parking Spaces as deemed reasonably necessary or desirous for Tenant's op;eration the Pbxkina Sm?.ces or other siiutzge iTt-*.e .4,ccess ,4,re,?.s i.,it covirilig.-rce iyit� anDlicable lawaad determines that the proposed Permitted Alteration: (i)may impede or otherwise impair Landlord or may otherwise cause damage or defacement to the Parking Garage upon installation, operation, removal: W mi measurablv increase Landlord's liabili or insurance prermu s for the Parking Gara vim -pro, for other similarly situated or comparable parking garages in Palm Beach County, Florida; (v) includes structural alteration; (vi) includes an exterior change outside the Parking Spaces and Access Areas change to the exterior of the Parking Garage (except for exterior signage indicating public parking at t Parking Garage in compliance with applicable law and approved by Landlord in writing, which appro shall not be unreasonably withheld or delayed); or (vii) is not in compliance with applicable law. Landlo specifically agrees that the installation of parking meters at all Parking Spaces and 17 electric vehic to provide the estimated electrical transformer capacity for same. Prior to Tenant's commencement of t izAt%vh�gt2t 141 proposed renderings of the Permitted Alterations; and (ii) Tenant's proposed contractor to be engaged connection with the installation of the Permitted Alterations. Tenant's plans, specifications, rendering and proposed contractor shall be subject to Landlord's prior review and approval consistent with t foregoing. All improvements, modifications or alterations by or on behalf of Tenant (including Permitt Alterations) shall be fully coordinated with Landlord and all such improvements, modifications alterations shall be done in a good and workmanlike manner, lien free, and in accordance with applicab law. Tenant shall keep Landlord reasonably apprised of the status of installation. Any damage to any p of the Project that occurs as a result of any improvements, modifications or alterations by or on behalf Tenant shall be nom%tl re-caired bgi -Tenant to the reasonable satisfaction of Landlord, In to the commencement of the installation of any Permitted Alterations or other permitted improvement modifications, or alterations by or on behalf of Tenant, Tenant's contractor shall provide Landlord with copy of its insurance policy which shall meet the criteria set forth in Section 11, above, and which sh name Landlord and Landlord's mortgagee as additional insureds and shall. be evidenced by endorseme Tenant, at Tenant's option, shall have the right to remove any and all Permitted Alterations or oth permitted alterations, modifications, or improvements made by or on behalf of Tenant and replace s with similar quality, purpose and functionality. Notwithstanding the foregoing, at the time that any Tenant Event of Default exists (after the expiration of all applicable cure periods), Tenant shall not be permitted remove an_y such Per—mitted Alterations or other permitted alterations, modifi i ' I Landlord requires removal thereof, however, at the time that any Landlord's Event of Default exists (aft the expiration of all applicable cure periods), Tenant shall have the right to remove any such Permitt Alterations or other permitted alterations, modifications or improvements provided that (i) such right any damage caused by such removal and restores the Parking Spaces to the condition that existed prio the installation of the P rnmitteJ.'. AlteraWortinary o Wi ne,,*r ani t 'I W W -Xii prior to the expiration or earlier termination of the Term (or as may be extended), Tenant, at Tenant's so cost and expense, shall remove, or cause to be removed, each of the Permitted Alterations or oth alterations, improvements or modifications, and repair, or cause to be repaired, all damage resulti therefrom with reasonable wear and tear excepted. Tenant shall cause all Permitted Alterations, iglijabli, tN I T I t I i W i i mierei 9i 016733474 10 158 by Tenant must comply with Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Regulations). 19. Holdover Rent. Tenant shall be liable to Landlord for all damages in the event Tenant holds over beyond the expiration of the Term that Landlord may suffer by reason of any holding over by Tenant. 20. Waiver,'of 'Iiury.Trial, THE PARTIES HERETO WAIVE TRIAL BY JURY IN CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH OR ARISING FROM THIS LEASE. 21. Broker. The parties each represent and warrant to the other that no real estate broker, salesman, finder or agent was involved in the procurement or negotiation of this Lease. 22. Rulesmmmmand _ReggLgtions. Tenant shall at all times abide by any rules and regulations ("Rules") for use of the Parking Garage, including the Parking Spaces, that Landlord or Landlord's garage operator reasonably establishes from time to time, so long as such rules and regulations do not unreasonably interfere with the Permitted Use of the parking spaces, and otherwise agrees to use the Parking Garage and the Parking Spaces in a safe and lawful manner that does not interfere with or diminish the Parking Garage by Landlord's other tenants. Landlord reserves the right to adopt, modify and enforce the Rules governing the use of the Parking Garage, including the Parking Spaces, from time to time including any key -card, sticker or other identification or entrance system; provided that, such adoption, modification, and enforcement does not materially and adversely affect Tenant's and the general public's access to the Parking Spaces and Access Areas, materially interfere with the Permitted Use of the Parking Spaces, or materially increase Tenant's Percentage Share unless such modification is required by an applicable law. If the Rules are reasonably posted at the Parking Garage, Landlord may refuse to permit any person who violates such Rules to park in the Parking Garage, including the Parking Spaces, and any violation of the Rules shall subject the car to removal from the Parking Garage and the Parking Spaces. If Tenant violates any of the Rules and such violation continues for or is not cured within five (5) days following notice from Landlord then, in addition to all other rights and remedies available to Landlord at law, in equity, and under this Lease, Landlord shall have the right to remove from the Parking Garage, including the Parking Spaces, any vehicles hereunder which shall have been involved or shall have been owned or driven by parties involved in causing such violation, without liability for any damages caused to such vehicle in connection with such removal. 23. Casualty -and Condemnation,. If, during the Term (as the same may be extended), the Parking Garage or any portion thereof, including, but not limited to, the Parking Spaces, shall be condemned, taken by eminent domain, materially damaged or destroyed by fire or other casualty, then Tenant shall have the option to terminate this Lease upon written notice to Landlord whereupon this Lease shall immediately terminate and be deemed of no further force and effect and Landlord and Tenant shall be released of all obligations and liabilities arising after such termination (except for such obligations and liabilities expressly identified herein as surviving the termination of this Lease); provided that, if this Lease is terminated under this provision, all Rent paid in advance by Tenant applicable to the period of the Term after the termination of the Lease shall be refunded upon a pro -rata basis based on the date of termination. In the event Tenant does not exercise the foregoing termination option, then Landlord shall forthwith commence to restore the Parking Garage, including the Parking Spaces, to working condition, and during such restoration period Rent shall be wholly abated; provided, however, Landlord shall only be obligated to restore the Parking Garage to the extent that Landlord actually receives insurance proceeds or condemnation awards sufficient to enable such restoration. Regardless of whether Landlord receives such insurance proceeds, if Landlord: (i) fails to restore the Parking Garage within two (2) years after the 01673347-4 11 159 1110111W, WIN 11WO Wille M111111116 WINNiiwiiiilmlliii.�w xlltny-�O the parcel of property upon which the Parking Garage is/was located to Tenant, or (iv) such oth compensation as the parties may mutually agree. If any portion of the Parking Garage (including fixtures, equipment and personal property therein) or any Parking Space is damaged or destroyed due ,?Jx -?zt o i R61116 iii w6w, "mill1i reqvwtsihle fo of restoratio Will demand. 24. B:1qftgEffqct. This Lease is binding on the parties and their heirs, legal representatives, successors and permitted assigns, subject to the limitations set forth herein. 25. Recitals. The Recitals at the beginning of this Lease are incorporated herein as true and correct statements and binding on the parties. 26. Reco ding. A memorandum of this Lease may be recorded in the public records of Palm Beach County, Florida. 27. Sales T4N.Exemplion. Notwithstanding anything to the contrary set forth in this Lease, so MWIMAM"O az� d-% N1 delivery of this Lease, Tenant shall be exempted from paying sales tax under this Lease. Tenant shall, not tie Lartilc)4-mi updated sales tax exemption certificate from the Florida Department of Revenue to establish Tenant's exemption from sales tax for the upcoming year. In the event that, at any time during the Term, Tenant no longer holds a valid sales tax exemption certificate from the Florida Department of Revenue or it is WON, SO 14 dic imn aypilluaric Limull't *,I, I M be obligated, to accept any request by Tenant to contest such taxes, assessments and/or other charges. In the event Landlord elects to accept Tenant's request, Tenant shall reimburse Landlord for all actual costs and expenses incurred by Landlord in connection with contesting such taxes, assessments and/or other charges on Tenant's behalf (including, without limitation, reasonable attorneys' fees) within thirty (30) days of Landlord's written demand therefor. Notwithstanding any pending tax or assessment contest, Tenant shall be obliL-ated to -tay. vhe-ri-m.� as,3.ue under this Lease. all taxes. assessments or other charEes, ROX"Mr-MMINEV41Mkin a W I rftWi . I extent applicable to Tenant's Percentage Share. 28. Entire.AZ_Teement and_5gypEghilitv. This Lease contains the entire agreement between the parties hereto regarding the Parking Garage and all previous negotiations leading thereto, and it may be modified only by an agreement in writing signed by Landlord and Tenant. This Lease shall be governed by and construed in accordance with the internal laws of the State of Florida. Venue for any action arising out 01673347-4 12 160 of, or in any way connected with this Lease shall be Palm Beach County, Florida. If any term or porovisicM wo i WAW"i Wiwi ar, 0 F LUIUJIM-1611-ILAIR111 LU Ur, 111TUIFE U1 1111U111L)rUUd#1O, Luc icindinucl 01 ux,6 we appilu=10n such term or provision to persons or circumstances other than those as to which it is held invalid unenforceable, shall not be affected thereby and each term or provision of this Lease shall be valid enforceable to the fullest extent permitted by law, This Lease may be executed in any number counterparts, each of which shall be deemed an original, but all of which together shall constitute o instrument. I 29. Force eure If by reason of Force Majeure, it is impossible for the Landlord or Ten in whole or in part, despite commercially reasonable efforts, to carry out any of its obligations contain herein (except for the payment of monies or Rent), the Landlord or Tenant shall not be deemed in brea 9" "M n T Ib t e a r1 en n I a The term "Force Majeure" as used herein means any of the following events or conditions or a combination thereof- acts of God, acts of the public enemy, riot, insurrection, war, act of terffroris [!.estilence, archaeological excavations required by law, unavailability of materials, epidemics (includin I without limitation, cases of illness or condition, communicable or non -communicable, caused in bioterrorism, pandemic influenza, or novel and highly infectious viruses, agents or biological toxins f . r I'l ey-idernic Vlandemics (such as COVID-19 and variations thereo disease uarrantine restrictions," fftreial ei- embargoes, fire or other casualty, lightning, hurricanes, earthquakes, tornadoes, floods, abnormal a highly unusual inclement weather (as indicated by the records of the local weather bureau for a five-yel 1!,eriod preceding the Effective Date), strikes or labor disturbances, restoration in connection with any the foregoing or any other cause beyond the reasonable control of the party performing the ob�gation question, including, without limitation, such causes as may arise from the act of the other pa to tj Lease; or acts, or failure to act, of any governmental authority. 30. Radon. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building insufficient i,?uantities mkyiquxesent health risks to yersons who are exylosed 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 Palm Beach County's public health unit. IL% �MIMMW__ - Mi 1cligivil, anucsu.7� 111UHLUI SLdMS,-5CA1_di ITIVIRULPF11, IT ;cimcf mcilffl` *r expression, be excluded ftom the benefits of, or be subjected to any form of discrimination under any ?ctivity carried out by the performance of this Lease. agreement. Thus, the terms of this Lease shall not be strictly construed against one party as opposed to t other party based upon who drafted it. 33. Exhibits. Exhibits attached hereto and referenced herein shall be deemed to be incorporat into this Lease by reference. 34. Publi ,FutJJy,,Crim S,. As provided in section 287.133, Florida Statutes, by entering in 44 knowledge, it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have n been placed on the convicted vendor list maintained by the State of Florida Department of Managern Services within the thirty-six (36) months immediately preceding the date hereof. This notice is requir by section 287.133 (3)(a), Florida Statutes. 01673347-4 13 161 35. Palm „Beach.,,Counly Inspector„Generah Palm Beach County has established the Office of Inspector General in PalBeach County Code, Section 2-421 - 2-440, as may be amended. The Inspector General's authority includes, but is not limited to, the power to review past, present and proposed Tenant contracts, transactions, accounts and records, to require the production of records, and to audit, investigate, monitor, and inspect the activities of the Tenant and its agents in order to ensure compliance with Lease requirements and detect corruption and fraud. Failure to cooperate to the extent required by applicable law with the reasonable requests of the Inspector General or intentionally interfering with or impeding any investigation may result in sanctions or penalties as set forth in the Palm Beach County Code. 36. Exclusion-of Third._Pa ,y Ben ef c Aries. No provision of this Lease is intended to, or shall be construed to, create any third party beneficiary or to provide any rights to any person or entity not a party to this Lease, including but not limited to any citizens, residents or employees of the Landlord or Tenant. 37. Counte 1”. This Lease shall be executed in counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. 38. Time_of Essenc_e. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. 39. Compliance. Each of the parties agrees to perform its responsibilities under this Lease in conformance with all applicable laws, regulations and administrative instructions that relate to the parties' performance of this Lease. Landlord shall at all times have the proper business licenses required of the City of Boynton Beach for the operation and leasing of the Parking Garage. Tenant warrants and covenants to Landlord that it shall not perform any act (or refrain from performing any act) within the Parking Garage that would jeopardize, rescind, or invalidate the validity of the applicable business licenses required for the operation and leasing of the Parking Garage. In furtherance of the foregoing, Tenant agrees that it shall promptly cooperate, assist and act in good faith with Landlord in order to facilitate Landlord's obtaining and maintaining all required business licenses requested by Landlord for the operation of the Parking Garage and shall not take any action or inaction to prevent such licenses from being issued, rescinded or revoked. Subject to Tenant's foregoing covenants, Landlord is solely responsible for obtaining all applicable governmental approvals related to the operation of the Parking Garage; provided, however, Tenant shall be responsible to obtain all permits and governmental approvals related to its use of the Parking Spaces and any permitted alterations or improvements undertaken by or on behalf of Tenant (including the Permitted Alterations). 40. Joinder. By its Joinder hereto, the City hereby acknowledges that upon the dissolution of the Boynton Beach Community Redevelopment Agency, the City shall automatically become the Tenant and shall have all rights and obligations as provided in this Lease as if City were the original Tenant in this Lease, which all Parties hereby expressly acknowledge, submit to, and agree. [SIGNATURES ON FOLLOWING PAGE] 01673347-0 14 162 I IN WITNESS WHEREOF, 2022. LANDLORD: BB QOZ, LLC, aFlorida lifted h Htfty company Print Name: Its: Manager . .. .. . ..... WITNESSES: Print Name: TENANT: fit the parties have executed this Lease as of this 13 day of WITNESSES: Print Name: THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 By: Ty P d Chair Witness: Print'lV Te Approved fo egal ciency: B y CRA Attorney 01673347-4 15 Approved for financial sufficiency - By: financial Services Director 163 JOINDER „PARTY THE CITY OF BOYN By: ✓ By. ? PrintUS ���... G'....: .... _...� ��. Approved for legal suffici6cy: By --------- - �,,'i����,City Attorney 01673347.4 259421A 259421v4 Approved for financial sufficiency: Financial Services Director 164 Property Description p��pE�I�� 7paroebfu�herd�ai�dbo�w: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel #:Q8434528030D1006O Lots 6and 7\ Block l,OR|B|NALTOVVN OFBDYNTON' according tothe Plat thereof asrecorded in the Plat Book 1,Page 28,Public Records mfPalm Beach County, Florida, Parcel 2: Physical Address: NE4mSt, Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeas1onequarterof3ection28,Tuwnship45South,Range43East,accurdingiotheP|mt0|edby Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1,Page 23. Parcel 3: Physical Address: NE2zAve,Boynton Beach, FL Parcel #: 08434528030010180 Lots 10, 11 and West % of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1,page 23,Public Records nfPalm Beach County, Florida. Parcel 4: Physical Address: ll5M.Federal Hwy,Boynton Beach, FL Parcel 08434528030060010 Lots 1, 2'3'4'5'5and 7'Block 6,ORIGINAL TOWN OF80YNTON,asubdivision ofthe City ofBoynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 5IIEOcean /ve, Boynton Beach, FL Parcel #: 08434528030050I00 Lot 10and the West 7feet Binches ofLot I1, Less the South Bfeet (Ocean Avenue R/VV)^ Block 6'TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515E.Ocean Awe,Boynton Beach, FL Parcel #: 08434S280300601I1 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF 80YNTON,according tothe plat thereof asrecorded inPlat Book 1, Page 23'ofthe Public Records ofPalm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL 01673347-4 259421w 165 Parcel#: 08434528030060120 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 01673347-4 259421v3 259421v4 EXHIBIT B Parking Garage Floor Plan 01673347-4 259421v3 259421v4 167 M N4 ONINNV-Id xe MADIIIHOW4 V0180IJ 'HDVA NOINWH 'M 031VIIIJJV I N 3 h dO*IIv4Aa iIHOZ "a"'Sovoo 3�2i31d 3H1 VS kJ T-11-=1�11,7, (d IIIII 9,' �s h v 3 GJA T "R . . . . .... . 168 n.fI V-, GJA T "R . . . . .... . 168 AFFILIATED D E V E L 0PMENT Project: The Pierce Date: 09/05/2024 Prepared by: BB QOZ, LLC Project Updates Major Master Plan and Site Plan applications were unanimously approved by the P&D Board and during two readings with the City Commission, the filial approval to occur on March 9"' 2023. An entity related to F. Davis Camalier (FDC Associates, LLC), through his property entity, 209 N. Federal, LLC, filed a Petition for Writ of Certiorari against the City to challenge the abandonments necessary for the Project to go forward as designed and approved. On August 14, 2024, the court denied Camaher's Petition and the project is able to proceed pursuant to the terms of the First Amendment to the Purchase and Development Agreement. The development team will be submitting an application for building permit before the end of the year. Development Deadlines (PDA/TIRFA Effective Date: July 8, 2022) Description PDA/TIRFA Deadlines Status Submit Site Plan Approval Package January 4, 2023 Complete - Submitted on September 7, 2022 Annual Performance Report April 30, 2024 Submitted on May 10, 2024 Annual Presentation On or before July 8, 2024 Complete Date Final Judgement was rendered August 14, 2024 Complete Apply for Building Permit December 12, 2024 In progress Commencement of Construction Within 2 years from Closing Date Date TBD Obtain TCO 36 months from Commencement of Construction Date TBD Final CO Within 9.5 years after Effective Date Date TBD 169 **** CASE NUMBER: 502023CA009318XXXXMB Div: AY **** Filing # 170590020 E -Filed 04/07/2023 09:07:28 PM IN THE CIRCUIT COURT OF THE 15TH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA Case No. 23- 209 N. FEDERAL, LLC, a Florida limited liability corporation, Petitioner, vs. THE CITY OF BOYNTON BEACH, a unit of the local government in Palm Beach County, Florida, and political subdivision of the state of Florida, Respondent. PETITION FO�VRI7 OF CERTIORARI Petition for Reviev of Beach. City Commission Ordinance Beth -Ann. E. Krimsky, Esq. (FBN 968412) Aaron. Williams, Esq. (FBN 99224) GREENSPOON MARDER LLP 200 E. Broward Boulevard, Suite 1800 Fort Lauderdale, Florida 33301 Direct Dial: 954-527-2427 Facsimile: 954-333-4027 Beth-ann.krimsky(a�gmlaw.com Aaron.williams(Lgmlaw.com Attorneys for Petitioner 170 FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 04/07/2023 09:07:28 PM TABLE OF CONTENTS Page TABLEOF CONTENTS............................................................................................i TABLE OF AUTHORITIES.................................................................................... ii PREFACE................................................................................................... ............iv %„//, I. INTRODUCTION.......................................................................��; ......... l IL STATEMENT OF THE CASE AND FACTS .................... l 2 o/, r III. BASIS FOR INVOKING JURISDICTION AND ST,�1DA OF �. REVIEW.........................................................................�o ..........................13 IV. NATURE OF RELIEF SOUGHT . "'%,... 16 //ii% V. ARGUMENT .................................... ............................................16 zd TOY A. THE COMMISSION FAI COMPLY WITH THE ESSENTIAL REQUIRE 'u,N`' OF THE LAW WHEN IT ff APPROVED THE AP[ IC NT' S APPLICATION .........................16 B. THE CITY CUM, AISION FAILED TO MAKE OR RECORD Ali "" tfibINGS IN VIOLATION OF THE ESSENTIAL' EQUIREMENTS OF THE LAW, ALSO Z, EVIDENCING SHE FAILURE TO APPLY ESTABLISHED ,�000� CRITERIA��.:.....................................................................................20 C. T "I ECISION OF THE CITY COMMISSION IS NOT SPRTED BY SUBSTANTIAL COMPETENT DENCE......................................................................................... 22 VI. CO CLLJSION................................................................................................ 24 CERTIFICATE OF SERVICE................................................................................25 CERTIFICATE OF COMPLIANCE.......................................................................26 -1- 171 TABLE OF AUTHORITIES yTrvpr Al^n,K C7x' ofNorth Miami Beach, 706 So. 3d 67 8PL, 3d DCA 2016) .................................................... 18, 19 Brevard Cw.K Snyder, % IF^ �77«�0 7�z1�u/Fl� lQQ�\ �� |�� ~�. ~ . �~ .~~ (Fla. .~~~/------------------ ..�-----^ . City qf'Apopka v. Orange Cty., POW/1" '794So. 7J657/FlD.4th DCA }474\............. .��...........—'2| City qf'Jacksonville v. Taylor, 7�l �0 �(jl�}�(Fk» } DCA }99N\ ...................................—.lQ De Groot v. Shef 4. 95 S0 2(j912 (Fla. }957) ....................—.15 England v. Louisiana State BoardExaminers, 375 U.S. /1l} (1964) -------------------13 Fields .. Sarasota ___'_.- _--'-r.'/, 14129 953F.7d l2uuOlH`Cir _________________________|3 876 S» 2(}3 ............................................................. 11,12 /ions, S,x/* Bd. Exam 78 /F}&. }St DCA 1973\ .................................................................?l Haines City Cin/y. Dm,.v. Heggs, 658 So. 7J 573 /F6` 1995) 18 Hayes v. Monroe Cn,., 337 So. 3J447 /FL`. 3d DCA ?077\.................................................................... 7| Hillsborough ("t,. Bd. ofCh,. 'rs )l Longo, 505 So. 7'47O/F1o.7dDCA 1A87l.................................................................... 73 172 Irvine v. Duval Cty. Planning Comm'n, 466 So. 2d 357 (Fla. 1st DCA 1985) ................................................ 15,20,21,22 Ivey v. Allstate Ins. Co., 774 So. 2d (Fla. 2000) ......................................................................................... 18 Parker Family Trust I v. City of Jacksonville, 804 So. 2d 493 (Fla. I st DCA 200 1) ................................................................... 14 Planning Com 'n of City of Jacksonville v. Brooks, 011 579 So. 2d 270 (Fla. 1st DCA 199 1) ............................................ 21 22 N�Q Promenade DIberville, LLC v. Sundy, 145 So. 3d 980 (Fla. 1st DCA 2014) ................................ ............... 1, 3,5 Wolk v. Bd. of *Cty. Comm'rs of Seminole Cty., /ir 117 So. 3d 1219 (Fla. 5th DCA 2013) ................. "/' �/' ................................... 19 "d R Statutes 1/d/k, N r°/ %%` Article V, 5(b), of the Florida Constitutio 2z ....................................................14 or Rules1/b/h c Florida Rule of Appellate Proc O(c)(2) .................................................... 14 173 PREFACE This Petition for Writ of Certiorari ("Petition") seeks review of an ordinance approving of three road abandonment applications by the City of Boynton Beach. Petitioner is 209 N. Federal, LLC and is referred herein as "209." Respondent is the City of Boynton Beach and will be referred throughout the Petition A',e "City." Citations to the Appendix to Petition for Writ of Certiorari, filed oraneously with this Petition are abbreviated as "A:" POW/1" . . . ........ AIIII -iv- 174 I. INTRODUCTION' 209 owns the real property located at 209 North Federal Highway in the City of Boynton Beach (the "209 Property") and currently leases it to The Boardwalk Italian Ice and Creamery, LLC. The Pierce, a multimillion -dollar development project comprised of several different parcels in downtown Boynton. Aeach, has rio0i/ii received a blanket City staff recommendation of approval forlications of �,,«rrJroi/pO�I ��Gi�j, abandonment of roads located near the parcels. 209 is near or�°mot to each of the ,; roads to be abandoned. Abandonment of roads is vvFonec�'��y Section Boynton Beach, Part III Land Development Regulation��� '), Chapter 2, Article II, Planning and Zoning Division Services, S 2: .3. ll ;, ,/`4 ' On March 15, 2023, Pttlko e sent correspondence to the City seeking the record related to this pli a ion. Despite Petitioner continually following up, Petitioner received link 'those records just three hours before the close of the business day on t 1%1* of filing the Petition. (A:1.712; A:1.713-1.6). The City's delay in metng itd obligations to make the records available to Petitioner is wholly unids k4ble. See Promenade D'Iherville, LLC v. Sundy, 145 So. 3d 980, 983 (F�� DCA 2014); see id. ("Florida law doesn't allow public records custcd(play favorites on the basis of who is requesting records"; awarding ,,,,costs for unlawful refusal to provide public records). Indeed, the gamenanship engaged by the City is unacceptable and runs afoul of Petitioner's due process and the traditional notion of fair play. See A:1679-80 (commissioner accusing Petitioner of unspecified, nefarious conduct and remarking he does not appreciate Petitioner's opposition to the road abandonments). In any event, while Petitioner does have some materials, and those are cited here, it was lacking a complete record until the City belatedly produced it. Petitioner will amend its Petition and contemporaneously filed appendix as soon as it has a meaningful opportunity to review the materials sent by the City. 63911086v8 175 Road abandonment was not part of The Pierce's original plans submitted to the City. 209 opposed the road abandonment applications immediately at each stage of approval, pointing out that any approval would severely and detrimentally affect access to the 209 Property. The LDRs require the City to consider and determine i whether abandonment would result in "a permanent stoppage, interrg t,on, or an WKW unacceptable level of service for the subject lot or on ni or developments with respect to police, fire, or other waste removal." (LDR, Section 2.G.3.a.). Specifi road abandonment must consider if such access to the 209 Property should an substantial evidence presented to su factor. The evidence pres ordinance approving the visions, or solid City's approval of any restrict emergency vehicle and there must be competent press factual finding on this necessary the quasi-judicial hearings on the proposed ent applications provided no such competent 'r000io substantial evidence t6/*,'� port the approval of any abandonment. Despite this, the City nevertl 'es������Q� assed an ordinance approving the applications for road abandon" the absence of such evidence, the ordinance simply cannot stand. II. STATEMENT OF THE CASE AND FACTS The Pierce is a $73 million mixed-use development project designed to include a complex of apartments, restaurants, and retail stores in downtown Boynton Beach. (A:523, 525, 621-23, 1611). The Project is comprised of several different 2 63911086v8 176 parcels of real property located from East Boynton Beach Blvd to East Ocean Ave. along Federal Highway. (A:891; see A:525). BB QOZ, LLC ("Applicant") is the applicant behind the Pierce and the abandonment at issue. (A:715). The record demonstrates that the City viewed the i Pierce as a development project "especially needed." (A:524-25). licant ultimately received City approval to proceed with the Project wit if any, real opposition from the City Commission. (A:1158). The origi& pl' ni� for the Project did not contemplate any road abandonment for any �"�� °� � aforementioned parcels. (A:1628-29). Site plans instead depict a bridge i, 'I st Avenue. (Id.). i,,,, ,, i In 2022, the Applicant applied fo '°d abandonments in the immediate vicinity of the 209 Property. (A:16b7'The road abandonments sought the vacation of a portion of an alle ,,�y (1 e "North Alley"), a portion of NE 1 st Avenue � o ("right-of-way"), and the,�full length of another alleyway (the "South Alley") (together with the Nortey, the "alleys"). (E.g., A:1398). P The N, th Mpy forms the north boundary of the 209 Property. Northeast 1 st Avenue southern boundary of the 209 Property and contains the main driveway/finto the 209 Property. The abandonment area turns both of these into dead ends terminating at the west edge of the 209 Property and open only to Federal Highway southbound, such that drivers exiting the 209 Property will no longer be 3 53911086v8 177 able to turn west onto Northeast 1 st Avenue or the North Alley, and there will be no eastbound traffic at all. The impacted areas are illustrated below: 0 63911086v8 178 (E.g., A:705). An application for vacation and abandonment approval requires review and approval by the City Commission. LDR 2.G.4. To justify the issuance of an ordinance vacating a road, an application must meet criteria set forth in LDR i 2.G.3(a)-(d), which address issues regarding access, utilities, age and wastewater management, and conservation. To justify its Applic4r�he Applicant JJiii j0i / simply asserted, in summary fashion, that abandonment m th�''�riew criteria set forth in Section 2.G.3 of the LDR. (A:715-18; 'AA-" �"70-73). No evidence or substantive analysis was offered. The City readily accepted the App J c s Eonclusory recitation of the four �r �yi criteria as satisfaction of the criteria �th'out conducting its own independent analysis or determining if ther��11 `111�flll` w s6'identiary for each of the factors. Specifically, in January 2023, City staff pc'sedly reviewed the Application and determined that granting it "would nod"" /ersely impact traffic," other City functions, or adjacent property owrl„ f srr<««rr,,( 704). City staff determined further that the right-of-way and alleys " rf�r serve a public purpose other than retention of necessary utility assessmers" and, therefore, recommended approval of the Application. (Id.). While it is clear from the Staff Report the City consulted with public utility companies and city departments addressing engineering, public works/utilities, and planning and zoning, there is no indication local government departments, such as police and fire, 5 63911086v8 179 assessed or otherwise opined on any implications arising from road abandonments to 209 or any of the adjacent properties. The City Staff Report is devoid of any evidence addressing whether or not the abandonment would cause or result in a permanent stoppage, interruption, or an unacceptable level of service with respect to i police, fire, or other emergency services. A:615-804 Upon learning about the Application, 209 immediately lots opposition and requested a denial of the Application. (A:891-93). As Pqtitioftbrxplained to the City, the Application fails to satisfy one of the foul//, ia, namely, access. The LDR raises these questions when assessing the Does the subject land provide a leg'rh;ass of access to a lot of record, subdivision or development?�Li�,,,t vacation and abandonment cause or result in a perm'' stoppage interruption or an w/M %„ > unacceptable level of servi too subject lot or on neighboring lots, `1/i;,,' subdivisions, or develo�mntp�with respect to police, fire, or other g Y 1 , rph emer enc services ,o��sc� waste removal? %'0%ian�o�moo,%i LDR 2.G.3.a.; A:891 - a letter dated February 21, 2023, ahead of the hearing, 41209 pointed out t granting the Application would not only increase traffic but also impair ir�d egress to the 209 Property, thereby creating public safety issues wpgand Bros"limiting the accessibility to the property by customers as well as first responders should emergency services be required. (A:891-93). This is illustrated simply by looking at the aerial photograph. Federal Highway at Northeast 1st Avenue has no median cut or traffic signal. Currently, 0 63911086v8 180 northbound drivers on Federal Highway can easily access the 209 Property by turning left (west) at the signal at East Ocean Avenue and going one block to Northeast 4th Street and turning right, then east on Northeast 1 st Avenue to the 209 Property. Similarly, leaving the 209 Property to drive north on Federal Highway i simply requires turning right onto Northeast 1 st Avenue heading wes king north on Northeast 4th Street to East Boynton. Beach Boulevard, goin a then turning r riij �!a4 left (north) at the signal for Federal Highway. ��°�'��PO After the abandonment, this traffic p#ft, will be completely disrupted. Northbound drivers on. Federal Hight y�4e/lig to enter the 209 Property �0/,� will be forced to make a U turn at East o tbn each Boulevard, then turn into what would be a dead-end street. SimilaY � ,drivers leaving the 209 Property to go north will be forced to make a °'tom"fEast Ocean Avenue Federal Highway is only two lanes wide at these poets, /so'clearance for this dangerous maneuver would be r000ioa„ difficult, especially fodtger vehicles or elderly drivers. The potential for traffic conflict and 6ci,ts is significantly heightened, and ease of access to the 209 ,/o, I,fJ / "' al diminished. A:1630-36 1685-8$ Property'll � y ( ). �ioo/o�aco„ ,- Th�'first of two quasi-judicial hearings on the proposed ordinance granting the Application was held February 21, 2023. At the hearing, the City read the proposed ordinance. (A:1154-55). The Applicant recognized its obligation "to obtain the written consent of the nearby property owner" impacted by road abandonments 7 63911086v8 181 (A:1178), but nevertheless advocated against the necessity of that obligation and for road abandonment because "certain right of ways ... are certainly underutilized." (A:1165-66). The City staff, in response, pointed out that it "typically ask[s] for consent of the neighboring parcels," though it felt "comfortable" requiring the i Applicant merely to "work with the neighbors" on any abandorwe t issues. / ffr ".11 IF (A:1180-81). �,,«rrJroi/pO�I oijp, ,, At least two members of the public and one City 'In er expressed concern over abandonment, including the potential i'�ment of the provision of In1 critical City services such as trash collection. (El, Z11111, � �3; A:1154-84). For its part, 209 pointed out that the Applicant had nc411," /dtectly reached out to it to address the Project or the abandonments. (A:12-, ' n the little time it had to present its concerns at the hearing, 209 p 'nut that abandonment would limit access to its property and 209 urged th lcity to require the Applicant to cooperate with 209 and address 209's concern, ( X1205-07). City std / f o*ed that if abandonment is not approved forjust one of the roads, d,� "consider,edesign of the project" would need to follow (even though Dion/aiaaoo„ abandonrrfent was not part of the original Plan). (A:1217). The Applicant opposed a re -design because doing so would "become[] very hard with all the code requirements that we have." (A:1221-23). The City Mayor recognized the Applicant re -designed the Project "way too many times" and affirmed: "We are not starting F 63911086v8 182 from scratch at the last hour." (A:1231). Following this affirmation, the City Mayor sought a motion to grant first reading approval to the proposed ordinance, with the condition that the Applicant "work[] with the adjacent property owners for the abandonment request." (A:1233-34). The motion passed unanimously. (A:1234). i There is no record evidence the Applicant ever "worked with [0 on] the r abandonment request."2 At no point during the 2/21 hearing was t y competent substantial evidence presented by the City or Applicant adlress t�ng'whether or not police, fire or emergency services would be impacte(�//b' fie abandonment request. On March 9, 2023, 209 submitted a sec9AdJ&tpr reiterating its concerns in great detail. (A:1591-92). At the seconds judicial hearing held later that day, �the Applicant sought final approval of ation. (A:1603-1702). Prior to this hearing, City staff had alreadyrof�mended approval despite the fact that It still had not heard from the CiteJ rafc engineer on road abandonment nor received input 'r0000 from police, fire, or mergency services to address the implications arising from road aftents. (A:1409). 2 This comes as no real surprise. A property owner nearby commended the City for requiring the Applicant to contact that owner regarding its concerns "[b]ecause prior to that, we were not contacted at all." (A:1207). That is in line with 209's own experience. The property owner urged the City not to remove the condition that the Applicant continue to cooperate with that property owner for fear that the Applicant would stop cooperating. (A:1207-08). 0 63911086v8 183 During the hearing, 209 presented testimony from a traffic engineer, Joaquin Vargas, to address road abandonment—the only witness who presented on the subject matter. The expert testified: (i) road abandonments are uncommon but when the issue arises, detailed traffic studies are usually performed; (ii) a traffic study had i not been undertaken for NE 1st Avenue in connection with the Project ii) a road OL r abandonment of NE 1st Avenue nevertheless "would cause so �fPic concerns for the area," including exacerbating traffic backup in multi�`e t I ti, 'ns and limiting road access; (iv) a road abandonment would result in /4�`/0'� pificant impact to [209's] parcel from an access point of view to get to tl 66"p f c�/'and also to leave from the parcel"; and (v) increase in traffic will cu `.Saf °ty concerns and safety hazards. A:1629-36 1685-88). 209 also cross-examine�t°staff, which put together the recommendation of approval of the Applic�$,/ion espite the absence of any analysis on the impact 'r000ioii r�l� abandonment has on safety as required by the LDR. (A:1636-38). Based on the evidence,��`es��ted at the hearing, 209 argued that abandoning the roads would create traf��rfd safety issues. (A:1638-41). 209 also pointed out there was no record evidence reflecting the assurance of the provision of local governmental services, such as fire and police, to properties near the alleys and right-of-way after abandonment. (A: 1640-41, 1688-89). Moreover, in the absence of an analysis on public safety or the undertaking of any traffic study assessing the effect of a road 10 63911086v8 184 abandonment on properties near the right-of-way and alleys, the Applicant failed to satisfy its burden to meet the criteria in the LRD regulations and failed to present competent substantial evidence to support its Application. (A:1640-41, 1688-89). In addition to 209's opposition, members of the public and local i businesspersons operating near the North Alley and elsewhere sought, d'lay of or otherwise opposed, the City's approval of the Application be the limited road access and adverse economic impact an abandonme walk create to local businesses. (A:1641-45). The Applicant itself rered road access issues, testified it was a complicated issue that warrant "f4 dgreater discussion" the future, and recognized there was no imme i I �SoI '°'%/, 10/1 would be needed to find one. $-49). commissioners, the Appli with just one businessown. ion in place and that more time When pressed by some City reed to enter into an access agreement ,ith that, the City pressed on as it clearly /oiaioiooi intended from the out r° A/ 111111)0/r/, 3 Ant to agree is tantamount to no agreement at all, e.g., Geico Cas. Ins. Cotey, 826 So. 2d 380, 382 (Fla. 3d DCA 2002) (statements of future intenttcins do not give rise to an enforceable contract), and one access agreement with one businessowner does not address concerns raised by 209 and others. The Applicant endeavored to shift the blame to 209 for not reaching out to it previously about 209's concerns. (A:1689-90). But the City placed the onus on the Applicant, not on 209, to "work[] with the adjacent property owners for the abandonment request." (A:1233-34). And, despite the City's directive to do so, there is no evidence the Applicant did that following the first reading of the proposed ordinance and before the City's final approval of the Application. 11 63911086v8 185 The City examined City staff, who testified that a traffic study was submitted along with the Master Plan and site plan and that police and fire departments reviewed these plans. (A:1645-46). However, that Master Plan was unconcerned about adjacent properties, such as 209 and there was no record evidence included i with the City's Staff Report that addressed whether the abandonmentuld cause or result in a permanent stoppage, interruption, or an unacceptab n el of service with respect to police, fire, or other emergency services. ,A: 19). The record ���% • io available to 209 reflects that local government unit d '� reviewed the Project in master plan format, and not the abandonmentsr��A:1006-09). The City Staff "`""`. Ith Report addressing the master plan reflect Il ire: The police and �, e m ,rtme ,ts have reve ed t site planand the appVrocam t '„ I*ssed all review comments du�ur6 g the T review prod T°Th#"F' e Department noires that they ill be able to, Dior prop lde �a to Vevel of service for this project with current or e pecte i,� rmfr�tiru�uct�ure and/or staffing levels, Further plan review Icy Poke ao «t,,,, e will occur during the building permit process. (A:1009). The, �� s indication the local government units providing critical services t e 2 9 Property and the area impacted by the Project reviewed anything other tii, tie site plan, and certainly no evidence that they reviewed and commented on the abandonment. Despite various suggestions to table the abandonment Application pending further review and despite 209 illustrating the absence of competent substantial evidence to support the grant of the Application, the City approved the Application 12 63911086v8 :: at the conclusion of the hearing, without competent substantial evidence to support this approval. (A:1697-99).4 Following the hearing on March 9, the City issued Ordinance No. 23-006 ("Ordinance"). (A:1704-11). The Ordinance provides City staff had determined the i requested road abandonment would not adversely impact traffic o'her City r functions, or adjacent property owners and that the right -of way , fer served a public purpose other than retention of a utility easement. ( : f X704+,,, Based on these staff determinations, the City Commission formally a>,&fWVned the North and South Alleys as well as the right-of-way on NE 1 st Av/q,,,ri°' "TI eOrdinance took immediate effect on March 13, 2023, upon its passa Petition follows, seeking review of the Ordinance. 209 reserves the right to 1 jsi*,/in state or federal court to pursue all equitable statutory and legal remedies afforded it under the law. See England v. Louisiana State Board of'Medict��Mxaminers, 375 U.S. 411, 420-422 (1964), and Fields v. Sarasota Marytec*rport Authority, 953 F.2d 1299 (11th Cir. 1992). This Petition arises from the City Commission's improper approval of the Applicant's Application. The Applicant's Application is required to meet all of the 4 As one public commentator astutely noted: "it seems like you know, the commission and the [C]ity, you kinda do — do what you wanna do." (A:1215). 13 63911086v8 187 applicable requirements of the City's Code. It does not. Following quasi-judicial hearings held by the City Commission in relation to the Application, the City Commission approved the Application even though it is uncontroverted that the Application failed to satisfy all of the criteria set forth in the Code and, in fact, was i completely lacking in competent substantial evidence to satisfy fie',, essential IF criteria. Indeed, the City's staff report failed even to mention; of the Code provisions that must be satisfied in order to approve an abagd6hfhem. Additionally, it is evident based on the discussion had by the Cit Commission at the public meetings held on. February 21 and March 9, 20,2 gal its Project was something i„D desired by the City, and no matter wear there was competent substantial evidence to support it or not, the Cq NvAU6ing to approve the abandonment. The City improperly disregarded t �;od to achieve a pre -determined result, in a stark departure from the essentirequirements of the law. �000ioiooioi The jurisdiction f°fit is Court is therefore invoked pursuant to Article V, § D 5(b), of the cQa Constitution and Florida Rule of Appellate Procedure 9.030(c) iorari lies to review the exercise of quasi-judicial power exercised by a cityZ ommission. See, e.g., Brevard Cty. v. Snyder, 627 So. 2d 469, 476 (Fla. 1993). Proceedings conducted by a city council, which proceedings address rezoning applications, are quasi-judicial in nature. Parker Family Trust I v. City of Jacksonville, 804 So. 2d 493 (Fla. 1st DCA 2001). 14 63911086v8 188 To sustain the decision, the City must establish that its decision was supported by substantial competent evidence, that the decision accords with the essential requirements of law, and that the City Commission provided for due process in relation to the quasi-judicial hearings. Irvine v. Duval Cty. Planning Conun'n, 466 '4 So. 2d 357, 362 (Fla. 1st DCA 1985), dissent approved by Irvine I cty. IF a Planning Conun'n, 495 So. 2d 167 (Fla. 1986). Substantial competent evidence in the context of ce#16r eedings has been defined as: AM/1111111 ... such evidence as will establis#ial basis of fact from which the fact at e reasonably inferred. We have stated it IN suc relevant evidence as a reasonable mind wou 4"a s adequate to support a conclusion. In employ In��` adj ective "competent" to modify the word1 1, we are aware of the familiar rule t0 administrative proceedings the formalities in/Afte' uction of testimony common to the courts ofiv. stic"are not strictly employed. We are of 111/1'ri the view however, ' r, that the evidence relied upon to rg/�//, sustain l ,ultimate finding should be sufficiently re ; end material that a reasonable mind would ce )t as adequate to support the conclusion reached. T�this extent the "substantial" evidence should also be petent." De G Sheffield, 95 So. 2d 912, 916 (Fla. 1957) (citations omitted). Here, the only evidence in the record confirmed the Application failed to satisfy all of the applicable criteria set forth in the City's own code when considering an abandonment. There being no substantial competent evidence in the record to 15 S3911086v8 189 support its decision under the application of the correct law, or findings made by the City Commission, approval of the Application was incorrect and should be quashed. IV. NATURE OF RELIEF SOUGHT Petitioner seeks issuance of a Writ of Certiorari, quashing the City's March 9, i 2023 Ordinance approving the Applicant's Application because luxe is no substantial competent evidence to support the City's departs from the essential requirements of the law. V. ARGUMENT A. THE COMMISSION FAILED ESSENTIAL REQUIREME APPROVED THE APPLIC T. i. The Failt Based Depart 1Uh the r The abandonment dgteriI as r���ll �,,,,, pertinent part: /,,,,,,,r'° 63911086v8 ffr A,,,,,,, decision a Ythe decision I POW/1" i OMPLY WITH THE �J/J` THE LAW WHEN IT PPLICATION. h,City to Render a Decision lished Criteria Constitutes a the Essential Requirements of established in the City code is as follows in �'c�atan and Abandonment. General. The purpose of this subsection is to establish %uniform procedures for the vacation and abandonment of city z� rights-of-way (e.g. street, alley, etc.), special purpose easements, and other non -fee interests of the city. When approved for vacation and abandonment, the city relinquishes its interest in the above, based in part, on the finding that the subject right-of- way no longer serves a public purpose. For the purposes of this subsection, a "site plan" shall be construed to include either a new site plan or a major site plan modification. 2. Submittal Requirements. See Section I.D. above for the submittal requirements of this application. 16 190 3. Review Criteria. The vacation and abandonment of a right- of-way, special purpose easement, or other non -fee interest of the city shall be based on a demonstration that the above interest no longer serves a public purpose and there is no encumbrance which would prohibit the clear transfer of ownership of such land. The following review criteria shall be used to justify an application: a. Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacatioiy,,,,, �jid abandonment cause or result in a permanent sq//PpaJ*.4 ,,4ubJect interruption, or an unacceptable level of servic( tte.01/ lot or on neighboring lots, subdivisions, or dev�el /,With i solid e n c y s q respect to police, fire, or other emerg e s; waste removal? b. Utilities. Does the subject land ( potable water, sanitary sewer, or any telephone, electricity, gas, etc.), whj stopped or interrupted, or cause an %des; to the subject lot or neig�b,04,/ 9 developments? i aj;g §1 ort, or allow V. er tility (e.g. cable, be permanently a le level of service , ots, subdivisions, or ',M�anagement. Does the subject ate/h, C. Drainage and Was-OWN/4".1', land contain, support,,//9r ah,�9//w' a legal means of drainage or wastewater man n�,',', such lot or on neighboring lots, age subdivisions, or di e o cnts, which would cause or result in a stoppage, inteiT/,ul n,//Or unacceptable level of service? d. Conseriqtioo.'Does the subject land contain, support, or allow the meai� the conservation or preservation of flora or fauna? ry, IN, LD Z.G. 1-3. Y extensively above, the City Commission voted in favor of the Application despite the abandonment criteria, as specified in Section 2.G.3 of the City's Land Development Regulations not being met. This is a departure from the essential requirements of the law. The City failed to even review and analyze the evidence, or lack thereof, in the record to act in their quasi-judicial capacity to 17 S3911086v8 191 enforce the applicable law, opting instead to favor their own feelings and opinions as to a desired result. See Alvey v. City of North Miami Beach, 206 So. 3d 67 (Fla. 3d DCA 2016) (granting rezoning based on perceived economic benefit to city and not based on enumerated criteria was a departure from essential requirements of the i law). %IIIIIIIIIIII /i Under Florida law, a departure from the essential requirer } t of the law in this context means "an inherent illegality or irregularity, an,,��'bus&OfJudicial power, an act of judicial tyranny perpetrated with disregar/ rocedural requirements, resulting in a gross miscarriage of justice." Hai '� 1 ` Cmty. Dev. v. Heggs, 658 71, So. 2d 523, 527 (Fla. 1995) (internal i ns omitted). A departure from the XAJ essential requirements of the law is not"m�ely a disagreement with the interpretation of applicable law but insteairs*clude an application of incorrect law or a miscarriage of justice. Iveykk�. Allstate Ins. Co., 774 So. 2d 67, 683 (Fla. 2000). r000ioiooiii„ Florida courts fi#& onsistently determined that a municipality departs from the essential r ui �11' �ments of the law by rendering decisions that are not based on the f establish'°°dryr ria or factors. See Alvey v. City of'N. Miami Beach, supra (quasi- judicial bMy must apply established criteria and not vote based on other factors) (granting rezoning based on perceived economic benefit to city and not based on enumerated criteria was a departure from essential requirements of the law); Wolk v. Bd. of Cty. Comm'rs ofSeminole Cty.,117 So. 3d 1219 (Fla. 5th DCA 2013) (holding W 63911086v8 192 that a miscarriage of justice results where wrong law is applied by a local governmental body); City of Jacksonville v. Taylor, 721 So. 2d 1212 (Fla. 1 st DCA 1998) (granting a variance because of others previously given and not based on code's criteria was improper). i Alvey is most instructive here and frankly mirrors the decisions ' e by the City Commission. There, the City of North Miami Beach approvJJ"rezoning not based on the established criteria in the city's code but council believed that the rezoning and proposed proj the city. Alvey, 206 So.3d at 72. The a e the city economically benefit held that decision was a /!/ v departure from the essential requirements �fhe haw as the city council failed to ' ' consideration of the zoning application apply the correct law in the city's code �' g pp there. Id. at 73. Simply put a m*nicipality does not base its decisions on the %''�' application of the correct f4lw o criteria, then the decision rendered is a departure ftv/ from the essential req `lents of the law. Id. Here,,Ib,,, d 4§ion made by the City is akin to the invalid decision rendered in Alvey. Spy�ally, Section 2.G.3(a) of the City's Code addressing the necessary criteria to die satisfied for abandonments provides as follows: a. Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacation of abandonment cause or result in a permanent stoppage, interruption, or an unacceptable level of service for the subject lot or on neighboring lots, subdivisions, or 19 63911086v8 193 developments with respect to police, fire, or other emergency services; or solid waste removal? The City did not address this criterion. Instead, personal views and opinions permeated into the City Commission's decision-making process and impermissibly tainted their votes on this quasi-judicial decision. The decision made by the City %11111111,111%a Commission was not made through application of the correct la,�ncbus this decision constitutes a departure from the essential requirementand must i be quashed. B. FINDINGS COMMISSION IO MS IONFIAI " ,,D OrMAKE OR RECORD ANY A dF THE ESSENTIAL REQUIREMENTS OF THE�,;�` LSO EVIDENCING THE FAILURE TO APPLY ES r .Is ED CRITERIA. In determining whether the esveal requirements of law were met upon a review of a quasi-judicial acn, ��iis Court must examine whether the City Commission made detailed1findin s of fact supporting the denial of the Application. o, Irvine, 466 So. 2d atAll administrative agency orders must contain detailed findings of fat "�at are legally sufficient to support the decision ordered." Id. �f� b�ijD Furtherrly/iax��� It has been repeatedly held by the courts of this state that in order to Dion/aiaaoo„ assure du" process and equal protection of the laws, every final order entered by an administrative agency in the exercise of its quasi-judicial functions must contain specific findings of fact upon which its ultimate action is taken. An administrative order which fails to contain such findings is ineffectual as a predicate of the order 20 63911086v8 194 sought to be enforced." Gentry v. Dep't ofProf'l & Occupational Regulations, State Bd. of Med. Exam'rs, 283 So. 2d 386, 387 (Fla. 1st DCA 1973); see also Hayes v. Monroe Cty., 337 So. 3d 442, 445 (Fla. 3d DCA 2022). Findings that are merely general conclusions parroting the language of the i statute or ordinance are insufficient as a matter of law because succlusions provide no way for the appellate court to know on judicial rcQ,,Y�ether the o�Q. /L t! conclusions have sufficient foundation in findings of fact. 4), v' c;� 6 So. 2d at 366 iii (citing City of'Apopka v. Orange Cty., 299 So. 2d 65///'( 4th DCA 1974)). The failure to make specific findings constitute ""�°�„�darture from the essential requirements of the law in and of itself. P aI om n of City of Jacksonville v. Brooks, 579 So. 2d 270, 272 (Fla. 1st"D'��o,1'991) (citing Irvine, 466 So. 2d at 366- 367). Most significantly, Flo ra��rovides that regardless of which party bears the burden ofp roof a city i/Jfai'ur�r r � to make adequate findings of fact constitutes a r000io departure from the ess�iooioi � requirements of law. Irvine, 466 So. 2d at 366; see also Brooks at 273-274 (finding no error in circuit court's ruling that commisg' d to present any record evidence in support of its decision to deny application). While the City at the March 9, 2023 meeting attempted to argue in rebuttal that there was police and fire review of the Master Plan, this Plan did not contemplate abandonment. (A:1646). The City Staff Report as it related to the Master Plan only 21 63911086v8 195 addressed how fire and police approved of the impacts of the Project with its then current or expected infrastructure and/or staffing levels and ignored any impacts the abandonment may have as it pertains to neighboring lots. (A:759-63). Simply put, it's apples and oranges. While the police, fire and emergency services may have i provided review and input as to their services to the Project, the recor devoid of r any evidence as to what the impacts may or may not be to neighrty and specifically 209 that will be losing significant access based ,' th&' b ndonment. The complete lack of detailed findings requires this C/�t� find that the essential lol, requirements of the law were not met. See Broolo 2d at 273; Irvine, 466 So. 41 2d at 366-367. C. THE DECISION ,r THE CITY COMMISSION IS NOT SUPPORTE %,, �,I' SUBSTANTIAL COMPETENT EVIDEN,,, i. 'l e Alication is Not Justified as there is No C&npetent Substantial Evidence Supporting "0"%%, ll of the Relevant Review Criteria for an "PI Abandonment. Theit°q�ia(((" t forth in LDR section 2.G.3(a) is determinative of why the Applil ,: Id not have been granted in this case. It provides in relevant part as noted above: Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacation of abandonment cause or result in a permanent stoppage, interruption, or an unacceptable level of service for the subject lot or on neighboring 22 63911086v8 196 lots, subdivisions, or developments with respect to police, fire, or other emergency services; or solid waste removal? The Staff Reports are the City's only effort at entering substantial competent evidence into the record. (A:702-804, 1094-1110). Florida law recognizes that the staff reports prepared by the professional planning staffs are considered,ubstantial competent evidence and satisfy the standard of evidence a governing, dy' rely on to support its decision. Hillsborough Cty. Bd. of Cty. Comm Ads v I dngo, 505 So. 2d 470 (Fla. 2d DCA 1987). Here, however, the Staff Re""'' are devoid of any evidence addressing whether vacation or abandorn " day cause or result in a permanent stoppage, interruption, or an una,�epNpl&level of service for the subject lot or on neighboring lots, subdivisions ;16r d"„opments with respect to police, fire, or other emergency services. (A:7�� 1094-1110). The City certainly knows of Ale its obligations to satisfy fapf ri a abandonment and obtained input from City r Engineering, Public Worksi ties, Planning and Zoning, and Public Utilities. (A:1107-1110). fhe Stiff Report even addressed the traffic issues related to these ��Illlllllllllllp��j��, moi abandonm ,` is t said nothing as to the determination needed that the abandonment would insult in an interruption or unacceptable service level of police, fire, or other emergency services for 209 or any other neighboring lots. (A:1085-1110, 1398-1423, 1646). While the City attempted to provide evidence in response to the arguments presented, it fell short. Indeed, while it provided testimony asserting that there was 23 63911086v8 197 review of the master plan, there was no testimony on any police, fire, or other emergency services impacts on 209 or any neighboring properties as a result of the proposed abandonments. (A:1645-46, 1688-89). Additionally, the Staff report considering the Master Plan provided no input as to the abandonments. (A:1003- 1010) 1468-75). ,,,,,,,,,f This constitutes a total failure to provide any competent lal evidence %i satisfying LDR section 2.G.3(a), which is necessary to approve abandonment. This failure to have any evidence that supporting the s /p ction of this LDR section li, H �p must result in the denial of the Application.li 1�pplication was approved without competent substantial evidence f ���ece9sary element, the approval must be quashed. ° VI. CONCLUSION For the foregoing r°4son , tis respectfully submitted that this Court should %ian�o�moo,%i quash the City Comm i� ,Ordinance approving the Application, and for such other reg, an further d'� and relief as this Court may deem appropriate under the Ire»/0 circumst 7, Respectfully submitted, /s/ Beth -Ann E. Krimskv Beth -Ann E. Krimsky, Esq. Aaron Williams, Esq. GREENSPOON MARDER LLP 200 E. Broward Boulevard, Suite 1800 Ft. Lauderdale, Florida 33301 24 63911086v8 198 Telephone: 954.527.2427 beth- ann. krimskyk gmlaw. com aaron.williamskgmiaw.com Attorneys for Petitioner CERTIFICATE OF SERVICE I hereby certify that on this 7th day of April 2023, a copy of TeForegoing z/4". Petition was filed via the Florida Court E -Filing Portal on all coulal record and by email on all parties listed on the Service List below. POW/1", Service List: Michael D. Cirullo, Jr. Goren Cherof Doody & Ezrol P.A 3099 East Commercial Boulevard Suite 200 Fort Lauderdale, Florida 33308 Telephone: 954-771-4500 z/g/r" Facsimile: 954-771-4923 mcirulloLa)gorencherof.com)// Attorney for Respondent 25 S3911086v8 199 CERTIFICATE OF COMPLIANCE Undersigned counsel certifies that TIMES NEW ROMAN, 14 pt., is used in this brief. By: /s/ Beth -Ann E. Krimsky Beth -Ann E. Krimsky, Esq. Florida Bar No. 968412 beth-ann.krimsky(r7,gmlaw.com clemencia.corzo(�)gmlaw.com r mor.avin &gmlaw.com Aaron. T. Williams, Esq. Florida Bar No. 99224 aaron. wi l l i ams(&gmllgw��,g ag ie.mctier &, mla,, 14 3,111 r r'° 1111 Dioopaiaaoo�� 11;11,. 26 63911086v8 200 **** CASE NUMBER: 502023CA010518XXXXMB Div: AE **** Filing # 173704004 E -Filed 05/22/2023 03:46:48 PM BB QOZ, LLC, a Florida limited liability company, Plaintiff, u 209 N. FEDERAL, LLC, a foreign limited liability company, FDC ASSOCIATES, LLC, a Florida limited liability company, and F. DAVIS CAMALIER, Defendants. IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA CASE NO.: /iaorrrrriioial,i//// r� �irrrroo�ro��o/% i r Plaintiff, BB QOZ, LLC, a Florida limi, d°t illty company, ("BB QOZ"), by and through its undersigned counsel, files this its Cor int *inst 209 N. FEDERAL LLC, a Florida limited liability company ("209 N. FEDI; r"),a°''DC ASSOCIATES, LLC ("FDC"), and F. DAVIS CAMALIER ("CAMALIER") end it support thereof allege as follows: ' »,R,JSD1CT10N, PARTIES AND VENUE 1. P1, B QOZ, LLC, is a Florida Limited Liability Company, engaged in '0�pppu»i�� substantial a4d nonisolated activity in Boynton Beach, Florida, maintains its principal place of busine9f Florida, and is operating, conducting, engaging in, or carrying on a business in Boynton Beach, Florida. 2. Defendant, 209 N. FEDERAL, LLC, is registered as a Foreign Limited Liability Company in the State of Florida, is engaged in substantial and not isolated activity in Boynton Beach, Florida, maintains its principal place of business in Boynton Beach, Florida, and is Armstrong Teasdale LLP 1 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 201 FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 05/22/2023 03:46:48 PM operating, conducting, engaging in, or carrying on a business and/or business venture in Miami, Florida. Defendant, FDC ASSOCIATES, LLC, is a Florida Limited Liability Company, engaged in substantial and not isolated activity in Boynton Beach, Florida, maintains its principal place of business in Miami, Florida, and is operating, conducting, engaging in, or carrying on a business and/or business venture in Miami, Florida. i6 � 4. Defendant, F. DAVIS CAMALIER, is operating, condu ti a in in or g g carrying on a business in Boynton Beach, Florida and/or has an offices r in this state. 5. The amount in controversy in this case exceeds ,$5, /0,0 f (�0, and the acts subject to this Verified Complaint occurred in Boynton Beach, fori nd therefore jurisdiction and 101, venue are proper in Palm Beach County, Florida.%%, 901 6. All conditions necessary toi_ g of this action have been performed, 'o,- occurred, or have been waived. oirora/// '//%sh 7. Plaintiff has agreed,�y,,t�e undersigned law firm its reasonable attorney's fees and costs. GENERAL ALLEGATIONS 8 Tl '�,ri� an action by BB QOZ to hold 209 N. FEDERAL, FDC, and CAMALIER oo�iiaoo�rll/� l, accountable r thr tortious interference, abuse of process and extortionate behavior related to %,,%i/oaii BB QC f arts to redevelop and revitalize a section of the City of Boynton Beach pursuant to the terms of its Purchase & Sale Agreement ("PSA") with the Boynton Beach Community Redevelopment Agency (`BB CRA"). This is nothing but a shakedown effort by CAMALIER and his entities, 209 N. FEDERAL and FDC, to hold BB QOZ, the City of Boynton Beach, and its residents' hostage in an effort to force an inflated purchase price for his adjacent property or 2 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 202 receive a portion of the deal/project to which he has no right. As a result of these extortionate and tortious acts and abuse of process, BB QOZ's ability to proceed with the redevelopment and revitalization of City of Boynton Beach has been jeopardized and BB QOZ has incurred substantial damages in excess of $500,000.00. The redevelopment and revitalization of the City ofBoynton Beach 9. Pursuant to the Community Redevelopment Act of 1969, the�RA was i, IF established in 1982 by the City Commission to undertake activities a s that would iro eradicate conditions of slum and blight in the Boynton Beach commiity. amain objective of the BB CRA was and is to spearhead new development and redee�rriMefforts that accomplish beneficial revitalization within its boundaries through' la°hpifg, redevelopment, historic Ads4/11 preservation, economic development and affordable oup o that the tax base can be protected ' and enhanced by these mutually supportive ac 'I'le// %, 10. BB CRA is responsible fnevemg and implementing projects within the BB CRA area, which spans 1,650 acrethikeastern Boynton Beach. Its mission is dedicated to serving the community and stries to reate a more vibrant community. The BB CRA Plan guides the agency to strategica y' , ecute a variety of redevelopment projects and programs that G'� encourage the rey'i4ikiizatior of Boynton Beach. One of the redevelopment projects is The Pierce Project (the "rode ). QOZ is a single purpose entity created by Affiliated Development, LLC ("Affiliated"). Affiliated is a national real estate investment and development company headquartered in Fort Lauderdale, Florida. Affiliated was formed with the goal of building mixed- use multifamily developments, like The Pierce, which target unmet demand and underserved areas such as the BB CRA area. 3 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 203 12. 209 N. FEDERAL owns real property located at 209 North Federal Highway in the City of Boynton Beach, Florida (the "209 Property") and currently leases it to The Boardwalk Italian Ice and Creamery, LLC ("Boardwalk Ice Cream") 13. The Project is located at 115 N. Federal Highway in Downtown Boynton Beach, including the associated parking lots located at 501 NE 1st Avenue and NE 4th Street, which have long been recognized as important components in the future redevelopment of tom° Boynton 0� Beach area. The much needed and desired development to Boynton Beac"1111111111111111,,I'll, 11 g affordable housing to the area, restaurants, retail, office space, and public 14. As detailed below, this transformative Project �orok,]W cit' ns of Boynton Beach is // a mixed-use redevelopment Project that will include 300 Xd-;ime residential apartments, as well as approximately 17,000 square feet of resta�rrt, eta , and office space, and 150 public 'If IN parking spaces. U earl" years of work, including countless hours spent 15. The Project has consisted meeting with residents, businessesnity stakeholders, as well as city staff, to bring about a Project that will be catalytic fr easy oynton Beach - - The Pierce. This Project will cost $100 million dollars, generate 1/1 ,, gi'llion in annual tax revenues, and create an economic impact north of $9 million per to hefp support, attract and retain east Boynton Beach businesses. 16. ,lin rtantly, it will provide 150 much needed workforce housing units to provide %„ i%roar Boynt residents with a class A living experience at attainable rents, which will help ease the burden for working-class households in Boynton Beach. As part of the Tax Increment Revenue Financing Agreement ("TIRFA"), Affiliated will rent 50% of the units at 80% - 120% of the Area Median Income ("AMI") for a period of 15 years following the completion of the Project. At the end of the 15 -year term, 30% of the units will be rented at the same AMI percentages for an 4 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 204 additional 15 years. At the end of the 30 -year term of affordability, 10% of the units will remain subject to the affordability requirements in perpetuity. 17. In addition, it will provide 150 public parking spaces, which will help support convenient access to nearby businesses and lead to the relocation of Boynton Beach dining and drinking `establishment', Hurricane Alley, who is relocating from the southern portion of the site to Boynton Beach Boulevard, pursuant to a deal BB QOZ has made with them that^k4l4s,40p ensure that this business (and their employees) remain in Boynton Beach foi also lead to nearly half a million dollars in public art improvements future. It will as committed to by BB QOZ.10/00/10 '�" 18. Overall, the Project has garnered overwhel ,,, in sd, frt. Several City Commission %P meetings have been standing -room -only comprise f rters of the Project, including the /! 0°'%/h owners of Boardwalk Ice Cream", i.e., the o��ds the business located at the 209 Property, who are on record at public meetings voo/),the°r'support for this Project. As an example of the BB QOZ's investment in the local', Beach community, the Project investors will be substantially comprised of Sout4 Flor�da police, fire and general employee pension plans who are committed to investing w,,, ey serve. BB CRA awa d the Iiiroiect to BB OOZ and not CAMALIER or his affiliated entities. o �0/0/0, 19. f In around, September 2020, BB QOZ began actively pursuing properties that surrourfd?8 CRA owned lots, including 115 N. Federal Highway. 20. In or around, December 2020, BB QOZ submitted a Letter of Intent ("LOI") to the BB CRA Board and Staff advising of its interest in pursuing the BB CRA owned site, 115 N. Federal Highway, for purposes of building a transformative redevelopment project. 5 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 205 21. In or around March -June 2021, BB QOZ was informed that CAMALIER was interested in selling his city block property, 114 N. Federal Highway, which is across from the BB CRA owned site and his contiguous property, 209 N. Federal Highway, which is the property that is the subject of the suit. 6 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 206 22. Affiliated and CAMALIER had multiple meetings and calls whereby CAMALIER expressed interest in either selling or contributing (as equity) the 209 Property for purposes of building a project together with the BB CRA owned lots. 23. At that time, in an attempt to negotiate in good faith and at the request of CAMALIER, BB QOZ shared with CAMALIER its proprietary information (via email) with a specific caveat that the proprietary information be kept confidential. Unfortu on CAMALIER's subsequent actions, it was clear that CAMALIER was just,' information to arm himself to try and gain a competitive advantage so that he coulcV BB CRA owned FINk lots with another development group, Hyperion Development TVP yperion") and beat BB �oW/ QOZ to the rights to pursue the Project. MI 24. On or about June 8, 2021, CAM"" yperion (a joint venture collaboration) attempted to jump the line andc ireft, ve"ht/the Request for Proposals and Developer !arands MI 4, Qualifications ("RFP/RFQ") by submi�A a L "requesting the BB CRA Board to work with I" CAMALIER and Hyperion exclus I', B CRA owned site, largely based on the fact that CAMALIER, who was part o���th�eroposing entity, owned the properties at 209 N. Federal Highway and 114 N. Fede t Irm, Pway, and could contribute those properties towards a larger scale 9 project. Acopy of/ III1correspondence sent by Hyperion to BB CRA dated June 8, 2021 is attached IIIIII )W/r/ hereto as Ex it B CRA Board held a meeting on June 9, 2021 and, in response to Hyperion's June 8, 2021 correspondence, elected not to issue the Staff prepared RFP/RFQ to solicit proposals for the BB CRA parcel located at 115 N. Federal Highway. The BB CRA wanted to further explore the LOI submitted by Hyperion and CAMALIER, as well as to allow other developers, including Affiliated, to participate. 7 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 207 26. Notwithstanding and despite CAMALIER's efforts, on or about July 13, 2021, the BB CRA Board voted unanimously to reject the LOI from CAMALIER and Hyperion, and instead appropriately moved forward with a competitive RFP/RFQ. 27. On July 23, 2021, the BB CRA issued a RFP/RFQ for the acquisition and redevelopment of the BB CRA owned parcels. The RFP/RFQ Submittal due date was October 21, 2021. BB QOZ made its Submittal within the stated time frame. �6 28. On November 4, 2021, BB QOZ presented its Submittal the BB CRA Advisory Board. Additional submitted RFPs were made availe BB CRA Board l/%//IOOroll�ro���G�� J Members for upcoming presentation on November 9, 2021. 29. On November 30, 2021, BB QOZ/Affiliate w cted in a landslide vote by the wn BB CRA Board over five (5) other bidders includi CI IER and Hyperion. BB QOZ then °'/, proceeded to commence negotiations on agree e fthe BB CRA owned site for the Project. 30. Shortly thereafter, BB QQ/,�ceid a call from CAMALIER and Hyperion stating that BB QOZ needed to buy tt "own everything around it" because 209 N. FEDERAL, FDC, and CAMALIER FEDERAL, FDC, and CAMALIER had the Mayor reach out to BBQOZ vi - specifically asking that BB QOZ consider purchasing the 209 or Property. The in nce was simple: you need my property to successfully proceed with the l�r, Project. torr �4lyperion, who had an option with CAMALIER to purchase the 209 Property, indicated that the 209 Property would no longer be suitable for Hyperion because BB QOZ won the RFP. Instead, Hyperion asked BB QOZ if it wanted to assume Hyperion's option to purchase the 209 Property. A copy of the correspondence from Hyperion to BB QOZ dated December 23, 2021 is attached hereto as Exhibit "B". Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 208 32. In or around January 2022, after signing a Non -Disclosure Agreement with Hyperion, BB QOZ evaluated the Agreement of Purchase and Sale between Hyperion and CAMALIER for the 209 Property and determined that the price was excessive for the actual value of the Property. In addition, BB QOZ determined that by assuming the purchase option and buying the 209 Property, it overcomplicated the already very complicated Project and presented multiple timing challenges. This business decision was explained to CAMALIER and Hy' ii. Once CAMALIER became aware that BB QOZ was not going to purchase ,Jhq/%' property and Hyperion had no incentive, Hyperion dropped the option and CAM A,�LTER� Pains the owner of the 209 Property. 33. Beginning in or around December 2021 t o gh''° pfy 2022, BB QOZ negotiated with BB CRA Staff and BB CRA Board at significar bo�*iple agreements necessary to move forward with the Project. The RFP/RFQ and,V 's agreements with the BB CRA and the City of Boynton Beach related to the Prat inOWe language that the Project will be subject to City Code, the master plan, and thes,§itO,tipl' 'approval process. Therefore, it was clear, as is the case in all public/private partnehip such as this, that BB QOZ's initial proposal would change as may be necessary in orde h& ply with the City Code and meet the requirements of the City of Boynton Beach. � ti�,,iiiiiii 34. f�Ong ne 7, 2022, the BB CRA Board entered into three (3) agreements including a Purcha-111111111 �o.evelopment Agreement, TIRFA, and a Parking Lease Agreement with BB QOZ/Affiliated. 35. On July 5, 2022, at a City Commission Meeting, BB QOZ received approval on all three (3) BB CRA and City of Boynton Beach agreements memorializing the details of purchasing the BB CRA owned site. 9 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 209 36. In or around September 2022, BB QOZ submitted for site plan approvals and participated in the site plan approval process with City of Boynton Beach staff and the multiple authorities having jurisdiction of the BB CRA owned site property and the Project. Meetings, site plan approval comments and review, coordination with Florida Power & Light ("FPL"), City of Boynton Beach staff, and other related entities were continuous. 37. Approval of the Project by BB CRA includes approval for three (3�4tions of abandonment of roads located near the parcels. Abandonment of Roads is, gg, d by Section Boynton Beach, Part III Land Development Regulations ("LDR"), ChdOFIE,��.rticle II, Planning and Zoning Division Services Section 2.G.3. 38. At a Special Planning & Zoning Public Meytin h on or about February 6, 2023, BB QOZ received unanimous approval of the Site anPlanning & Zoning Development Board. All notifications and postings were m% of imp Neither 209 N. FEDERAL, CAMALIER nor their representatives attended this me" g to Voice an appropriate objection for consideration ''h" r by the BB CRA before it approved e it � Ian. 39. On or about Fe `ruaryt 21, 2023, the first reading of BB QOZ's updated zoning development approvals ��1�4,pity Commission commenced and again received unanimous approval. Bonnier "skel, L'sq., counsel on behalf of 209 N. FEDERAL, FDC, and CAMALIER, o pppplu„y0" and who at o�e pot also represented Hyperion, was present at the public meeting and spoke to objectridg"' the road abandonment. Ms. Miskel also sent an email and letter stating case law and threatening a lawsuit. A copy of the February 21, 2023 correspondence from Dunay, Miskel and Backman, LLP is attached hereto as Exhibit "C". ]0 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 210 40. On March 2, 2023, counsel for 209 N. FEDERAL, CAMALIER, and FDC requested and was granted additional time to present at the upcoming March 9, 20203 public meeting regarding the Project. 41. On or about March 9, 2023, counsel for 209 N. FEDERAL, FDC, and CAMALIER presented for thirty (30) minutes to the BB CRA Board and the City Commission to voice their objections to the Staff recommendation of approval of three (3) applications forl °"Att nment of /4 // the Northeast Is' Avenue right-of-way, the north alley, and the south alley or around the BB CRA properties. �'" tfi coi��J 42. BB QOZ and BB CRA, in compliance with �'nsiered and presented fir competent and substantial evidence to support an express al mg whether the abandonment would result in "a permanent stoppage, interruptiacceptable level of service for the o, subject lot or on neighboring lots, subdivisio "� Ude' lopments with respect to police, fire, or other emergency services; or solid waste, 11, 3 a � 43. Despite 209 N. FEEAM'FDC, and CAIVIALIER's objections, the second reading of BB QOZ's developnt a pfovals again received unanimous approval by the Planning & Zoning Development 1�1 44. C,)(,4//'/" 209 N. FEDERAL, and FDC challenged the approvals by objecting to the abandme% of NE 1st Street, which is necessary for the Project, and claiming that the abandoseverely and detrimentally affect access to Boardwalk Ice Cream's business. This has no basis in fact and is simply frivolous. In truth, BB QOZ has been in constant communication with Boardwalk Ice Cream who has repeatedly been present at public meetings and has publicly supported the Project. Moreover, BB QOZ and Boardwalk Ice Cream have made arrangements for Boardwalk Ice Cream to continue its business at the Project. 11 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 211 45. Having failed to jump the line with his LOI, failed to secure the Project through the RFP process, failed to get BB QOZ to buy the 209 Property at an inflated price and failed to stop the Project from moving forward based on a bogus abandonment argument, CAMALIER shifted gears in order to either get his payday or get a piece of the pie. 46. This is not surprising because CAMALIER has a history of frivolous challenges to development projects, like the Project, where he has not gotten his way. In fac 0 million dollar verdict against CAMALIER's entity, Camalier, LP was affirmed , / nd regarding CAMALIER's interference with a development project by the Penrosq;///Grod*.&e CR -RSC Tower 1, LLC, et al. v. RSC Tower 1, LLC, et al., 429 Md. 387 (Md. 2Q 2/ 6 And 170. 47. To that end, on April 7, 2023, 209 N.D-filed a Petition for Writ of E IOW Certiorari against the City of Boynton Beach argui°,,,tiakpY"substantial, competent evidence to q/ support the City's decision regarding the th A lications of abandonment of roads was presented and as such, it was a departurerop, the§sential requirements of the law. In its Petition, 209 N. FEDERAL is improperly aonto *�' ki ' re -litigate the application for abandonment. , 48. In its Petition, 29/9 N. F DERAL states that road abandonments were not part of the Project's original pla", itted to the City of Boynton Beach. However, that is simply a self-serving stateql,2 09 FEDERAL, FDC, and CAMALIER are very well aware of the LOI, '/nq . RFP/RFP, a oval process as they were involved in the same proves themselves. 209 N. FEDE f C, and CAMALIER also are very well aware that preliminary submittals are as a matter of course regularly revised during the submittal process to address and resolve issues raised I Respondent, City of Boynton Beach, filed its Response to 209 N. FEDERAL's Petition for Writ of Certiorari on May 17, 2023. The Response is attached as Exhibit "D" and fully incorporated herein for reference. 12 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 212 by the City and other public/private entities involved in these public/private mixed-use developments. To say otherwise is disingenuous. 49. As the City of Boynton Beach states in its Response, 209 N. FEDERAL blatantly ignores the record supporting the City's decision and is improperly asking the Court to reweigh the evidence. 2 209 N. FEDERAL's unfounded accusations are clearly outside the record and are solely meant to delay, harass, pressure, and extort BB QOZ. j r 50. 209 N. FEDERAL in its Petition also falsely asserts that -4i gsed the road r abandonment applications immediately at each stage of approval. It Was ntil CAMALIER, 209 N. FEDERAL, and FDC were advised that BB QOZ was nere9id in purchasing the 209 Property that 209 N. FEDERAL, FDC, and CAMALIER/ ppos(Y4),JHe Project. 51. The true purpose of the Petition and jen stems from BB QOZ's decision to not purchase 209 N. FEDERAL's Property aah°Ad price and thereafter taking a page from oi, CAMALIER's playbook to bring frivol gclai�'knowing it will delay BB QOZ from moving forward causing it substantial dafte, ting to shake them down and force them to overpay, make himJ o of the Project, ect a iin money to not protest. This extortionate behavior cannot Y P be countenanced and is a ble. 52. A§ *o exult o"'209 N. FEDERAL, FDC, and CAMALIER's calculated extortionate behavior, torious interference, abuse of process, bad faith filing and unreasonable conduct, effectiu13, 2023 BB QOZ has been forced to cease all pre -development activity, including advising all the construction and design professionals and consultants involved and engaged in the Project that they are not able to advance any plans or work until the Petition for Writ of Certiorari is resolved. 2 See City of Boynton Beach Response pg. 2. 13 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 213 53. When BB QOZ was awarded the Project, it promised the community, potential tenants, and public and elected officials certain expectations regarding timeframes for completion. BB QOZ's forced inability to meet these expectations solely occasioned by the calculated acts of CAMALIER affects its reputation in the very community that it seeks to redevelop and revitalize. 54. The Project contains a large amount of commercial space (17,000 square feet). BB 4 QOZ has been contacted by potential tenants, but has been unable to provide" definitive M/ '00 timeframes for delivery of the commercial space. There is no way for BB",/,,Q _,determine the effect this delay will have on the viability of the overall Project from �"c' 6"ri4kuefion and financing perspective. A 55. In addition, BB QOZ secured a line of credit", t in the financing of the pre - development activity of the Project. Every day the rot delayed forces BB QOZ to incur additional interest, costs and expenses that " "°1V/Z'//would not have incurred but for 209 N. FEDERAL, FDC, and CAMALIER's cal /0, j�ted Oftortionate behavior, tortious interference, abuse J of process, bad faith and unreason ct. 56. There is no legi'll" Ibasis to the challenge that is being made by CAMALIER, 209 N. FEDERAL, and t the public, properly noticed, City Commission meeting, where 209 N. FEDER4)L�//�&�,t DC, "d CAMALIER were allowed to present their objections, the City ppp, a 0 Commission �;Petei*incd, based upon the competent and substantial evidence, that access is not VIA, obstrucf(Ed, ted unanimously to approve the abandonment. BB QOZ, along with its partnership with BB CRA and the City of Boynton Beach, has the right to develop and operate the Project. 14 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 214 COUNT I — TORTIOUS INTERFERENCE (CAMALIER) 57. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragraphs 1 through 56 as if fully set forth herein. 58. BB QOZ has a business relationship relating to the development, ownership, and operation of the Project. Ai ffr %,, 59. CAMALIER knew of the business relationship as it was involve ikthe invest,,,,ment car i and development of building mixed-use multi -family developments that taet t%met demand and underserved areas within a specified market.����� 60. CAMALIER, by way of its business relation ip Mith 209 N. FEDERAL, in a calculated manner, intentionally and unjustifiably int `fe°ftih BB QOZ's rights by, among / F other things, proceeding with the development o- 'r)"" 61. As a result of CAMALIER sou QOZ has suffered damages. WHEREFORE, Plaintiff, BB requests that this Court enter a judgment in favor of BB QOZ for damage direct and consequential, costs, and interest, along with such other and further relic ed just, equitable, and proper. 'rooaioio,�oriooiooa„ 7UKT, 11— TORTIOUS INTERFERENCE a� (209 N. FEDERAL) 62.', Pla tiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragrd'J*, gh 56 as if fully set forth herein. 63. BB QOZ has a business relationship relating to the development, ownership, and operation of the Project. 15 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 215 64. 209 N. FEDERAL knew of the business relationship as it was involved in the investment and development of building mixed-use multi -family developments that target unmet demand and underserved areas within a specified market. 65. 209 N. FEDERAL, by way of filing the Petition for Writ of Certiorari, in a calculated manner, intentionally and unjustifiably interfered with BB QOZ's rights to proceed with the development of the Project. 66. As a result of 209 N. FEDERAL's actions, BB QOZ has su ages. WHEREFORE, Plaintiff, BB QOZ, respectfully requests that, (,t is enter a judgment ,u in favor of BB QOZ for damages, including direct and conseJIq q, / 6sts, and interest, along with such other and further relief deemed just, equitable, 67. Plaintiff, BB QOZ, hereby gOand reasserts the allegations contained in paragraphs I through 56 as if fully seo k 11, herein. 68. BB QOZ has a lui,tnek ationship relating to the development, ownership, and operation of The Pierce. 69. FDC,*ne t'e business relationship as it was involved in the investment and 7/2/c///, development ildipg mixed-use multi -family developments that target unmet demand and a specified market. 70 ............. . �, FDC, by way of its business relationship with 209 N. FEDERAL, in a calculated manner, intentionally and unjustifiably interfered with BB QOZ's rights to proceed with the development of the Project. 71. As a result of FDC's actions, BB QOZ has suffered damages. 16 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 216 WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court enter a judgment in favor of BB QOZ for damages, including direct and consequential, costs, and interest, along with such other and further relief deemed just, equitable, and proper. COUNT IV — ABUSE OF PROCESS (209 N. FEDERAL) 72. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations ogntained in /iaorrrrriioiaA 1h, paragraphs I through 56 as if fully set forth herein. 73. 209 N. FEDERAL made an illegal, improper, or perverte ocess when it filed the Petition for Writ of Certiorari against the City of Boynton B4h., 74. 209 N. FEDERAL had ulterior motives or os in exercising such illegal, ot i 209 N. FEDERAL failed to improper, or perverted use of process. Specifically, it , %all, 404� I// b sell its 209 Property at an inflated cost, either t9,' 4'BB CRA, or Hyperion or when BB "In 0/%,0 CRA did not award the Project to CAMALIWd perion, or when BB QOZ refused to partner t with CAMALIER, that 209 N. FEDE IRA n to assert frivolous and unfounded objections to the Project, including the filing pf""th6*0ion for Writ of Certiorari. 75. As a result of 20TMw/IFEDERAL's actions, BB QOZ has suffered damages. I,% w, WHEREFO/EPI rt i , BB QOZ, respectfully requests that this Court enter a judgment r/ in favor of BB.,,Q0Z"Ifox damages, including direct and consequential, costs, and interest, along with such' 'fiW further relief deemed just, equitable, and proper. COUNT V — EXTORTION (CAMALIER) 76. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragraphs I through 56 as if fully set forth herein. 17 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 217 77. Pursuant to Florida Statute Chapter 772 civil remedies exist for practices and actions that are considered criminal in nature. That Statute defines "criminal activity" as: a means to commit, to conspire to commit, or to solicit, coerce, or intimidate another person to commit: (a) Any crime that is chargeable by indictment of information under the following provisions. 78. One of the provisions referenced in Fla. Stat. 772.102(1)(a) is Section 836.05 relating to extortion. 79. Under Section 836.05, extortion is defined as: 66 11 Whoever, either verbally or by a written or printed communic410 i sly threatens tio maliciously threatens to accuse another of any crime or offense, or by such communkp..." �I "k an injury to the person, property or reputation of another,,,o)rp), aliab�" sly threatens to expose or to impute any deformity another to disgrace, or to expose any secret affecti or lack of chastity to another, with intent thereY' A money or any pecuniary advantage whatsoever, or with intent to compel 'on so threatened, or any other Ell person, to do any act or refrain from doing aha m,,a' " nst his or her will. 80. Pursuant to Section 772.104(1 evidence that he or she has been inj who proves by clear and convincing of any violation of 772.103 and the definition of criminal activity set forth in 772.t,',92'0,,cl'l.,S"ddssed above, is entitled to recover threefold the actual damages sustained as well as r44onabl" attorneys' fees and costs. khh./ 81. The actio AMALIER, as more particularly set forth in the incorporated paragraphs herei,51 pu efully and in a calculated fashion putting BB QOZ in a position that J11, �rlh 7,, if it did not a4ree its demands for an inflated purchase price of the 209 N. FEDERAL Property or let C01 IER have a piece of the pie, it would not allow BB QOZ to proceed with the development of the Project and cause immeasurable damage to BB QOZ, constitutes extortionate behavior as set forth under Section 836.05. 18 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 218 WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court enter a judgment in favor of BB QOZ for treble damages flowing from its extortionate acts, reasonable attorney's fees and costs, along with such other and further relief deemed just, equitable, and proper. JURY TRIAL DEMAND Plaintiff hereby demands a trial by jury on all matters so triable. /iaorrrrriioia! ke r bring a claim tive damages JJiii,,,., 1= eRR BB QOZ reserves the right to amend its complaint to upon the proper showing. Dated: May 22, 2023. tted, NG TEASDALE LLP ►ra Circle, Suite 1250 Clrofral Gables, Florida 33134 telephone: (305) 371-8809 Telecopier: (305) 448-4155 By: /s/Nicole P. Planell Glen H. Waldman, Esq. Fla. Bar No. 618624 oiaioioiii iir% gwaldman(Leatllp.com '� Nicole P. Planell Esq. Fla. Bar No. 72325 ppppu/r nplanellL�atllp.com FOR SERVICE OF PLEADINGS: mialnief lingL&atllp.coin 19 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 219 01 EXHIBI pow" hm 220 8 June 2021 888 Biscayne Boulevard, Ste. 101, Miami, FL 33132 19 West 5711 Street, New York, NY 10019 1 (o) 305.416.7550 1 www.hypdev.com Boynton Beach Community Redevelopment Association Attention: Mr. Michael Simon, Executive Director 100 E. Ocean Ave Boynton Beach, FL 33435 Re: 115 N Federal Highway Dear Mr. Simon, Hyperion Development Group (www.hypdcv.c0 m) is purchasing 114 N Federal Hi4h*a' a �9 N Federal Highway from long time property owner F Davis Camalier. In collaboration with to City�,,of Boynton Beach and local stakeholders we propose to combine the full blocks east and west of North Fe� Lighway into a cohesive sh master plan with a mix of uses including multifamily, office, hotel, retail, p " ift garage, restaurants with outdoor seating and ample green space (a preliminary indicative massing is attaclYP� To' ards this end we propose to purchase the City owned property at 115 North Federal Highway on/pt6 and seek to assemble the rest of the privately owned sites in a manner which is sensitive to the nee6calowners. of � As soon-to-be owners of both 114 N Federal Highway and 2Q NN e�1Highway, we are well positioned to make nt this a reality. As developer of a broader master plan we a oe �nstramed by making each site work financially on �i � its own, and can allow for careful, thoughtful planning ' eo�ss,g both sides in a way that will best shape and enhance the urban experience. We would seek to copHate v " h you, the CRA and the City of Boynton Beach to optimize the plan so that the Boynton Beach com�itY g ,the project it deserves. As important, we have the experience andfi�6dnci�`Iq/f ability to execute this vision. The partnership of our firm includes Winter Properties (www.wanter . `Novy York real estate investor and developer with a 100 year track record, and a related company of Stand' rdies, a privately held global industrial company with in excess of $613 in annual revenue. (www.standa hi(l iaC .corn). Project execution is assured through our experience. For six years I was President of ResidentiI'll,�lopment at Silverstein Properties in New York City, a developer, owner and manager of over 40 millio,uare feet of office, residential and mixed-use properties, and the firm that redeveloped the World Trade ( "gipW,Our leadership team has worked with me for years at Silverstein and elsewhere. Recently H erion in development on a large-scale mixed use project in West Palm Beach and has won an RFP compete ii for a large mixed use master plan in New York. We would welc me a ,oplfi>rtunity in the near future to get to know one another. This would include demonstrating our fmanciaFrc ct ciabilities in a more private setting to provide the level of reassurance you require. In the v meantim we r�°C�fully request that you postpone issuance of the RFP pending your having had an opportunity to become bier accjtzainted with our proposition. Thank you for your consideration. Sincerely, Robert Vecsler Principal and CEO, Hyperion 221 Scenario 1 - Preliminary Indicative Project Massing — Controlled Sites + City Site /iaorrrrrioial Vale 222 Scenario 2 - Preliminary Indicative Project Massing — Full Assemblage 223 EXI f00270403.DOCX 1 224 December 23, 2021 888 Biscayne Boulevard, Ste. 101, Miami, FL 33132 19 West 5711 Street, New York, NY 10019 1 (o) 305.416.7550 1 www.hypdev.com Boynton Beach Community Redevelopment Association Ms. Thuy Shutt, Executive Director BBCRA 100 E. Ocean Ave Boynton Beach, FL 33435 Re: 209 N Federal Highway Dear Ms. Shutt, //400,0011/dkg Hyperion Group ("Hyperion") is in contract to purchase 209 N Federal Highway��FH") from long ,, time property owner F Davis Camalier ("Seller") through a purchase and,, le ag eemt ('SA" ). 1. Hyperion is open to working with all parties to assign the PSA on 2`29 NFto Affiliated Development, to the betterment of Affiliated's site pian and the Boeach community as a whole. We would endeavor to work expeditiously to elfect�w�psaction to the satisfaction of all. 0„%,IF / 2. We look forward to working with the Boynton Bea Ce City of Boynton Beach and the community on initiatives which can best positlo yoo successfully initiate and complete its development at 114/222 N. Federal Highw ;°��he benefit of the City of Boynton Beach and the community. Wishing you a Merry Christmas and loo kingwarworking collaboratively with you. %„l�% r Sincerely, ////'Zo7�� t Robert Vecsler Principal and CEOaerion�°� CC: %%O/%/////' Ms. LorirtVerriere, City Manager, Boynton Beach City Commission Mr. Andrew lack, Assistant City Manager Ms. Kathryn Matos, Assistant City Manager Mr. Jeff Burns, CEO, Affiliated Development Bonnie Miskel, Esq. 225 EXI A f00270403.DOCX 1 226 YUNAYGm y Dunay Hope cafficun chrWina Bkrfl6 M I S K 1010101 1111M 1111111. Biimn�e 04WM 5cou Backman Uwayinie Dickerson Cle Zachw ii ades Damll F. MiUpdge JeMey Schn6der BACKMAN EIA k Wfirian MaWifniv C scon �(I�pSwn woks Sara lhonnllncin February 21, 2023 Craig Pinder, Planner 11 City of Boynton Beach Planning and Zoning Division 100 East Ocean Avenue Boynton Beach, FL 33435 oftl RE: The Pierce - Three Abandonment Applications Dear Mr. Pinder: EMERGE 11 M. M (0*vnetts, it tAtul� severely,?*4 ktrioe* ",,. ty-Ahea, -iii��!ct#* its tew 2 it's.* us it- ess—., t4liti**Al Slg*ific�-!*t i the abandonment criteria, as spe " p41 ction 2.G.3 of the City's Land Development Regulations ion 2,G.3 provides as follows: a. Access. Does the subj ct I d", vide a legal means of access to a lot of record, subdivision, or development? WoUl fj)j))Xn vacation of abandonment cause or result in a permanent stoppage, interruption, or an 14,20�ptable level of service for the subject lot or on neighboring lots, subclivision�/," devel'60ments with respect to police, fire, or other emergency services; or solid waste rem &va b. Util t, Qsubject land contain, support, or allow potable water, sanitary sew, or any other uti I able, telephone, electricity, gas, etc.), which would be permanently stopped or ......... . . . . . . I , or cause an unacceptable level of service to the subject lot or neighboring lots, su ivisions, or developments? c. Drai age and Wastewater Management. Does the subject land contain, support, or allow a legal means of drainage or wastewater management for such lot or on neighboring lots, subdivisions, or developments, which would cause or result in a stoppage, interruption, or unacceptable level of service? d. Conservation, Does the subject land contain, support, or allow the means for the conservation or 14 a, Ila. 4fl-p Stred, Suke,36, Uora VMton, FL 33432 IeL N61� 405-3300 [`ax: 1560 409-23411 wvvw drnbhlaw cuimrr 227 acceptable level of service for ... neighboring lots . . . with respect to police, fire, or other emergency services." Currently, ingress and egress to the Property is located on NE 1st Avenue, which may be acce.. e WWVMWb0*AAhA_1�14_#L that is immediately contiguous to our client's Property is not being abandoned, the balance of NE Ist Street will be, which currently serves my client's Property. Further, if emergency services are required, both East Ocean Avenue and East Boynton Beach Boulevard in order to access the property via NE 4th Street. Additionally, emergency responders may also travel southbound on Federal Highway. If the A lication is a roved and when con r i n f h Pr ............ ................ or other emergency services. 0enue, then immediately turn fi o e to access the Property. r WWI PF 0 KMAVMOM�&�PW� q"YT7:FM well in order to return in the direction they,,/,,/, to and from the Property. 10. onments, our client is entitled to several causes of action. 3A j 2. 'ev"No IIJ111 �1011111`1 Second, pursu4pt to iami v. Florida East Coast Ry. Co., the Florida Supreme Court held that an abutting owner will Wha se of action against another owner who is obstructing access or travel upon any 'Ibis cause of action allows the abutting owner to enforce its right of access for roadway vacatec1/r09,,,,dj%111T, purposes, /cifically, the Court stated that "the platting of land and the sale of lots pursuant thereto creates as between the grantor and the purchaser of the lots a private right to have the space marked upon the plat as streets, alleys, etc., remain open for ingress and egress and the uses indicated by the distinctively marks each roadway The Pierce seeks to abandon, roadways that have been servicing my client's Property for many years. Therefore, in addition to the City's obligation to compensate our client for the loss of a property right, our client may bring suit against the owner of The Pierce for deprivation of roadway access. TO,CSI W1405-33300 Fax�d56fl4019-2341 wwwAinbMaw.com 228 I a 17117m: I Tj- r # n1m., , -?pproval of these three abandonments, You may contact me at stho, or 561-405- 3363. Thank you and I look forward to hearing from you. �14 k-ara Thompson, Esq. cc: Ty Penserga, Mayor (by email) Angela Cruz, Vice Mayor (by email) Woodrow L. Hay, Commissioner (by email) Thomas Turkin, Commissioner (by email) Aimee Kelley, Commissioner (by email) Ovmu Amanda Radigan, Director, Planning and Zoning (by email) Michael D. Cirullo, Jr., Esq. (by email) Bonnie Miskel, Esq. (by email) A/0"s, ......... I4 S L 4flhi Suac 36, Roi,(:a Raton, 11- 1. 33432 Tel, � �56'� 1405-3300 -ax%fl 409-2341 wvvw dirnbWamcurn 229 230 1X4 231 1X4 232 1X4 233 1X4 234 1X4 235 1X4 236 1X4 237 1X4 238 1X4 239 1X4 240 1X4 241 1X4 242 1X4 243 1X4 244 1X4 245 1X4 246 1X4 247 1X4 248 1X4 249 1X4 250 1X4 251 1X4 252 1X4 253 1X4 254 1X4 255 1X4 256 1X4 257 1X4 258 1X4 259 1X4 260 1X4 261 1X4 262 1X4 263 1X4 264 1X4 265 1X4 266 1X4 267 1X4 268 1X4 269 1X4 270 IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT, IN AND FOR PALM BEACH COUNTY, FLORIDA APPELLATE DIVISION: AY CASE NO.: 50-2023-CA-009318-XXXX-MB 209 N. FEDERAL, LLC, Petitioner, vs. CITY OF BOYNTON BEACH, Respondent. Opinion filed: August 14, 2024 On Petition for Writ of Certiorari from the City Commission of the City of Boynton Beach. For Petitioner: Beth -Ann E. Krims@ Esq., and Aaron T. Williams, Esq. 200 E. Broward Boulevard, Suite 1800 Fort Lauderdale, FL 33301 beth-ann.krimsky@gmlaw.com; aaron.williams@gmlaw.com For Respondent: Anne R. Flanigan, Esq. 200 E. Broward Boulevard, Suite 1900 Fort Lauderdale, FL 33301 aflani gan@wsh-law. com PER CURIAM. The Petition for Writ of Certiorari is DENIED. SHERMAN, BONAVITA, and COLLINS, JJ., concur. 271 IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT, IN AND FOR PALM BEACH COUNTY, FLORIDA 209 N. FEDERAL, LLC, Petitioner, vs. CITY OF BOYNTON BEACH, Respondent. DATE OF PANEL: AUGUST 13, 2024 APPELLATE DIVISION: AY CASE NO.: 50-2023-CA-009318-XXXX-MB Opinion/Decision filed: August 14, 2024 Petition for Writ of Certiorari from the City Commission of the City of Boynton Beach Petition filed: April 7, 2023 PANEL JUDGES: SHERMAN, BONAVITA, COLLINS GRANTED/DENIED/OTHER: DENIED PER CURIAM OPINION/DECISION BY: PER CURIAM CONCURRING: ) DISSENTING: With/Without Opinion /s/ James Sherman DATE: 08/13/2024 J. /s/ August Bonavita DATE: 08/13/2024 J. /s/ Sherri L. Collins ) DATE: 08/13/2024 J. ) J J J CONCURRING SPECIALLY With/Without Opinion J J J 272 FIRST AMENDMENT TO PURCHASE AlA1�tD DEVELQPMENT AGREEMENT THIS FIRST AMENDMENT TO PURCHASE AND DEVELOPMENT AGREEMENT (this "Amendment") is entered into as of September 13, 2023 by and between BOYNTON BEACHu COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes, with a business address of 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435 (hereinafter "Seller") and BB QOZ, LLC, a Florida Limited Liability Company with a business address of 613 NW 3rd Ave., Ste 104, Fort Lauderdale, Florida 33311 (hereinafter "Purchaser"). Seller and Purchaser may be referred to herein individually as "Farof" and collectively as the "Parties." RECITALS: WHEREAS, the Parties entered into that certain Purchase and Development Agreement, dated as of July 8, 2022 (the "A, eement"). WHEREAS, certain alleyway abandonments, which are an essential component of the Purchaser's site plan for the Project, are currently subject to a legal challenge from a third party pursuant to a Petition for Writ of Certiorari filed by 209 N Federal, LLC against the City of Boynton Beach identified as Case No. 2023 -CA -009318 (the "Cit,; Lawsuit"). WHEREAS, without waiving, releasing, diminishing or modifying any rights or legal arguments whatsoever that either Party may have with regard to the finality of site plan approval, the Parties have agreed to enter into this Amendment. WHEREAS, the Parties enter into this Amendment to modify and amend the Agreement, all as provided for in this Amendment. NOW, THEREFORE, in consideration of TEN & NO/100 DOLLARS ($10.00) and other good and valuable considerations, the receipt and sufficiency of which the Parties hereby acknowledge, the Parties agree as follows: 1. Recitals Cajjt4 ged Termsµ Conflict. The foregoing Recitals are true and correct and are incorporated herein by this reference, as if set forth in their entirety. Any capitalized term not defined in this Amendment shall have the meaning ascribed to such term in the Agreement. In the event of any conflict between the terms and conditions set forth in this Amendment and those set forth in the Agreement, the terms and conditions of this Amendment shall control. 2. Development Deadlines. The Agreement shall be amended and interpreted as follows: i. Section 21.3 of the Agreement is hereby deleted in its entirety and replaced in lieu thereof with the following: For the purposes of this Agreement, the term "Final Judgement" shall mean a final judgement rendered by a court such that the Petition for Writ of Certiorari filed by 209 N Federal, LLC against the City of Boynton Beach identified as Case No. 2023 -CA -009318 (the "Citi; Lawsuit") is definitively concluded and beyond all appeal. 4882-6646-9886, v. 1 36859001 273 a. If a Final Judgement is rendered within one (1) year after the date of this Amendment, the Parties shall proceed as follows: (i) If the City Lawsuit is resolved in favor of the City of Boynton. Bea pursuant to a Final Judgment that allows Purchaser proceed with its current site plan without modification, th Purchaser shall subrint construction documents and all. necessa applications to the City to obtain necessary building permits for t Project by that date that is one hundred twenty (120) days after Final Judgment in favor of the City is rendered. I b. If a Final Judgement is not rendered within one (1) year after the date of this Amendment, the Purchaser shall appear within four hundred twenty five (42 5) days of this Amendment (that is, one year plus sixty days (6 0) from the to of this Amendment) before the Seller at Seller's regularly scheduled board meeting to determine a revised deadline to submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project. Such deadline shall be reasonable based on the status of the City Lawsuit and the scope of the Project, supported by information which may be provided by Purchaser justifying such deadline, and such deadline shall not be more than one (1) year from the to of Purchaser's appearance before Seller. 3. Qqqntew le. This Amendment may be executed in one or more counterparts and each executed counterpart shall, for all purposes, be deemed an original and shall have the same force and effect as an original, all of which counterparts together shall constitute in the aggregate but one of the same instrument. The parties may rely on signatures transmitted via facsimile or electronic mail. This Amendment shall become effective upon execution by all parties hereto. 4. Ratification. Except as specifically modified as set forth in this Amendment, the Agreement is ratified and confirmed as written and remains in full force and effect without modification, regardless of the outcome of the City Lawsuit and the Final Judgment. The sole purposes of this Amendment are to: (i) allow for the City Lawsuit to obtain a Final Judgement 2 4882-6846-9886, v. I 36MOOM 274 before Purchaser is required to submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project; (ii) to provide a timeline for Purchaser to submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project; and (iii) to provide a timeline for Purchaser to submit a Site Plan Modification Application, if required pursuant to Section 21.3.a.2, as that Section is modified by this Amendment. [signatures appear on following page] 4882-8848-9886, v. 1 36859001 275 IN WITNESS WHEREOF, the Parties have each executed and delivered this Amendment as of the date set forth above. PURCHASER: BB QO2, LLC Printed Nam Title: Autho'd $jMjqry Date: -....-9 b 1 1 [AZL WITNES .—P- - AL . . ..... .. ... ...... Printed Name: —(Jw_ SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY ..'or . . .. ........ ........ .. . .. ........... . . .............. .. Printed Nre: Ty 10 1 00 Penserga Title: Chair Date: WITNESS: Printed Na Approved as to form and legal sufficiency: . ... ....... CRA Attorney 4882-6846-9886, v. 1 368590vll MV 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 INFORMATION ONLY AGENDA ITEM 8.13 SUBJECT: Quarterly Progress Report #6 from Pulte Home Company, LLC for the Cottage District Infill Housing Redevelopment Project - July 2024 - September 2024 SUMMARY: On February 25, 2023, the Purchase and Development Agreement (PDA) between the CRA and Pulte Home Company, LLC (Pulte) for the Cottage Infill Housing Redevelopment Project was executed. On September 12, 2023, the Board approved the First Amendment to the PDA that extended the timeframe for all parties to agree on the Form of Restrictive Covenant prior to Closing and allow the plat application to be submitted within 90 days of site plan approval for consistency with the City's development review process (see Attachments I & 11). On May 14, 2024, the Board approved the Second Amendment to the PDA which extended the closing date of the sale of the property to Pulte on or before December 26, 2024. The Second Amendment to the PDA was approved by the CRA Board on July 9, 2024 (see Attachment III). The Cottage District will consist of 41 for sale homes and will be offered to eligible homebuyers within the Palm Beach County Workforce Housing Program's Low Income (21 townhomes) and Moderate 1 (19 single family detached units) income categories. The project will be providing much needed affordable homeownership opportunities as envisioned by the CRA Plan. Pursuant to Section 22.1 of the PDA, Pulte is required to provide a written quarterly report to the CRA Board. The September 2024 letter and report (see Attachment IV & V) indicates the project is proceeding on schedule and includes the following updates: • Final site plan and rezoning was approved in February 2024. • The Declaration, Covenant, Conditions and Restrictions were provided to the CRA on January 22, 2024. • CRA staff and legal reviewed and accepted the master declaration of restrictive covenants for workforce housing on February 13, 2024. • The Plat was resubmitted on May 6, 2024; City comments were provided on June 14, 2024; City/Pulte meeting regarding Plat was held on June 21, 2024, and is ready for certification review once the Land Development Permit received technical compliance. • The Land Development Permit was resubmitted on July 15, 2024; City comments were received by Pulte on August 20, 2024; Pulte was to respond to the City's comments in 277 early September. • Pulte received the draft Developer's Agreement from the City on April 26, 2024; Pulte submitted comments to the City on May 20, 2024, and received the City's response on June 11, 2024. Developer's Agreement is to be finalized once the Land Development Permit progressed. FISCAL IMPACT: No Fiscal Impact CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description • Attachment I - Purchase and Development Agreement • Attachment II - First Amendment to Purchase and Development Agreement • Attachment III - Second Amendment to Purchase and Development Agreement • Attachment IV - 08-29-24 Pulte Report Letter • Attachment V - Cottage District Report 278 This Purchase and Development Agreement (hereinafter the "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part 111, of the Florida Statutes (hereinafter "SELLER"') and, PULTE HOME COMPANY, LLC, or its affiliated assignee (hereinafter "PURCHASER," and together with the SELLER, the "Parties"). In consideration of the mutual covenants and agreements herein set forth, the recei ?nd sufficiency of which is hereby acknowledged the Parties hereto agree as follows: 1. PURCHASE AND SAIELsROPERIY. SELLER agrees to sell and conveyto PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conclition� hereinafter set forth, the real property legally described in Exhibit "A," attached herett (hereinafter the "Property"). The Parties intend that the purchase and sale and ensuing the construction of owner -occupied, workforce, fee simple detached and attached single family homes and associated site improvements consistent with the Cottaqe District Infill Housing Redevelopment Project Letter of Intent accepted by SELLER on July 12, 2022, and PURCHASER'S responses thereto, including the August 11, 2022 Revised Conceptual Site Plan and August 16, 2022 Architectural Elevations, attached hereto as Exhibit "C," as amended and approved by the CRA Board on January 10, 2023, attached hereto as Exhibit "D," and according to all required development standards of the City of Boynton Beach (together with the Project Requirements set forth in Section 20, hereinafter the "Project"). 2. PURCHASE PRICE AND PAYMENT. The Purchase Price for the Property shall TWO MILLION FOUR HUNDRED SEVENTY-TWO THOUSAND AND 00/100 DOLLA 000.00) to be ijaid in full at Closin!y. SELLER has comiodied with Statutes, in proceeding with the sale of the Property to PURCHASER. 3. DEPOSITS. An Initial Deposit in the amount of TEN THOUSAND AND 00/100 DOLLARS ($10,000.00) shall be deposited with Lewis, Longman & Walker, P.A. (hereinafter "Escrow Agent") within five (5) business days following execution of this Agreement by the Parties. The Initial 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. A Second Deposit in the amount of SIXTY THOUSAND AND 00/100 1O a" ($60,000.00) shall be deposited with Escrow Agent within five (5) business days of the end of the Feasibility Period, bringing the total deposit to SEVENTY THOUSAND AND 00/100 DOLLARS ($70,000.00). The Initial and Second deposits are to be credited against the total purchase price at closing and will be nonrefundable except as provided herein, subject to Closing Conditions. PURCHASER's Initials:A—MA SE LLE R's Initials: 01869047-3 279 PURCHASE AND DEVELOPMENT AGREEMENT Pages 2 of 79 4. EFFECTIVE DATE. The date of this Agreement (hereinafter the "Effective Date") shall be the date when the last one of the Parties has signed this Agreement. 5. Intentionally D Ieted- 6. CLOSING DATE. The Closing shall take place on the earlier of: (i) thirty (30) days after the last of the Closing Conditions has been satisfied; or (ii) twelve (12) months after the end of the Feasibility Period, at such location to which the Parties mutually agree in writing. PURCHASER may request a six (6) month extension subject to SELLER'S Board approval. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to 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 8.3), to which PURCHASER fails to object, or which PURCHASER agrees to accept. 8. INVESTIGATION OF THE PROPERTY. Fora period of one hundred and twenty (120) days from the Effective Date (hereinafter the "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 same condition as it existed on the Effective Date; (ii) 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; provided, however, that PURCHASER shall not be required to deliver any such materials, studies, reports, documents, and/or instruments that are considered by PURCHASER to be proprietary or confidential, or are subject to attorney client privilege or any other legal privilege, or is attorney work product, including, without limitation, PURCHASER's proforma, any marketing due diligence information, or any plans for homes or amenities. All materials delivered to SELLER will be without representation or warranty by PURCHASER (or any other person or entity) of any type or nature, expressed or implied, and shall be subject to any copyrights, rights of proprietorship or PURCHASER's Initials: A 1 SELLER's Initials: 01869047-3 280 PURCHASE AND DEVELOPMENT AGREEMENT Pages 3 of 79 other intellectual property rights of the authors or creators thereof. 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. 8.1 Seller's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within five business (5) days of the Effective Date of this Agreement: 1) Any existing title policies, appraisals, and 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; 2) copies of all permits, authorizations, and approvals issued by governmental authorities for the Property; and 3) any correspondence which discloses claims, allegations, or adverse information regarding the Property or SELLER with respect to the Property. As to materials that are related to the Property that come into SELLER's possession and/or control (and/or the possession and/or control of its agents) after the Effective Date, SELLER shall deliver such materials to PURCHASER and within three (3) Business Days after receipt. 8.2 Title Review. Within thirty (30) days of the Effective Date, SELLER's counsel, as closing agent for the transaction contemplated herein (hereinafter 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 an amount not less than 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 Closingfor 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. PURCHASER's Initials: SELLER's Initials: 1"V° 01869047-3 281 PURCHASE AND DEVELOPMENT AGREEMENT Pages 4 of 79 Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue an updated Title Commitment (hereinafter "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. 8.3 5q[ygy Review. PURCHASER, at PURCHASER'S expense, may obtain a current boundary survey (hereinafter 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 or covenants of this Agreement or applicable governmental regulations, the same shall constitute a title defect and shall be governed by the provisions of Section 8.2 concerning title objections. 9. 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: 9.1 Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 9.2 Pendin Proceedin s. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever involving the Property, pending or threatened, which has not been disclosed, prior to closing, and accepted by PURCHASER. 9.3 Com liance with Laws and Re.ulations. The Property shall be in compliance with all applicable federal, state, and local laws, ordinances, rules, regulations, codes, requirements, licenses, permits, and authorizations as of the date of Closing. 9.4 Obtaining Approvals. PURCHASER must obtain Zoning, Final Site Plan, and Final Plat Approvals from the City of Boynton Beach, Florida (hereinafter the "City") that permit the construction of the Project (collectively, the "Development Permits"). Development Permits shall be deemed "Approved" when irrevocably issued or granted by the applicable governmental authority, and all appeal periods have expired or all litigation and/or challenges to the approvals have been resolved in favor of approval. SELLER shall cooperate with PURCHASER in PURCHASER's efforts to obtain Approval of the Development Permits and the satisfaction of the Conditions to Closing, including such actions reasonably required by the governmental authorities and execution of applications, consents or other documents. PURCHASER's Initials: AMA SELLER's Initials: a 01869047.3 7 PURCHASE AND DEVELOPMENT AGREEMENT Pages 5 of 79 9.5 PURCHASER must secure financing, if any, for the Project within the timeframe set forth in Section 22 below. 9.6. SELLER shall deliver marketable title to the Property subject only to the Permitted Exceptions. 10. 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: 10.1 Deed and Authorizin Resolutions. SELLER shall furnish a Special Warranty Deed (hereinafter 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. The Deed shall contain a deed restriction restricting the dwelling units to fee simple, owner occupied residential use consistent with the applicable requirements of the Palm Beach County Workforce Housing Program (hereinafter "PBC WFP") as provided in Section 21 and as set forth in Exhibit "D." 10.2 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, 1.0.3 Closin Statement. A closing statement setting forth the Purchase Price, all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which SELLER shall also execute and deliver at Closing. 10.4 Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances, and exceptions, if any, other than Permitted Exceptions. 10.5 Additional Documents. Such other documents 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. PURCHASER's Initials: SELLER's Initials: 01869047-3 283 Pages 6 of 79 11.1 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 ata date when the current year's millage is not fixed and current year's assessment is available, taxes will be prorated based upon such assessment and prior year's millage. If current year's assessment is not available, then taxes will be prorated on prior year"s tax. A tax proration based on an estimate shall, at request of either party, be readjusted upon receipt of tax bill which discloses an actual difference in the amount of the taxes estimated at Closing that exceeds $1,000.00. 11.2 �� �sin Costs. SELLER shall pay for documentary stamps on the Deed, recording the Deed, and any cost associated with curing title. Purchaser shall #a;, other closing expenses. Each party shall be responsible for their respective attorneys' fees. 11.3 PURCHASER shall fund the Purchase Price subject the credits, offsets, and prorations setforth herein, SELLER and PURCHASER (as applicable) sh execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, Closing: (1) Disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and "marked -up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed a other recordable Closing Documents in the appropriate public records. 11.4 Existing Mortgages and Other Liens. At Closing, SELLER shall obtain, _1YV1_ 11 cause to be obtained, satisfaction or release of record of all mortgages, liens, and judgmeni ipplicable to and encumbering the Property. 12. REPRESENTATIONS,_ COVENANTS AND WARRANTIES, SELLER hereby represents, covenants, and warrants to PURCHASER, as of the Effective Date and as of the Closing Date, as follows: 12.1 � �hont�. The execution and dellivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 12.2 Title. SELLER is and wIll be on the Closing Date, the owner of valid, good, marketable, and insurable fee simple title to the Property, free and clear of all liens, encumbrances, and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). P . W_ . I . I1 'A . 01969047-3 284 PURCHASE AND DEVELOPMENT AGREEMENT Pages 7 of 79 12.3 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. 12.4 Parties in Possession. There are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 12.5 Acts Affectin Pro ert; From and after the Effective Date, SELLER will refrain from (a) performing any grading, excavation, construction, or making any other change or improvement upon or about the Property; (b) creating or incurring, or suffering to exist, any mortgage, lien, pledge, or other encumbrances in any way affecting the Property other than the Permitted Exceptions (including the mortgages, liens, pledges, and other encumbrances existing on the Effective Date), and (c) committing any waste or nuisance upon the Property. 13. DEFAULT. 13.1 PURCHASER'S Default. In the event that this transaction falls 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. 13.2 SELLER'S Default. In the event that SELLER fails to fully and timely perform any of its obligations and covenants hereunder or if SELLER is in breach of any representations herein, PURCHASER may, at its option declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit and neither party shall have any further rights hereunder, or PURCHASER may commence an action against SELLER for specific performance. 13.3 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 Forty -Five (45) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to close, the Cure Period shall only be three (3) business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non -defaulting Party may exercise the remedies described above. SELLER reserves the right to grant extensions to the Cure Period above, at its sole discretion, upon receipt of reasonable justification. 13.4 Survival. The provisions of this Section 13 shall survive the termination of this Agreement. PURCHASER's Initials: AnA SELLER's Initials: l2 O1869D47.3 285 PURCHASE AND DEVELOPMENT AGREEMENT Pages 8 of 79 14, NOTICES. All notices required in this Agreement must be in writing and shall considered delivered when received by certified mail, return receipt requested, or person], i'elivery to the following addresses: If to Seller: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton each, FL 33435 With a copy to: Kenneth Dodge, Esquire Lewis, Longman & Walker, P.A. 360 S. Rosemary Avenue, Suite 1100 West Palm each, Florida 33401 If to Purchaser: Andrew Maxey, VP Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305, West Palm Beach, FIL 33401 With a copy to: Scott Clements VP & Area General Counsel Pulte Group 2301 Lucien Way, Suite 155 Maitland, FL 32751 15. BINDING OBLIGAIIQN I N KEN L&L�� _T. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of, the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER. It is 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 assume all rights and obligations under this Agreement, including the obligation to close the transaction contemplated herein as if such assignee were the original party to this Agreement. 16. 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 PURCHASER's lnitials:A#M SELLER's Initials: 01869047-3 M - i PURCHASE AND DEVELOPMENT AGREEMENT Pages 9 of 79 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. 17, BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend, and hold 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 amount provided within Section 768.28, Florida Statutes, regardless if whether such claim be in contract, tort, indemnity or otherwise, and SELLER does not otherwise waive its sovereign immunity rights. The provisions of this Section shall survive Closing or termination of this Agreement. 18. 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. 19. SELLER DESIGN APPROVAL. The Project shall be developed in accordance with the plans and specifications, construction plans, budget and project schedule submitted to the SELLER by PURCHASER as part of its submission in accordance with the Cottage District Infill Housing Redevelopment Project Letter of Intent accepted by the CRA on July 12, 2022, and PURCHASER'S responses thereto, including the August 11, 2022 Revised Conceptual Site Plan and August 16, 2022 Architectural Elevations, attached as Exhibit "C," as amended and approved by the CRA Board on January 10, 2023, attached as Exhibit "D." Minor deviations in square footages or the total cost of the unit up to 10% may be administratively approved by the CRA Executive Director, or designee, within five (5) business days of receipt of a complete written request and supportive documents, and if the decision is not provided within such time period, the completion of construction deadline shall be automatically extended by one day for each day the decision is delayed. PURCHASER's Initials: AAA SELLER's Initials: 01969047.3 287 PURCHASE AND DEVELOPMERT AGREEKITEA F Pages f+ 79 ��Mamllmlffllm a. Construction of a minimum of 41 for sale, owner -occupied dwelling units consisting of approximately 19 single family detached units and 22 townhomes. The mix of unit types may vary as long as the number of townhomes does not exceed 54% of the total number of units to be developed. b. The dwelling units shall be limited to a maximum of two stories with a mean roof height not to exceed 35 feet. d. The interior and perimeter streetscape shall consist of a mixture of o and two-story single family detached units and townhomes consistent with the Coastal sty architectural elevations depicted in Exhibit "D." The elevations depicted in Exhibit "D" sh 4�7rMaitd-SiTrftr arCl"ritd-ULI ;,.;ttnhZ4 tn-r�-Cs =iill to avoid a monotonous appearance and provide a streetscape with visual interest, includi varying the models and exterior colors. A model and color scheme may be the same on adjoini lots, but may not be repeated on three adjoining lots. e. Pedestrian scaled street lights installed along the entire perimeter of the Project shall be complimentary to those existing along N. Seacrest Boulevard adjacent to the Project site. 9. Minimum five-foot sidewalk width along the entire perimeter of tIM h. 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. i. Enhancement of dry detention area to include items such as picnic tables, grills, perimeter walkway, etc. j. Provision of a Builder's Warranty for a period of one (1) year for each housing unit completed and sold. The one (1) year warranty period shall commence at time of closing for each dwelling unit. PURCHASER'S lnitials:AMNA SELLER's Initials: ?!W , ! OIB69047-3 PURCHASE AND DEVELOPMENT AGREEMENT Pages 11 of 79 k. Implementation of a plan or program to market and solicit sales of the dwelling unit to existing income qualified Boynton Beach residents no later than sixty (60) days after Commencement of Construction, recognizing that PURCHASER can not make representations or guaranties about which prospective buyers will be selected in the lottery process described in Section 21 below. All marketing materials shall include notification to prospective buyers of the deed restrictions as described in Section 10.1, the Palm Beach County Workforce Housing Program (PBC WFP), and submitted to SELLER for review for consistency with the terms of this Agreement prior to implementation. SELLER will provide PURCHASER with a decision within ten (10) calendar days of such request, and if the decision is not provided within such time period, the deadline shall be automatically extended by one day for each day the decision is delayed. 1. Implementation of a plan or program to promote the use of local contractors, sub -contractors, and laborers in the Project and reporting the results of the plan or program as part of the project's progress report requirements consistent with Section 22.1 to the SELLER as part of the project's quarterly reports and at the conclusion of the Project. M. Prior to and during the construction of the Project, PURCHASER shall: 1) Include in all contracts with contractors requirements that the contractors used good faith efforts to hire and train City residents to participate in the construction of the Project; 2) Provide no less than 15% of the construction costs which are estimated to be $11,701,742.00 to local subcontractor(s) in the municipal boundaries of the City of Boynton Beach and/or unincorporated Boynton Beach; 3) Provide documentation of the efforts and results of local hiring in the required quarterly reports and final closeout report required pursuant to Section 22.1 within 30 days of the issuance of the last Certificate of Occupancy. n. All requirements and obligations set forth in Exhibit "D" are incorporated herein by reference. Any variations in Exhbit "D," shall be equivalent in quality and aesthetics. Minor deviations in square footages or the total cost of the unit up to 10% may be administratively approved by the CRA Executive Director, or designee, within five (5) business days of receipt of a complete written request and supportive documents. 21. INCOME QUALIFICATION PROCESS PBC RESTRICTIVE COVENANT AND PROCESS FOR SALE TO PROSPECTIVE HOMEOWNERS. The sale and resale price of each unit shall be in accordance with the PBC WHP. Each residential unit will be encumbered by a restrictive covenant in the form required by PBC WHP, as agreed by the the Parties prior to the expiration of the Feasibility Period. The targeted prospective buyers for the Project are the Low Income to Moderate 1 income categories (60% to 100% PBC AMI) and SELLER and PURCHASER intend for 0 01869047-3 PURCHASER's Initials: AM% SELLER's Initials: 7 'n,#IAY eff,qJew^ ,,'ages 12 of 79 the Project to be developed, constructed, and priced to sell to include a proportional mix of buyers within the targeted income ranges. a. PURCHASER shall coordinate with PBC for the income qualification process for all units within the Project. lb. SELLER will assist in the outreach to educate Boynton Beach residents regarding the availability of the units and the income qualification and sale process, C. PURCHASER shall notify the SELLER in writing a minimum of 45 (forty-five) days it to when income qualification applications will be accepted by PBC and when the sale of the units will be provided to the general public. d. PURCHASER shall utilize a lottery process to s e. PURCHASER shall create and maintain a project website or project page on its company website which will provide information to prospective buyers about the Project. The information will include details such as but not limited to the Project's site plan, floor plans, colored elevations, photographs or renderings, amenities, sales progress, income qualification requirements, and key personnel contact information. The website or project page will be launched no later than sixty (60) days after commencement of construction of the first dwelling unit and will be maintained through the closing of the last dwelling unit, unless otherwise required by Palm Beach County. 21 DEVELOPMENT TI ELITE. PURCHASER is required to comply with the deadlines set forth below. PURCHASER shall provide Seller with written documentation evidencing completion of each action (collectively the "Project Milestones") on or before each deadline but no later than ten (10) days after completing each deadline. a. PURCHASER shall submit applications to the City for platting, site plan, and zoning necessary for the Project within sixty (60) days of receipt of posting of the second deposit. b. PURCHASER shall provide SELLER with a copy of all homeowner association governing documents for review prior to site plan approval. C, PURCHASER shall diligently and continously pursue site plan approval and all other required land development approvals until the same are issued. d. PURCHASER shall obtain all site plan and all Development Permit Approvals within twelve (12) months after site plan application. PURCHASER may request a six (6) month extension from SELLER's Board to obtain approvals, PURCHASER's Initials:AMAD SELLER's Initials: 1,W (11969047-3 290 PURCHASE AND DEVELOPMENT AGREEMENT Pages 13 of 79 e. PURCHASER shall obtain approval for the Project from its Asset Management Committee (AMC) prior to expiration of the Feasibility Period. f, PURCHASER shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred and ei -9D1AaY-,-ofnbtaininPrforr--1 -1— -1— - 0 t")QLt additional approvals be issued prior to the building permits being submitted. Proof of permit application fees paid will be provided to the SELLER upon submission to the City. Within ten (10) days of City issuance of the building permit, a copy will be provided to SELLER. 9. PURCHASER shall commence construction of the Project's civil and site work, as defined by the City of Boynton Beach Code, within ninety (9 0) days of PURCHASER obtaining an approved land development permit for the Project, h. PURCHASER sh@H commence construction ("Commence Construction") of the dwelling units within ninety (90) days of receiving the first five building permits for the Project, The Project shall be developed in accordance with the Coastal style conceptual site plan with model types, architectural floor plans, elevations, proposed schedule, costs, and color schemes as attached as Exhibit "D." i. PURCHASER shall obtain a Certificate of Occupancy for the final dwellinT.-4 unit of the Project within two (2) years of commencement of construction of the first residenti unit ("Completion Date"), subject to any Unavoidable Delay event (as defined herein) whi prevents PURCHASER from commencing and completing such construction ("Complell Construction"). j. PURCHASER shall ensure that the Groundbreaking ceremony will occ prior to, or simultaneously with the commencement of construction of the first unit. i k. PURCHASER shall ensure that a Ribbon Cutting ceremony will occur IN to the closing of the first housing unit or within sixty (60) days thereafter, 0 1. PURCHASER, upon thirty (30) days prior notice from SELLER, shall make a presentation to SELLER at a regularly scheduled meeting of the SELLER's Board, or at such other meeting as the Parties may agree, no less than quarterly, beginning at six (6) months after the Effective Date and ceasing after the presentation following completion of construction, In addition, PURCHASER shall provide a written report once every three months until the construction completion and the issuance of the last Certification of Occupancy for the Project. These reports shall be presented to the SELLER's Board (with or without PURCHASER'S participation) at the next regularly scheduled public meeting. Such presentation and written reports shall include photographs and an update on the progress of obtaining zoning, site plan, land development, and, building permit approvals, status of construction, compliance with any deadlines. terms. an4 *rovisioits of t1tis Agyreew ent. t-Ltp-# * 1-tr*ttp e1i + A aw 291 PURCHASE AND DEVELOPMENT AGREEMENT Pages 1S of 79 above, the Property or any combination of the lots and any and all improvements erected thereon shall, at SELLER'S election and after the notice and right to cure provided herein, revert to SELLER without the necessity of PURCHASER taking any affirmative action to effectuate the reversion. Such reversion, if elected, shall be effective as of the date of recordation of a notice of election by SELLER. However, upon written notice from SELLER, PURCHASER shall execute and deliver to SELLER a Special Warranty Deed and such other instruments and shall take such other actions as may be reasonably requested by SELLER for the purpose of evidencing such reversion of record within ten (10) business days of receiving the aforementioned written notice from SELLER. Upon reversion, SELLER may immediately reenter and repossess the Property. In the event the SELLER exercises its right of reverter, SELLER shall reimburse PURCHASER as follows: a. Prior to commencement of land development and construction of the dwelling units—The purchase price of the Property less the deposits as set forth in Sections 2 and 3 of this Agreement. b. After commencement of construction of the units but prior to the sale of the first dwelling unit—The purchase price of the Property less the deposits as set forth in Sections 2 and 3 of this Agreement and verifiable land development costs. C. Prior to completion of construction of the last dwelling unit — The lesser of the following: 1) The purchase price of the Property plus the verifiable land development cost, divided by the total number of lots resulting in the individual lot cost, which individual lot cost shall be multiplied by the number of lots that have not been developed; or the mutually agreed upon appraised value of the undeveloped portion of the Property. For any home under 23.2(2) where PURCHASER has commenced construction, PURCHASER shall provide SELLER with a limited, non-exclusive right and license to use the Plans and Specifications, sketches, shop drawings, as -built plans and other materials prepared by, or furnished to, the PURCHASER in order to finish the completion of the homes, without warranty, express or implied, and in their "AS IS" condition. SELLER shall not copy, sell, assign or otherwise reproduce or grant any other person or entity the right to copy, sell, use or otherwise reproduce the Plans and Specifications, or any part thereof, except in connection with the construction of the homes on the Property. SELLER shall pay for all expenses of transfer (excluding legal fees for counsel for PURCHASER and expenses related to cure and correction of title defects). The foregoing rights and obligations shall be incorporated into the Special Warranty Deed to be executed and delivered by SELLER to PURCHASER at Closing and shall be deemed to be a Permitted Exception. PURCHASER's Initials:A-"\ SELLER's Initials: 01869647.3 293 PURCHASE AND DEVELOPMENT AGREEMENT Pages 16 of 79 SELLER and PURCHASER will agree on the language for the Special Warranty Deed during the Inspection Period. 23.3 Ri rht of First Refusal. PURCHASER hereby grants SELLER a Right of First Refusal for repurchase of the Property which shall be in full force and effect for the period of time from the Effective Date until the date the Certificate of Occupancy for the final dwelling unit as described in Exhibit "D" is obtained. The terms and conditions of this right shall be set forth within the Special Warranty Deed as follows: Should PURCHASER receive an offer to purchase the Property pursuant to a binding Agreement which PURCHASER intends to accept before the first sale of the dwelling unit, PURCHASER shall give SELLER notice of the offer by delivering a copy of the Agreement to SELLER ("Notice") pursuant to the Notice requirements of Section 14 above prior to PURCHASER'S acceptance. Within ten (10) days of receipt of the Notice, SELLER shall schedule this item on the earliest available CRA Board agenda for approval to 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 CRA Board approval, deliverto PURCHASER an agreement to purchase the Property for the same purchase price as set forth Section 2 of this Agreement. PURCHASER and SELLER shall enter into a Purchase and Sale Agreement upon mutually accepted terms and conditions. If SELLER fails to exercise or waive its right of first refusal in accordance with the terms and conditions stated herein, within thirty (30) days after receipt of the Notice, then SELLER's right of first refusal shall be deemed to have been waived and the new owner shall specifically assume all of the obligations of the PURCHASER under this Agreement. The terms and conditions of this Section shall survive closing. The foregoing rights of first refusal shall not be applicable to the sale of homes to retail buyers, as contemplated under this Agreement, or to transfers transpiring in the event that the Property is to be conveyed to the governing Homeowner's Association. 24, MISCELLANEOUS. 24.1 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 PURCHASER's Initials: SELLER's Initials:,,_,% 01609047.3 294 Pages 17 of 79 arising out of this Agreement shall be in thie Fifteenth Judicial Circuit in and for Palm Beach W, �-A-94W;m-,O. States District Court for the Southern District Court of Florida, 241 'Co ' mpktationofl-ime. 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 500 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. 24.3 Waiver, Neither the failure of a party to insist upon strict performance of anv of the terms. orovisions. covertaitts. greetemts ;-?j4 co)t fitints herpof, ncrlm.rwer, snaii OF teem 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. 24.4 Construction OLAZLeement. The Parties to this Agreement, through counsel, have participated freely in the negotiation and preparation hereof. Neither this 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 nAt merge into the Deed. 24.5 Conflict Between Documents. Unless otherwise specifically stated, in the event a conflict exists between this Agreement and any term in any exhibit attached or incorporated into this AU4etnie-nt. the terms of this Agreement shall exhibit. 24.6 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. 24.7 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initialed by SELLER and PURCHASER shall control all printed provisions in conflict therewith. 01869047-3 PURCHASER's Initials: A.N\,A ee SELLER's Initials: 41, 295 PURCHASE AND DEVELOPMENT AGREEMENT Pages 18 of 79 24.8 Waiver of Jgry 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. 24.9 Attorne s 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. 24.10 Bindin Authority, Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 24.11 No Recording. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both Parties. 24.12 Survival. The covenants, warranties, and representations 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. 24.13 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. 24.14 Public Records. SELLER is a public agency subject to Chapter 119, Florida Statutes. The PURCHASER shall comply with Florida's Public Records Law. Specifically, the PURCHASER shall: a. Keep and maintain public records that ordinarily and necessarily would be required by the SELLER in connection with this Agreement; b. Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in Chapter 119, Fla. Stat., or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and d. Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the Agreement and destroy any duplicate public records that are exempt or PURCHASER's InitialsArAM SELLER's Initials: 01669047.3 I� PURCHASE AND DEVELOPMENT AGREEMENT Pages 19 of 79 confidential and exempt. All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. IF PURCHASER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO PURCHASER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 E. Ocean Avenue, 411 Floor, Boynton Beach, Florida 33435; or ShuttTbbfl.us SELLER shall, upon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. The failure of PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. If PURCHASER fails to cure the default within seven (7) days' notice from the SELLER the SELLER may terminate the Agreement. 25. PERIMETER FENCING. SELLER has erected perimeter fencing around the Property pursuant to a leasing Agreement with a third -party and SELLER shall cover all costs associated with same for a one (1) year term or until closing, whichever comes first. PURCHASER shall thereafter be responsible for all costs associated with the fence, including all lease payments and removal costs. 26. TERMINATION. The obligations of PURCHASER and SELLER shall terminate upon the earlier of (i) the issuance of the last Certificate of Occupancy for the Project; or (ii) failure by the PURCHASER to complete the Project before the Completion Date, as described in Section 22J, unless extended as provided by written agreement of the Parties or as otherwise specifically provided in this Agreement. The remainder of this page was intentionally left blank. PURCHASER's InitialsANA SELLER's initials: 01869047.3 297 PURCHASE AND DEVELOPMENT AGREEMENT Pages 20 of 79 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. PURCHASER: PULTE HOME COMPANY LLC Printed Name: I Title: V P- LANP ACOu'lSITI 0jZI Date: SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY M Printe Oame: Ty Penserga Title: Chair Date: 24—,'z�Ae'� t 3 7 WITNESS: WITNESS: Printed Name: 6614Slr,011 P nt Name: 'T S,jam Approved as to form and legal sufficiency: CRA Attorney The remainder of this page was intentionally left blank. PURCHASER's Initials: Afq\A SELLER's Initials: ±22f_ 01869047-3 298 PURCHASE AND DEVELOPMENT AGREEMENT Pages 21 of 79 EXHIBIT "A" LEGAL DESCRIPTION LAND DESCRIPTION: Lots 1 through 8, Block 1 of SUNNY-SIDE ESTATES, according to the Plat thereof, as recorded in Plat Book 26, Page 16 of the Public Records of Palm Beach County, Florida. (PIN:08-43-45-21-28-001-0010; PIN:08-43-45-21-28-001-0020; PIN :08-43-45-21-28-001-0031; P I N:08-43-45-21-28-001-0041; PIN:08-43-45-21-28-001-0061; PIN:08-43-45-21-28-001-0071) TOGETHER WITH: Lot 1, LESS the east 10 feet thereof, Block 3, SHEPARD ADDITION TO BOYNTON, according to the plat thereof as recorded in Plat Book 2, Page 59 of the Public Records of Palm Beach County, Florida. (PIN:08-43-45-21-29-003-0011; PIN:08-43-45-21-29-003-0012; PIN:08-43-45-21-29-003-0013; PIN:08-43-45-21-29-003-0014) TOGETHER WITH: Lot 2 and the northeast quarter (NE 1/4) of Lot 3, in Block 3, SHEPARD ADDITION TO BOYNTON, according to the plat thereof as recorded in Plat Book 2, Page 59 of the Public Records of Palm Beach County, Florida. (PIN: 08-43-45-21-29-003-0020; PIN:08-43-45-21-29-003-0032) TOGETHER WITH: The north 140 feet of Lot 5 (less the west 20 feet thereof), the north 140 feet of the west one- half of Lot 3 and the north 140 feet of the east 25 feet and the north 140 feet of the west 75 feet of Lot 4, all in Block 3, SHEPARD ADDITION TO BOYNTON, according to the plat thereof as recorded in Plat Book 2, Page 59 of the Public Records of Palm Beach County, Florida. (PIN: 08-43-45-21-29-003-0033) TOGETHER WITH: The south 160 feet of the west one-half (1/2) of Lot 3, and the south 160 feet of the east 25 feet of Lot 4, Block 3, SHEPARD ADDITION TO BOYNTON BEACH, FLORIDA, according to the plat thereof on file in the Office of the Clerk of the Circuit Court in and for Palm Beach County, Florida, recorded in Plat Book 2, Page 59. (PIN: 08-43-45-21-29-003-0034) TOGETHER WITH: PURCHASER's Initials: AAy\ SELLER's lnitials:"VP 01669047-3 299 'F_A_G'A_EE_M_EIT-F Pages 23 of 79 SHEPARD ADDITION TO BOYNTON; and bounded on the north by the north line of said 15 fo Alley, also being the south line of said Block 1, SUNNY-SIDE ESTATES. i TOGETHER WITH: The east 50 feet of the south 150 feet of Lot 3, Block 3 of SHEPARD ADDITION TO BOYNTON EACH, according to the plat thereof in Plat Book 2, Page 59, of the Public Records of Palm Beach County, Florida. (PIN: 08-43-45-21-29-003-0031) TOGETHER WITH: The east 50 feet of the south 100 feet of Lot 5, Block 3, SHEPARD ADDITION TO BOYNTON according to the plat thereof on file in the Office of the Clerk of the Circuit Court in and for Palm Beach County, Florida, recorded in Plat Book 2, Page 59, said lands situate, lying and being in Palm each County, Florida. (PIN: 08-43-45-21-29-003-0052) Said lands situate in the City of Boynton Beach, Palm Beach, County, Florida and containi 201,778 square feet (4,632 acres) more or less. i 'Id PURCHASER's Initials: / V SELLER'S Initials: 77- 01869047.3 301 PURCHASE AND DEVELOPMENT AGREEMENT Pages 24 of 79 EXHIBIT "B" LOCATION MAP Cottage District Location Map PURCHASER'S Initials: SELLER'S Initials: a(:2f 01869047-3 302 PURCHASE AND DEVELOPMENT AGREEMENT Pages 25-59 of 79 EXHIBIT "C" PURCHASER'S LETTER OF INTENT PACKAGE PRESENTED AT THE SEPTEMBER 13, 2022 CRA BOARD MEETING PURCHASER's Initials: SELLER's Initials: 0 1 969OL47-3 303 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: imaoe011.1no imaae012.ona imaoe013.12no imaae014.ona image015.12no imaae016.ona Pulte LCI - Cottage District BBCRA v2.pdf Good Morning Thuy, Although it's not specifically referenced in the L01, 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. 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 Ind,rt �nr;;rmIlte irou .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 1-01- Cottage District Th uy, 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. 304 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 aind..r ,w::!;m!.a.(i7 ullte r� a .cc�m From: Shutt, Thuy <Sh.u:La.....h.r�:Fl..:.u:5> Sent: Tuesday, May 17, 2022 7:02 PM To: Andrew Maxey<.A.ndre1nr.:.I.V...l.a2f.y(rbPulteGroia .com> Cc: Tack, Timothy <.r::...k.?..( fl. u>; Utterback, Theresa <,I;„�,;L..L.Qr,f ,n„ckil.(a� fl. >; Nicklien, Bonnie <,Nick.1.ie.n.B..f .. r:Fl..:.u..s..>; Curfman, Vicki <C.u.rfma.nV..ic .b �fl..:.u.s>; Hill, Vicki <,N..,i.l.l Subject: RE: Pulte 1-01- 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 L01 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 L01 (SFD model size and types, etc.). Thank you. Boynton C,.o o'm'1l.&N „ N00 F. t;hd,ean I°+d;1,onBo:ni Beach, I loM"d8 33^1�31) coo ...:'....:'........................ ........ Q hat.p.:.l www.boyntonbeachcra.com i ur 305 America's Gateway to the Gulfstream c,"�.esd° .Pt.'" ��d.I &.�..�. � �.VN::: F+Vq&i1ti0 al l:?p"¢.X,hd',i pq9N 8d,. pee tl dPd.s I.Bd ion d-"(T"quill nYayhe ,r;w..gbo^tl"t U ofis :IC:os,q& 'JL Reid - ^q„ Forido'ii r uctl ,qrd s I IeM,IsI .:IirhI�e.,m^s a pub records, , q l�' fl..9 0 Hi,.JI o...".dnIl IIN..@gdk,Za Btw,:� ,.:"�cl''�tl"IIr e.�f`ai :9+;:l less malt' IDD .e @bd c,'O, k) i;)N.,bH+ Ii ds`e Iv, sw Ire, 1uf' rw�lw"T d'^yd" , From: Andrew Maxey <Ari,d,r,eu..r.,,�„a>�,eyPulteGroup.com> Sent: Tuesday, May 17, 2022 4:37 PM To: Shutt, Thuy < .b...:4.: r::. h fl. �> Subject: RE: Pulte LOI- Cottage District Th uy, Attached please find Pulte's revised Letter of Intent to purchase the Cottage District property. Thanks, 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 a,ind..r lnr:;1n. x. vCr r3ullter�Irc a .cram From: Shutt, Thuy <.L1..0 P —bLfI.> Sent: Wednesday, April 27, 2022 10:46 PM To: Andrew Maxey <A dr \nr.,.Ma.xe.yf@PulteGroup.com> Subject: RE: Pulte LOI- Cottage District E'Vennal Sender Thank you, Andrew. We will include this for the CRA Board consideration at the May 10th CRA Board meeting. We will provide you with the agenda item once the board packet is finalized and uploaded on the website (scheduled for May 3rd) 1....I, 19 y SI” I„ A , W6.I.°"," � H \...H„,” E,k.ed a�lk,e I'wm I.or Rtl,.;o1 McIn I".we^s4.h „u 100 E. p , tl � Ocean i�� .�''��,1'tf". �d. '! rdN O..;P n Pd_ mf..,.I + 306 America's Gateway tOthe Gutfstream Pkease�haflF|ohdahas abroadpubUcrecunds|avv'Ind aUcurrespondenoek�mc, viaemai| m8ybesubject topeConds:|8w/,em3i|addrcsses xrzpubhCrecords, There��re,youre-mai|communicaUonandyoure-mail adkfidressmaybesubiecttopubHcdisckosure, From: Andrew Maxey Sent: Tuesday, April 26,2OZ22:41PM To: ShuttThuy Su�act:Pulte 0|'��aQeDistrict 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, AmdrewMaxey—VP Land Acquisition Southeast Florida Division 1475ConbnporkB|vd,Suite 305.West Palm Beach, FL334O1 Divuut(5O1)2O0'1410 307 C0i`JHPEi`^,d. i 1wwmml.k,,a' NK ok lw_ E:.k.lwws c wimd ina", c*w'wtvwwwr d e.rn=n8d Asa d pAwV, "G;we d in Well I or Ylm scAc use c4 I&aw inkvwo,h ii rocip l nYqs) "away rc w+;VV, w.� �., ^.du:„9iribk Avw,;rr,,9i; •&r.vai.Arn Y.o,UAwuwr. w,. „9k�h PWUAOi H W'a;w hve r+.o+:?A n.w Idwen+.o.wrnrru.,awaw.hkl+.awa In nrr w O mm nWwd'jy' the n+wwn„du, in nwwico,Bmatcdsr bywpwwwa'Id MW &5W kdM rnMm,vP aaraMawv, M am Oryworwwk sw” pw w;omp.Mq.or. 11 h wd Y¢.aw,r. wAHDENk.l rwwmml.k.Y Hiis aur=wal& wrw wy cow'wUiin cnnd"I^:'1, ntiaw 'sn+k p dVap;,ed wmaknrl l Qw I he An use ea# Me M$tii'vWed rorv:io vwld,y, ww1 x wnv�,y, w,iw, , O �krl@:�Blkcu ,;ror r: ,r.l� s wwu ,� s �ttus N �adrlr:�dd �r+adw¢a�lt+ v�, ld :m Rw r� � � rn+� � N � ,n ( ks, � d d � � ���� �.��f Ydw¢r,!��a+sxvw��rrwi.�wwa¢, ak1w:"�ww In a rw �� �ww ww+roY'dd'y the [rnwrr9 H hnnm w9WR+A,y by cwwbmld and siQUi qtr , r'w'wr, s H ye Mn+d an,, No aU achrw"pend r drnw'rw w., w coirgmi ,r "'ll""Nvvik sq:;oia, i"p;::PJHDEN.k.l UL.k.,y, k&p hk lo,E .Hiw^„ ti urw,!O wrw wy o.vrw'wt,a n nosnR"Id w fiA and „vnO1+ oed wrww9m kd No Me win Dian of the wrrfienda@ mji ww (s). 'm!y vw wrrrtir�s�, use, cfi sW,obitw i or dwl+miwso:,* h,, pAwv:aw's 4 srav:4ySw¢kA d, ld you hnvic r+ cui vd Idw i', in c rr vw, p, c ass n+otrd'y nwrrk, w ws whn s s b , ¢wp�wA and �d, �,l A � to r'w'pw �wsmpe and en , MWattachr'ywrmts ircmn w� a pa �"�+:ymp ukor 11 hank you .a��wwnw+ ekq,u9o��^,&�� 308 :11111 A *el *0141 REVISED: June 1, 2022 To: Thuy Shutt Executive Director Boynton Beach CRA Cottage District - Letter of Intent 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 LOI: • 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 Q. 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, '4&*M W&wf a PU TE, 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 309 :11111 A *el *0141 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. 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 310 :11111 A *el *0141 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 Arany 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: Date: 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 311 :11111 A *el *0141 Cottage District - Letter of Intent Exhibit A: Palm Beach County Workforce Housing Program, 2021 WHP Unit Sales Prices: 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) 1 2 Single Family Detached I Chapman (1 storvl 1 4 Hamden (2 storvl 1 3 Single Family Attached 20' Interior Townhomes 19 (2 -Story Townhome) 20' Exterior Townhomes 12 Total Units Proposed 40 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 312 000"60-10000111 004� PULTEGROUR Cottage District - Letter of Intent Exhibit C: Sample Elevations of Single -Family Product 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 313 Browning 1,447 A/C Sq. Ft. 1 3 Bedrooms 1 2 Baths C CARVER SQUARE P0000u HOMES 314 Browning • 1,447 A/C Sq. Ft. • 3 Bedrooms * 2 Baths Artist's renderings are conceptual only and are not intended to bean exact representation or show specific detailing. Square footage, room dimensions and spatial Q arrangements on this plan area pproxi mate and may vary in final construction and may vary by elevation. See o sales representative for details. ©2021 Pulte Home &1Company, LLC. CBC057850 CAS 9-17-21 315 Chapman 1,662 A/C Sq. Ft. 1 3 Bedrooms 1 2 Baths C CARVER SQUARE P0000u HOMES 316 Chapman • 1,662 A/C Sq. Ft. • 3 Bedrooms * 2 Baths Artist's renderings are conceptual only and are not intended to bean exact representation or show specific detailing. Square footage, room dimensions and spatial Q arrangements on this plan area pproxi mate and may vary in final construction and may vary by elevation. See o sales representative for details. ©2021 Pulte Home &1Company, LLC. CBC057850 CAS 11-2-21 317 Hamden 1,822 A/C Sq. Ft. 1 3 Bedrooms 1 2.5 Baths C CARVER SQUARE P0000u HOMES 318 Hamden • 1,822 A/C Sq. Ft. • 3 Bedrooms * 2.5 Baths Second Floor Artist's renderings are conceptual only and are not intended to bean exact representation or show specific detailing. Square footage, room dimensions and spatial Q arrangements on this plan area pproxi mate and may vary in final construction and may vary by elevation. See o sales representative for details. ©2021 Pulte Home &1Company, LLC. CBC057850 CAS 9-17-21 319 April 28, 2022 To: Thuy Shutt Executive Director Boynton Beach CRA Cottage District Infill - Letter of Intent 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 Horne Company, LLC has the capital to complete this transaction, and we will not include any 3rd party 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, /'0"r%"/ PULTE' 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 320 P U LT E C R O U P 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. 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 321 4) Deposits/Fees. Cottage District Infill - Letter of Intent 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 322 P U LT E C R O U P 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: Date: 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 323 P U LT E C R O U P Cottage District Infill - Letter of Intent Exhibit A: Palm Beach County Workforce Housing Program, 2021 WHP Unit Sales Prices: P Income Category (Based on I) Sales Price Low 60%-80% $48,120 $64,160 $168,420 Mod1 >80%- 100% >$64,160- $80,200 $216,540 Mod 2 >100% 120% >$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 in 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 324 I, � ... I p jest I1?� II iii If��� iir ��.�, IIS°� ii 14 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 complement the existing homes, reflectthe historic characterof 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 I Cottage District Infill Housing Redevelopment Project 137 325 I1:::Iroposed Project 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 I Cottage District Infill Housing Redevelopment Project 138 326 I[:Iroposed Project 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 vahetyof 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 MLK 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 I Cottage District Infill Housing Redevelopment Project 139 327 I1:::Iroposed Project 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. Single Brookwood 2,028 1 1,447 3 2 13'9" 2 car 2 Family Detached Cedar 2,267 1,662 3 2 13'9" 2 car 4 (1 -Story) Highgate 2,399 1,850 4 2 13'9" 2 car 3 Single Family Navarre 18' (interior units) 1,874 1,636 3 2.5 251" 1 car 19 Attached (-Story Grayton 20' 21084 1,637 3 2.5 251" 2 car 12 T ) (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 I Cottage District Infill Housing Redevelopment Project 140 328 M I t Pulte Homes Building Specifications Architectural and Design Features ■ Monolithic slab and CMU (concrete block) exterior walls with bond beams ■ Prefabricated engineered wood truss system for floors and walls ■ Stucco textured finish exterior walls and overhangs ■ Tamko Heritage architectural shingles (or equivalent) ■ Clopay Raised Panel Garage Doors (or equivalent) ■ PGT Impact windows second floor ■ Hurricane shutters for first floor windows ■ Decorative stucco banding per plan ■ Decorator selected exterior paint schemes including wall, accent, trim, front door and garage door differentiation ■ Decorative pavers for driveways and walk to home ■ Exterior gutters per plan ■ Exterior hose connection in rear ■ Exterior GFI receptacles (one in rear, one in front) ■ Coach lights on garages ■ Lenox 15 SEER air conditioning system with programmable digital thermostat ■ Fully irrigated lot with oversized trees, shrubs and sod per plan Examples of architectural design Interior ■ Knockdown drywall finish on ceilings and walls ■ White flat paint on all ceilings and walls, white semi- gloss on all doors and trims ■ R-30 ceiling insulation, R4,1 foil on exterior masonry walls ■ Colonist, molded, hollow core 2 panel interior doors ■ Whirlpool Energy star rated kitchen appliances including refrigerator, dishwasher, microwave, range, washer, and dryer ■ Decorative 2 1/4 casing on all swing doors and 3 1/4' baseboards in all rooms ■ Lever door hardware on all interior doors ■ ITS 17" tile flooring in kitchen, dining, and bathrooms (or equivalent) ■ Moen chrome bath fixtures ■ Shaw carpet in bedrooms and gathering room ■ Wood window sills ■ Generous bedroom and linen closets and kitchen pantry closets per plan ■ Ventilated "free glide" vinyl coated metal closet shelving ■ Minimum 50 -gallon electric water heater ■ Minimum 150 amp electric service ■ Decora rocker light switches throughout home with standard receptacles ■ Smoke/carbon detectors per code ■ RG6 and CAT 5E data/cable in all bedrooms and living rooms ■ Energy rated designer LED lighting fixture package including downlights Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 141 329 I1:::Iroposed Project O 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 I Cottage District Infill Housing Redevelopment Project 142 330 M L C .OQ F pl �I Qn x O wy o 01 O I Q m CD 0 U 3 b LL Q N Qo O4 �_ O N0- = Q °� c`7 OQ o 4 W I O I W I o 1 �I� U Z'I X11 Q I Q/n JW Q d �o Q a � a 02 LU 7 Q x U o N Ob L C .OQ ------------- I z o II LL ii. (] o W LL Q U OPT. ODK'� LL a Cl) N M O cc L �cc V L U N N E O O L s ca m N N E O O L m M N M M OPT. ODK X' w' Zo O Q x Q. II w M - 1 N M M r LL a Cl) O O co O O L V L V N N O O L s ca m N N E O O L m v ( . \ . \ co Lm \ cc\ E e 40 \ \ 4 4 uj LL a N �O M N L O O LL 4 W L v L v r N E O O t m N N E O O L m M H LL a N n M N L O O LL N O L O L O N N O O s m N N O O L m m M H � Z O O O _ O� w ------ w Doo w eq Z 0� L - --- X w � x U U� U W _ � Z O w Z--------- w Q w � x U U� . O" 0", �; 0 I Y: OI �; 0 I Y: ��>n'�d u v e ivd ie �u eoz ` Or NVId 3LS iv lld3ON00 1'JINISIO 39tl1100 03SOd021d W W CO U - - sNoisinaa an,9�s3a��3s� m PURCHASE AND DEVELOPMENT AGREEMENT Pages 60-79 EXHIBIT "D" COASTAL STYLE CONCEPTUAL SITE PLAN WITH MODEL TYPES, ARCHITECTURAL FLOOR PLANS, ELEVATIONS, PROPOSED SCHEDULE, COSTS, AND COLOR SCHEMES PURCHASER's Initials: AM SELLER's Initials: �g 01869047.3 338 Pulte Home Company, LLC Cottage District Exhibit D consists of the following items: • Proposed site plan showing which plan goes on which lot. Plans have been predesignated to comply with the anti -monotony requirements in the PSA. • Renderings depicting Coastal elevations for the THs and the SF. • Floorplan brochures for each plan • Draft color schemes (one for each TH building and six for the SF units). SF color schemes will be assigned by the builder prior to permitting. • Proposed project schedule • Proposed project budget Both townhome plans, the Cobalt and the Latitude, will be offered for sale at the Palm Beach County Workforce Housing Program Low Income Category. The 2022 sales price for the Low Income category is $189,630. This sales price and household income ranges are adjusted annually by Palm Beach County, typically in July. We will use the sales price in effect at the time of sale. The three single family plans, the Chapman, Browning and Hamden, will be offered for sale at the Palm Beach County Workforce Housing Program Moderate 1 Income Category. The 2022 sales price for the Moderate 1 Income category is $243,810. This sales price and household income ranges are adjusted annually by Palm Beach County, typically in July. We will use the sales price in effect at the time of sale. 339 *PutteGroup- Browning First Floor Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL HHHS'HB (c) Copyright 2021 Pu�te Homes Inc. -- QvaQHlUMM WIDTH 40'-01 I BOYNTON SQ FTG 1447 DEPTH 50'-81I COTTAGE DISTRICT UNDER AIR 341 342 *PulteGroup- Chapman First Floor Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL HOUSING (c) Copyright 2019 Pulte Homes Inc. OPPORTUNITY WIDTH 40'-01 I BOYNTON SQ FTG DEPTH 58'-01 I COTTAGE DISTRICT UNDER AIR 1,662 343 344 tputteGroup- First Floor Hamden Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL OPPORT OPPORTUNITY (c) Copyright 2021 Pu�te Homes Inc. orroxTuuin � WIDTH 30'-01 I BOYNTON SQ FTG DEPTH 45'-31I COTTAGE DISTRICT UNDER AIR 1,822 tputteGroup- Hamden Second Floor Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL HOUSING (c) Copyright 2021 Pn�te Homes Inc. OPPOHTUHITY WIDTH 30'-01 I BOYNTON SQ FTG DEPTH 45'-31I COTTAGE DISTRICT UNDER AIR 1,822 347 Oi lD i t0 i LD v 00 L1 00 pOj v 00 pOj 01 N N Erte+ V O N t0 O N N tp O N N f6 N 00 f6 N 00 in o f0 N C 00 V 01 y L N O I� N O n N O n lz�N N N u'1 M `� O rO i1 C �Il N al Irl N a1 �/1 N D1 O v p N 0J p N ry l0 in O C) O N O O H o O N O N N N LD N O N `D ^O l0 N N C (.J l7 C7 VI 3 L L N 3 L N 3 L Zi s 3 0 o o o° o LL (A .w Y LJ 00 N f6 N 4 f0 N do O1 N lO W lD 01 N N Erte+ 00 10 ' `. c 00 cW :::L l7 'o `� io w m in o m m w m O y n U 0^ N N N N Y N N N D N l0 o I� Q N O N o n O `� N `� n O o N o O rO 01 N O r ul ry 01 al l^O 01 O^ " U N^ O N n 01 n O N n U N in O (.7 C) z.-I '^' z l:i r, N --a ^O L L L V1 3 C7 VI 3 a', O O m 3 t f0 Zi s v7cjl7 LL (A .w Y LJ 00 N f6 N 4 f0 N L O1 N lO W lD 01 N N Erte+ 00 10 E 0 (p U 00 - W 0 0 J N J N Z N O OO ci co n U 0^ C O ^ O^ Uo M ry �--I O N y N O I� ry 01 N O n ry Dl 00 - .m -I N O r ul ry 01 00 lD N 0 Ql 3 0,0 O_ ^ N Q N N <0 v N N l0 ��+ o O .-I OO in O N O O O N l:i r, N --a ^O U N (T6 r", V1 ��-I C7 VI 3 a', O O m 3 t f0 Zi s v7cjl7 0 o o o° o m o J 0� 00 O a O C O30 N — U Vl LL 'O C E U C ,V V Y 00 E y O. C m > N 00 -p C C O LEL1 N V1 JO N In Q LL V' L H S Q O O Q J N J J N 00 �... p....... N W NIEO- N 0' N F 0 F C'J m O N O m " p O N C7 M m p zm0 O 0,O �. O l0WLO NON N N U I, K In t a) D`~'O JO O U N N 00 N LJ 00 N LJ 00 N — l0 w a N W N Erte+ p [o U x N W 00 (p U 00 N W N W 0 0 f6 O [o x N W W m m N O L l0 M V �0 M MN c -I O N M ry �--I O N m N N O N N O I� ry 01 N O n ry Dl 00 - .m -I N O r ul ry 01 ID o O N M OO N t0 O N m O O N N N tO av+ N N <0 v N N l0 ��+ o O .-I OO o O c -I O N 01 -6 U N O O O N l:i O V E LE (T6 V1 ��-I (Ta VI 3 0 o o m m m f6 m m m p [o U x N W 00 [2 x N W 00 E x N W 00 x N W 00 � x N W W - m m [o x N W W m m E o L l0 M V �0 M t0 M lD M C l0 M 7 CQ Q1 w �0 M 00 - >` i� C vi O N M OO N O N M O N O N m O O N O N m O v N O N M 0 U N O C O N M O O N O C 01 -6 U 6 E ^ a-+ E 3 3 0 o o o° o m o 0 0 0� 00 O a O C O30 N — U Vl LL 'O C E U C ++ J Y 00 E y O. C m > N 00 -p C C O LEL1 N V1 JO N In Q LL V' N H S Q 348 tpulteGrouV" First Floor (End Unit) COBALT BEDROOM 3 BEDROOM 2 9'-2" x 10'-7" 9'-2" x 10'-7" WIC 0 BA 2 LOFT eO 10'-5" x 14'-4" D46C C] ZEEJ WIC �D d a QO OWNER'S SUITE 12'-3" x 14'-5" O BATH Second Floor (End Unit) Floor plans, Elevations and Options will vary from Community 112r toCom-in unity and maynot reflectcurrent changes. Dimensions shown are approximate. EQUAL HOUSING (c) Copyright 2022 Pulte Home Company, LLC. o OPPORTUNITY WIDTH 20'-0'I BOYNTON S FTG 1547 DEPTH 50'-01 I COTTAGE DISTRICT UNDER AIR 14 tpulteGrouV" LATITUDE 0 G BATH 0 OWNER'S SUITE 12'-3" x 14'-0" 00 WIC a d a oa BA2 91 BEDROOM 3 I BEDROOM 2 9 First Floor Second Floor (Interior Unit) (Interior Unit) Floor plans, Elevations and Options well vary from Community 112r to Community and maynotreflectcurrent changes. Dimensions shown areapproximate. EQUAL HOUSING (c) Copyright 2022 Pulte Home Company, LLC. OPPORTUNITY WIDTH 20'-0" BOYNTON SQ FTG 11555 DEPTH 47'-4" COTTAGE DISTRICT UNDER AIR 35 a 75 Q m v oo — io — m N � N � m :T N 2 Z y L Q N Q N F m O N N N O N N C Lf1 m 0 N N Lfl Q1 m O CI OO N — M W � N CO M W d N @ m OW1 c � i M t6 L M O [6 � M 00 0 OY ON N N N +- O p N m in p M to N W m .� Lf1 M p o m M O o m L0 lT lD m N W m `� 'o tT W rn N N v C tD .� .� Q O^ N O O N O W tb LDm .� O = C7 'C N HQl N Ol N L L O lU N N~ 0 U O > c -I J � c�-I O N of 5 5 m n ai m H C7 O 75 Q m v oo — io — m N � N � m :T N 2 Z y L Q N Q N F m O N N N O N N C Lf1 m 0 N N Lfl Q1 m O CI OO N — M W � N CO M W d N @ m OW1 c � i M t6 L M N ^ [6 � M N ^ v V' ON N N N +- Z u1 U) lfl lD x N K N W LO X N W l0 O t6NO U ��+ tD Z tT N Z N N p O W W_ tD M V W W_ tD M h O U W tb LDm O u O 'C N tp M N M N W O N M O N O N M O N N f6 ^ O N M O N ^ tG N 0 t6 O Oo u m co" m � r v n v Q^ n ai O_ v C7 U' a �: L L v L v c 3 O N Q V Q U U N L N N W N tp N r4 N N tO N N ON N ON 7 O O OY V1 W N W d d �y In d ci Lfl v p N O N O N u'1 v Ql V1 ry Ol t1'1 N Qt � V LD N to N 1p +O+ N O~ O N O N UO r t s a a V 7 v v m v oo — io — m N � N � m :T N 2 Z y L Q N Q N Q N m O N N N O N N C Lf1 m 0 N N Lfl Q1 m O CI OO N — M W � N CO M W d d c -I c0 N 0 d ci Y N N N N ON N N N N Q j (J p 01 N Oal W v u C to N O t6NO U ��+ tD to a0+ O O m O O N L to N v O O to N N 0O (7 (7 N ,+0+ ic '^ •' a wo u u 0 � ro L w NW l6 W f0 � `� N N I� - N h 2 Z V1 O m X N m X N lD m m X N m W p Y Z m m Q1 m O CI OO N OO N ^O Q1 co OO ^O v i c0 N 0 N 00r Owl N Y N^ y N \ *' r v Q j (J 01 Y v E ] 00 v u C to N x N O L L o L o L O p '^ •' a wo u u 0 E - � OY N L to O vy TatC 0 ?� `� O O O p V1 m p N N l0M to p V1 M O LQ tT W N W W u a °� M N to W c -I .-I tD •--I j c -I Q N O N, m O O N o �. M OWO .-I 01 j •� >tn c -I Owl Ol In N \ " \ *' O 3 v Q j m Y v E ] 00 v u C ami LL x `O b0 p O O o C o O p '^ •' a wo a 0 � ro L E - � OY N L to O vy TatC ao a a C (7 (7 a s 3 � H O U c O o v E u 3 v m Y v E ] 00 v u C ami LL x d x LL 352 v T W lD O N m N'0 L O co N m CQ 00 N E J N ci c -I 2 aJ N a) N Y N v z W lD N a/ N Y N 00 lD E Y L Y (0 J H z N N O N o W OJ lD I, EL lD °c° onm mm oo o D N 'o N a' v v ry E O N v N O C7 O w ND N w N w O n v N n Y C o�j Y v 00 v — Oo v N 0 al M O N h N O 7 `� M O N I, M O V t N co Y N N co 'Do c -I N `� I� N O F, N O N -O ti O lo o'NN O .--I ' U O1 u1 N lD 1p u'1 N V1 N l'J O �l > t L t J uq `O O o a! O o C O O 0 wE Y o o U CO a o �y wc a1 O N LO N to w 'D m 00 a, tD CD o- >o 00 L 00 O O O' N O c UM N o ti V m O �EN O + v M O N 0M N N O N O^ N� '6 to N t ol � -O L -O ('J p y U y y O '^' O N O O o s V (D 3 V) v1 of U N K T T W lD O N m N'0 L O co N m CQ 00 N E J N ci c -I 2 aJ N a) N Y N lD N^ W lD N a/ N Y N 00 lD E Y L Y (0 J H z N N O N o W OJ lD I, 0 ON o lD HOo Tv +..' o D N 'o N D ry v O N rn 3 N O_ N O N a N O o M `� M ~ ^ aw, -6 n �j n n v N n C C7 (D O O O t fa V t N O r, OLn O a0- .'N lo o'NN T T W lD O N m N'0 L O co N m CQ 00 N E J tiryti tiNti u a! N NNO 00 00 E jN Y JN J z N O�"' Mrn ...J ^o UQ h 0 ON o NQo oo HOo Tv +..' bn O U M N M_ O al ^ r O ^O _C L O r N .-I ' N S V -6 a) w m (J V' OO V1 Q U m V U U ~ r, OLn O w = W LD a O N W to O N W lD O N m N'0 L O co N m CQ 00 N E o H H H N Z m Y m N °�° m m ry m m N °�° W � O p N o a1 lOo ry `-' W `� °rv° v ry ti T v °' ate+ bn O O N N O N N O al N �n ti ry ^ �n ~ _C L L r N .-I ' l0 S V -6 t 7 o w m (J V' N V1 VI U C d U d ~ r, OLn O OJ N Z bn O a) -600 W -O W7�16D ^ L r N .-I ' ID tD w m N O w m w m Z CP Z ON O N ti r, O r, OLn a0- .'N lo o'NN 2UN~N uq `O O o O o C O O 0 wE Y o o U CO a o �y wc o c ai hn rte+ v on bn Y N o- >o N O al u E u m c c E .n 354 Project Schedule Milestone Date Notes Effective Date Feb -23 All dates below are based on an Effective Date of 2/14/2023 Initial Deposit Due Feb -23 Feasibility Period Ends Jun -23 120 Days Second Deposit Due Jun -23 Submit applications for site plan and Submit within 60 days after Feasibility Period zoning Aug -23 Ends Site plan and zoning applications April -24 Assumes an 8 -month approval process approved Seek closing extension due to plat 12 months from the end of the Feasibility not being approved June -24 Period Plat approved Aug -24 Assumes a 4 -month approval process after site plan approval (non -concurrent review) Land Closing Sept -24 Close within 30 days of plat approval Purchaser shall submit building PSA requires by 180 days from Closing, permits Oct -24 Purchaser planning 60 days after plat issuance Assumes site work/ utility permits obtained Land Development Commences Oct -24 during plat review City issuance of the building permits Dec -24 60 days from Purchaser submitting building permits Purchaser shall commence PSA requires by 90 days from permit issuance, construction Mar -25 5 months after land development commences First Home Completed (CO) Sep -25 6 months from commencing construction Final Home Completed May -26 14 months from commencing construction Purchaser shall obtain CO for the Mar -27 Outside date to get last CO final dwelling unit of the Project 355 Townhome Bud Total Project Cost Purchase Price/Unit $36,622.222 Land Development Cost/Unit $40,395 Engineering/Pre-acq Costs/Unit $4,847.39 Hard Costs/Unit $31,911.99 Soft Costs/Unit $3,635.54 House Cost/Unit $186,326 Hard Cost/Unit $162,272.80 Soft Costs, Permits & Fees/Unit $24,053.58 Total Budget/Unit $263,344 Single -Family Budget Purchase Price/Unit $91,555.556 Land Development Cost/Unit $51,936 Engineering/Pre-acq Costs/Unit $6,232.36 Hard Costs/Unit $41,029.70 Soft Costs/Unit $4,674.27 House Cost/Unit $195,186 Hard Cost/Unit $167,492.16 Soft Costs, Permits & Fees/Unit $27,693.38 Total Budget/Unit $338,677 Total Project Cost 1 $11,701,742 356 FIRST AMENDMENT TO AGREEMENT THIS FIRST AMENDMENT TO AGREEMENT (the "Amendment") is made effective as stated herein, between Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Section 163, Part III F.S. (the "Seller"), and Pulte Home Company, LLC, a Michigan limited liability company (the "Purchaser"), for purposes of amending that certain Purchase and Development Agreement (the "Agreement") with Effective Date of February 25, 2023. For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Seller and Purchaser agree as follows: I . Local Subcontractors. Section 20.m.2 of the Agreement is hereby deleted and replaced in full with the following: 2) Provide no less than 15% of the construction costs to local subcontractor(s) in the municipal boundaries of the City of Boynton Beach and/or unincorporated Boynton Beach. 1 Restrictive Covenant. Section 21 of the Agreement is hereby amended to provide that the parties will agree on the form of restrictive covenant on or before the Closing Date. 3. Plat Submittal. Section 22.a. of the Agreement is hereby amended to provide that Purchaser shall submit applications to the City for platting within 90 days of Site Plan Approval, 4. Aereement in Full Force. Conflict- Cat j)itahzed Terms. Except as expressly modified herein, the Agreement remains unchanged and in full force and effect. In the event of a conflict between the terms and provisions of this Amendment and the Agreement, the terms and provisions of this Amendment shall control and be given effect. All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement. 5. Count!t0jgKtqs1 Facsimile Copjes. "chis Amendment may be executed simultaneously in two or more counterparts, each one of which shall be deemed an original, but all of which shall constitute one and the same instrument. To facilitate execution, the parties agree that this Amendment may be executed and telecopied to the other party and that an executed telecopy shall be binding and enforceable as an original. 6. Effective Date. The Effective Date of the s Amendment shall be the date the last of the Seller or the Purchaser execute this Amendment. SELLER PURCHASER Boynton Beach Community Redevelopment Pulte Rome Company, LLC, a Michigan Limited Agency, a public agency created pursuant to Liability Company Section 163, Part .III F.S. M 0 . ............... T:\DEVELCIi ENTk002 �-Cottage District Pr, NE kh-5th Ave\000 PURC GrOUPTUrchase and Development Agreenient\First ? 08 1 7 First .1.�, Araendcnr2 0817 First Amendment to Cottage District PDA FINAL.doc V. 1 4882-3351 -11�272, v". 1 357 (Sia e) /Y rOW4A .. ... ....... ... (Printed name nd title) Date: - - -------- --- (Signature) AAAKWAA807 (Printed name and title Date: IN WHWESS WHEREOF, Seller and Purchaser have caused this Amendment to be executed in its name, by its proper officer thereunto duly authorized, on the date set forth below, 2 T:\DEVEL(,)PMENT1002 - Cottage District Prj_,NE 4th -5th Ave\000 Pulte Urou&urchasc and Development Agreement\Fitst Amendent\23 0817 First Amendment to Cottage District PDA—FINAL.doc 4882-3512-1-272, V-. 1 358 SECOND AMENDMENT TO PURCHSE AND DEVELOPMENT AGREEMENT This Second Amendment to Purchase and Development Agreement (the "Second Amendment") is made effective as stated herein, between Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Section 163, Part III F.S. (the "Seller"), and Pulte Home Company, LLC, a Michigan limited liability company (the "Purchaser") (collectively referred to as "the Parties"). WHEREAS, on February 25, 2023, the Parties entered into the Purchase and Development Agreement (the "Agreement"); and WHEREAS, on September 13, 2023, the Parties entered into a First Amendment to Agreement; and WHEREAS, Section 6 of the Agreement provides that the closing date shall take place on the earlier of (i) thirty (30) days after the last of the closing Conditions has been satisfied; or (ii) twelve (12) months after the end of the Feasibility Period; and WHEREAS, Section 6 of the Agreement further provides that the Purchaser may request a six (6) month extension on the closing date subject to the Boynton Beach Community Redevelopment Agency Board's approval; and WHEREAS, the Feasibility Period ended on June 26, 2023; and therefore under the terms of the Agreement, the closing date is currently scheduled for June 26, 2024; and WHEREAS, the Purchaser has not received plat approval to date; and WHEREAS, pursuant to Section 9.4 of the Agreement, Final Plat approvals are a condition of closing; and WHEREAS, on May 6, 2024, Purchaser requested a six-month extension to receive plat approval and close on the Property; and WHEREAS, on May 14, 2024, the Boynton Beach Community Redevelopment Agency Board approved a six-month extension of the Agreement, with a closing date on or before December 26, 2024; and WHEREAS, the Parties desire to ratify and affirm the extension in writing; NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Recitations. The recitations above are hereby incorporated herein as if fully set forth. 2. Closin Date. Section 6, of the Agreement is hereby deleted and replaced with the following: The Closing shall take place on the earlier of December 26, 2024; or within thirty (30) days after Final Plat approval. 1 4894-7344-9153, v. 1 359 ed Terms. Except as expressly modified herein, the Agreement is hereby ratified and confirmed in full force and effect in accordance with its terms. In the event of a conflict between the terrns and provisions of this Amendment and the Agreement, the terms and provisions of this Amendment shall control and be given effect. All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement. 4. Counterparts; Facsimile Copies. This Amendment may be executed simultaneously in two or more counterparts, each one of which shall be deemed an original, but all of which shall constitute one and the same instrument. To facilitate execution, the parties agree that this Amendment may be executed and telecopied to the other party and that an executed telecopy shall be binding and enforceable as an original. 5. Effective Date. The Effective Date of this Amendment shall be the date the last of the Seller or the Purchaser execute this Amendment. IN WITNESS WHEREOF, Seller and Purchaser have caused this Amendment to be executed in its name, by its proper officer there -unto duly authorized, on the date set forth below. SELLER Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Section 163, Part III F.S. USE Date: PURCHASER Pulte Home Company, LLC, a Michigan Limited Liability Company 1.2 (Signature) APMEW MAXWT Vf -LAIA".) AQW;MW - .... - ........... - ...... .......... .......... ...... (Printed name and title) WITNESS: WITNESS: ............ ... ....... .... Printed Name: VI" exA Printed Name: ........... Approved as to form and legal sufficiency: ._......w, µ------ --- --- - ----------- CRA Attorney 2 4894-7344-9153, v. I 360 01111 *C] ■ 0 ■ August 29, 2024 Mr. Timothy Tack, Assistant Director/Acting Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 Dear Timothy: Please find a copy of the sixth written report required by the Purchase and Development Agreement (PDA) between the Boynton Beach Community Redevelopment Agency (CRA) and Pulte Home Company, LLC for the Cottage District project. Feasibility Period The Feasibility Period expired on June 26, 2023. PDA Amendment CRA/Pulte signed the First Amendment on September 13, 2023. The First Amendment removes the construction cost cap, allows us to finalize the Restrictive Covenant before Closing and requires plat submittal within 90 days of site plan approval. Development Deadlines The PDA outlines development -related deadlines and summarizes them in the attached table. Pulte submitted the site plan, master plan, and rezoning applications on June 7, 2023. City staff provided comments on July 7, 2023. Pulte resubmitted on August 14, 2023, with staff comments due on August 30, 2023. Staff issued comments on September 7, 2023. We resubmitted on October 25, 2023 and we received the comments on November 21, 2023. Site plan, rezoning and variance approvals were obtained on February 6, 2024. Pulte submitted the plat on February 27, 2024, received comments on April 12, 2024 and resubmitted on May 6, 2024. We received staff comments on June 14, 2024 and met with staff to review on June 21, 2024. The June comments indicated that the plat was ready for certification review; however, the plat will not be scheduled for City Commission approval until the Land Development Permit has received Technical Compliance. We submitted the Land Development Permit (LDP) on February 27, 2024. The plat comments received on April 12th included comments on the LDP engineering plans. We were also advised to resubmit the LDP to staff and did so on May 6, 2024. We received staff comments on June 14, 2024 and met with staff to review on June 21, 2024. At that time, we were advised to instead submit via SAGES and did so on July 15, 2024. Staff comments were received on August 20, 2024 and we revising the plans and will resubmit in early September. Closing Extension On May 14, 2024, the CRA Board approved our request for a 6 -month extension to close from June 26, 2024, to December 26, 2024. The PDA Second Amendment was approved by the CRA Board at its July meeting. 1475 Centrepark Blvd, Suite 140, West Palm Beach, FL 33401 361 Developers Agreement On April 26, 2024, we received the draft Developer's Agreement, we provided our comments on May 20, 2024, and met with City staff to review on May 30, 2024. Staff comments were received on June 11, 2024. We were also advised that the LDP would need to progress before the Developer's Agreement could be finalized. Sales and Marketing Deadlines The First Amendment to the PDA extends the timeframe for the Form of Restrictive Covenant to Prior to Closing. CRA staff approved the Form of Restrictive Covenant on February 13, 2024. Please let us know if you have any questions. We look forward to continuing to work with you on this exciting and important project. Sincerely, &A -k' 6JW__J Aimee Craig Carlson, AICP Director of Land Planning and Entitlement Attachment: PDA Deadlines 1475 Centrepark Blvd, Suite 140, West Palm Beach, FL 33401 362 Boynton Beach CRA and Pulte Home Company PDA Deadlines Development Deadlines Obtain approval from Asset Management Prior to expiration of feasibility COMPLETED Committee period— 6/26/23 Site plan, rezoning and variance approvals were obtained on 2/6/2024. Pulte submitted the plat on 2/27/24, received comments on 4/12/24 and resubmitted on 5/6/24. We received staff comments on 6/14/24 and met Submit applications for platting, site plan Within 60 days of second with staff to review on 6/21/24. and zoning deposit— 9/1/23 The June comments indicated that the plat was ready for certification review; however, the plat will not be scheduled for City Commission approval until the Land Development Permit (LDP) has received Technical Compliance (see below for additional detail regarding the LDP). Provide a copy of all HOA governing Prior to Site Plan Approval COMPLETED documents Pulte submitted the plat on 2/27/24, received comments on 4/12/24 and resubmitted on 5/6/24. We received staff comments on 6/14/24 and met with staff to review on 6/21/24. The June comments indicated that 90 days within Site Plan the plat was ready for certification Submit Plat Approval review; however, the plat will not be scheduled for City Commission approval until the Land Development Permit (LDP) has received Technical Compliance (see below for additional detail regarding the LDP). Site plan and rezoning approval obtained on 2/6/24. Obtain all site plan and development permit Within twelve months after approvals application We submitted the Land Development Permit (LDP) on 363 Boynton Beach CRA and Pulte Home Company PDA Deadlines 364 2/27/24. The plat comments received on 4/12/24 included comments on the LDP engineering plans. We were also advised to resubmit the LDP to staff and did so on 5/6/24. We received staff comments on 6/14/24 and met with staff to review on 6/21/24. At that time, we were advised to instead submit via SAGES and did so on 7/15/24. Staff comments were received on 8/20/24 and we revising the plans and will resubmit in early September. On 5/14/2024, the CRA Board *Earlier of 30 days 1) after the approved our request for a 6 - last of the Closing Conditions month extension to close from Closing Date has been satisfied or 2) 12 6/26/2024, to 12/26/2024. The months after the end of the PDA Second Amendment was Feasibility period. approved on 7/9/24. COMPLETED Within 180 days of site plan Submit building permits approval, unless City requires The single family model permits additional approvals before were submitted on 7/19/24 and permit can be submitted the townhome model permits were submitted on 7/25/24. Commence site work Within 90 days of land Date TBD development permit issuance Commence construction of dwelling units Within 90 days of first five Date TBD building permits Within two years of Obtain Final Certificate of Occupancy commencing construction of Date TBD the first dwelling unit 364 Boynton Beach CRA and Pulte Home Company PDA Deadlines 365 Sales and Marketing Deadlines Draft restrictive covenant provided to CRA staff on 6/12/23. Prior to Closing (Due Date Comments received from staff on 6/26/23 and Pulte responded to Form of restrictive covenant updated in the First the comments on 7/18/23. CRA Amendment) staff responded on 2/13/24 approving the draft. Prior to or simultaneously with Groundbreaking Ceremony the commencement of Date TBD construction of the first unit No later than 60 days after Implementation of sales and marketing plan Commencement of and launch project website Construction of the first Date TBD dwelling unit Notify seller that units will be sold via lottery At least 45 days prior Date TBD Ribbon Cutting Ceremony Prior to closing, or within 60 Date TBD days thereafter, of the first unit 365 10YN10N Levo %BEACH ���e�� uououuu �RA OII���UV�V'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 INFORMATION ONLY AGENDA ITEM 8.0 SUBJECT: Summary of Boynton Beach Community Redevelopment Agency's Programs, Initiatives and Accomplishments for Fiscal Year 2023-2024 SUMMARY: A summary of Boynton Beach Community Redevelopment Agency's Programs, Initiatives and Accomplishments for Fiscal Year 2023-2024 has been provided (see Attachment 1). FISCAL IMPACT: No Fiscal Impact CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description • Attachment I - CRA Year in Review 366 Awards — Recognitions: • International Economic Development Council (IEDC): 2024 Bronze Award for Economic Development Organization of the Year • Florida Festivals and Events Association (FFEA): Eight awards in various marketing, business development and promotional event initiatives • International Festivals & Events Association: Four awards in various marketing, business development and promotional event initiatives • South Florida Business Journal 2024 Structure Awards Finalist for Heart of Boynton Village Apartments & Shops Agency Operations: • Fiscal Year 2024-2025 Budget Planning, Implementations and Management: $13.5 million • FY 2023-2024 Annual Compliance and Financial Audit: Clean audit, no findings, no inconsistencies • Successfully complete publication of statutorily required Annual Report for FY 2022- 2023 • Continued cross training of development and administrative staff on all phases of development including acquisition, design, construction, lease/sale, code enforcement by including staff in meetings with City staff, developments and construction site visits The Pierce (115 N. Federal Highway). • Permit application submitted to the City of Boynton Beach Building Department on August 16, 2024 • Staff continues to monitor the project and implementation of all agreements Heart of Boynton Village Apartments & Shops. • The three residential buildings received their Certificate of Occupancy in July 2024 and are currently fully occupied • The commercial spaces have five permit ready units waiting for construction commencement for two restaurants, a family wellness center, a professional services office and the NOP office. One unit is finalizing the design for a dentist office. Tentative leases are in place on the two remaining units. • Staff continues to workwith the development team to plan a ribbon cutting ceremony for the residential units in October 2024 Page 1 of 5 367 Coastal Cruiser powered by Circuit Inc.: • Launched the first affordable rideshare service in March 2024 • First 6 -month renewal approved by the Board in September 2024 • Coordinating with City Staff regarding possible expansion of service • Staff continues to monitor the project and implementation of all agreements 211 E. Ocean Avenue: • The Purchase and Development Agreement was terminated by the Board at their January 2024 Board meeting • Staff is working on various inspections to assess its current structural condition Cottage District Infill Housing Affordable Workforce Housing Project: • Permit applications submitted to the City of Boynton Beach Building Department on July 15, 2024 and July 25, 2024 • The closing date was extended by the CRA Board to December 26, 2024 • Staff continues to monitor the project and implementation of all agreements Downtown USPS Station (401-411 E. Boynton Beach Boulevard): • The CRA released an RFP/RFQ in July 2023 and the Board selected Maple Tree Investments as the developer for the project • The Board approved the Purchase and Development Agreement at their September 2024 meeting • Once executed, staff will monitor the project and implementation of the agreement MLK Entry Feature Park (1101 N. Federal Hwy: • The Board directed staff in March 2024 to work with a consultant on an Entry Feature Park for the CRA owned property • A consultant was secured in August 2024 and the first round of designs will go before the Board at the October 8th meeting Jaycee Park: • The BBCRA provided funding through an Interlocal Agreement with the City for the dog park design and construction which was completed in November 2023 • Staff processed the reimbursement to the City in accordance with the ILA Page 2 of 5 368 E. Boynton Beach Boulevard Extension Streetscape Project: • The BBCRA provided funding through an Interlocal Agreement with the City for the streetscape improvements along E. Boynton Beach Boulevard (east of Federal Highway) which was completed in December 2023 • Staff processed the reimbursement to the City in accordance with the ILA Request for Proposals for Property Appraisal Services: • Staff issued an RFP in March 2024 for property appraisal services from qualified firms to perform residential and nonresidential appraisals for the acquisition and disposal of properties within the BBCRA boundaries • The Board selected five firms and entered into separate agreements with each firm • Staff rotates appraisal needs as described in the RFP Ocean One (114-222 N. Federal Highway): • In January 2024, CRA staff received a requestforTax Increment Funding (TIF) from the Hyperion Group • Staff worked with Abramson & Associates, Inc. for an analysis of the TIF request, as well as, negotiating with Hyperion • At the May Board meeting, the Board approved a TI RFA for $9.9 million • Staff continues to monitor the project and implementation of all agreements The Villages (405 E. Ocean Avenue. • In March 2024, CRA staff received a request for Tax Increment Funding (TIF) from BB North LLC • Staff worked with Abramson & Associates, Inc. for an analysis of the TIF request, as well as, negotiating with BB North • The TIF request will go back before the Board at their October 8th meeting for further consideration Economic Development Grants: • FY 2023-2024 approved $729,456.98 in grant funding assisting 20 new businesses adding over 32,221 square feet of new retail, industrial, restaurant and professional office space with the BBCRA area Page 3 of 5 369 Neighborhood Office Program (NOP): • Report and compliance monitoring, budget and operations review and management • Received permit approval for the build -out of their new office in the Heart of Boynton Shops in February 2024 Town Square ILA: • Ongoing Project and Financial Management and CRA Statutory Compliance Monitoring ($3.5 million debt payment in FY 2023-2024) Property Acquisitions: • The BBCRA continued its efforts in expanding affordable and workforce housing through property acquisitions as the demand for attainable housing remains at an all- time high. Seven parcels were acquired with FY 2023-2024 funding totaling $3,087,069 Business Promotions: • Business Promotions and Marketing Department successfully implemented all of the scheduled events for FY 2023-2024 with the Night Market in July being the highlight of the season • In September and October 2023, the team hosted a workshop series called the "Business Booster" covering key topics such as local resources, financial incentives, hiring & employee retention and Business 101 • Hosted several Ribbon Cuttings for new businesses opening in the BBCRA area Boynton Beach Boulevard Complete Street Project: • Managed the temporary use agreement for the Staging Area • Attend weekly project update meetings and review RFIs and material approvals 1102-1110 N. Federal Highway Project: • Continues to facilitate project through the City's building permitting process Page 4 of 5 370 Boynton Harbor Marina: • Oversees various lease agreements • Oversees the Waypoint Marina Operations Management and renewed the contract in September 2024 • CPF FY 2024 - $1,383,069 in FEMA PDM grant funding for Boynton Harbor Marina Seawall replacement • CPF FY 2025 - $1,150,791 potential FEMA PDM grant funding for Boynton Harbor Marina Seawall replacement Page 5 of 5 371 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 ANNOUNCEMENTS AND AWARDS AGENDA ITEM 9.A SUBJECT: 2024 International Economic Development Announcement for the Bronze Award for Economic Development Organization of the Year SUMMARY: The Boynton Beach Community Redevelopment Agency (BBCRA) is proud to announce that it has been awarded the prestigious 2024 Excellence in Economic Development Bronze Award for Economic Development Agency of the Year by the International Economic Development Council (IEDC). BBCRA staff was acknowledged and honored at the IEDC 2024 Annual Conference in Denver, Colorado. Every year IEDC looks specifically for economic development organizations, government entities, initiatives, and programs that have demonstrated consistent, exemplary performance in the economic development profession, leading the execution of projects that have a significant impact on revitalizing communities, and playing a major role in shaping and improving the practice of economic development. This year, over 500 entries were submitted across 26 unique program categories, with 146 organizations receiving a total of 238 distinguished awards. The BBCRA was selected for this prestigious honor because of its innovative and comprehensive approach to fostering local economic development and community engagement. Key initiatives that contributed to the BBCRA receiving this award include: • Coastal Cruiser Rideshare Program: An eco -friendly transportation solution that enhances mobility for residents and visitors, providing convenient access to local businesses, attractions, and services in the BBCRA district. • Affordable Housing - Heart of Boynton Village Apartments and Shops: A transformative development providing much-needed affordable housing options while integrating retail spaces to support local commerce. This project reflects the BBCRA's commitment to improving the quality of life for residents in the Heart of Boynton neighborhood. • Commercial Business Grants: The BBCRA offers various grant programs to assist new and existing businesses with rent reimbursement and building improvements. These grants help stimulate economic growth and ensure the continued success of 372 small businesses in the area. • Business Booster Workshop Series: Designed to empower local business owners with knowledge and tools to grow their enterprises, the Business Booster Workshop Series offers training on topics such as strategic planning, marketing, and financial management. • Business Promotional Activations: Specially tailored activations like Rock the Plaza and the Boynton Beach Night Market bring the community together while promoting local businesses. These activations provide a platform for local merchants to connect with residents, increase visibility, and boost sales. "The Boynton Beach CRA is setting the standard of excellence for economic development with its economic development efforts. This award highlights the Boynton Beach CRA's commitment to its community and demonstrates the transformative impact of economic development," said Nathan Ohle, IEDC President and CEO, "It is with great pride that IEDC presents this award to the Boynton Beach CRA, celebrating their leadership and innovation in the field of economic development." "We are absolutely thrilled to announce this year's award winners. These exceptional projects showcase remarkable dedication and ingenuity within the field," said Kevin Kramer, Chair of IEDC's Excellence in Economic Development Awards Advisory Committee. "The Boynton Beach CRA's contributions will leave a lasting impact and demonstrate its commitment to creating positive change for its residents." The BBCRA was acknowledged and honored at the IEDC's 2024 Annual Conference Denver, Colorado on September 16, 2024 (see Attachment 1). FISCAL IMPACT: FY 2023-2024, Budget, General Fund, Line Item 01-51010-216, $170 CRA BOARD OPTIONS: No action required. ATTACHMENTS: Description • Attachment I - Bronze Award for EDOY 373 374 10YN10N Levo %BEACH ����� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 CONSENT AGENDA AGENDA ITEM 11.A SUBJECT: Approval of the CRA Board Meeting Minutes for September 10, 2024 SUMMARY: See attached minutes. CRA BOARD OPTIONS: Approve the September 10, 2024 CRA Board Meeting Minutes. ATTACHMENTS: Description • Attachment I - September 10, 2024 CRA Meeting Minutes 375 Minutes of the Community Redevelopment Agency Board Meeting Held on Tuesday, September 10, 2024, at 6:00 PM City Hall Chambers, 100 E. Ocean Avenue and Online Present: Chair Ty Penserga Tim Tack, Acting Executive Director Vice Chair Aimee Kelley Kathryn Rossmell, Board Counsel Board Member Woodrow Hay Tammy Stanzione, Deputy City Clerk Board Member Thomas Turkin Board Member Angela Cruz 1. Call to Order Chair Penserga called the meeting to order at 6:01 P.M. 2. Invocation The Invocation was given by Board Member Hay. 3. Pledge of Allegiance Vice Chair Kelley led the Pledge of Allegiance to the Flag. 4. Roll Call Ms. Tammy Stanzione, Deputy City Clerk, called the roll. A quorum was present. 5. Agenda Approval A. Additions, Deletions, Corrections to the Agenda Chair Penserga asked the Board which items they want to hear from Section 16, CRA Projects in Progress. There was a consensus to hear Agenda Items 16 C. B. Adoption of Agenda Motion: Board Member Turkin moved to approve the Agenda as amended. Board Member Hay second the motion. The motion passed unanimously. 6. Legal None 7. Informational Items and Disclosures by Board Members and CRA Staff: A. Disclosure of Conflicts, Contacts, and Relationships for Items Presented to 376 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 the CRA Board on Agenda None 8. Information Only A. Semi -Annual Progress Report for the Purchase and Development Agreement with Wells Landing Apartments, LLC d/b/a Heart of Boynton Village Apartments (December 2023 - May 2024) B. Semi -Annual Progress Report for the Development Agreement with Wells Landing Apartments, LLC d/b/a Heart of Boynton Shops (March - August 2024) Paul Bilton stated that they received the final certificate of occupancy in July for all units. He noted that they are moving forward with completing the commercial portion with construction starting in October. Board Member Hay asked what was the delay in commercial construction. Mr. Bilton replied that units 102, 107, and 108 are ready to start construction in October. He stated that units 104 and 105 are restaurants and there has been changes in tenants and in the design. He noted that they are diligently moving forward with these units. Board Member Hay commented that he hopes that is the case and that he will be checking in with Staff on a regular basis. 9. Announcements and Awards A. 2024 Florida Festivals & Events Association SUNsational Awards Mercedes Coppin, Business Development and Promotions Manager, stated that the CRA was awarded eight awards from the Florida Festivals and Events Association for marketing and business promotional activations during the past year. She noted that first place awards were received for the Enchanted Market at Pirate Fest Photo Area/Selfie Station and the Holiday Boat Parade Promotional Mailer and T -Shirt, second place awards were received for the Night Market Event photo and the Spring Market Promotional or recap video. She also noted that third place awards were received for Enchanted Market at Pirate Fest Event photo and the Night Market Billboard signage. 10. Public Comments The public comment section of the meeting is for public comment on items on the consent agenda or 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 377 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 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. Chair Penserga opened public comments Dan Zimmerman, stated that he is in the process of purchasing Delta Splash dive boat. It has been located in the Boynton Marina since 1988. He stated that has been trying to contact Boynton Marina manager to extend rental of slip. He noted that prior renter had been evicted before he was able to speak with the Marina Manager. He stated that he would like keep the Delta Splash at the Marina and asked the Board for help in contacting Marina Manager. Dan Volker talked about the history of Splash Down and Boynton Beach's Dive tourism. He stated that the Marina wants to get rid of Splash Down and that he does not understand why. He suggested that the Board looks at the way the Marina is being managed. Kimberly Chase stated that Grayson Heights neighborhood is being overrun with Airbnbs. She stated that the visitors of the Airbnb have no respect for the residents who live in the neighborhood. The noise they create is greater then normal residency. She stated that they are businesses and they belong in business districts. She noted several violations on several of the properties in the neighborhood. She asked that the Board to prohibit rentals under 30 days. No one else came forward. Chair Penserga closed public comments. 11. Consent Agenda A. CRA Financial Report Period Ending August 31, 2024 B. Approval of the CRA Board Meeting Minutes for August 13, 2024 C. Approval of the Purchase and Sale Agreement for 321 E. Martin Luther King, Jr. Boulevard Motion: Vice Chair Kelley moved to approve the Consent Agenda. Board Member Turkin second the motion. The motion passed unanimously. 12. Pulled Consent Agenda Items 378 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 None. 13. CRA Advisory Board A. Pending Assignments - New Assignments from the CRA Board Assigned at the February 13, 2024 CRA Monthly Board Meeting B. Reports on Pending Assignments Mr. Tack provided an update on CRA Advisory Board's assignments. 14. Old Business A. Update on the Status of the Permit in Accordance with the First Amendment to the Purchase and Development Agreement with 13131 Development LLC (aka Hyperion Group, LLC) ("BB1 ") for the Ocean One Project Jordan Thaler, BB1 Development, LLC stated that they have submitted their master building permit a few weeks ago. He noted that they have paid the permit and on track with moving forward. Mr. Tack stated that he has spoken with the Building Department and that they are anticipating a fire review fee as well. He suggested that Mr. Thaler should reach out to the Building Department to confirm what they have is sufficient to start the review process. Mr. Thaler noted that when they first submitted the master building permit that that was not one of the items that was due. He stated that he will check with the Building Department. B. Discussion and Consideration of Circuit Transit Inc.'s Contract Renewal for On- Demand Transportation Services Mr. Tack stated that Circuit provided a quarterly report on the data last month. He noted that the item before them tonight gives the Board the option to renew the Agreement for an additional six months. Board Member Hay asked that Staff work with City and Circuit to expand the service area. Mr. Tack replied they can have that conversation with the City and bring what was discussed back to the Board. Jason Bagley, Circuit, stated that they are open to a city-wide service. He noted that the survey that was done indicated that the hospital should be part of the service area. Vice Chair Kelley noted that she spoke with the residents and the hospital was a of interest. She suggested that the City could start with adding the closer locations to the current 379 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 service area and expand in phases. Mr. Tack noted that he had a list of the requested expansion areas which includes Tri -Rail, Bethesda Hospital, Boynton Beach Mall, Renaissance Commons and Leisureville. Vice Chair Kelley commented that the existing service area can be improved. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Cruz moved to approve the 6 -month Renewal for the Boynton Beach Community Redevelopment Agency Agreement for On -Demand Transportation Services with Circuit Transit Inc. and allow the Board Chair to execute the renewal notice. Board Member Hay second the motion. The motion passed unanimously. C. Discussion and Consideration of Purchase and Development Agreement with Maple Tree Investments, LLC for the USPS Project on the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard (REVISED 09/10/2024) Mr. Tack noted that the property located at 401-411 E. Boynton Beach Boulevard has been earmarked for a new retail operation through USPS currently located at 217 N. Seacrest Boulevard and at the August meeting the Board approved the reduction in the purchase price and directed Staff and Legal to come back with a Purchase and Development Agreement. He stated that Ms. Rossmell would review the terms presented in the Agreement. Kathryn Rossmell, Board Counsel, reviewed the current terms and conditions of the Purchase and Development Agreement with Maple Tree Investments, LLC. Vice Chair Kelley inquired if the results from the testing that was being done on the property. Mr. Tack responded that they are receiving reports, but have not received the final report. He noted that they do not anticipate that this will impact the development of the project. He stated that if treatment was needed it would be done prior to breaking ground. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: 380 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 Vice Chair Kelley motioned to Approve the Purchase and Development Agreement with Maple Tree Investments, LLC for the new USPS retail operation located at 401-411 E. Boynton Beach Boulevard and allow the Board Chair to execute the agreement, pending final legal review and City Commission approval to dispose of the property below fair market value. Board Member Turkin seconded the motion. The motion passed unanimously. D. Continued Discussion and Consideration of Search for the New Executive Director Mr. Tack noted at the last meeting in August the Board directed Staff to re -advertise the position as well as research options for executive search firms. He stated that the CRA Executive Director position is currently advertised on the CRA website, the City Website, FRA and IEDC and the Staff reached out to executive search firms. He commented that Staff looked at opportunities for piggybacking existing agreements as well as participating in purchasing cooperatives. He said that the purchasing cooperatives did not meet the executive search level that they are looking for. He noted that Staff has reach out to four different search firms and should be receiving proposals this week. He commented that these proposals will be brought before the Board in October. E. Continued Discussion and Consideration of Fiscal Year 2024-2025 Project Fund Budget Vicki Hill, Finance Director CRA, presented the Project Fund Budget for Fiscal year 2024-2025. 15. New Business A. Consideration of Resolution No. R24-02 Adopting the CRA Budget for Fiscal Year 2024-2025 Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Turkin moved to approve Resolution No. R24-02 adopting the approved Boynton Beach Community Redevelopment Agency's Fiscal Year 2024-2025 Budget, subject to ratification by the Boynton Beach City Commission at their meeting to be held on September 23, 2024. Board Member Hay second the motion. The motion passed unanimously. B. Discussion and Consideration of the Second Amendment to the Boynton Harbor Marina Management Agreement with Waypoint Marine, Inc. 381 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 Mr. Tack stated that the second amendment to the Agreement with Waypoint Marine, Inc. would extend management services for an additional three years. He noted that the second amendment does increase Waypoint's annual compensation. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Turkin moved to approve the Second Amendment to the Boynton Harbor Marina management contract with Waypoint Marine, Inc. Board Member Hay second the motion. The motion passed unanimously. C. Discussion and Consideration of Performance Measures and Standards per Fla. Stat. 189.0694 Mr. Tack gave an overview of Performance Measures and Standards per Fla. Stat. 189.0694. Council Rossmell gave a legal overview of Performance Measures and Standards per Fla. Stat. 189.0694. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Turkin moved to approve the Performance Measures and Standards per Fla. Stat. 189.0694. Board Member Hay second the motion. The motion passed unanimously. 16. CRA Projects in Progress A. Social Media & Print Marketing Update B. CRA Economic & Business Development Grant Program FY 2023-2024 Year End Report C. MLK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments) Update - September 2024 Items 16 A and B were not heard. 382 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 Mr. Tack provided an update on MLK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments). He stated that Staff is working with Centennial to get a date for when the ribbon cutting ceremony would take place. 17. Future Agenda Items A. Discussion and Consideration of the Adoption of "Exhibit A" to the Interlocal Agreement between the Boynton Beach CRA and the City of Boynton Beach for Funding Construction and Professional Services - October 2024 B. Discussion and Consideration of Preliminary Designs for a Gateway Entrance Feature on the CRA owned property located at 1101 N. Federal Highway - October 2024 C. Continued Discussion and Consideration of Tax Increment Revenue Request from BB North LLC for The Villages located at 405 E. Ocean Avenue - October 2024 18. Adjournment There being no further business to discuss, the meeting was adjourned at 7:00 P.M. le h a� Tammy St zione, Deputy City Clerk 383 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 CONSENT AGENDA AGENDA ITEM 11.13 SUBJECT: Approval of a Waiver for the Commercial Property Improvement Grant Program in the Amount of $25,000 to Chow Hut LLC located at 425 NE 4th Street SUMMARY: The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial build -out costs associated with the construction, repaid, and/or rehabilitation of commercial building improvement. The Commercial Property Improvement Grant Programs 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. The Program also provides funding assistance related to the design fees for architectural, electrical, civil, mechanical, and/or plumbing improvements for eligible property improvements. Applicants are eligible to receive 50% of the applicant's project budget up to a maximum amount of $10,000. CRA staff has received a complete grant application from Chow Hut LLC located 425 NE 4th Street, Boynton Beach, FL 33435 (see Attachments 1 -III). Chow Hut LLC has owned the approximately 7,000 square foot commercial property since 2012 when it was a mechanic/auto shop. The property currently serves as the home for Southern Golf Cars Inc, a golf car repair and sales company. As a commercial property owner, the applicant falls under the terms of a Tier II business as outlined in the grant application. The applicant is seeking reimbursement for roof repair and site plumbing improvements. The total cost of eligible property improvements is approximately $100,200 (see Attachment IV). Per the grant application, grant funding for roof repair or replacement cannot exceed 50% of the total grant award of $25,000. Additionally, the grant applicant is requesting a waiver that the Commercial Property Improvement Grant may only be used by commercial property owners with multiple tenants as reference on page 7 of the Program Rules & Regulations. This specific commercial property is a single tenant use. If approved, the applicant is eligible to receive a maximum grant of $25,000 in reimbursable funding for the property improvements provided that the applicant expends an equal amount in matching funds as required under the terms of the grant. No more than $12,500 will be 384 reimbursed for the roof portion of the project and the remaining $12,500 for the site plumbing improvements. 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 or approval. FISCAL IMPACT: FY 2024-2025 Budget Project Fund, Line Item 02-58400-444, $25,000 for Property Improvements CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of a Waiver for the Commercial Property Improvement Grant not to exceed the maximum grant award of $25,000 to Chow Hut LLC located at 425 NE 4th Street, Boynton Beach, FL 33435. ATTACHMENTS: Description • Attachment I - Commercial Property Improvement Grant Application • Attachment II - Location Map • Attachment III - Warranty Deed • Attachment IV - Project Quotes 385 V f WE q BOYNTON 0B E AC ..R,A 011 C�',.'OMMLINI'T'Y'REDE'V�EI.OPMENir AGENCY I •r- 1 10, 1 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL PROPERTY IMPROVEMENT GIAP ANTPROGRAM 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 design, 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 one year or more at the time of application and has at least two years remaining on its existing lease at the time of Board approval. The term "project" means the eligible exterior or interior improvement project for which the applicant seeks reimbursement. The 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) Initia Page 1 of 16 Property Improvement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435— Phone: (561) 600 - 9090W www.boyntonbeachcra.com a.L^;, may be produced the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. fiZMMZ3W=* The Commercial Property Improvement Grant Program offers financial assistance to the commercial property owner 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. The applicant may also receive financial assistance for eligible design expenses associated with the project's architectural, electrical, mechanical, civil, and/or plumbing plans. 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: business/pa,-e-business or by contacting the City of Boynton Beach at (561) 742-6494. 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 careersQglggabc.com, 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), • Improvements to non-profit and residentially zoned properties are NOT eligible expenses. Ilnitiah,jI Page 2 of 16 _, Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 90901* www.boyntonbeachcra.com 387 • 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 (for a total not to exceed the maximum eligible grant amount). 4 Grant funds will be reimbursed exclusively for approved work and approved change orders. e 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. However, Tier 11 commercial property owners may apply for grant funding for eligible exterior improvements, which will not affect the eligibility of the lessee business entities to apply for grant funding for eligible interior improvements. • 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. 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. Page 3 of 16 Property Improvement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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 90 -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. Grant funding may not be used for design fees alone. Grant funding for design fees will only be awarded when the grant funding will also be used for physical property improvements. Conversely, grant funding may be awarded for physical property improvements even if no funding for design funding is requested, The BBCRA may elect to fund only physical property improvements even if design funding is requested. • 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. Permitting and site plan modification reviews are required for all commercial projects. 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, Initials Page 4 of 16 Property Improvement 100 East Ocean Avenue, 411 Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090P www.boyntonbeachcra.com 389 Projects and items eligible for funding under this grant program are limited to: • Structural walls • Grease trap installation • Electrical systems, including exterior and interior lighting • Landscaping and irrigation within the project site • Awnings • Fencing (excluding chain link, barbed wire, and wood panels) • Electric vehicle charging stations • Hood & fire suppression • Design fees associated with architectural, electrical, civil, plumbing and mechanical site plans • Plumbing • HVAC system • Patio decks connected to the building • Doors/windows • Parking lot re -paving, re -sealing, and/or restriping • Painting • Demolition of structure and re -sodding of vacant property • Solar electricity and water heating • Signage • Permit fees for eligible property improvements included as part of the licensed contractor's contract/invoice • Flooring • ADA Improvements • Roofing (Not to exceed 50% of total grant award) • Security cameras/system** (not including 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 • Firearm Sales/Shooting Ranges • Religion- Affiliated Retail Stores • Non-profit Organizations • Adult Gambling Arcades • Check Cashing Stores • Medical Research Centers/Housing • Massage/Personal Services • Churches/places of worships • Alcohol and/or Drug Rehabilitation Centers/Housing • VaDor/E-Cigarette Stores Page 5 of 16 InitialAil, Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 90903 www.boyntonbeachcra.com 390 • Adult Entertainment • CBD Retail Stores • Political offices, campaign • Any other use that the BBCRA staff headquarters, or other businesses or BBCRA Board determine will not focused on politics or political support the redevelopment of the operations BBCRA Area 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, the total of which may not exceed the maximum amount of grant funding for which the project is eligible. 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 • Gourmet Food Market • Bakery/Coffee Shop Tier Two Business • Hotels/Motels/Bed and Breakfast (the Board will grant no more than four approvals in this category per fiscal year; short term vacation rentals are not eligible) 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. Initials 0 - Page 6 of 16 'k Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 391 Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Professional Offices (real estate, law, architect, accountant, insurance, marketing etc.) • Medical Offices (dentists, primary care, counseling, etc.) • Laundry/Dry Cleaner facility • Retail (clothing, art, accessories) • Fitness Centers • Specialty Businesses (daycare, ice-cream shop, pet grooming, event planning) • Tattoo Parlor/Body Piercing/Art Shop (no more than two approvals per fiscal year) • Take -Out Restaurants • Services (lockshops, appliance repair, etc.) ® Hair/Nail Salons (no more than 2 approvals per fiscal year) • Florists (no more than 2 approvals per fiscal year) • Industrial Uses/Art District • Auto Services Facilities - repair, storage, sales, etc. • Commercial property with multiple tenants seeking only fagade improvements Tier Three Business (Tier Three Businesses will receive no more than two approvals per fiscal year and improvements must be for commercial facade or security improvements). 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 0 Pawn Shops ® Convenience Stores 0 Liquor Store 0 Laundry/Dry Cleaner facility Tier One & Tier Two Businesses Grant Funding for Design Fees Tier One and Tier Two businesses are eligible to apply for funding assistance related to the design fees for architectural, electrical, civil mechanical and/or plumbing improvements. These design fees shall be for eligible property improvements as defined on page 5 of this grant application. Applicants are eligible to receive reimbursement of Initial Page 7 of 16 Property Improvement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090111P www.boyntonbeachcra.com 392 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $10,000 for the design expenses associated with the project's architectural, electrical, mechanical, civil, and/or plumbing plans. If the design fees were paid for prior to BBCRA Board approval, the applicant may request 50% reimbursement for design fees if the final payments were made no more than 180 days prior to Board approval. 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; • Ability to terminate; and • Consequences of default on the lease, Application Process Applications can be submitted online at 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, however online submissions are preferred. Applicants will be considered on a first-come, first -serve basis. Application packets must include the following documentation: 1xvitials 4b Page 8 of 16 Property Improvement 100 East Ocean Avenue, 411, Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090* www.boyntonbeachcra.com 393 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. 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. 4. If design funding is requested, cost estimate(s) from a qualified licensed design professional. The cost estimate must include: scope of work, the business name and business address of project, and the license number of the design professional, 5. Copy of design and construction plans associated with the proposed improvements. 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 120 days of grant approval, or the grant award may be terminated. Applicants may apply for one 60 -day administrative extension to meet this requirement, and the BBCRA has the sole and absolute discretion to grant or deny such extension. Any extension granted under this paragraph is for this requirement only and does not extend any other deadline related to the grant. 7. Resume for each principal/owner of the business. 8. Copy of the corporate documents for the applying business entity. 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 (if no corporate tax returns). 13. List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 14.A minimum of four color digital "before" photos of the exterior and interior portions of the project, 15, Initialed and signed Program Rules & Regulations (pages 1-16). 16. Authorization to perform credit check for the business and each principal/owner of the business. Initials Page 9 of 16 Property Improvement 100 East Ocean Avenue, 411 Floor, Boynton Beach, FL33435 - Phone: (561) 600 - 909101,"'J" J www.boyntonbeachcra.com 394 17.W9 Form and Grant Intake Form. 18. City Planning and Development Department Acknowledgement Form. 19. City Permit Department Acknowledgement Form. 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) 742-6350. 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.bomignbeachcra.corn. 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 Design Reimbursement This portion of the program is designed to reimburse applicants for design fees associated with the property improvements provided for in this grant. Funds must be paid to qualified design professionals licensed by the State of Florida in order to be eligibin for Irvitials Page 10 of 16 Property Improvement 100 East Ocean Avenue, 41hFIoor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www,boyntonbeachcra.com 395 reimbursement. Funds paid to licensed design professionals acting as subcontractors are also eligible for reimbursement. The reimbursement request shall be summarized in a report and accompanied by the following documentation for the completed design work: 1. Copy of contract/scope of work with design professional, 2. Paid invoice describing work completed. 3. Copy of final design plans (pdf copy preferred). 4. Proof of payment(s) totaling contract amount, Payments in cash and/or cryptocurrency are not eligible for reimbursement. 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. b. Electronic payments must be in the name of the applicant and show the transaction date, amount, account name and recipient of payment. 5. Proof of permit application for (or including) item designed. Procedures for Property Improvement Reimbursement This portion of the 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: Page 11 of 16 tnitials k� Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090t www. boyntonbeachcra.com 396 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. Payments in cash and/or cryptocurrency are not eligible for reimbursement. 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. b. Electronic payments must be in the name of the applicant and show the transaction date, amount, account name and recipient of payment. 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 digital "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 W AN APPLICATION GUARANTEE O FUNDING Initials Page 12 of 16 Property Improvementv 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090Jv www,boyntonbeachcra.com 397 ;t is the respone ,ypbg Program's Rulles/Requirernents 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 and landlords. 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. 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). 1, 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 to the maximum extent permitted by law 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 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 Page 13 of 16 L Property Improvement 100 East Ocean Avenue, 4tt' Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090), www,boyntonbeachcra,com 398 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. Fnitial N, Page 14 of 16 Property Improvement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 399 BOY N 10 N'T" 11 BEAC1+(�,,"",",",','oR,A 4. ..,"="=.= Title rnnmpaxVwner'mbvgnetune Printed Name Notary � ^ m� Signatures - Multiple notary pages may be used /f signing individually STATE COUNTY OF BEFORE ME, 8h , vx and take aokOVvvedgennen�`. personally appeared who io/8vePerGDna|k/ known to me or produced as identification, and mCkDovWedged he/she executed the foregoing Agreement for the use and purposed mentioned in |tand 1hatthe instrument iohis/her act and deed. |NWITNESS C}FTHE FOREGOING, d and official se�al in pt, tate and 20 RM'i JONATHAN DA SILVA Notary Public - State of Florida I My C mission Expires: commission # HH 49606,3 dr, my Comm, Expires Feb 25, 2028 Bonded through Natlorai Notary Assn Page 15of1G Property Improvement 10OEast Ocean Avenue, 4mFloor, Boynton Beach, FL33435—Phone: (5G1)GU0-QOQO Ar BOYNTON"" %/9 .... . . . . . BEAC R,/ LANDLORD SIGNATURES: By signing below, Landlord consents to the GubrOh1e| of this application and understands that approval of the application may fund physical alterations to the property, Landlord understands that approval ofthis application does not grant Landlord any rights whatsoever d specifically ypderstands that approval of this application by the BBCRA does /aXdlorcl to seeVayment or other recourse from the BBCRA. ;�'o 2. Printed Name enomms -jignatume Date Printed Name Title ��&o�� �� Notary as Signatures - Multiple notary pages may beused /T signing individually � STATE COUNTY OF BEFORE ME, an officer dul uthorl ed by law to administer oaths and takeacknowledgements, personally.appeared who is/are personally known 10 .... or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in itand that the instrument ishis/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and ial seal State and County aforesaid on this _ of day 20 RYPUBL/C mmission Expires: Page 1Suf18 Property ImprovementImprovement1OUEast Ocean Avenue, 4th Floor, Boynton Beech.FL3343S—Phone:(5S1)6O0-9OBO 401 Notary Public - State of Florida WA Commission # HH 496063 My Comm. Expires Feb 25, 2028 RYPUBL/C mmission Expires: Page 1Suf18 Property ImprovementImprovement1OUEast Ocean Avenue, 4th Floor, Boynton Beech.FL3343S—Phone:(5S1)6O0-9OBO 401 C O O vi N R* co U O M � O J C6 N U > o M a� :tfC 3 O E m L C a U a cc W at u III m ch W� I lim III III m r� n E O O vi N R* co E 'E � M � 0 L J LL N U > o M a� ca E m E c Or- >1 M Zzz cc m Lr) u III m W� I I' N O � m � o ® \ § § § 7 2 y 2 2 ® E Co , � = 3 f = E 2 7 7 § � \ ° ° ° 0 ° 0 \ -0 c - c g = ° -0 e� ƒ § >(D c 2 c k° 0) cc -0 a k c £ 0 I CD { £ Lu G & § ® § \ / 0 0 '\ 17 o 0 CD( C/)7 o § ? 0 2 2 : & U) e 7 \ Z G \ k 3 x / " 2 k E / 2 § % \ G m � E _ } 0 O $ - 2 Cc y Co a 2 E 0 \ E � c m \ o / o % k '� § 0 0 o E } \ � { 0 k o k \ a) � Q 7 E % ca 0 ¥ m : 7 \ 0 0- Ln \ ® D e o $ 2 E M g § \ \ / c ) \ k 2 § \ C)- & 0 0 a % Ca 2 9 7 0 0 c E I k CO ƒ § § o / 0) (D \ \ \ D o � E . 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G No 0 a� E D N O N C O Q U) a� L I GJ a+ O V CL CL m m CL O Gl Y 7 7 O 3 O ca U N U L a El m a C a) LU If1 s a C a) LU N ti N s 0/20/24, 8:39 AM L7C)RC�' IYJt4C�CS Search by Address, Owner, or PCN Return Layers Tools & Reports Help lir ,h/ 1' i 11 "I r; h'rl rrt 0%A1 "JIII III?S CHOW HUT LLC III III III I III' "III Y I f II ""III""A 111l LOCATION 425 NE 4TH ST MUNICIPALITY BOYNTON BEACH PARCEL NO. 08-43-45-21-26-006-0010 SUBDIVISION ROBERT ADD TO TOWN OF BOYNTON IN BOOK/PAGE 25413/299 SALE DATE AUG -2012 MAILING ADDRESS 2611 LAKE DR N BOYNTON BEACH FL 33435 2416 USE TYPE V PAPA Countywide Map Select LangUggg V * 0 R https:/Igis.pbcgov.org/papagis/papa.html# 408 6/20/24, 8:25 AM Landmark Web Official Records Search Instrument Prepared by and Record and Return to: Louis J. Carbone, Esq. Law Offices of Louis J. Carbone, P.A. 90 SE 40' Avenue Suite 1 Delray Beach, Florida 3348340,044001 ////a, Property Appraiser's Parcel ID..°i° 08-43-45-21-26-006-0010 CFN 20120338325 OR BK 25413 PG 0299 RECORDED 08/24/2012 12:09:15 Palm Beach County,, Florida AMT 450, 000.00 Doc Stamp 3,150.00 Sharon R. Bock,CLERK 3 COMPTROLLER Pgs 0299 - 300; (2pgs) WAY DEED (STATUTORY FO1� zWTION 689.02 F.S.) THIS INDENTURE is made this 6th day of ���f� 2012, by and between ADAM REDNER, a single man, having an address at 15302 Strathearn Drie� �� 02 Delray Beach, Florida 33446 Grantor, and CHOW HUT LLC a Florida limited liability comps whose address is 2611 Lake Drive North Boynton Beach Florida 33435, Grantee * "Grantor" and "Grantee" are used for singular or plural as context ru WITNESSETH, that said Grantor, for and in consideration��the sum of Ten and No/100 ($10.00) and other good and valuable consideration to Grantor in ""paid by Grantee, the receipt whereof is hereby acknowledged, has granted, bargained, and sold to the Grantee and Grantee's heirs and assigns forever, the following -described land situate, lying and being in PALM BEACH County, Florida: LOTS 1, 2 AND 3, BLOCK 6, ROBERT ADDITION TO TOWN OF BOYNTON, ACCORDING TO THE PLAT THEREOF ON FILE IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT IN AND FOR PALM BEACH COUNTY, FLORIDA, RECORDED IN PLAT BOOK 1, PAGE 51, TOGETHER WITH THE SOUTH 12.5 FEET OF ABANDONED ROAD ADJACENT TO THE NORTH LINE OF LOT 1 AND THE EAST 10 FEET OF ABANDONED VALLEY LYING WEST OF AND ADJACENT THERETO LOTS 1, 2 AND 3, BLOCK 6. SUBJECT TO: covenants, conditions and restrictions, easements, prohibitions of record, if any and zoning or other requirements imposed by governmental authority; restrictions and matters appearing on the plat or otherwise common to the subdivision; public utility easements of record; and real estate taxes and assessments for the year 2012 and all subsequent years. AND said Grantor does hereby fully warrant the title to the land, and will defend the same against the lawful claims of all persons whomsoever. Book25413/Page299 Page 1 of 2 409 htt s://erec.mYPalmbeachclerk.com/Search/DocumentAndinfoB BookPa a?KeY=Assessor&booktYpe=0&booknumber=25413& a enumber=299# 'r N O N N c 7 "7 I ::n 0 O O O O O D O O O d' 4 VO N NIt to N t- [� r 00 N NNN m_vt0 3 10 !A T- 61� r 613� 69 •- to 41 w w d1 LO w 00 C) 0) to U7 G1 T bq T- 641� C) O O O Iq 4� I O N N d� -a > N ti ti 00 I f� LA W L6 O m 1 d9 T %- GN r H O w O O c m a) = ° N W 44 IL w W 9 ce Cy Z a14- a) LLIa ��yVr goo ISM N w c ' o o w a J Ar LLI v Z zz o_ ,' c c L m a) 00 m It w .c ::n 0 MIAMI OFFICE WEST PALM BEACH j 37 NW 12 AVE. - SUITE 1 1225 N. MILITARY TRAIL #8 MIAMI, FL 33128 WEST PALM BEACH, ISL 33409 (305) 801-1710 (561) 662-3337 0 C F I N G (786) 290-0703 . " .e L Wwwroofingroyaloxom f roofingbyroyalelogmalLoom LIC. # CCC1327658 NAME; DATE: t/ Z e -o-, 7 ,rte Job Addross: PHONE CELLO.. &MAIL.., PAX #' WE ARE PLEASED TO SUBMIT THE FOLLOWING PROPOSAL AND CONTRACT ROOF PREPARATION SPECIFICATIONS FLAT ROOF Now•Rocf o Re -Roof Recover Boot 0 Repair !toot CI ( 9 wood Q concrete cyps" Ske Root; pitched Flat Ridge Cap. ❑..,,R✓idge vent 'Nrs O ©y 62 R move existing roof to a Olean workable surface and dispose a Il debris, �Install valley metal In all valleys. ,L-1J,,I.n�stall 8X3 white / brown In save drip metal Ud' Install vents or lead sleoves fleshing around/vent stooks, SHINGLE ROOF Q Install 30 lb, base shoot as per code ! ❑ Install 3 Tab fiborgloes fungus resistant shingles, color © install dimensional shingles, color,._W___ ❑ Other TILS ROOF MIA EJ Install 30 lb. felt as per code 0 Instal( 80111 slate with hot asphalt/ Polyglass TU plus [1 install too with foam adhesive 0 Other Q Apply one acral of asphalt primer. ,d install Insulation of .� Inches. iJ install a a baso sheet # 75 with: 0Ttncaps [ Hot eap bah. install _ ,;; , ,, , plies Of fiberglass tett IPIy I11) with hot asphaaft, ,._.,,,,��r FINISHED WITH: !!d'Gap*sheat with hot asphalt. 0 Modified ruborold FR 170 with hot asphalt, O Modelled Ruberold torch. Q paint surface with aluminum point.. 0 Other., ■❑ REPAIR Extra plywoods Extra TC Boards Job guaranteed for /0 years on labor. Materials such as shingle comes with the manufacture's awn guarantee, This work Is agreed upon according, to the above desorlptlonstbr therunt Dunt of (8 ' �3(0 0 } dollars, IN udksg mat rials and labor. NOTE: This proposal Includes then Ituairlstimto three lywood sheets onif or tin L.P. off of a ound the root. Addiffonal wood replacement would represent extra c argas, s e a or ys and once s fined Dux this document becomes a contract. PormIts and Inspections Included, Soffit areas not included unless specified. payments 3o% to ardor materials. - 40%w e rr ;n p cc ION 30% when Job In flttlshe(I and passes final inspeatl0n f�f"etal. - 30% tcorder lflatarlais - 40 /o hon til s / eta! re def vered / 30% when Job Is finished and passes final Inspection. Other.• IZATU1R9 OF COMPANY RI=PRESENTATIVB SIGNATURE OF OWNER or O1NNr~ft'$ AtiEtfT DATE 411 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 CONSENT AGENDA AGENDA ITEM 11.0 SUBJECT: Approval of Modification of the Purchase and Development Agreement with Maple Tree Investments, LLC for the USPS Project on the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard SUMMARY: On September 10, 2024, the CRA Board approved and executed the Purchase and Development Agreement (Agreement) for the properties located at 401-411 E. Boynton Beach Boulevard (Property) as a new retail operation for the United States Postal Service (USPS) (see Attachment 1). The approved Agreement contained a payment and performance bond that would be required prior to closing and commencement of construction (see Attachment 11). At the request of Maple Tree Investments, LLC. (Purchaser) and upon legal review, the proposed modification to the previously approved agreement would remove the bond requirements and instead require the Purchaser to record the Property deed prior to commencement of construction (see Attachment III). The date for the groundbreaking ceremony would be also modified to reflect this change. FISCAL IMPACT: No Fiscal Impact CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach CRA Community Redevelopment Plan CRA BOARD OPTIONS: Approve the modification to the Purchase and Development Agreement with Maple Tree Investments, LLC for the new USPS retail operation located at 401-411 E. Boynton Beach Boulevard and allow the Board Chair to execute the agreement. ATTACHMENTS: Description • Attachment I - 09-10-2024 CRA Meeting Minutes RE Approval of P&D Agreement. • Attachment II - Purchase & Development Agreement - 401 E BB Blvd. - Approved 9/10/24 and CRA Executed • Attachment III - Purchase & Development Agreement -401 E BB Blvd -Final -9.24.24 Modified FINAL w Exhibits 412 413 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 service area and expand in phases. Mr. Tack noted that he had a list of the requested expansion areas which includes Tri -Rail, Bethesda Hospital, Boynton Beach Mall, Renaissance Commons and Leisureville. Vice Chair Kelley commented that the existing service area can be improved. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Cruz moved to approve the 6 -month Renewal for the Boynton Beach Community Redevelopment Agency Agreement for On -Demand Transportation Services with Circuit Transit Inc. and allow the Board Chair to execute the renewal notice. Board Member Hay second the motion. The motion passed unanimously. C. Discussion and Consideration of Purchase and Development Agreement with Maple Tree Investments, LLC for the USPS Project on the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard (REVISED 09/10/2024) Mr. Tack noted that the property located at 401-411 E. Boynton Beach Boulevard has been earmarked for a new retail operation through USPS currently located at 217 N. Seacrest Boulevard and at the August meeting the Board approved the reduction in the purchase price and directed Staff and Legal to come back with a Purchase and Development Agreement. He stated that Ms. Rossmell would review the terms presented in the Agreement. Kathryn Rossmell, Board Counsel, reviewed the current terms and conditions of the Purchase and Development Agreement with Maple Tree Investments, LLC. Vice Chair Kelley inquired if the results from the testing that was being done on the property. Mr. Tack responded that they are receiving reports, but have not received the final report. He noted that they do not anticipate that this will impact the development of the project. He stated that if treatment was needed it would be done prior to breaking ground. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: 414 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 Vice Chair Kelley motioned to Approve the Purchase and Development Agreement with Maple Tree Investments, LLC for the new USPS retail operation located at 401-411 E. Boynton Beach Boulevard and allow the Board Chair to execute the agreement, pending final legal review and City Commission approval to dispose of the property below fair market value. Board Member Turkin seconded the motion. The motion passed unanimously. D. Continued Discussion and Consideration of Search for the New Executive Director Mr. Tack noted at the last meeting in August the Board directed Staff to re -advertise the position as well as research options for executive search firms. He stated that the CRA Executive Director position is currently advertised on the CRA website, the City Website, FRA and IEDC and the Staff reached out to executive search firms. He commented that Staff looked at opportunities for piggybacking existing agreements as well as participating in purchasing cooperatives. He said that the purchasing cooperatives did not meet the executive search level that they are looking for. He noted that Staff has reach out to four different search firms and should be receiving proposals this week. He commented that these proposals will be brought before the Board in October. E. Continued Discussion and Consideration of Fiscal Year 2024-2025 Project Fund Budget Vicki Hill, Finance Director CRA, presented the Project Fund Budget for Fiscal year 2024-2025. 15. New Business A. Consideration of Resolution No. R24-02 Adopting the CRA Budget for Fiscal Year 2024-2025 Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Turkin moved to approve Resolution No. R24-02 adopting the approved Boynton Beach Community Redevelopment Agency's Fiscal Year 2024-2025 Budget, subject to ratification by the Boynton Beach City Commission at their meeting to be held on September 23, 2024. Board Member Hay second the motion. The motion passed unanimously. B. Discussion and Consideration of the Second Amendment to the Boynton Harbor Marina Management Agreement with Waypoint Marine, Inc. 415 PURCHASE AND DEVELOPMENT AGREEMENT Page 1 of 16 PURCHASE AND DEVELOPMENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes (hereinafter "SELLER") and MAPLE TREE INVESTMENTS, LLC, or its affiliated assignee (hereinafter "PURCHASER", and together with the SELLER, the "Parties"). In consideration of TEN DOLLARS AND 00/100 DOLLARS ($10.00) and the mutual covenants and agreements herein set forth, the receipt and sufficiency of which is hereby acknowledged the Parties hereto agree as follows: 1. PURCHASE AND SALE PROPERTY. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conditions hereinafter set forth, the real property legally described in Exhibit "A" attached hereto (hereinafter the "Property"). The Parties intend that the purchase and sale and ensuing redevelopment of the Property will be effected in order to reduce slum and blight and to enable the construction of an approximately 3,490 sq. ft. United States Postal Service (USPS) Boynton Beach Beach Downtown Station (the "Project"). 2. PURCHASE PRICE AND PAYMENT. The Purchase Price for the Property shall be EIGHT HUNDRED AND SEVENTEEN THOUSAND DOLLARS AND 00/100 DOLLARS ($817,000.00) 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. DEPOSITS. An Initial Deposit in the amount of TEN THOUSAND AND 00/100 DOLLARS ($10,000.00) shall be deposited with Lewis, Longman & Walker, P.A. (hereinafter "Escrow Agent") within five (5) business days following execution hereof by the Parties. The Initial 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. 3.1 Second Deposit. An additional deposit in the amount of FIVE THOUSAND AND 00/100 DOLLARS ($5,000.00) which together with the Initial Deposit shall be referred to as the "Deposit" shall be deposited with the Escrow Agent, at the end of the Inspection Period. The Deposit shall be non-refundable to PURCHASER, except upon (i) failure by SELLER to satisfy any conditions precedent to closing; (ii) upon default by SELLER hereunder; or (iii) notwithstanding any other section of this Agreement, failure of PURCHASER to obtain a fully executed Lease Agreement from USPS (as more fully described in Section 5.a). All interest accruing on the Deposit, if any, shall be credited to the Party entitled to retain the Deposit in the event of the cancellation or termination hereof. At closing, the Purchase Price shall be payable in cash, less the Deposit, and subject to prorations and adjustments set forth herein. PURCHASER's Initials: SELLER's Initials: 00705822-2 4864-7733-8851, v. 1 416 PURCHASE AND DEVELOPMENT AGREEMENT Page 2 of 16 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. S. CLOSING. The PURCHASER'S obligation to close on the purchase of the Property is contingent on the following: a) PURCHASER obtaining a fully executed Lease Agreement from USPS for the United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435, such Lease Agreement to be for a minimum of fifteen (15) years with at least one five-year option to renew; and b) PURCHASER obtaining a building permit for the United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435; and C) Seller delivering marketable title to the Property subject only to those title exceptions acceptable to the PURCHASER, all as more specifically set forth herein. 6. CLOSING DATE. The Closing shall take no later than 90 days after PURCHASER obtains the building permit described in Section 5.b., at such location to which the parties may mutually agree in writing. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to 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 8.3), to which PURCHASER fails to object, or which PURCHASER agrees to accept. 8. INVESTIGATION OF THE PROPERTY. For a period commencing on the Effective Date until ninety (90) days thereafter ("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 PURCHASER's Initials: SELLER's Initials: ` 00705922-24864-7733-8851, v. 1 417 PURCHASE AND DEVELOPMENT AGREEMENT Page 3 of 16 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. 8.1 Seller's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within five (5) days of the Effective Date of this Agreement: any existing title policies, appraisals, copies of any reports or studies (including environmental, engineering, surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition of the Property, copies of all permits, authorizations and approvals issued by Governmental Authorities for the Property and any correspondence which discloses claims, allegations or adverse information regarding the Property or SELLER with respect to the Property. 8.2 Title Review. Within thirty (30) days of the Effective Date, SELLER's 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. PURCHASER's Initials: SELLER's Initials: 00705822-2 4864-7733-8851, v. 1 418 PURCHASE AND DEVELOPMENT AGREEMENT Page 4 of 16 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. 8.3 Surve_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 1J100th 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 8.2 concerning title objections. 9. 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: 9.1 Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 9.2 Pendina Proceedins. 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. 9.3 Com liance with Laws and Re ulations The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, requirements, licenses, permits and authorizations as of the date of Closing. 9.4 Construction Permit Ap oval. The SELLER will cooperate with the PURCHASER with regard to signing and processing any applications and forms required by the City or other authorities having jurisdiction over the PROPERTY to obtain building permit approval and such other design and construction documents as may be reasonably required by PURCHASER to permit the Project to be constructed and operated. The PURCHASER will be responsible for all costs associated with the formulation of the Project's design and construction documents as well any and all applicable permit fees associated with the Project. 10. 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's Initials: SELLER's Initials: ifi 00705822-2 4864-7733-8851, v. 1 419 PURCHASE AND DEVELOPMENT AGREEMENT Page 5 of 16 PURCHASER the following documents and instruments: 10.1 Deed and AuthorigjM 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. 10.2 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. 10.3 Closin Statement. A closing statement setting forth the Purchase Price, all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which SELLER shall also execute and deliver at Closing. 10.4 Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 10.5 Additional Documents. Such other documents 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. 11. PRORATIONS CLOSING COSTS AND CLOSING PROCEDURES. 11.1 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. 11.2 Closing Costs. SELLER shall pay for documentary stamps on the deed, PURCHASER's Initials: SELLER's Initials: elf 00-705822-24864-7733-8851, v. 1 420 PURCHASE AND DEVELOPMENT AGREEMENT Page 6 of 16 recording the deed and any cost associated with curing title. PURCHASER shall pay all other closing expenses. Each party shall be responsible for their respective attorneys' fees. 11.3 Closing,_Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked -up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 11.4 ExistinR Mort za . es and Other Liens. At Closing, SELLER shall obtain, or cause to be obtained, satisfaction or release of record of all mortgages, liens and judgments applicable to and encumbering the Property. 12. REPRESENTATIONS COVENANTS AND WARRANTIES. SELLER hereby represents, covenants and warrants to PURCHASER, as of the Effective Date and as of the Closing Date, as follows: 12.1 Authority, The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 12.2 Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free and clear of all liens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). 12.3 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. 12.4 Parties in Possession. There are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 12.4 Acts Affectin Propgrt . 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. PURCHASER's Initials: SELLER's Initials: O 00705922-24864-7733-8851, v. 1 421 PURCHASE AND DEVELOPMENT AGREEMENT Page 7 of 16 13. DEFAULT. Failure of either Party to strictly comply with any of the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If either Party fails to cure the default within (30) days of written notice from the other of its default, then this Agreement may be terminated pursuant to Section 21.15below. 13.1 PURCHASER'S Default. 13.1.1 Prior to Closin . In the event that this transaction fails to close due to a wrongful refusal to close or default (including failure to strictly comply with the Development Timeline as set forth in Section 20) on the part of PURCHASER, or PURCHASER otherwise fails to comply with this Agreement prior to Closing, 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. 13.1.2 Subsea uent.,to Closin . In the event that subsequent to Closing PURCHASER fails to complete the Project as described above in Section 1, fails to achieve one or more of the Project Elements (as defined below), fails to strictly comply with the Development Timeline set forth in Section 20, and/or otherwise fails to comply with this Agreement, it shall constitute an act of default, and at SELLER's option PURCHASER shall be required to reconvey the Property to the SELLER for the Purchase Price, this Agreement shall be terminated, and SELLER shall be released from any and all obligations under this Agreement. 13.2 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 declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit and neither party shall have any further rights hereunder. 13.3 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 thirty (30) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to close, the cure period shall only be three (3) business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non -defaulting Party may exercise the remedies described above. 13.4 Additional Default. The provisions of this Section 13 shall be considered in addition to any other provisions concerning default contained in this Agreement. PURCHASER's Initials: SELLER's Initials: 01W 00705822-2 4864-7733-8851.. v. 1 422 PURCHASE AND DEVELOPMENT AGREEMENT Page 8 of 16 13.5 Survival. The provisions of this Section 13 shall survive the termination of this Agreement. 14. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery to the following addresses: If to Seller: Timothy Tack, Acting Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Kenneth Dodge, Esquire Lewis, Longman & Walker, P.A. 360 S. Rosemary Avenue, Suite 1100 West Palm Beach, Florida 33401 If to Purchaser: Todd Conley Maple Tree Investments, LLC 2047 Grab Road Greensburg, Kentucky 42743 15. BINDING OBLIGATION ASSIGNMENT. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of, the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER, which shall not be unreasonably withheld. It is 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. 16. 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 PURCHASER's Initials: SELLER's Initials: 4`!P 00705822-2 4864-7733-8851, v. 1 423 PURCHASE AND DEVELOPMENT AGREEMENT Page 9 of 16 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. 17. BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend and hold 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, regardless of the nature of the claim, 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. 18. 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. Notwithstanding the foregoing, PURCHASER is aware of the presence of groundwater monitoring wells on the Project property and that monitoring of such wells remains ongoing. SELLER shall report any findings of non-compliance arising from such monitoring to PURCHASER within three (3) business days of receiving notice of such findings. 19. 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 3,490 sq. ft. (approximately) United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435. 19.1 [INTENTIONALLY DELETED] 19.2 PROJECT DESIGN. PURCHASER shall construct the Project in general conformance with the design depicted in Exhibit B. SELLER has the right to approve any substantial changes to the design depicted in Exhibit B, which approval shall not be unreasonably withheld. PURCHASER shall submit plans to the SELLER for review prior to submission to the City for approval. SELLER shall provide comments or approval of the design to PURCHASER at its next regularly scheduled Board meeting after PURCHASER submits plans for approval. PURCHASER's Initials: SELLER's Initials; e7e 00705822-2 4864-7733-8851, v. 1 424 PURCHASE AND DEVELOPMENT AGREEMENT Page 10 of 16 19.3 Zoning. PURCHASER agrees to undertake all efforts to rezone the property as may be necessary to complete the Project as depicted in Exhibit B. 20. DEVELOPMENT TIMELINE. The following constitute the Development Timeline and the following events must be documented in writing and provided to the SELLER upon completion of each action (collectively the "Project Elements"). a) PURCHASER represents it has obtained financing in an amount sufficient to develop the Project. PURCHASER shall provide SELLER proof of such financing for the Project no later than 30 days prior to closing. b) Achievement of site plan approval from the City by within one year of the Effective Date. C) Submission of construction documents to the City for a building permit within one year of receiving site plan approval from the City. 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) To the extent permissible under the United States Postal Services rules and regulations, a groundbreaking ceremony and commencement of construction shall occur within 60 days following the issuance of a building permit. SELLER will be in attendance at the ceremony and participate in its planning. e) Temporary or permanent certificate of occupancy to be provided within twelve (12) months following building permit issuance. 21.1 Time is of the. Essence. 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 in this Agreement. 21. RIGHT OF FIRST REFUSAL AND REFUNDING. a. Ri . ht of First Refusal. PURCHASER hereby grants SELLER a Right of First Refusal for repurchase of the Property which shall be in full force and effect for a period of five (5) years from the date PURCHASER obtains its Certificate of Occupancy. The terms and conditions of this right shall be set forth within the Special Warranty Deed as follows: 1. Should PURCHASER receive a written offer to purchase the Property pursuant to a written contract or letter of intent, PURCHASER shall give SELLER notice of the offer by delivering a copy of the contract or letter of intent to SELLER ("Notice") pursuant to the Notice requirements of Section 14 above within two (2) business days of receipt. Within ten (10) days of receipt of PURCHASER's Initials: SELLER's Initials: t770 00705822-24864-7733-8851, v. 1 425 PURCHASE AND DEVELOPMENT AGREEMENT Page 11 of 16 the Notice, SELLER shall either waive or exercise its right of first refusal. If SELLER elects to exercise its right of first refusal, SELLER shall, within ten (10) days after receipt of the Notice, deliver to PURCHASER an agreement to purchase the Property on the same terms as set forth in the Notice including the delivery of a deposit (if applicable), and upon receipt by the PURCHASER of the foregoing from the SELLER, PURCHASER and SELLER shall enter into a Purchase and Sale Agreement upon substantially the same terms and conditions as the Notice. If SELLER fails to exercise or waive its right of first refusal in accordance with the terms and conditions stated herein, within ten (10) days after receipt of the Notice, then SELLER's right of first refusal shall be deemed to have been waived. The terms and conditions of this Section shall survive Closing. b. Refundin L. Should the PURCHASER sell the Property for a profit above three million dollars ($3,000,000) within seven (7) years of the Effective Date, PURCHASER shall repay to SELLER $917,000 dollars, which is equal to the appraised value of the Property as indicated in the June 23, 2020 appraisal, which is attached hereto as Exhibit C. However, PURCHASER shall not be obligated to repay such amount so long as the lease described in Section 5.a. runs with the land and remains in effect following the sale such that the United States Postal Service remains a tenant in the Project for least 15 years. 22. MISCELLANEOUS. 21.1 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. 21.2 Computationwof Time. Any reference herein to time periods which are not PURCHASER's Initials: SELLER's Initials: —YP 00705822-2 4864-7733-8851, v. 1 426 PURCHASE AND DEVELOPMENT AGREEMENT Page 12 of 16 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. 21.3 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. 21.4 Construction of A reement. 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. 21.5 Severabilit mm. 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. 21.6 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initialed by SELLER and PURCHASER shall control all printed provisions in conflict therewith. 21.7 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. 21.8 Attorne s 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. 21.9 Bin Lm 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 PURCHASER's Initials: SELLER's Initials: 90W 00705822-2 4864-7733-8851, v. 1 427 PURCHASE AND DEVELOPMENT AGREEMENT Page 13 of 16 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. 21.10 No Recording. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 21.11 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. 21.12 PURCHASER Attorne s' 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. 21.13 Payment and Performance Bond. Prior to the construction commencement date, the PURCHASER shall obtain, for the benefit of and directed to the SELLER, a Payment and Performance Bond covering the faithful performance by the PURCHASER of its obligations under the contract documents, including but not limited to the construction of the project on the project site and the payment of all obligations arising thereunder, including all payments to Subcontractors, laborers, and material men. These Bonds shall remain in effect at least until one year after the termination of this Agreement. The surety selected by the PURCHASER to provide the Payment and Performance Bond shall be approved by the SELLER prior to the issuance of such bond, which approval shall not be unreasonably withheld or delayed provided that the surety is rated A or better by Best's Key Guide, latest edition. If SELLER approves changes to the Project that results in an increase in the cost of the Project, SELLER reserves the right to require the PURCHASER to secure and deliver additive riders to the Payment and Performance Bond. If the surety on any Bond furnished by PURCHASER is declared bankrupt or becomes insolvent or its right to do business is terminated in the state of Florida or it ceases to meet the requirements above, Purchaser shall within five days thereafter substitute another Bond and Surety. Purchaser's failure to furnish a substitute surety shall constitute a material breach of the Agreement and shall give the CRA the immediate right to terminate the Agreement. 21.14 Termination The obligations of PURCHASER and SELLER shall terminate upon the earlier of (i) the Completion of the Project and all required Project Elements, or (ii) an event of default as defined herein, subject to the requirements of Section 13. 21.15 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: PURCHASER's initials: SELLER's Initials: 00705922-24864-7733-8851, v. 1 428 PURCHASE AND DEVELOPMENT AGREEMENT Page 14 of 16 a. Keep and maintain public records that ordinarily and necessarily would be required by the SELLER in connection with this Agreement; b. Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in chapter 119, Fla. Stat., or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and d. Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt. All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. SELLER shall, upon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. The failure of PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. If PURCHASER fails to cure the default within seven (7) days' notice from the SELLER the SELLER may terminate the Agreement. SIGNATURES APPEAR ON FOLLOWING PAGES PURCHASER's Initials: SELLER's Initials: 017—r 00705822-24864-7733-8851, v. 1 429 PURCHASE AND DEVELOPMENT AGREEMENT Page 15 of 16 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: ,_..._wwwwwwwwwwwwww w_..wwww. www...ww...ww.wwwwwwwwwwww_.wwww. Printed Ny: Ty Penserga Title: Title: Chair Date: Date: ?/_..w_._................_.....w.ww�.wwwwwwwww..._wwwww.......................M�........................ WITNESS: WITNESS: w 1 7 -L a Printed Name: Printed Name: m Pp g - Approved as to form and legal sufficiency -,, CRA Attorney 00705822-2 4864-7733-8851, v. 1 430 PURCHASE AND DEVELOPMENT AGREEMENT Page 16 of 16 EXHIBIT "A" Lots 4, 5 and 6, ARDEN PARK, according to the Plat thereof, as recorded in Plat Book 2, Page 96; LESS AND EXCEPT that portion conveyed to the State of Florida for road right of way in Official Record Book 1328, Page 369, all of the Public Records of Palm Beach County, Florida. Property Address: 401 East Boynton Beach Blvd. Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0060 Property Address: 407 East Boynton Beach Blvd. Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0052 Property Address: 411 East Boynton Beach Blvd. *Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0040 0(1705822-24864-7733-8851, v. 1 431 EXHIBIT "B" -u ,� x 'd119 Eii MM3e Nauune LlrtO .� I : 0 ....,..,.o... SONVNIaa..--sadONA09 onodo�. .., . a. uon-3 ....�,� L .. `4 - - i � e 111 loll',I SIE.. as ad oda aS® ® ® ®®®®47® f5®©® iN- a j �zb rmm tYErc512w�Y ..a�wa". " mow. .e ..- .,". -..,,. �_ :,.. ,y .•.;,.. I 5 _ i� •/ sN f �r„ �. ��` h 1 1 { � I R 33ats aae 3N 432 t�ulam•odwre a asor 0350d0!!d ---------- ti yrs i 1 G i K� KN.§ i .N .v mwvnmtrn L4 too ; M. Ci I V y 77 _ I 3 d t x� y. Ig lip }� I m 19 K� KN.§ i S4 L4 M. Ci 77 I I ( d t x� y. Ig lip }� I m 19 433 KN.§ i L4 M. 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Qm 436 NOV38 NOIKAOS HMSGMOIWMS&W&O* 2ONVNI=l HOV39 NOINAOG iiior CSSOdONd -44 ..q LU I 437 EXHIBIT "C" COMMERCIAL PROPERTY 401, 407 & 411 EAST BOYNTON BEACH BOULEVARD BOYNTON BEACH, FLORIDA 33435 by Vance Real Estate Service 7481 Northwest Fourth Street Plantation, Florida 33317-2204 for Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 June 23, 2020 438 Vance Real Estate Service June 23, 2020 Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 RE: Commercial property, 401, 407 & 411 East Boynton Beach Boulevard, 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 June 23, 2020. 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 2020-2021). 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. NINE HUNDRED SEVENTEEN THOUSAND DOLLARS $917,000 (THIS LETTER MUST REMAIN ATTACHED TO THE REPORT WITH SIXTY-EIGHT (68) 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 �aaealllxwl � Claudia Vance, MAI State -Certified General Real Estate Appraiser RZ-173 MBA in REAL ESTATE DEVELOPMENT & MANAGEMENT 7481 Northwest 01 Street, Plantation, FL 33317-2204 954/583-2116 439 TABLE OF CONTENTS Pa2e Number Title Page i Letter of Transmittal ii Table of Contents iii INTRODUCTION 4 Photo grap s o t e ubject Property Sketch of survey of appraised property 5 10 1-3-5 Mile Location Map 12 1-3-5 Mile Demographic Statistics 13 Summary of Important Facts and Conclusions 15 DESCRIPTION ANALYSES & CONCLUSIONS D 17 c en11 Itrty . o ..., ient an nten e77. ser 18 Intended Use 18 Identification of Real Estate Appraised 18 Ownership 18 Property Address 18 Legal Description 18 Real Estate Tax Analysis 19 Flood Zone 19 Market Area Description 20 Land Use & Zoning 24 Site Description 25 Improvement Description 26 Real Property Interest Appraised 28 Appraisal Purpose and Definition of Market Value 29 Effective Dates of the Appraisal and Report 30 Scope of the Work 30 Summary of Information Considered 30 Property History 31 Highest and Best Use 32 SALES COMPARISON APPROACH 37 Zoning & Sales location map 38 Sales documentation 39 Sales Comparison .& Adjustment Chart 45 Valuation by the Sales Comparison Approach 46 FINAL VALUE OPINION 49 Certification and Limiting Conditions 50 ADDENDA 52 "C-3" zoning information 53 "MU" zoning information 55 USPAP Standards Rule 2-2a 57 Qualifications of the Appraisers 60 440 441 South (front) Elevation of 401 E B.Bch Blvd 401 South Building Elevation Looking East on Boynton Beach Boulevard Concrete Wall on S. Side of 407 B.Bch. Blvd Parking in Front of 401 E. B.Bch Blvd East View of Parking on South Side of 401 Looking Weston Boynton Beach Boulevard S. Elevation of 411 E. Boynton Beach, Blvd PHOTOS OF THE VALUED REAL ESTATE 401, 407 & 411 E. Boynton Be'pch, Boulevard, Boynton Beach, Florida 442 Parking in Front of 411 E. B.Beach Boulevard Interior of 401 E. B.Bch Boulevard Rear overhang of 401 E. B.Bch Blvd. 407 Vacant Lot 411 E. B. Bch Boulevard Store Fronts Interior of 401 E. B.Bch Boulevard Rear Overhead Door for 401 E. B.Bch Biv I r" Rear of 401 Building ADDITIONAL PHOTOS OF THE VALUED REAL ESTATE 401,407 & 411 E. Boynton Beach Boulevard Boynton Beach, Florida 6 443 Back of 401 NE 3 Street Looking South W Side of 401 on NE 3 Street 411 Interior 401 Looking East NE 3 Street Looking North Looking E. on B.Bch Boulevard Additional Photos of Appraised Real Estate 411 Sub -Tenant 444 Game Room in 411 411 Rear Exit Bathroom in 411 East Side of 411 East Side of 411 ADDITIONAL PHOTOS OF THE SUBJECT PROPERTY 445 446 The legal description is: Lots 4, 5 anti 6, ARDEN PARK, according to the Plat thereof, as recorded in Plat Book 2, Pages 96; LESS AND EXCEPT that portion conveyed to the State of Florida for road right of way in Official Record Book 1328, Page 369, all of the Public Records of Palm Beach County, Florida ^.a�t���:s,. r�"�YP•�?uLt'�,i; nr min �,;,✓+F:h,���+�`�„„Gl�i,��4:;� , .. ... FOR THE BENEFIT OF:. Powers Lifts, LLC, a Florida limited liability company Old Republic National Title Insurance Company BankUnited, N.A. Lighthouse Title Services, Inc. 1 HEREBY CERTIFY THAT THE SKETCH SHOWN HEREON IS A TRUE AND CORRECT REPRESENTATION OF A SURVEY MADE UNDER MY DIRECTION, AND THAT SAID SURVEY 1S ACCURATE AND CORRECT TO THE BEST OF MY KNOWLEDGE AND. BELIEF THERE ARE NO APPARENT GROUND ENCROACHMENTS, UNLESS OTHERWISE SHOWN AND THAT THE SURVEY MEETS THE MINIMUM TECHNICAL STANDARDS SET. FORTH BY THE FLORIDA BOARD OF PROFESSIONAL SURVEYORSMAPPERS, PURSUANT. TO SECTION 472.027, FLORIDA STATUTES AND CHAPTER 61 G17-6 OF THE FLORIDA ADMINISTRATIVE CO DATE REGISTERED SUR1'�EYOR -NO; PROPERTY SHOWN HEREON HAS NOT BEEN ABSTRACTED BY SURVEYORRIGHTS-OF—WAY, AND/OR EASEMENTS)OF RECORD; ELEVA- T10NS SHOWN HEREON ARE BASED ON N.G.V. DATUM UNLESS OTHERWIS NOTED; ALL PROPERTY CORNERS ARE IRON ROD VWTH -CAPS, UNLESS OTHERWISE NOTED; FOUNDATION OF EXISTING BUILDINGS LYING BELOW SURFACE NOT LOCATED BEARINGS AND/OR ANGLES SHOWN HEREON ARE BASED ON RECORD PLAT OR DEED CALLS UNLESS OTHERWISE NOTED. MEASUREMENTS MADE IN ACCORDANCE WITH UNITED STATES STANDARD. UNLESS IT BEARS THE SIGNATURE AND THE ORIGINAL RAISED SEAL OF A FLORIDA LICENSED_ SURVEYOR AND MAPPER THIS DRAWING OR SKETCH IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT VALID. SURVEY OF PROPERTY F Ls 2102 Joe n,cker DESCRIBED HEREON LAND SUgYCTDR$ SCALE DR AWN BY RICHARD L. SHEPHARD & ASSOC. INC; Boas (561) 391-4388 JOSEPH M. TUCKQFI, PLS. REGISTERED LAND SURVEYORS Boynton (561) 737-8548 219 S.E. 23rd Aye. - PO. Bat 750 DAT E SAX .(561)734-7546 Boynton Beech, FL 33438 APPROVED BY DRAWING NUMBER Fa 49 5 f G 3 S gyrs• s3 M- °17 10 .......__0, ...,. »,,.„ ,. MADE I1V P.S.A. z� 1 FOUND 'Rap,) Q•oo c.uQ CAP J NORTHEAST '5%9 At1EKWE Ce7ileppiLi2D s-resF-T- PLAT). � � I . Tl� qo! FOUND P.c.P. `Qp tuU1 „ps.4.` Og 3d SET !f Q Roll ..,w_ --- . 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Boynton Beach Boulevard Boynton Beach, Florida 33435 12 449 In the identified area, the current year population is 1.90,580. In 2010, the Census count in the area was 172,929. The rate of change since 2010 was 1.06% annually. The five-year projection for the population in the area is 201,683 representing a change of 1,14% annually from 2019 to 2024. Currently, the population is 47.7% male and 52.3% female. Median Age The median age in this area is 41.4, compared to U.S. median age of 38.5. Race --- a n1d leth nicity, 2019 White Alone, 44.7% 59.4% 64.4% 2019 Black Alone 48.2% 32.1% 26.6% 2019 American Indian/Alaska Native Alone 0.3% 0.3% 0.3% 2019 Asian Alone 1.1% 1.9% 2.2% 2019 Pacific Islander Alone 0.0% 0.0% 0.0% 2019 Other Race 3.2% 3.6% 3.9% 2019 Two or More Races 2.5% 2.7% 2.6% 2019 Hispanic Origin (Any Race) 14.2% 17.5% 18.0% Persons of Hispanic origin represent 18.0% of the population in the identified area compared to 18.6% 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 65.8 in the identified area, compared to 64.8 for the U.S. as a whole. Households 2019 Wealth Index 77 90 108 2000 Households 4,931 29,078 68,242 2010 Households 5,059 32,207 74,697 2019 Total Households 6,016 35,852 81,903 2024 Total Households 6,544 38,124 86,618 2000-2010 Annual Rate 0.26% 1.03% 0.91010 2010-2019 Annual Rate 1.89% 1.17% 1.00% 2019-2024 Annual Rate 1.70% 1,24% 1.13% 2019 Average Household Size 2.55 2.29 230 ,iiugilw I Now INN W1 ... Iff-0-10 Data Note: Income iis exipire!ssed in cwmnt doU ars, Housing Affordabillty Index and PecenC of Incorne Foo Mortgage calculaflons aire only avaflable fw areas vvlth 50 or more owne-occiulpied Ih ou:Ming unifts, Source: U.S. Census Bureau, GenSUS 2010 Summary Hic 1. Esd forecasts for 2019 and 2024. Esri converted Census 2000 data onto 2010 geogmphy, 13 June 17, 2020 Page 1 (.450 ;,� ;,, „r '„ ,!✓ / i%// / /r„. ri `r c,,,, /r ri .:.,�! r /i/i / ��, cr , ,fir/../, / r/ / iiiiiiiii r , ;:i e /ri f// ��,ii i,,,,/, ,r � ,,;'. °;. ,,, ,, �,a rr/ ��, %/////i //i///////jr✓..� `/ii ri%�/iiiii ,;.%///i ��i/,,,,,// r, r�/%%i i�� / ,,, i/", s (�,, a>II�ma Rings: 1, 3, 5 mile radii Latitude: 26.52919 Longitude; 8f],QEt]�5 1 mile 3 miles 5 miles Mortgage Income 2019 Percent of Income for Mortgage 25.2% 20.7% 22.1% Median Household Income 2019 Median Household Income $47,327 $53,000 $55,724 2024 Median Household Income $55,601 $60,119 $64,006 2019-2024 Annual Rate 3.27% 2.55% 2.81% Average Household Income 2019 Average Household Income $70,847 $75,566 $80,578 2024 Average Household Income $83,642 $87,903 $93,643 2019-2024 Annual Rate 3.38% 3.07% 3.05% Per Capita Income 2019 Per Capita Income $28,532 $32,771 $34,713 2024 Per Capita Income $33,812 $38,090 $40,300 2019-2024 Annual Rate 3.45% 3.05% 3.03% Households by Income Current median household income is $55,724 in the area, compared to $60,548 for all U.S. households. Median household income is projected to be $64,006 in five years, compared to $69,180 for all U.S. households Current average household income is $80,578 in this area, compared to $87,398 for all U.S. households. Average household income is projected to be $93,643 in five years, compared to $99,638 for all U.S. households Current per capita Income is $34,713 in the area, compared to the U.S. per capita income of $33,028. The per capita income is projected to be $40,300 in five years, compared to $36,530 for all U.S. households Hou_si_ng 2019 Housing Affordability Index 93 111 104 2000 Total Housing Units 5,999 35,080 81,391 2000 Owner Occupied Housing Units 3,249 20,907 51,684 2000 Renter Occupied Housing Units 1,682 8,171 16,558 2000 Vacant Housing Units 1,068 6,002 13,149 2010 Total Housing Units 6,619 41,275 92,957 2010 Owner Occupied Housing Units 3,035 20,590 52,405 2010 Renter Occupied Housing Units 2,024 11,617 22,292 2010 Vacant Housing Units 1,760 9,068 18,260 2019 Total Housing Units 7,921 44,775 99,482 2019 Owner Occupied Housing Units 3,330 21,098 53,679 2019 Renter Occupied Housing Units 2,686 14,754 28,224 2019 Vacant Housing Units 1,905 8,923 17,579 2024 Total Housing Units 8,582 47,311 104,449 2024 Owner Occupied Housing Units 3,665 22,625 57,139 2024 Renter Occupied Housing Units 2,879 15,499 29,479 2024 Vacant Housing Units 2,038 9,187 17,831 Currently, 54.0% of the 99,482 housing units in the area are owner occupied; 28.4%, renter occupied; and 17.7% are vacant. Currently, in the U.S., 56.4% of the housing units in the area are owner occupied; 32.4% are renter occupied; and 11.2% are vacant. In 2010, there were 92,957 housing units in the area - 56.4% owner occupied, 24.0% renter occupied, and 19.6% vacant. The annual rate of change in housing units since 2010 is 3.06%. Median home value in the area is $252,009, compared to a median home value of $234,154 for the U.S. In five years, median value Is projected to change by 1.66% annually to $273,665. 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 2019 and 2024. Esri converted Census 2000 data into 2010 geography. June 17, 2020 14 (Er2020 can Page 2 "451 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS PROPERTY APPRAISED: Commercial property 401, 407 & 411 East Boynton Beach Boulevard Boynton Beach, FL 33435 NOTE: 401, 407 & 411 East Boynton Beach Boulevard, Boynton Beach, FL are three contiguous lots and owned by the same entity. Parking and access are shared. Highest and Best Use for the three lots is for one unified commercial or mixed use. The three lots together constitute the larger parcel of this appraisal. Hence, the subject of this appraisal will be referred to as one property. Therefore, the opinion of value is developed for the larger parcel. OWNERSHIP: Power Lifts LLC 401 East Boynton Beach Boulevard Boynton Beach, FL 33435 LAND & BUILDING AREAS: BUILDING IMPROVEMENTS: ZONING: LAND USE: APPRAISAL PURPOSE: INTEREST APPRAISED: CURRENT USE: HIGHEST AND BEST USE: Land Size SF Building Size SF 401 4,752 2,062 407 5,593 -0- 411 6,347 3,334 16,692 5,396 The improvement of 401 is a single occupant flex building constructed in 1960. 407 is fenced open - storage with no structure on it. 411 is improved with a flex building that has been partitioned into smaller spaces. It was built in 1958. "C-3", Community Commercial in the city of Boynton Beach "LRC", Local Retail Commercial To develop an opinion of market value Fee simple Flex space (office & storage) and retail As vacant: For a stand-alone, small retail or office building or for assemblage with adjacent land for a larger mixed use project of office, retail and residential uses As improved: Interim use of the improvements as flex space and stores in as -is condition until the land is redeveloped as described 15 452 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS (Continued) VALUE BY THE SALES COMPARISON APPROACH: 16,692 square feet of land x $54.93 per square foot of land including building = NINE HUNDRED SEVENTEEN THOUSAND DOLLARS 17 VALUATION DATE: June 23, 2020 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 a. 453 17 454 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 - 2021) 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; Ownership: Power Lifts LLC 401 East Boynton Beach Boulevard Boynton Beach, FL 33435 Property Address: 4019 407 & 411 East Boynton Beach Boulevard Boynton Beach, FL 33435 Legal Description: Lots 4, 5 & 6, less an east part conveyed for right- of-way, ARDEN PARK, Plat Book 2, page 96, Palm Beach County, FL Census Tract No. 61 18 455 APPRAISAL REPORT (continued) Real Estate Tax: Parcel Control Numbers: 08 43 45 21 18 000 0060 08 43 45 21 18 000 0051 08 43 45 21 18 000 0040 Land Value: $317,558 Improvement Value: 208 110 Total Value: $525,668 Assessed Value: $52508 Ad Valorem Tax: $ 13,884 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. Flood Zone: Zone 'X% according to Map Number 12099C0793F. Zone "X" is not in a Special Flood Hazard Area. W11 456 APPRAISAL REPORT (continued) 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 72,000 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. 20 457 APPRAISAL REPORT (continued) The immediate subject market area is comprised of the Boynton Beach Boulevard CRA district encompassing the Boynton Beach Boulevard corridor, the Downtown CRA District with the following general boundaries of Florida East Coast (FEC) Railroad on the west, Federal Highway and the Intracoastal Waterway on the east, Northeast Vt Avenue to the north and Southeast 12 Avenue on the south. Federal Highway CRA North and South Districts flank the Downtown District, with one district blending into the next. The immediate subject market area is along Boynton Beach Boulevard (east/ west) and Federal Highway (north/south). These are the most heavily traveled arteries in the city. Federal Highway is the main north -south artery through the Downtown District. It is also known as US Highway 1 and 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 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. Primary east -west artery is Boynton Beach Boulevard, with Ocean Avenue to the south as a secondary thoroughfare. 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. Ocean Avenue, in the Cultural District of the CRA, is an upgraded streetscape of wide sidewalks covered with pavers, lighting, kinetic sculptures, and bollards. Ocean Avenue continues east of the Cultural District with a drawbridge over the Intracoastal Waterway, reaching Ocean Boulevard and the Atlantic Ocean. Ocean Avenue extends west through Boynton Beach, with an interruption at Interstate 95. The subject market area is easily accessible by main roads and Interstate 95. 21 458 APPRAISAL REPORT (continued) To the northwest of the Downtown District and the Federal Highway North District is the Heart of Boynton District where the CRA has concentrated funds and effort into revitalizing the area with new housing options and upgraded streetscapes. The CRA has purchased numerous smaller properties to assemble larger sites for redevelopment of mixed use projects. 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 2019 in the one -mile radius is $47,327, for three miles it is $53,000, and $55,724 for the five mile circle. Median household income for Palm Beach County is $54,400. In the one -mile circle, population is 15,377. In three miles, population increases to 83,226; at five miles, it is 190,580. However, about 40% of the three and five mile circles are over the Atlantic Ocean and waterways. Annual growth rate is anticipated to be 1.14% to 1.57% in the three circles, during the next five years as the economy and job market recovers in South Florida and new multi -family residential complexes are constructed. 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 $252,009 including the highly priced homes fronting the Atlantic Ocean and Intracoastal Waterway, compared to median home value of $234,154 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 in primary locations are back to pre-crash prices; other properties are approaching that level. 22 459 APPRAISAL REPORT (continued) The life cycle stage of the market area is revitalization, a period of renewal, modernization and increasing demand. Revitalization in the CRA is taking place along US Highway 1, in the part of the corridor near Ocean Avenue and Boynton Beach Boulevard with projects such as 500 Ocean, consisting of 341 residential units, 20,000 square feet of retail space and 6,000 square feet of office. Ocean One at 114 N Federal Highway is planned for 358 apartments, 12,075 square feet of retail, 120 hotel room and 439 parking spaces. The Villages at East Ocean Avenue were approved for 371 dwelling units, 15,757 square feet of commercial space, plaza, 644 -space parking garage, et cetera. At 623 S Federal Highway, The Club of Boynton Beach is a six -story, 87 unit assisted living facility and memory care facility. Earlier in the 2000s, the property was to be developed with a condominium; however, the recession halted those plans. At 2923 S Federal Highway, Daniel Heart Center is replacing an old strip store center by renovating the buildings. In addition to completed and approved projects, a large redevelopment site is under contract to be purchase located on the east side of Federal Highway at SE 1 Avenue, Boynton Beach. The 2.85 acres of land is an assemblage of 10 properties with numerous owners. Issues would have to be addressed such as demolition of existing buildings, unity of title, right-of-way abandonment, density of dwelling units, et cetera. The confidential contract price could change due to contingencies based on these and other issues. However, this assemblage is an example of the revitalization of the subject market area. Town Square, a major redevelopment project to the west of Federal Highway is under construction in three sections extending 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 consists 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 23 460 APPRAISAL REPORT (continued) Included in the project are spaces for a new city hall, police station, fire station and park. Renovation of the historic high school is part of the project. In the Heart of Boynton CRA district, Ocean Breeze East is under construction 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. Land will be forthcoming from the Boynton Beach CRA and financing from the State of Florida will be similar for the developer of this project. 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 CRA envisions the Boynton Beach Boulevard and Downtown Districts to have a future land use of mixed uses with various densities. 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 will resume when the economy stabilizes and there are visible signs that projects are moving forward. Current Land Use: Local Retail Commercial (LRC} Suggested Land Use: Mixed Use, medium intensity, 50 dwelling units per acre with a possible 20% bonus for being in the Transit Oriented Development District, maximum height 150 feet. Mixed Use, medium intensity, requires one acre of land and 150 feet of frontage. 24 461 APPRAISAL REPORT (continued) CRA District: Boynton Beach Boulevard District Zoning: "C-3", Community Commercial District in the city of Boynton Beach. The intent of this district is to implement the local retail commercial future land use map classification of the Comprehensive Plan. Uses allowed in the district are intended to provide a wide range of goods and services located along major thoroughfares. The C-3 district allows 11 dwelling units per acre, adhering to the R-3 regulations. Minimum lot area is 15,000 square feet. Minimum lot frontage is 75 feet. Copy of the zoning code is in the Addenda. The combined size of the three appraised lots is 16,692 square feet and the width is 147.39 feet, meeting the minimum standard in the C-3 District. Separately, none of the three lots meet the standards. Site Description: The shape of the appraised land is a quadrangle. Dimensions for the site are from the sketch of survey in the beginning of the report. North boundary on a service alley: 129.60 feet East boundary on adjacent property: 120.00 feet S boundary on E Boynton Bch Blvd: 147.39 feet West boundary on NE 3 Street: 121.20 feet Land size is 16,692 square feet. Utilities: All utilities are available to the site. Access: The land is accessible via East Boynton Beach Boulevard on the south and NE 3 Street on the west. Boynton Beach Boulevard is a principal east -west arterial improved with sidewalks, curbs and storm drains. NE 3 Street is a local road. 25 462 APPRAISAL REPORT (continued) Easements: Easement are not marked on the sketch of survey; however, utility easements are typically around the perimeter of the site. Encroachment: The building on 411 is encroaching approximately 2.85 feet on to 407 to the west. With the three lots being appraised as one property, this encroachment is not a significant valuation issue. If the three lots were appraised separately, the encroachment would be a concern. Improvements: Building structures are on 401 and 411. 407 is a vacant section of the property used for open storage of the equipment rented and sold by the businesses conducted on 401. The lot is concealed from view by fencing on the south and north sides. 401 is improved with a one-story, single occupant building constructed in 1960, containing 2,062 square feet of enclosed area. The improvement appears to be in average condition for its age of 60 years. It is a typical storefront/ service building from the mid-century era. The property is owner - occupied by ABC Rentals and Power Lifts LLC. The front portion of the building is display and office; the rear section is storage and shop. Attached on the north elevation is an overhang providing cover for more items. Ceiling clearance is 10 feet. Building details: Foundation: Reinforced concrete slab over concrete footings Exterior Walls: Concrete block with concrete columns and tie beams; exterior finish is painted stucco 26 463 APPRAISAL REPORT (continued) Floors: Interior Walls: Roof System Windows & doors U -N.'" iM Building details: Foundation: Exterior Walls: Floors: Interior Walls: Smooth concrete Drywall over metal studs Twin -T concrete panels covered with insulation, concrete deck and composition material Jalousie and plate glass Wall mounted units 411 is improved with a one-story building constructed in 1958, containing 3,334 square feet of enclosed area. The improvement appears to be in average condition for its age of 62 years. It is also a typical storefront/ service building from the mid- century era. The property is rented to a tenant who has subleased the building to other occupants. The property owner stated the master lease is at a sub- market rate and did not supply the lease. There is no information about the sublease rates. The interior of the building is subdivided into rooms used for office, beauty supply and accessory sales, games/ entertainment, apartment, and appliance sales and repair. Ceiling clearance is 10 feet. Reinforced concrete slab over concrete footings Concrete block with concrete columns and tie beams; exterior finish is painted stucco Smooth concrete covered with terrazzo Drywall over metal studs 27 464 APPRAISAL REPORT (continued) Roof System: Windows & doors: HVAC: Site Improvements: Steel bar joist covered with metal decking, insulation and composition material Plate glass Wall mounted units Asphaltic paving for car storage, chain link fence, gate, concrete paving Parking: Approximately 10 parking spaces on the south side of the site. Parking ratio is about one space for each 540 square feet of building which most probably would not meet current code for retail or office use. City officials make that determination. Environmental Assessment: There is no Phase I Environmental Site Assessment to review. 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. As mentioned, no lease information is available for 411 East Boynton Beach Boulevard. 28 465 APPRAISAL REPORT (continued) 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 June 23, 2020. 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 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; 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. * 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 & Ltht_Com „yv Jennings,, 518 So.2d 895 (Fla. 1987)] 29 l APPRAISAL REPORT (continued) 2-2(4)(vii) State the effective date of the appraisal and the date of the report; A) Effective Date of the Appraisal: June 23, 2020 B) Date of the Report: June 23, 2020 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 land sales, improved sales and properties for rent. 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. 2-2(a)(x)(1) 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 (S) Summarize the information analyzed and the reasoning that supports the analyses, opinions, and conclusions 30 467 APPRAISAL REPORT (continued) Improved sales were gathered and reviewed to provide indications of value for the appraised property as improved. The research showed that one group of these properties was too dissimilar to the subject to provide valid comparisons. The sale buildings were purchased to remain in use for the foreseeable future, with their highest and best use remaining as improved properties. The second group of sales had improvements that were either old and/ or undersized for the sites. The buildings were close to the end of their useful/ economic lives like the appraised property. This group of sales provided probable indications of value for the subject with the major portion of the sale price representative of the land and a small portion for the contributory value of the improvements. In the Sales Comparison Approach, these sales are compared to each other and to the property under appraisement to arrive at an opinion of value for the subj ect. 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 of the age of the subject improvements. An element of the Income Approach is employed to calculate the gross income the property could generate as vacant and as currently improved to test its highest and best use. Exclusion of the Cost Approach and full Income Approach still produces a creditable report. SR 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; and There are no agreements of sale, options or listings of the subject property 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. There has been no warranty deeds recorded for the property in the past three years. 31 468 APPRAISAL REPORT (continued) 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 retail/service and open storage. The following analysis tests this use as being the highest and best of the property. 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 three lots with a combined size of 16,692 square feet. It is located at a minor corner of East Boynton Beach Boulevard and NE 3 Street. The parcel is level and filled to street grade. All utilities are available to the site. No soil or subsoil tests were available for review to ascertain if the appraised land is capable of supporting buildings. However, it has been improved with one-story commercial buildings for 60 years. Physical constraint to develop the site is its size which governs the size and number of the potential improvements which can be placed on it. Legally Permissible as Vacant Legal restrictions to the development of the site consist of land use designation, building and zoning codes, platting and deed restriction, none of which came to light during the property investigation. Land use designation is Local Retail Commercial. Zoning is "C-3", Community Commercial District. Minimum lot size is 15,000 square feet; minimum lot frontage is 75 feet. The appraised site meets these standards and could be put to one of the permitted uses in the "C-3" district. 32 469 APPRAISAL REPORT (continued) 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. As mentioned, assemblages of smaller parcels into larger sites for mixed use development are taking place in the subject market area and in other CRA districts. Once a large site is assembled, the development process can commence with possible zoning and/or land use change to permit a mixed use project such as 500 Ocean. For mixed use, medium intensity, one acre of land is required. Hence, the subject and perhaps the property to the east could be assembled for a future mixed use. Currently, the appraised site is of sufficient size to be improved with a use permitted in the "C-3" district. It has a corner location with 147.4 feet of frontage on Boynton Beach Boulevard, the main east -west street in the city. The property is two blocks west of Highway US 1 and two blocks east of the new Town Square. Its location and zoning put it in the core of revitalization of the subject market area. Financially feasible use of the land concerned is to improve it with a multi -bay retail facility to cater to the everyday needs of the existing residents and those who will live and work in the projects being constructed in the market area. The most probable buyer is a local developer who wants to be a part of the revitalization. Time for development is now with little competition from similar, smaller new properties. Maximally Productive as Vacant In summary, the Highest and Best Use of the land in question is to be developed with a small multi -bay retail center which use is physically possible, probably legally permissible, financially feasible and maximally productive. Future highest and best use, if assemblage with adjacent property could be accomplished, is development of a medium intensity mixed use project with residential units on the upper floors and commercial use on the ground level. 33 470 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED Physically Possible Improved The improvements appraised are storefront/ service facilities constructed in 1958 and 1960 when such property types were prevalent on East Boynton Beach Boulevard west of the Florida East Coast Railway. Businesses combined elements of commercial and industrial catering to tradespeople. As the population of the city moved west, businesses of this type moved west of Interstate 95 to larger properties and better access to the expressway. The appraised property, as an owner -occupied facility, remained in the eastern part of the city. As discussed, the buildings are old displaying physical depreciation and functional obsolescence. They are approaching the end of their useful lives. The property owner has the choice of renovating the buildings, continue to use them as -is for an interim period until the land is ready for redevelopment with a new retail facility, or imminent demolition. Legally Permissible Improved "C-3" zoning district permits retail use as stated in the ordinance; other uses including open storage are determined by city officials interpretation of the zoning code. Land Use is Local Retail Commercial, with land use and zoning being in accord. Existing parking along the south side of the property appears to be sub -standard to the current code. Minimum yard setbacks do not look as if to be met. The buildings were constructed prior to the current zoning and building code and are "grandfathered -in." However, there is a limit to amount of repairs and replacements that can be made before the entire property must meet current code. Further, market acceptance of old improvements wanes as the age of residences decrease and incomes increase. Financially Feasible Improved The advancing age and depreciation condition of the subject improvements along with their functional obsolescence is moving them to the end of their useful/ economic lives. As will be noted in the Sales Comparison Approach, the appraised property is most similar to those with the major portion of the value is in the land and the improvements have a small contributory value to the whole. In one case (Sale 2) the building was renovated to remain in service; for the other three sales, the buildings will be used for a short time until the sites are redeveloped. The subject fits into the latter category. 34 471 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED The sales are in the immediate subject market area where the value of a property as essentially vacant is greater than the value of a property as currently improved. Continuing to operate the property as improved will not generate a sufficient return even on the land. For proof, gross income is projected for the appraised property as vacant and as currently improved. In Sales Comparison Approach in this appraisal, the opinion of value for the property is $917,000. Typically, land is leased at 10% per year of its value. Therefore, the income the land could generate is as follows. $917,000 x 0.10 = $91,700 annual income Following are rental properties with rates for older, small buildings which provide an overview of the amount of rent the subject property could generate as currently improved. The conclusion for the subject is $14.00 per square foot per year. NO. RENTAL GROSS ............. COMMENTS LOCATION SIZE SF RATE/ SF/ YEAR 1 1399 SW 30 Ave 2,745 $13.50 Flex space in a building Boynton Beach, FL_ ........................ .......w. containing 22 190 SF 2 3050 SW 14 Place 1,650 $14.00 Flexspace in a building Bob^wton Beach, FL containing33,325 SF ___...._...... 3 1420 Neptune Drive 5,218 $14.00 Flex space in a building Bo nton Beach, FL .., .M..., containin 30,000 SFww..nw_wwww_ 4 1300 W Industrial 1,200 $14.60 Flex space in one of the Ave, Boynton Beach buildings in Boynton Industrial Park 5,396 SF of building x $14.00/ SF/ YR = $75,500 gross annual income The property as currently improved cannot generate as much income as it could vacant. Further, repairs and replacements would have to be made to continue the stream of income as improved. Therefore, the existing improvements are not the highest and best use, considering their financial feasibility. 35 472 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED Maximally Productive Improved The maximally productive use of the existing improvements is to continue to use them as -is for an interim period until the land is ready for redevelopment with a new retail facility. At that point; the improvements would be demolished and removed from the site. Such use 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 2-1 See signed certification in report. 36 473 "Ail IL 'Ala 37 474 o � N W 475 SALE 1: 126 W. Boynton Beach Boulevard SALE 3: 219 W. Boynton Beach Boulevard SALE 2: 202 E. Boynton Beach Boulevard SALE 4:724 N. Federal Highway PHOTOS OF THE COMPARABLE SALES 39 476 LAND SALES SALE NO. 1 LEGAL DESCRIPTION Lots 5, 6, 7 and 8, Block 4, BOYNTON HEIGHTS ADDITION to the TOWN OF BOYNTON Fla., Plat Book 10, page 64, Palm Beach County, FL, less part for right-of-way RECORDED O. R. Book 30470, Page 1140 GRANTOR Beercade LLC GRANTEE JWS Investments LLC DATE OF SALE March 11, 2019 LOCATION 126 W Boynton Beach Boulevard Boynton Beach, FL ZONING "C-2" Neighborhood Commercial LAND USE Local Retail Commercial SALE PRICE $750,000 LAND SIZE 13,560 square feet UNITS OF COMPARISON $55.13 per square foot of land PARCEL CONTROL NO. 08 43 45 28 10 004 0050 CONDITIONS OF SALE Financing provided by SouthTrust Financial LLC in the amount of $650,000 as a blanket mortgage for four properties owned by the grantee. Arm's length transaction. CONFIRMED Jerron Kelley, attorney for grantee COMMENTS This property is in the block to the west of the new Town Square development. It is adjacent to the west of the United States Post Office branch. The property is improved with a small commercial building containing 864 square feet, constructed in 1970. Future plans for the property have not been revealed. 40 477 �Q i IC N 0.1 W* 478 SALE NO. 4 LAND SALES LEGAL DESCRIPTION The west 89 feet of Lots 7, 8, 9 and 10, Block 3, TOWN OF BOYNTON Fla., Plat Book 1, page 23, Palm Beach County, FL, less part of Lot 10, plus 20 feet of the abandoned alley lying south of the described property RECORDED O. R. Book 30337, Page 731 GRANTOR Gloria Weiss Realty, LLC GRANTEE 202 East Boynton Beach Blvd LLC DATE OF SALE December 19, 2018 LOCATION 202 E Boynton Beach Boulevard Boynton Beach, FL ZONING "C-3" Community Commercial LAND USE SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO. Local Retail Commercial $835,000 12,898 square feet $64.74 per square foot of land 08 43 45 28 03 003 0091 CONDITIONS OF SALE Cash sale. Arm's length transaction. CONFIRMED Gloria Weiss, grantor COMMENTS This property is in the block to the east of the new Town Square development. It was improved when sold with a commercial building used as a funeral home containing 3,000 square feet, constructed in 1952. The buyer remodeled the building to be used for a medical marijuana dispensary called One Plant. 42 479 LAND SALES SALE NO. 3 LEGAL DESCRIPTION Lot 112 and the East 25 feet of Lot 113, Block "A", less the south 10 feet, BOYNTON HILLS, Plat Book 4, page 51, Palm Beach County, FL RECORDED O. R. Book 31124, Page 1508 GRANTOR Jeannette Molina GRANTEE Gracey Properties LLC DATE OF SALE December 26, 2019 LOCATION 21.9 W Boynton Beach Boulevard Boynton Beach, FL ZONING "C-2" Neighborhood Commercial LAND USE Local Retail Commercial SALE PRICE $400,000 LAND SIZE 7,514 square feet UNITS OF COMPARISON $53.23 per square foot of land PARCEL CONTROL NO. 08 43 45 2107 001 1120 CONDITIONS OF SALE Financing provided by First Citizens Bank & Trust in the amount of $320,000 at the market rate of interest. Arm's length transaction. CONFIRMED Kristina Reed, attorney for grantee COMMENTS The property is improved with a single family residence constructed in 1945, containing 1,217 square feet of building area. Future plans for the property have not been revealed. 43 480 SALE NO. LEGAL DESCRIPTION RE -CORDED GRANTOR GRANTEE DATE OF SALE LOCATION ZONING LAND USE SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO. CONDITIONS OF SALE CONFIRMED LAND SALES E Lots 23, 24 & 25, Block 2, less part for road, BOYNTON PLACE, Plat Book 11, page 40, Palm Beach County, Fl, O. R. Book 31163, Page 422 Michael and Ina Bornstein L G Import -Export Inc. January 10, 2020 724 North Federal Highway Boynton Beach, FL "C-4", General Commercial General Commercial $750,000 14,087 square feet $53.24 per square foot of land 08 43 45 22 03 002 0230 Cash sale. Ann's length transaction. Ina Bornstein, grantor COMMENTS The property is used as a car sales lot. It is improved with a commercial building constructed in 1957, containing 887 square feet. The property continues to be used for car sales. 44 481 WJ u = O W O V O 'I. 7 G m N N tNl1 'N -i O m W Ln LMA N N o� M M CLn Cdr 7 1'h st R [t J f' \ W 7 N N Ln N N 7 y N c Q. Cf d CD F 'pu O O O N m y m a m y ry m y _o co 0) O LD - ' d y a: m L VY H N M Q uj w IQif j~ C m i0 -r m C m N m m N m Q Zo 0 O O T C Z O y OZ{ O m Q �E w — o N 0 m W L3o ~ ` N y Q Q In m m c EI N Q W II„..N w N a W N w r 4` u n 0 6 LA O O Gi jpl d W O O n Lr O O Ln N a a y W h O ID P- N W N V N M1 N Q O E O N h '7 Uf Op A O t In t O f N t N N %N N v N C C C C fl ? Z N V M U N C U M y U iJ C O `o 7 y O O O T y 7 n S V m 0 Q V d Q u H u O N u N u N u N u N y Lnm m 00 U) N 00 m m LO N tD y LOp ti M ti N ^ H N M H M J O O O O O O H OIC. 0 LO 0)VI W D•f � R Ol � 9 W M r.+ N~ - y. W = M LA LT m m m m m ~ m WJ O V O O �f O V O 'I. 7 M L, N N a r N N 0000 m N N v iMn i! } V F Ln LMA N N o� M M rn co O O o N uo A N J f' \ \ ON N Q h OI -,V .--I �cn --I O N u j M m \ Z F a m y m a m y ry m y _o o m WI w LL m L w LL m Lto y a: m L = W i L cd LL GIr N M cm uj w IQif j~ C m i0 -r m C m N m m N m Q Zo 0 O O T C Z O y OZ{ O m Ou Lu a n 0 m W L3o ~ c N N Q Q J a 482 SALES COMPARISON APPROACH 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 property is to redevelop the land with a small, multi -bay retail center. Until the property owner is ready for the new project and the revitalization of the market area accelerates, the property as -is could be used for an interim period. Nevertheless, the majority of the value of the appraised property is in the land with a small contributory value of the improvements until the impending end of their economic lives. Land size of the subject three lot site is 16,692 square feet; zoning is "C-3", Community Commercial District. A search was made to find recent sales of properties in the immediate subject market area with the majority of the sale price attributable to the land, with a small contributory value of the existing improvement. A property -by -property search was conducted along Boynton Beach Boulevard and US Highway 1. 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 this of property is the Sale Price per Square Foot of Land including building. The range of unit prices of the sales is from $53.24 to $64.74 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 terms, 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) 46 483 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 2 and 4 were cash transactions. Since third party financing is readily available, Sales 1 and 3 took advantage of this condition and gave mortgages to financial entities. Loan to price ratios are 87% and 80%, respectively. Reportedly, there were no inducements to accept the financings. 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. Conditions of sale for all of the transfers were typical for the market, with no adjustments necessary. 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. (Continued) 47 484 SALES COMPARISON APPROACH (Continued) There is an upward trend in real estate prices in the subject market area due the revitalization supported by the Boynton Beach Community Redevelopment Agency and to scarcity of developable parcels. The upward trend exceeds the annual inflation rate of 2% per year. Each of the land sales is adjusted upward 3% 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 sale properties are in the Boynton Beach Community Redevelopment area fronting the main roads in the market area. They are in the Transit Oriented Development (TOD) District with a possibility of a 20% density bonus for residential units if certain conditions are met. They all still carry the "C", Commercial zoning and have yet to be rezoned to "MU", Mixed Use. The property concerned is in the "C-3" district with a minimum size of 15,000 square feet, which it meets, hastening it to the ready -to -be -redeveloped phase of its life cycle. There are some differences among the sales and the subject; however, they are not significant enough to make quantitative adjustments 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 property in question and the sales are small commercial facilities. The improvements still exist, though they have low contributory value to the properties as a whole. The majority of the value is in the land. The amount of the improvement's contributory value is the aspect of physical characteristics which affects price. When the properties are redeveloped the buildings will most probably be demolished, except for Sale 2. It has the largest building in the data set of 3,000 square feet and of a more substantial construction. Rather than demolishing the structure and constructing a new one, the buyer renovated it from a memorial chapel to a cannabis dispensary. Sale 2 is superior to the other sales and the subject for physical characteristics due to its building's greater percentage of contributory value to the whole property. (Continued) 48 485 SALES COMPARISON APPROACH (Continued) Sale 2 is adjusted downward 20% for this factor (equating to about $58.00 per square foot of building area, 50% depreciated). No adjustments are made to the other sales for this element of comparison because their physical conditions are similar to the subject's. Use For sites to be comparable, they should have similar uses. Future uses for the subject and sales are for small commercial projects as stand-alone properties. If assembled with adjacent properties, there is the possibility of future mixed use projects with retail and/or office on the ground floor and residential on the upper floors. No adjustment is called for this element of comparison. FINAL VALUE OPINION Following is a summary of the square foot unit sale prices for the four sales: Sale No. Sale Price per Square Foot $57.52 2 $54.12 $54.03 4 $54.04 The range of adjusted unit prices is from $54.03 to $57.52 per square foot of land including building. With adjustments having already been made for differences which affect price, equal weight is placed on each of the adjusted unit prices. Considering the foregoing discussion, the unit value for the subject is in the mid-range of the of the adjusted unit sale prices at $54.93 per square foot. The quantity of the comparable data is sufficient to have an overview of the market for sites with older, remaining improvements located on the main arteries in downtown 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 June 23, 2020 is: $54.93/sq.ft. of land with building x 16,692 square feet of land = NINE HUNDRED SEVENTEEN THOUSAND DOLLARS 49 486 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 June 12, 2020. 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. _.................._w............_....._..._.__._._.......... -............_............ ........... June 23 2020 Jesse B. Vance, Jr., MAI, SRA, ASA Florida State -Certified General Real Estate Appraiser No. RZ-85 _._................... ._ June 23 2020 Claudia Vance, MAI Florida State -Certified General Real Estate Appraiser No. RZ-173 50 487 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. 1. The undersigned have personally visited 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. 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 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. Improvements, if any, are those noted and reported on the date of inspection. 9. The value or values estimated apply 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. 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. The existence of potentially hazardous material used in the construction or maintenance of buildings, such as the presence of urea formaldehyde foam insulation, and/or existence of toxic waste, which may or may not be present on the property, has not been considered. Additionally, 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 were responsible for the analyses, conclusions, and opinions of real estate set forth in this report. (No one else provided significant professional assistance to the report signers). 16. The Americans with Disabilities Act (ADA) became effective January 26,1992. We have not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property would reveal that the property is not in compliance with one or more of the requirements of the act, which could reduce property value. 17. Prospective value estimates are based on current conditions and trends. The appraisers cannot be held responsible for unforeseeable events that might alter market conditions upon which market value has been estimated. 18. The appraisers certify that they have the knowledge and experience required to perform this appraisal assignment. 19. The appraiser reserves the right to amend or change this report at any time additional market information is obtained which would significantly affect the value opinion. Jesse B. Vance, Jr., MAI, SRA, ASA State -Certified General Real Estate Appraiser No. RZ 85 June 23, 2020 &a7llz�/000� Claudia Vance, MAI State -Certified General Real Estate Appraiser No. RZ 173 June 23, 2020 51 488 ... .... ... illiq 4111q���' 52 489 C. C-3 Community Commercial District. 1, General. a. Purpose and Intent. The purpose of the C-3 zoning district is to implement the local retail commercial (LRC) future land use map (FLUM) classification of the Comprehensive Plan. The intent of this conventional district is to encourage the development or use of property for appropriate intensive retail commercial uses providing for a wide range of goods and services, located along major thoroughfares. The C-3 district allows a maximum density of eleven (11) dwelling units per acre; however, all residential developments must adhere to the R-3 district building and site regulation in accordance with Section 2.17. above. b. Prerequisite Location Standard. In reaching recommendations and decisions as to zoning land to C-3, the advisory board and City Commission shall apply the following location standards, in addition, to the standards applicable to the rezoning of land generally: (1) Centrally and accommodating multiple neighborhoods; and (2) Abutting to at least one (1) major thoroughfare. 2. Use(s) Allowed. See "Use Matrix Table 3-28" in 3. Building and Site Regulations (Table 3-16). No building or portion thereof shall be erected, constructed, converted, established, altered, enlarged or used unless the premises and buildings shall comply with the following regulations: BUILDING/SITE REGULATIONS C-3 District Minimum lot area: 115,000 s.f. Minimum lot frontage: 175 feet Minimum yard setbacks: Front: 20 feed Rear: 20 fete Abutting: Residential district(s) � 30 feet Interior side: 0 feet"3 Abutting: Residential district(s) 30 feet' Corner side: 20 feet' Abutting: Residential district(s) 30 feet' Maximum lot coverage: 40% Maximum Floor Area Ratio (FAR) 0.504 53 490 Maximum structure height: 45 feets ' Reduced setbacks will be applied to property located within the Urban Commercial District Overlay Zone, Section 8.C. below. 2 Where rear yard access is available from a public street or alley, rear yard may be decreased by one-half (1/2) the width of such street or alley, but in no case shall a rear yard be less than ten (10) feet. 3 Where rear access is not available from a public street or alley, a side yard of not less than fifteen (15) feet shall be provided on one (1) side. 4 A floor area ratio (FAR) up to 0.50 may be considered for local retail commercial uses allowed within the C-3 district (see "Use Matrix" — Chapet k, Article l S wAic-rri .D.), pursuant to the local retail commercial future land use classification of the Comprehensive Plan. s Not to exceed four (4) stories. 4. 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 0� 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;��rr:u,. Article I L ,,S cfiog- . F prior to application for building permit. 5. Parking. Required off-street parking is regulated in accordance with °q,�ajjte 4, Arfi je w, Minimum Off -Street Parking Requirements. 6. Exterior Storage of Merchandise and Equipment. See�(� i,ate.r. "i ,, rl:(,lle,V—. Selclioti 8 for the regulations pertaining to the permanent exterior storage of merchandise and equipment. 54 491 E. Mixed Use Urban Building and Site Regulations (Table 3-4). MIXED USE, URBAN MU -LI MU -L2 MU -L3 MU -4 MIJ-H Lot Area, Minimum (acres): Public park N/A N/A N/A N/A N/A All other uses 0.50 0.75 1 1 1 Lot Frontage, Minimum (ft.)' 100 100 150' 200 200 Structure Ht., Minimum (ft.) 30 30 30 45 45 Maximum height (ft.)5 45 65 75 100 150/1256 Maximum Density (DUs/Acre)14,16 20 30 40 60 80 Maximum F.A.R.15 1.0 2.0 3.0 4.0 4.0 Build -to -line (ft.)" All sides abutting a collector or arterial road Factor of Pedestrian Zone Requirementlo Abutting a Local street 010 010 010 010 Oio Interior side 010 010 Om 010 Oto Building Setback, Minimum (ft.)" Rear abutting: Residential single-family 25'/0''8 25' 25' 25' 25' Intracoastal waterway 25' 25' 25' 25' 25' Side abutting Residential single-family 25'/0',8 25' 25' 25' 25' Usable Open Space, Minimum (sq. ft.)13 N/A N/A NIA 1% 2% 1. May be reduced if frontage extends from right-of-way to right-of-way. 2. Minimum of fifty (50) feet, if frontage is on a collector/local collector roadway. 5. Maximum height on any street frontage is forty-five (45) feet. Maximum height on Intracoastal Waterway is thirty-five (35) feet. Heights may require reduction where adjacent to a single-family zoning district where necessary to achieve the compatibility requirements of these regulations. NV 492 6. Maximum height reduced to one hundred twenty-five (125) feet for the entire project where property abuts any MU -L or residential zoning district not separated by a right-of-way. 7. Plus one (1) additional foot for each foot of height over thirty-five (35) feet. 8. Where there is an intervening right-of-way of at least forty (40) feet. 9. Subject to permitting agency approval. 10. Buildings and structures shall be located no farther than zero (0) feet from the property line, except in conjunction with providing required visibility at intersections, driveways; open spaces and public plazas; or when additional setback is necessary to provide for required "Pedestrian Zone (PZ). Building placement is a factor of roadway type and CRA district, which determines the min. width and design of the PZ. Except for the Downtown District, where the minimum PZ width is 18', the minimum PZ in all other districts if 16 ft. See Section 5.C.2. below for additional relief provisions from build -to line requirements. 11. Listed eligible historic structures are not required to meet these standards. 13. Usable open space shall be required for all developments two (2) acres in size or larger which shall be devoted to plazas or other public open space, excluding private recreation. See Chapter 4, Article III, Section 8 for additional regulations. 14. Projects within the transit core shall have minimum densities as follows: MU -1 -eleven (11), MU -2 -twenty (20), MU -3 - thirty (30), MU -4 - thirty-five (35) and MU -H - forty (40) dwellings per acre (except that minimum density for the MU -H district applies to projects located within the entire station area). 15. Projects within the transit core shall have a minimum FAR as follows: MU -L3 - one and three-quarters (1.75), MU -4 (2.0) and MU -H - two (2.0) (except that minimum FAR for the MU -H district applies to projects to be located within the entire station area). 16. The maximum density for projects within the Downtown Transit -Oriented Development District Overlay Zone (the Station Area) may be increased up to twenty-five percent (25%) over the maximum density allowed in the underlying zoning district. (Ord. 10-025, passed 12-7-10; Am. Ord. 12-016, passed 10-2-12; Am. Ord. 14-009, passed 7-1- 14; Am. Ord. 15-006, passed 3-2-15; Am. Ord. 16-023, passed 1-3-17) 56 493 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. STAADARDSRULE 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 RUL 2-2 Each written real property appraisal report mist 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 ofinformation 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 requirement& (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 workfle; (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, andlor exhibits sufficient to idents 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 sign cant real property appraisal assistance; 57 57 494 (x) provide sufficient information to indicate that the appraiser complied with the requirements of STANDARD 1 by: (1) summarizing the appraisal methods and techniques employed; (2) stating the reasons for excluding the sales comparison, cost, or income approaches) 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 th real 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 their use might have affected the assignment results, and (xiv) include a signed certification in accordance with Standards Rule 2-1. STANDARDS RULE 1-5 When the value opinion to be developed is market value, if such information is available in the normad course of business.- a) usiness. 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 58 495 475.611 Florida Statutes: Deriinitions.- -(i) "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 relabng.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 clients 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 not4or-profit corporation under thef 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 appraisers 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 within the meaning of 95,11(4)(a). (g) "Board" means the Florida Real Estate Appraisal Board established under this section. (h) "Certified Gene I iser" 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. G) "Department" means the Department of Business and Professional Regulation. 59 59 496 Vance Real Estate Service 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. Web Page; v;n ui uim:;m.;uu 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) #003439 MBA DEGREE - REAL ESTATE MANAGEMENT AND DEVELOPMENT STATE -CERTIFIED GENERAL REAL ESTATE APPRAISER #RZ-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). BQUALIFIED 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. Cl 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, MARKETABILI'TY, 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. 20 497 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 COMMIISSIONERS; 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); 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 Lisf BACHELOR OF ARTS - Earlham College, Richmond, Indiana (1954) MBA (Nova University) - Real Estate Management & Development (National Dean's List 1991) Course I (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) - 4201 Instructor, 1988, Illinois Seminar (SRF,A) - Professional Practice, 1988, Florida Symposium (SREA) - Market Analysis, 1988, California Symposium (SREA) - Market Analysis, 1989, Minnesota MBA Graduate School Courses: 1990 —1991 Successfully comleted_the_followml, 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 (Al) - International Appraising (1992/Boston) SEMINAR (AI) - Litigation Valuation/Mock Trial (1993) SEMINAR (AI) - ADA ACT (1993/Reno) SEMINAR. (AI) - Hotel Valuation (1993) SEMINAR (Al) - Income Capitalization, Methods (1993) SEMINAR (Al) - Powerlines/Electromagnetic Radiation (1994) SEMINAR (AI) - Verifying Market Data (1994) SEMINAR (Al) - Market Studies for Appraisals (1994) SEMINAR (Al) - Florida Appraiser Core Law (USPAP/1994) 61 498 E EDUCATIONAL BACKGROUND - 'Partial Lis continued' SEMINAR (AI) - Limited Appraisals & Reports (USPAP/I994) SEMINAR (AI) - Public Safety & Property Values (1995) SEMINAR (AI) - Outparcel Valuation (1995) SEMINAR (AI) - Computer Technology Video Conference (1995) SEMINAR (Al) - The Internet & the Appraiser (1996) SEMINAR (Al) Florida Commercial Construction (1996) SEMINAR (Al) - Real Property Rights in Florida (1996) COURSE (AI) - USPAP & Florida Real Estate Core Law (1996) SEMINAR (AI) Valuation of Trees (1997) 3 -DAY COURSE - Environmental Permitting/Mitigation/Mitigation Banking/Contamination Risk Management- Liability/Wetlands/ Hazardous Wastes/Lender Liability (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 (An - 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 (Al) - 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 Boole') (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 (Al) State of the Appraisal Profession (2001) 2 -Day SEMINAR Eminent Domain, by CLE International, Tampa, Florida (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 (Al) - 2 -Day Course #430, Standards of Professional Practice, Part C (2002) SEMINAR (Al) - 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 (Al) - Florida State Law for Real Estate Appraisers (2003) SEMINAR (Al) - 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 (Al) - USPAP Scope of Work & New Requirements (8/2006) SEMINAR (AI) - USPAP Reappraising, Readdressing & Reassigning Appraisal Reports (2/2007) SEMINAR (Al) - 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) 62 499 E EDUCATIONAL BA_C_KGROUND - (Partial List, continued k WEBINAR (AI) - Develop an Effective Marketing Plan (3/2009) SEMINAR (AI) - Inspecting the Residential "Green House" (4/2009) SEMINAR (An - 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 Book") (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 (An - 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 (An - 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 -How Business Practices & Ethics (12/02/2016) 5 -Year Requirement WEBINAR (Al) 2 -How 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 -How 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" Uniform Appraisal Standards for Federal Land Acquisitions —Passed Exam (11/102017) 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 (Al) - 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 (AD 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) 63 500 APPRAISAL TEACHING EXPER[ENCE 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 AI CHAIR - FLA. STATE LEGISLATION & REGULATION SUBCOMMITTEE OF Al G P ROFESSIONAL OFFICES HELD/AWARDS CHAIR - FLORIDA REALTORS COMMIT -IEE ON COMMITTEE REFORMS CHAIR - EDUCATION COMMITTEE, FT. LAUDERDALE CHAPTER Al CHAIR - CANDIDATES GUIDANCE COMMITTEE, FT .LAUDERDALE CHAPTER AI 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 I"CIVIC INVOLVEMENT MEMBER OF ROTARY INTERNATIONAL / PAUL HARRIS FELLOW MEMBER OF THE GREA'T'ER 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 TTIE 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 17212681) - HONORABLE DISCHARGE 1949 64 501 Vance Real 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: vapeeval a rsl:i.:ief Web Site;W�a��tu:m�:�:]I riil�o a w:,r:w 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) t UALIFIED 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 SnStainable Buildings: Commercial Valuation ofSustainable 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 Types 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 65 502 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 M.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) - 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) SEMINAR (AI) - Limited Appraisals & Reports (USPAP/1994) SEMINAR (AI) - Public Safety & Property Values (1995) SEMINAR (AD - 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 (An - USPAP & Florida Real Estate Core Law (1996) SEMINAR (AI) - Valuation of Trees (1997) SEMINAR (AI) - Valuation of Transferable Development Rights [TDR's] (1997) COURSE (An - Standards of Professional Practice, Part C, 15 hour Course 4430 (1997) SEMINAR (Al) - Non -Conforming Uses (1998) SEMINAR (AI) - The Impact of Contamination on Real Estate Value (1998) COURSE (AD - USPAP & Florida Real Estate Core Law (1998) SEMINAR (AD - 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 (Al) - Technology Forum Part MIntermediate (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 Pr6a ice: Concepts & Applications (2000) 503 l!)EDUCAITONAL$ACKGROUNJU.j (ntinued), SEMINAR (AI) - Analyzing Income Producing Properties (2000) COURSE (AI) - USPAP & Florida Real Estate Core Law (2000) SEMINAR (Al) - Mediation & Alternate Dispute Resolution Seminar (2001) SEMINAR (AI) - State of the Appraisal Profession (200 1) SEMINAR (Al) - 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 (Al) 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 (Al) - Valuation for Financial Reporting Purposes (2004) SEMINAR (AI) - National USPAP Course (2004) SEMINAR (Al) - 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 (Al) - Technologies for Real Estate Appraisers (2006) SEMINAR (AI) - The Appraiser's Role in New Urbanism (2006) SEMINAR (Al) - National USPAP Update (2006) SEMINAR (Al) - 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 (Al) - Real Estate Fraud (2007) SEMINAR (AI) - Forecasting Revenue (2007) SEMINAR (Al) - Florida Law for Real Estate Appraisers (2007) COURSE (AI) - Business Practice and Ethics #420 (2007) SEMINAR (AI) - Supervisor — Trainee Roles and Rules (2008) COURSE (Al) - 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 (Al) - New Government Regulations (2009) SEMINAR (Al) - Property Tax Assessment (2010) SEMINAR (Al) - 7 Hour National USPAP (20 10) 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 (Al) - Spotlight on USPAP — Agreement for Services (2011) SEMINAR (Al) - Trial Components (2011) SEMINAR (Al) - Lessons from the Old Economy Working in the New (2012) SEMINAR (Al) - 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 (Al) - IRS Valuation (2012) SEMINAR (AI) - Business Practices and Ethics (2012) SEMINAR (AI) - Real Estate Forecast (2013) SEMINAR (Al) - Advanced Marketability Studies (2013) SEMINAR (AI) - Developing a Supportable Workfile (2013) 67 504 HIEDUCATIONAL BACKGROUND Continued SEMINAR (Al) - Florida Appraisal Law (2014) SEMINAR (Al) - Liability Issues for Appraisers performing Litigation & Non -Lending Work (2014) COURSE (AI) -7 Hour National USPAP Update Course (2014) SEMINAR (AI) - Florida Law (2014) SEMINAR (Al) - New Real Estate Economy (2014) SEMINAR (AI) - Economic Engines of Miami -Date County (2015) SEMINAR (Al) - Economic Engines of Broward County (2015) SEMINAR (AI) - Tightening the Appraisal (2015) SEMINAR (AI) - Evaluating Commercial Construction (2015) SEMINAR (AI) - Drone Technology (2015) SEMINAR (Al) - Loss Prevention for Appraisers (2016) COURSE (AI) - 7 Hour National USPAP Update (2016) SEMINAR (AI) - Florida Law (2016) SEMINAR (AI) - Redefining the Appraisal & Its Role in an Evolving Banking Environment (2016) SEMINAR (AI) - The Tough One, Mixed use properties (2016) SEMINAR (AI) - Business Practices & Ethics (2016) SEMINAR (AI) - Economic Engines Driving Broward County (2017) SEMINAR (Al) - Introduction to Green Buildings & passed exam (2017) SEMINAR (AI) - Another View of the Tough Ones (2017) SEMINAR (AI) - Appraising for the Office of Valuation Services, Department of the Interior (2017) SEMINAR (AI) - Case Studies in Appraising Green Residential Buildings & passed exam (2017) SEMINAR (AI) - 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 (AI) - Florida Law (2018) SEMINAR (Al) -Parking & Its Impact on Florida Properties (2018) SEMINAR (AI) -What's New in Residential Construction (2018) SF,MINAR (AI) -Valuation Resources for Solar Photovoltaic Systems (2018) SEMINAR (AI) -Technology Tips for Real Estate Appraisers (2018) SEMINAR (Al) -Residential & Commercial Valuation of Solar & passed exam (2018) SEMINAR (AI) -Airport Appraisals (2019) SEMINAR (AI) -Practical Applications in Appraising Green Commercial Properties & passed exam (2019) I),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 - 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) 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 68 1995, 1996,1997,1998,2007- 2018 505 PURCHASE AND DEVELOPMENT AGREEMENT Page 1 of 16 PURCHASE AND DEVELOPMENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes (hereinafter "SELLER") and MAPLE TREE INVESTMENTS, LLC, or its affiliated assignee (hereinafter "PURCHASER", and together with the SELLER, the "Parties"). In consideration of TEN DOLLARS AND 00/100 DOLLARS ($10.00) and the mutual covenants and agreements herein set forth, the receipt and sufficiency of which is hereby acknowledged the Parties hereto agree as follows: 1. PURCHASE AND SALE PROPERTY,. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conditions hereinafter set forth, the real property legally described in Exhibit "A" attached hereto (hereinafter the "Property"). The Parties intend that the purchase and sale and ensuing redevelopment of the Property will be effected in order to reduce slum and blight and to enable the construction of an approximately 3,490 sq. ft. United States Postal Service (USPS) Boynton Beach Beach Downtown Station (the "Project"). 2. PURCHASE PRICE AND PAYMENT. The Purchase Price for the Property shall be EIGHT HUNDRED AND SEVENTEEN THOUSAND DOLLARS AND 00/100 DOLLARS ($817,000.00) 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. DEPOSITS. An Initial Deposit in the amount of TEN THOUSAND AND 00/100 DOLLARS ($10,000.00) shall be deposited with Lewis, Longman & Walker, P.A. (hereinafter "Escrow Agent") within five (5) business days following execution hereof by the Parties. The Initial 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. 3.1 Second Deposit. An additional deposit in the amount of FIVE THOUSAND AND 00/100 DOLLARS ($5,000.00) which together with the Initial Deposit shall be referred to as the "Deposit" shall be deposited with the Escrow Agent, at the end of the Inspection Period. The Deposit shall be non-refundable to PURCHASER, except upon (i) failure by SELLER to satisfy any conditions precedent to closing; (ii) upon default by SELLER hereunder; or (iii) notwithstanding any other section of this Agreement, failure of PURCHASER to obtain a fully executed Lease Agreement from USPS (as more fully described in Section 5.a). All interest accruing on the Deposit, if any, shall be credited to the Party entitled to retain the Deposit in the event of the cancellation or termination hereof. At closing, the Purchase Price shall be payable in cash, less the Deposit, and subject to prorations and adjustments set forth herein. PURCHASER's Initials: SELLER's Initials: 00705822-24853-9687-5241, v. 1 506 PURCHASE AND DEVELOPMENT AGREEMENT Page 2 of 16 4. EFFECTIVE DATE. The date of this Agreement (the "Effective Date") shall be the date when the last one of the SELLER and PURCHASER has signed this Agreement. 5. CLOSING. The PURCHASER'S obligation to close on the purchase of the Property is contingent on the following: a) PURCHASER obtaining a fully executed Lease Agreement from USPS for the United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435, such Lease Agreement to be for a minimum of fifteen (15) years with at least one five-year option to renew; and b) PURCHASER obtaining a building permit for the United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435; and C) Seller delivering marketable title to the Property subject only to those title exceptions acceptable to the PURCHASED, all as more specifically set forth herein. 6. CLOSING DATE. The Closing shall take no later than 90 days after PURCHASER obtains the building permit described in Section 5.b., at such location to which the parties may mutually agree in writing. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to 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 8.3), to which PURCHASER fails to object, or which PURCHASER agrees to accept. 8. INVESTIGATION OF THE PROPERTY. For a period commencing on the Effective Date until ninety (90) days thereafter ("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 anytime and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, 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 PURCHASER's Initials: SELLER's Initials: 00705822-24853-9687-5241, v. 1 507 PURCHASE AND DEVELOPMENT AGREEMENT Page 3 of 16 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. 8.1 Seller's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within five (5) days of the Effective Date of this Agreement: any existing title policies, appraisals, copies of any reports or studies (including environmental, engineering, surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition of the Property, copies of all permits, authorizations and approvals issued by Governmental Authorities for the Property and any correspondence which discloses claims, allegations or adverse information regarding the Property or SELLER with respect to the Property. 8.2 Title Review. Within thirty (30) days of the Effective Date, SELLER's 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. PURCHASER's Initials: SELLER's Initials: 00705922-24853-9687-5241, v. 1 508 PURCHASE AND DEVELOPMENT AGREEMENT Page 4 of 16 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. 8.3 Surve 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 8.2 concerning title objections. 9. 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: 9.1 Bepresentations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 9.2 Pendin . Proceedin s. 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. 9.3 Com liance with Laws and Re ulations. The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, requirements, licenses, permits and authorizations as of the date of Closing. 9.4 Construction Permit Aroval. The SELLER will cooperate with the PURCHASER with regard to signing and processing any applications and forms required by the City or other authorities having jurisdiction over the PROPERTY to obtain building permit approval and such other design and construction documents as may be reasonably required by PURCHASER to permit the Project to be constructed and operated. The PURCHASER will be responsible for all costs associated with the formulation of the Project's design and construction documents as well any and all applicable permit fees associated with the Project. 10. 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's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 509 PURCHASE AND DEVELOPMENT AGREEMENT Page 5 of 16 PURCHASER the following documents and instruments: 10.1 Deed and Authorizin 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. 10.2 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. 10.3 Closin Statement. A closing statement setting forth the Purchase Price, all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which SELLER shall also execute and deliver at Closing. 10.4 Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 10.5 Additional Documents. Such other documents 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. 11. PRORATIONS CLOSING COSTS AND CLOSING PROCEDURES. 11.1 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 $1,000. 11.2 Closin '; Costs. SELLER shall pay for documentary stamps on the Deed, PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 510 PURCHASE AND DEVELOPMENT AGREEMENT Page 6 of 16 recording the Deed and any cost associated with curing title. PURCHASER shall pay all other closing expenses. Each party shall be responsible for their respective attorneys' fees. 11.3 Closin Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked -up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 11.4 Existin Mort1$a yes and Other Liens. At Closing, SELLER shall obtain, or cause to be obtained, satisfaction or release of record of all mortgages, liens and judgments applicable to and encumbering the Property. 12. REPRESENTATIONS, COVENANTS AND WARRANTIES. SELLER hereby represents, covenants and warrants to PURCHASER, as of the Effective Date and as of the Closing Date, as follows: 12.1 Authority. The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 12.2 Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free and clear of all liens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). 12.3 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. 12.4 Parties in Possession. There are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 12.4 Acts Affectin g Pro ert. 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. PURCHASER's Initials: SELLER's Initials: 00705822-24853-9687-5241, v. 1 511 PURCHASE AND DEVELOPMENT AGREEMENT Page 7 of 16 13. DEFAULT. Failure of either Party to strictly comply with any of the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If either Party fails to cure the default within (30) days of written notice from the other of its default, then this Agreement may be terminated pursuant to Section 21.15below. 13.1 PURCHASER'S Default. 13.1.1 Prior to,.CI . In the event that this transaction fails to close due to a wrongful refusal to close or default (including failure to strictly comply with the Development Timeline as set forth in Section 20) on the part of PURCHASER, or PURCHASER otherwise fails to comply with this Agreement prior to Closing, 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. 13.12 Subse uent to C�In the event that subsequent to Closing PURCHASER fails to complete the Project as described above in Section 1, fails to achieve one or more of the Project Elements (as defined below), fails to strictly comply with the Development Timeline set forth in Section 20, and/or otherwise fails to comply with this Agreement, it shall constitute an act of default, and at SELLER's option PURCHASER shall be required to reconvey the Property to the SELLER for the Purchase Price, this Agreement shall be terminated, and SELLER shall be released from any and all obligations under this Agreement. 13.2 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 declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit and neither party shall have any further rights hereunder. 13.3 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 thirty (30) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to close, the cure period shall only be three (3) business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non -defaulting Party may exercise the remedies described above. 13.4 Additional Default. KKThe provisions of this Section 13 shall be considered in addition to any other provisions concerning default contained in this Agreement. PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 512 PURCHASE AND DEVELOPMENT AGREEMENT Page 8 of 16 13.5 Survival. The provisions of this Section 13 shall survive the termination of this Agreement. 14. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery to the following addresses: If to Seller: Timothy Tack, Acting Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Kenneth Dodge, Esquire Lewis, Longman & Walker, P.A. 360 S. Rosemary Avenue, Suite 1100 West Palm Beach, Florida 33401 If to Purchaser: Todd Conley Maple Tree Investments, LLC 2047 Grab Road Greensburg, Kentucky 42743 15. BINDING OBLIGATION ASSIGNMENT. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of, the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER, which shall not be unreasonably withheld. 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. 16. 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 PURCHASER's Initials: SELLER's Initials: 00705822-24853-9687-5241, v. 1 513 PURCHASE AND DEVELOPMENT AGREEMENT Page 9 of 16 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. 17. BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend and hold 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, regardless of the nature of the claim, 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. 18. 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. Notwithstanding the foregoing, PURCHASER is aware of the presence of groundwater monitoring wells on the Project property and that monitoring of such wells remains ongoing. SELLER shall report any findings of non-compliance arising from such monitoring to PURCHASER within three (3) business days of receiving notice of such findings. 19. 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 3,490 sq. ft. (approximately) United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435. 19.1 [INTENTIONALLY DELETED] 19.2 PROJECT DESIGN. PURCHASER shall construct the Project in general conformance with the design depicted in Exhibit B. SELLER has the right to approve any substantial changes to the design depicted in Exhibit B, which approval shall not be unreasonably withheld. PURCHASER shall submit plans to the SELLER for review prior to submission to the City for approval. SELLER shall provide comments or approval of the design to PURCHASER at its next regularly scheduled Board meeting after PURCHASER submits plans for approval. PURCHASER's Initials: SELLER's Initials: 60705822-2 4853-9687-5241, v. 1 514 PURCHASE AND DEVELOPMENT AGREEMENT Page 10 of 16 19.3 Zoning. PURCHASER agrees to undertake all efforts to rezone the property as may be necessary to complete the Project as depicted in Exhibit B. 20. DEVELOPMENT TIMELINE. The following constitute the Development Timeline and the following events must be documented in writing and provided to the SELLER upon completion of each action (collectively the "Project Elements"). a) PURCHASER represents it has obtained financing in an amount sufficient to develop the Project. PURCHASER shall provide SELLER proof of such financing for the Project no later than 30 days prior to closing. b) Achievement of site plan approval from the City by within one year of the Effective Date. c) Submission of construction documents to the City for a building permit within one year of receiving site plan approval from the City. 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) Commencement of construction (and to the extent permissible under the United States Postal Services rules and regulations, a groundbreaking ceremony) shall occur within sixty (60) days of the Closing Date. SELLER will be in attendance at the ceremony and participate in its planning. e) Temporary or permanent certificate of occupancy to be provided within twelve (12) months following building permit issuance. f) PURCHASER shall not commence construction until the Deed has been recorded in the appropriate public records. 20.1 Jime is of the Essence. 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 in this Agreement. 21. RIGHT OF FIRST REFUSAL AND REFUNDING. a) Ri Lht of First Refusal., PURCHASER hereby grants SELLER a Right of First Refusal for repurchase of the Property which shall be in full force and effect for a period of five (5) years from the date PURCHASER obtains its Certificate of Occupancy. The terms and conditions of this right shall be set forth within the Special Warranty Deed as follows: 1. Should PURCHASER receive a written offer to purchase the Property pursuant to a written contract or letter of intent, PURCHASER shall give SELLER notice of the offer by delivering a copy of the contract or letter of intent PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 515 PURCHASE AND DEVELOPMENT AGREEMENT Page 11 of 16 to SELLER ("Notice") pursuant to the Notice requirements of Section 14 above within two (2) business days of receipt. Within ten (10) days of receipt of the Notice, SELLER shall either waive or exercise its right of first refusal. If SELLER elects to exercise its right of first refusal, SELLER shall, within ten (10) days after receipt of the Notice, deliver to PURCHASER an agreement to purchase the Property on the same terms as set forth in the Notice including the delivery of a deposit (if applicable), and upon receipt by the PURCHASER of the foregoing from the SELLER, PURCHASER and SELLER shall enter into a Purchase and Sale Agreement upon substantially the same terms and conditions as the Notice. If SELLER fails to exercise or waive its right of first refusal in accordance with the terms and conditions stated herein, within ten (10) days after receipt of the Notice, then SELLER's right of first refusal shall be deemed to have been waived. The terms and conditions of this Section shall survive Closing. b) Refunding. Should the PURCHASER sell the Property for a profit above three million dollars ($3,000,000) within seven (7) years of the Effective Date, PURCHASER shall repay to SELLER $917,000 dollars, which is equal to the appraised value of the Property as indicated in the June 23, 2020 appraisal, which is attached hereto as Exhibit C. However, PURCHASER shall not be obligated to repay such amount so long as the lease described in Section 5.a. runs with the land and remains in effect following the sale such that the United States Postal Service remains a tenant in the Project for least 15 years. 22. MISCELLANEOUS. 22.1 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. 22.2 Com utation 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 PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 516 PURCHASE AND DEVELOPMENT AGREEMENT Page 12 of 16 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. 22.3 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. 22.4 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. 22.5 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. 22.6 Handwritten_ Provisions. Handwritten provisions inserted in this Agreement and initialed by SELLER and PURCHASER shall control all printed provisions in conflict therewith. 22.7 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. 22.8 Attorne s Fees and Cos#s. 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. 22.9 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. PURCHASER's Initials: SELLER's Initials: 00705822-24853-9687-5241, v. 1 517 PURCHASE AND DEVELOPMENT AGREEMENT Page 13 of 16 22.10 No Reacordin. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 22.11 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. 22.12 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. 22.13 INTENTIONALLY DELETED. 22.14 Termination. The obligations of PURCHASER and SELLER shall terminate upon the earlier of (i) the Completion of the Project and all required Project Elements, or (ii) an event of default as defined herein, subject to the requirements of Section 13. 22.15 Public _Records,. SELLER -is public agency subject to Chapter 119, Florida Statutes. The PURCHASER shall comply with Florida's Public Records Law. Specifically, the PURCHASER shall: a) Keep and maintain public records that ordinarily and necessarily would be required by the SELLER in connection with this Agreement; b) Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in chapter 119, Fla. Stat., or as otherwise provided by law; C) Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and d) Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt. All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. SELLER shall, upon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. The failure of PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 518 PURCHASE AND DEVELOPMENT AGREEMENT Page 14 of 16 PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. If PURCHASER fails to cure the default within seven (7) days' notice from the SELLER the SELLER may terminate the Agreement. SIGNATURES APPEAR ON FOLLOWING PAGES PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 519 PURCHASE AND DEVELOPMENT AGREEMENT Page 15 of 16 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: Printed Name: Title: Date: WITNESS: Printed Name: Approved as to form and legal sufficiency: SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Ty Penserga Title: Chair Date: WITNESS: Printed Name: CRA Attorney PURCHASER's Initials: SELLER's Initials: 00705522-24853-9687-5241, v. 1 520 PURCHASE AND DEVELOPMENT AGREEMENT Page 16 of 16 EXHIBIT "A" Lots 4, 5 and 6, ARDEN PARK, according to the Plat thereof, as recorded in Plat Book 2, Page 96; LESS AND EXCEPT that portion conveyed to the State of Florida for road right of way in Official Record Book 1328, Page 369, all of the Public Records of Palm Beach County, Florida. Property Address: 401 East Boynton Beach Blvd. Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0060 Property Address: 407 East Boynton Beach Blvd. Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0052 Property Address: 411 East Boynton Beach Blvd. Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0040 00705922-24853-9687-5241, v. 1 521 arcs OV38 OINA� *CAI HO�-UNON�08"lt� . 9ONVNIJ . ....HOV39 NCiNAOS auwadv oowie '3 asor (]Asodo�Ad ....... ............. gb I'l M 11HR H 5 log Cao El F 9) 13 El R) 2 El 0 B gi w F;� C7 If 19 191 ml ri A Cl 4 L NJ ------- m 522 hil, BO o B E E El S 9 [E M 2 0 ffj ff) E r6 M® o® m -ITT 0 E U. W4 U) U) 0 I 523 ------- .. . ............ -ITT 0 E U. W4 U) U) 0 I 523 9K*' 1d'HOV19NOINAOS �ra�W`�Mx vm aA19 HJN39 NOINAC 1111.1 um.a.a .,v 30NVNIA H3V39 N01N1,08 1:13AIH4NV'b4NV18 3 354E d3SOdOi3d '. � �'=mow i' rv` V l � z y d R tiO j V Wca U J �\ „' Ism � � Q �ry ✓LU p O „ 1 `4 aow 524 0 4p444��� us 400 ,5 .ZI V, Q — a —10 ONUSVd I7VHdSV ( "I) &Odd-"" z� h a h U Wp Q"1 w 133b1S E 3N - �a n rc ' d V, `4 aow 524 L �O O N/.OB a.mou.n.a. a.. X w�mHAGmn ems_ �rWr MIB l3HOV3HOSV NOlNAOB LLY406 �. "'"""""'•"1^ 30NtlNld HOb'39 NOlNA08 � o _ 311Hp?N •pDWe 3 asor ........ 03SOdONd zip ."IG-yA.a.wz�llia:,_ ..., ..116uro D, ,_._. ., g z Oa Q ----- ----- —— ❑d —a Dig LL 2 � a b I � G IY[ I � ,mN 525 0 U b -------------- --------- o 526 086 vae 9 �m m.usrvom N H f109 30Ntll� O�d38 NOlNA08 ^�^{j la3llH�HV-O�NVlB 3 3Sof 0 0 �. b e 1 LL 0 U b -------------- --------- o 526 CL�j -WH3�8 NOiWOB SH V38NOI�O8�L�LOP 3ONVNI=l HOV313 NOiNAOU o loa.LIHD)4v-ovws 'a astir 03SOdONd �VPI 527 EXHIBIT "C" APPRAISAL REPORT COMMERCIAL PROPERTY 4019 407 & 411 EAST BOYNTON BEACH BOULEVARD BOYNTON BEACH, FLORIDA 33435 by Vance Real Estate Service 7481 Northwest Fourth Street Plantation, Florida 33317-2204 for Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 June 23, 2020 528 Vance Real Estat,e, Service June 23, 2020 Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 RE: Commercial property, 401, 407 & 411 East Boynton Beach Boulevard, 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 June 23, 2020. 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 2020-2021). 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. NINE HUNDRED SEVENTEEN THOUSAND DOLLARS $917,000 (THIS LETTER MUST REMAIN ATTACHED TO THE REPORT WITH SIXTY-EIGHT (68) NUMBERED PAGES FOR THE TIAL UE 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 4" Street, Plantation, FL 33317-2204 954/583-2116 529 TABLE OF CONTENTS Pate Number Title Page i Letter of Transmittal ii Table of Contents iii INTRODUCTION 4 Photo grap cote Subject Property 5 Sketch of survey of appraised property 10 1-3-5 Mile Location Map 12 1-3-5 Mile Demographic Statistics 13 Summary of Important Facts and Conclusions 15 DESCRIPTIONS ANALYSES & CONCLUSIONS 17 I entity of Client and Intendeddd User 18 Intended Use 18 Identification of Real Estate Appraised 18 Ownership 18 Property Address 18 Legal Description 18 Real Estate Tax Analysis 19 Flood Zone 19 Market Area Description 20 Land Use & Zoning 24 Site Description 25 Improvement Description 26 Real Property Interest Appraised 28 Appraisal Purpose and Definition of Market Value 29 Effective Dates of the Appraisal and Report 30 Scope of the Work 30 Summary of Information Considered 30 Property History 31 Highest and Best Use 32 SALES COMPARISON APPROACH 37 Zoning & Sales location map 38 Sales documentation 39 Sales Comparison & Adjustment Chart Valuation by the Sales comparison Approach 45 46 FINAL VALUE OPINION 49 Certification and Limiting Conditions 50 ADDENDA 52 "C-3" zoning information 53 "MU" zoning information 55 USPAP Standards Rule 2-2a 57 Qualifications of the Appraisers 60 530 INTRODUCTION 531 South (front) Elevation of 401 E B.Bch Blvd i J° �;itt%ky Retrtnt E'q'uipment 401 South Building Elevation Looking East on Boynton Beach Boulevard Concrete Wall on S. Side of 407 B.Bch. Blvd Parking in Front of 401 E. B.Bch Blvd East View of Parking on South Side of 401 Looking West on Boynton Beach Boulevard S. Elevation of 411 E. Boynton Beach, Blvd PHOTOS OF THE VALUED REAL ESTATE 401, 407 & 411 E. Boynton Belch, Boulevard, Boynton Beach, Florida 532 Parking in Front of 411 E. B.Beach Boulevard Interior of 401 E. B.Bch Boulevard Rear overhang of 401 E. B.Bch Blvd. 407 Vacant Lot 411 E. B. Bch Boulevard Store Fronts Interior of 401 E. B.Bch Boulevard Rear Overhead Door for 401 E. B.Bch Blv Rear of 401 Building ADDITIONAL PHOTOS OF THE VALUED REAL ESTATE 401, 407 & 411 E. Boynton Beach Boulevard Boynton Beach, Florida 6 533 Back of 401 NE 3 Street Looking South 'Y" W Side of 401 on NE 3 Street 411 Interior 401 Looking East NE 3 Street Looking North Looking E. on B.Bch Boulevard 411 Sub -Tenant Additional Photos of Appraised Real Estate 7 534 Game Room in 411 411 Rear Exit Bathroom in 411 East Side of 411 East Side of 411 ADDITIONAL PHOTOS OF THE SUBJECT PROPERTY 535 A cc M LO The legal description is: Lots 4, 5 and 6, ARDEN PARK, according to the Plat thereof, as recorded in Plat Book 2, Pages 96; LESS AND EXCEPT that portion conveyed to the State of Florida for road right of way in Official Record Book 1328, Page 369, all. of the Public Records of Palm Beach County, Florida FOR THE BENEFIT OF: Powers Lifts, LLC, a Florida limited liability company Old Republic National Title Insurance Company BankUnited, N.A. Lighthouse Title Services, Inc. I HEREBY CERTIFY THAT THE SKETCH SHOWN HEREON IS A TRUE AND CORRECT REPRESENTATION OF A SURVEY MADE UNDER MY DIRECTION, AND THAT SAID SURVEY IS ACCURATE AND CORRECT TO THE BEST OF MY KNOWLEDGE AND BELIEF. THERE ARE NO APPARENT GROUND ENCROACHMENTS, UNLESS OTHERWISE SHOWN AND THAT TH SURVEY MEETS THE MINIMUM TECHNICAL STANDARDS SET FORTH BY THE FLORIDA BOARD OF PROFESSIONAL SURVEYORS A MAPPERS, PURSUANT TO SECTION 472.027, FLORIDA STATUTES AND CHAPTER 61G17-6 OF THE FLORIDA ADMINISTRATIVE CO DATE 1-27-97 U�od� e 9 II J3 , REGISTERED SUEYOR 'NO' : 34165 PROPERTY SHOWN HEREON HAS NOT BEEN ABSTRACTED BY SURVEYORRIGHTS-OF-WAY, AND/OR EASEMENTS OF RECORD; ELEVA- TIONS SHOWN HEREON ARE BASED ON N.G.V. DATUM UNLESS OTHEAWIS NOTED; ALL PROPERTY CORNERS ARE IRON ROD WITH CAPS, UNLESS OTHERWISE NOTED; FOUNDATION OF EXISTING BUILDINGS LYING BELOW SURFACE NOT LOCATED, BEARINGS AND/OR ANGLES SHOWN HEREON ARE BASED ON RECORD PLAT OR DEED CALLS UNLESS OTHERWISE NOTED. MEASUREMENTS MADE IN ACCORDANCE WITH UNITED STATES STANDARD. UNLESS IT BEARS THE SIGNATURE AND THE ORIGINAL RAISED SEAL OF A FLORIDA LICENSED. SURVEYOR AND MAPPER THIS DRAWING OR SKETCH IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT VALID. LB 2 Joe Tlicker LARD SURVEYORS Phone: Boca (561) 391-4388 JOSEPH M. TUCK(;, P.L.S. .Boynton (561) 737-6546 219 S.E. 23rd Ave. - PO, Box 756 SAX (561) 734-7546 Boynton Beach, FL 33435 SURVEY OF PROPERTY DESCRIBED HEREON SCALEDRAWN BY III =2Gd Shane, REVISED RICHARD L. SHEPHARD & ASSOC. INC. REGISTERED LAND SURVEYORS DATE APPROVED -BY DRAWING NUMBER 1-31-97 �a 495 PG 3� f4 s/s_ M�q�-I-ll 10 MADE 537. FOU IJ D 1 tZO1J ^ � Qo0 IsIJQ CAP O W � I NOQ-rH6A-�T 3 � AJENUE I CSWEP('ARo S-Tf�E�r-PLAT) � I �4( Foumo P.c.P, p( O tJ j "O.S.O." DuipJ� ASPHAI T 3 RoD WITI G P I.o - PARKING RLS - Z18 ��-BRQKLM ASPFIAL.T ANO f31�`f-t. IDI AILLEY 0 SET *5 IRON ��a �o: 6' ROP WITH cAP ° to ' GONCR6TE o "RLS -Zloa" LC7T'� 00 AsPHnt_.T ' ° 4- 4,bj D 13.40' OT - Q coaERrco v S 20.30 p'C011CRETE - UJ w Q 3 3.70' L OT �> Q o • o a W e i0`Q s 01.5E-ST02Y pl� Vt ���1 - COMMG2GIAL n m� a ¢a;�0 oNp- -s-roeY m �ulcol�G O NJ C0MME2C5AL ' N m -ul$uIl DIiSC� to _ V, z v Gt:.WTGRI.IIJE < Q _� ZERO 5N1=LLRoGK Pn¢Y wnt_L.Z� � I -i LOr LINA �11Qc ,� 41.7y x x ACY 5x•13 ' �- CoNCRErE+ SIN , S'rGOtJGFZCCE ____ Co G N LO w 41 �i v 20o A�P►iolT SNEIt ROG6G - p,tlxti \ m 7.39' (F1-0) 5o-ae CF iEt o) 5000' CFIE� I>) r� GONGRETE WIaLK % •r�$ NoT INGI-uPED 147-39' 17.60' ra0_p0'(PLA.T)- 1. � MAT)-�.,r•—.-5000'�CPIAr)---..`. Sou-rP LING LOT e,, 4, 5- 130YNTDKI BEACH BouLEMQ6 C LAKE 5T_ C,0UWTY ROAD- PLAT) 1 538 1-3-5 MILE RADII FROM THE VALUED REAL ESTATE 401 E. Boynton Beach Boulevard Boynton Beach, Florida 33435 12 539 r A 401 E Boynton Beach Blvd, Boynton Beach, Florida, 33435 VANCE REAL ESTATE SERVICE Rings: 1, 3, 5 mile radii 1 mile 3 miles 5 miles Population 2000 Population 13,007 66,504 155,690 2010 Population 13,194 74,687 172,929 2019 Population 15,377 83,226 190,580 2024 Population 16,619 88,506 201,683 2000-2010 Annual Rate 0.14% 1.17% 1.06% 2010-2019 Annual Rate 1.67% 1.18% 1.06% 2019-2024 Annual Rate 1.57% 1.24% 1.14% 2019 Male Population 49.2% 47.8% 47.7% 2019 Female Population 50.8% 52.2% 52.3% 2019 Median Age 41.4 44.5 47.2 In the identified area, the current year population is 190,580. In 2010, the Census count in the area was 172,929. The rate of change since 2010 was 1.06% annually. The five-year projection for the population in the area is 201,683 representing a change of 1.140/0 annually from 2019 to 2024. Currently, the population is 47.7% male and 52.3°/% female. Median Age The median age in this area is 41.4, compared to U.S. median age of 38.5. Race and Ethnicity 2019 White Alone 44.7% 59.4% 64.4% 2019 Black Alone 48.2% 32.1% 26.6% 2019 American Indian/Alaska Native Alone 0.3% 0.3% 0.3% 2019 Asian Alone 1.1% 1.9% 2.2% 2019 Pacific Islander Alone 0.0% 0.0% 0.0% 2019 Other Race 3.2% 3.6% 3.9% 2019 Two or More Races 2.5% 2.7% 2.6% 2019 Hispanic Origin (Any Race) 14.2% 17.5% 18.0% Persons of Hispanic origin represent 18.0% of the population in the identified area compared to 18.6% 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 65.8 in the identified area, compared to 64.8 for the U.S. as a whole. Households 2019 Wealth Index 77 90 108 2000 Households 4,931 29,078 68,242 2010 Households 5,059 32,207 74,697 2019 Total Households 6,016 35,852 81,903 2024 Total Households 6,544 38,124 86,618 2000-2010 Annual Rate 0.26% 1.03% 0.91% 2010-2019 Annual Rate 1.89% 1.17% 1.00% 2019-2024 Annual Rate 1.70% 1.24% 1.13% 2019 Average Household Size 2.55 2.29 2.30 The household count in this area has changed from 74,697 in 2010 to 81,903 in the current year, a change of 1.00% annually. The five-year projection of households is 86,618, a change of 1.1311/o annually from the current year total. Average household size is currently 2.30, compared to 2.29 in the year 2010. The number of families in the current year is 46,966 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 2019 and 2024. Esri converted Census 2000 data into 2010 geography. June 17, 2020 13 540 r A 401 E Boynton Beach Blvd, Boynton Beach, Florida, 33435 Rings: 1, 3, 5 mile radii VANCE REAL ESTATE SERVICEi 3 miles 5 miles 20.7% 22.1% $53,000 $55,724 $60,119 $64,006 2.55% 2.81% $75,566 $80,578 $87,903 $93,643 3.07% 3.05% $32,771 $34,713 $38,090 $40,300 3.05% 3.03% households. Median household income is Current average household income is $80,578 in this area, compared to $87,398 for all U.S. households. Average household income is projected to be $93,643 in five years, compared to $99,638 for all U.S. households Current per capita income is $34,713 in the area, compared to the U.S. per capita income of $33,028. The per capita income is projected to be $40,300 in five years, compared to $36,530 for all U.S. households Housing 2019 Housing Affordability Index 2000 Total Housing Units 2000 Owner Occupied Housing Units 2000 Renter Occupied Housing Units 2000 Vacant Housing Units 2010 Total Housing Units 2010 Owner Occupied Housing Units 2010 Renter Occupied Housing Units 2010 Vacant Housing Units 2019 Total Housing Units 2019 Owner Occupied Housing Units 2019 Renter Occupied Housing Units 2019 Vacant Housing Units 2024 Total Housing Units 2024 Owner Occupied Housing Units 2024 Renter Occupied Housing Units 2024 Vacant Housing Units 93 1 mile Mortgage Income 5,999 2019 Percent of Income for Mortgage 25.2% Median Household Income 20,907 2019 Median Household Income $47,327 2024 Median Household Income $55,601 2019-2024 Annual Rate 3.27% Average Household Income 6,819 2019 Average Household Income $70,847 2024 Average Household Income $83,642 2019-2024 Annual Rate 3.38% Per Capita Income 22,292 2019 Per Capita Income $28,532 2024 Per Capita Income $33,812 2019-2024 Annual Rate 3.45% Households by Income 21,098 Current median household income is $55,724 in the area, compared to $60,548 for all U.S projected to be $64,006 in five years, compared to $69,180 for all U.S. households VANCE REAL ESTATE SERVICEi 3 miles 5 miles 20.7% 22.1% $53,000 $55,724 $60,119 $64,006 2.55% 2.81% $75,566 $80,578 $87,903 $93,643 3.07% 3.05% $32,771 $34,713 $38,090 $40,300 3.05% 3.03% households. Median household income is Current average household income is $80,578 in this area, compared to $87,398 for all U.S. households. Average household income is projected to be $93,643 in five years, compared to $99,638 for all U.S. households Current per capita income is $34,713 in the area, compared to the U.S. per capita income of $33,028. The per capita income is projected to be $40,300 in five years, compared to $36,530 for all U.S. households Housing 2019 Housing Affordability Index 2000 Total Housing Units 2000 Owner Occupied Housing Units 2000 Renter Occupied Housing Units 2000 Vacant Housing Units 2010 Total Housing Units 2010 Owner Occupied Housing Units 2010 Renter Occupied Housing Units 2010 Vacant Housing Units 2019 Total Housing Units 2019 Owner Occupied Housing Units 2019 Renter Occupied Housing Units 2019 Vacant Housing Units 2024 Total Housing Units 2024 Owner Occupied Housing Units 2024 Renter Occupied Housing Units 2024 Vacant Housing Units 93 111 104 5,999 35,080 81,391 3,249 20,907 51,684 1,682 8,171 16,558 1,068 6,002 13,149 6,819 41,275 92,957 3,035 20,590 52,405 2,024 11,617 22,292 1,760 9,068 18,260 7,921 44,775 99,482 3,330 21,098 53,679 2,686 14,754 28,224 1,905 8,923 17,579 8,582 47,311 104,449 3,665 22,625 57,139 2,879 15,499 29,479 2,038 9,187 17,831 Currently, 54.0% of the 99,482 housing units in the area are owner occupied; 28.4%, renter occupied; and 17.7% are vacant. Currently, in the U.S., 56.4% of the housing units in the area are owner occupied; 32.4% are renter occupied; and 11.2% are vacant. In 2010, there were 92,957 housing units in the area - 56.411/o owner occupied, 24.0% renter occupied, and 19.611/o vacant. The annual rate of change in housing units since 2010 is 3.06%. Median home value in the area is $252,009, compared to a median home value of $234,154 for the U.S. In five years, median value is projected to change by 1.66% annually to $273,665. 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 2019 and 2024. Esri converted Census 2000 data into 2010 geography. June 17, 2020 14 541 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS PROPERTY APPRAISED: Commercial property 401, 407 & 411 East Boynton Beach Boulevard Boynton Beach, FL 33435 NOTE: 401, 407 & 411 East Boynton Beach Boulevard, Boynton Beach, FL are three contiguous lots and owned by the same entity. Parking and access are shared. Highest and Best Use for the three lots is for one unified commercial or mixed use. The three lots together constitute the larger parcel of this appraisal. Hence, the subject of this appraisal will be referred to as one property. Therefore, the opinion of value is developed for the larger parcel. OWNERSHIP: Power Lifts LLC 401 East Boynton Beach Boulevard Boynton Beach, FL 33435 LAND & BUILDING AREAS: BUILDING IMPROVEMENTS: ZONING: LAND USE: APPRAISAL PURPOSE: INTEREST APPRAISED: CURRENT USE: HIGHEST AND BEST USE: Land Size SF Building Size SF 401 4,752 2,062 407 5,593 -0- 411 6,347 3,334 16,692 5,396 The improvement of 401 is a single occupant flex building constructed in 1960. 407 is fenced open - storage with no structure on it. 411 is improved with a flex building that has been partitioned into smaller spaces. It was built in 1958. "C-3", Community Commercial in the city of Boynton Beach "LRC", Local Retail Commercial To develop an opinion of market value Fee simple Flex space (office & storage) and retail As vacant: For a stand-alone, small retail or office building or for assemblage with adjacent land for a larger mixed use project of office, retail and residential uses As improved: Interim use of the improvements as flex space and stores in as -is condition until the land is redeveloped as described 15 542 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS (Continued) VALUE BY THE SALES COMPARISON APPROACH: 16,692 square feet of land x $54.93 per square foot of land including building = NINE HUNDRED SEVENTEEN THOUSAND DOLLARS 917 000 VALUATION DATE: June 23, 2020 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 16 543 DESCRIPTIONS, ANALYSES, CONCLUSIONS 17 544 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 - 2021) 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; Ownership: Power Lifts LLC 401 East Boynton Beach Boulevard Boynton Beach, FL 33435 Property Address: 401, 407 & 411 East Boynton Beach Boulevard Boynton Beach, FL 33435 Legal Description: Lots 4, 5 & 6, less an east part conveyed for right- of-way, ARDEN PARK, Plat Book 2, page 96, Palm Beach County, FL Census Tract No. 61 18 545 APPRAISAL REPORT (continued) Real Estate Tax: Parcel Control Numbers: 08 43 45 21 18 000 0060 08 43 45 21 18 000 0051 08 43 45 21 18 000 0040 Flood Zone: Land Value: $317,558 Improvement Value: 208,110 Total Value: $5251668 Assessed Value: $52508 Ad Valorem Tax: $ 13,884 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. Zone "X", 12099C0793F Hazard Area. according to Map Number Zone "X" is not in a Special Flood 19 546 APPRAISAL REPORT (continued) 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 72,000 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. 20 547 APPRAISAL REPORT (continued) The immediate subject market area is comprised of the Boynton Beach Boulevard CRA district encompassing the Boynton Beach Boulevard corridor, the Downtown CRA District with the following general boundaries of Florida East Coast (FEC) Railroad on the west, Federal Highway and the Intracoastal Waterway on the east, Northeast 7st Avenue to the north and Southeast 12 Avenue on the south. Federal Highway CRA North and South Districts flank the Downtown District, with one district blending into the next. The immediate subject market area is along Boynton Beach Boulevard (east/ west) and Federal Highway (north/south). These are the most heavily traveled arteries in the city. Federal Highway is the main north -south artery through the Downtown District. It is also known as US Highway 1 and 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 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. Primary east -west artery is Boynton Beach Boulevard, with Ocean Avenue to the south as a secondary thoroughfare. 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. Ocean Avenue, in the Cultural District of the CRA, is an upgraded streetscape of wide sidewalks covered with pavers, lighting, kinetic sculptures, and bollards. Ocean Avenue continues east of the Cultural District with a drawbridge over the Intracoastal Waterway, reaching Ocean Boulevard and the Atlantic Ocean. Ocean Avenue extends west through Boynton Beach, with an interruption at Interstate 95. The subject market area is easily accessible by main roads and Interstate 95. 21 548 APPRAISAL REPORT (continued) To the northwest of the Downtown District and the Federal Highway North District is the Heart of Boynton District where the CRA has concentrated funds and effort into revitalizing the area with new housing options and upgraded streetscapes. The CRA has purchased numerous smaller properties to assemble larger sites for redevelopment of mixed use projects. 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 2019 in the one -mile radius is $47,327, for three miles it is $53,000, and $55,724 for the five mile circle. Median household income for Palm Beach County is $54,400. In the one -mile circle, population is 15,377. In three miles, population increases to 83,226; at five miles, it is 190,580. However, about 40% of the three and five mile circles are over the Atlantic Ocean and waterways. Annual growth rate is anticipated to be 1.14% to 1.57% in the three circles, during the next five years as the economy and job market recovers in South Florida and new multi -family residential complexes are constructed. 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 $252,009 including the highly priced homes fronting the Atlantic Ocean and Intracoastal Waterway, compared to median home value of $234,154 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 in primary locations are back to pre-crash prices; other properties are approaching that level. 22 549 APPRAISAL REPORT (continued) The life cycle stage of the market area is revitalization, a period of renewal, modernization and increasing demand. Revitalization in the CRA is taking place along US Highway 1, in the part of the corridor near Ocean Avenue and Boynton Beach Boulevard with projects such as 500 Ocean, consisting of 341 residential units, 20,000 square feet of retail space and 6,000 square feet of office. Ocean One at 114 N Federal Highway is planned for 358 apartments, 12,075 square feet of retail, 120 hotel room and 439 parking spaces. The Villages at East Ocean Avenue were approved for 371 dwelling units, 15,757 square feet of commercial space, plaza, 644 -space parking garage, et cetera. At 623 S Federal Highway, The Club of Boynton Beach is a six -story, 87 unit assisted living facility and memory care facility. Earlier in the 2000s, the property was to be developed with a condominium; however, the recession halted those plans. At 2923 S Federal Highway, Daniel Heart Center is replacing an old strip store center by renovating the buildings. In addition to completed and approved projects, a large redevelopment site is under contract to be purchase located on the east side of Federal Highway at SE 1 Avenue, Boynton Beach. The 2.85 acres of land is an assemblage of 10 properties with numerous owners. Issues would have to be addressed such as demolition of existing buildings, unity of title, right-of-way abandonment, density of dwelling units, et cetera. The confidential contract price could change due to contingencies based on these and other issues. However, this assemblage is an example of the revitalization of the subject market area. Town Square, a major redevelopment project to the west of Federal Highway is under construction in three sections extending 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 consists 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 23 550 APPRAISAL REPORT (continued) Included in the project are spaces for a new city hall, police station, fire station and park. Renovation of the historic high school is part of the project. In the Heart of Boynton CRA district, Ocean Breeze East is under construction 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. Land will be forthcoming from the Boynton Beach CRA and financing from the State of Florida will be similar for the developer of this project. 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 CRA envisions the Boynton Beach Boulevard and Downtown Districts to have a future land use of mixed uses with various densities. 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 will resume when the economy stabilizes and there are visible signs that projects are moving forward. Current Land Use: Local Retail Commercial (LRC) Suggested Land Use: Mixed Use, medium intensity, 50 dwelling units per acre with a possible 20% bonus for being in the Transit Oriented Development District, maximum height 150 feet. Mixed Use, medium intensity, requires one acre of land and 150 feet of frontage. 24 551 APPRAISAL REPORT (continued) CRA District: Boynton Beach Boulevard District Zoning: "C-3", Community Commercial District in the city of Boynton Beach. The intent of this district is to implement the local retail commercial future land use map classification of the Comprehensive Plan. Uses allowed in the district are intended to provide a wide range of goods and services located along major thoroughfares. The C-3 district allows 11 dwelling units per acre, adhering to the R-3 regulations. Minimum lot area is 15,000 square feet. Minimum lot frontage is 75 feet. Copy of the zoning code is in the Addenda. The combined size of the three appraised lots is 16,692 square feet and the width is 147.39 feet, meeting the minimum standard in the C-3 District. Separately, none of the three lots meet the standards. Site Description: The shape of the appraised land is a quadrangle. Dimensions for the site are from the sketch of survey in the beginning of the report. North boundary on a service alley: 129.60 feet East boundary on adjacent property: 120.00 feet S boundary on E Boynton Bch Blvd: 147.39 feet West boundary on NE 3 Street: 121.20 feet Land size is 16,692 square feet. Utilities: All utilities are available to the site. Access: The land is accessible via East Boynton Beach Boulevard on the south and NE 3 Street on the west. Boynton Beach Boulevard is a principal east -west arterial improved with sidewalks, curbs and storm drains. NE 3 Street is a local road. 25 552 APPRAISAL REPORT (continued) Easements: Easement are not marked on the sketch of survey; however, utility easements are typically around the perimeter of the site. Encroachment: The building on 411 is encroaching approximately 2.85 feet on to 407 to the west. With the three lots being appraised as one property, this encroachment is not a significant valuation issue. If the three lots were appraised separately, the encroachment would be a concern. Improvements: Building structures are on 401 and 411. 407 is a vacant section of the property used for open storage of the equipment rented and sold by the businesses conducted on 401. The lot is concealed from view by fencing on the south and north sides. 401 is improved with a one-story, single occupant building constructed in 1960, containing 2,062 square feet of enclosed area. The improvement appears to be in average condition for its age of 60 years. It is a typical storefront/ service building from the mid-century era. The property is owner - occupied by ABC Rentals and Power Lifts LLC. The front portion of the building is display and office; the rear section is storage and shop. Attached on the north elevation is an overhang providing cover for more items. Ceiling clearance is 10 feet. Building details: Foundation: Reinforced concrete slab over concrete footings Exterior Walls: Concrete block with concrete columns and tie beams; exterior finish is painted stucco 26 553 APPRAISAL REPORT (continued) Floors: Interior Walls: Roof System: Windows & doors: HVAC: Building details: Foundation: Exterior Walls: Floors: Interior Walls: Smooth concrete Drywall over metal studs Twin -T concrete panels covered with insulation, concrete deck and composition material Jalousie and plate glass Wall mounted units 411 is improved with a one-story building constructed in 1958, containing 3,334 square feet of enclosed area. The improvement appears to be in average condition for its age of 62 years. It is also a typical storefront/ service building from the mid- century era. The property is rented to a tenant who has subleased the building to other occupants. The property owner stated the master lease is at a sub- market rate and did not supply the lease. There is no information about the sublease rates. The interior of the building is subdivided into rooms used for office, beauty supply and accessory sales, games/ entertainment, apartment, and appliance sales and repair. Ceiling clearance is 10 feet. Reinforced concrete slab over concrete footings Concrete block with concrete columns and tie beams; exterior finish is painted stucco Smooth concrete covered with terrazzo Drywall over metal studs 27 554 APPRAISAL REPORT (continued) Roof System: Windows & doors: HVAC: Site Improvements: Steel bar joist covered with metal decking, insulation and composition material Plate glass Wall mounted units Asphaltic paving for car storage, chain link fence, gate, concrete paving Parking: Approximately 10 parking spaces on the south side of the site. Parking ratio is about one space for each 540 square feet of building which most probably would not meet current code for retail or office use. City officials make that determination. Environmental Assessment: There is no Phase I Environmental Site Assessment to review. 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. As mentioned, no lease information is available for 411 East Boynton Beach Boulevard. 28 555 APPRAISAL REPORT (continued) 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 June 23, 2020. 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 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; 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. * 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. Jennings, 518 So.2d 895 (Fla. 1987)] 29 556 APPRAISAL REPORT (continued) 2-2(a)(vii) State the effective date of the appraisal and the date of the report; A) Effective Date of the Appraisal: June 23, 2020 B) Date of the Report: June 23, 2020 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 land sales, improved sales and properties for rent. 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. 2-2(a)(x)(1) 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 (S) Summarize the information analyzed and the reasoning that supports the analyses, opinions, and conclusions 30 557 APPRAISAL REPORT (continued) Improved sales were gathered and reviewed to provide indications of value for the appraised property as improved. The research showed that one group of these properties was too dissimilar to the subject to provide valid comparisons. The sale buildings were purchased to remain in use for the foreseeable future, with their highest and best use remaining as improved properties. The second group of sales had improvements that were either old and/ or undersized for the sites. The buildings were close to the end of their useful/ economic lives like the appraised property. This group of sales provided probable indications of value for the subject with the major portion of the sale price representative of the land and a small portion for the contributory value of the improvements. In the Sales Comparison Approach, these sales are compared to each other and to the property under appraisement to arrive at an opinion of value for the subj ect. 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 of the age of the subject improvements. An element of the Income Approach is employed to calculate the gross income the property could generate as vacant and as currently improved to test its highest and best use. Exclusion of the Cost Approach and full Income Approach still produces a creditable report. SR 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; and There are no agreements of sale, options or listings of the subject property 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. There has been no warranty deeds recorded for the property in the past three years. 31 558 APPRAISAL REPORT (continued) 2-20)(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 retail/service and open storage. The following analysis tests this use as being the highest and best of the property. No personal property is included in the valuation. 2-20(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 three lots with a combined size of 16,692 square feet. It is located at a minor corner of East Boynton Beach Boulevard and NE 3 Street. The parcel is level and filled to street grade. All utilities are available to the site. No soil or subsoil tests were available for review to ascertain if the appraised land is capable of supporting buildings. However, it has been improved with one-story commercial buildings for 60 years. Physical constraint to develop the site is its size which governs the size and number of the potential improvements which can be placed on it. Legally Permissible as Vacant Legal restrictions to the development of the site consist of land use designation, building and zoning codes, platting and deed restriction, none of which came to light during the property investigation. Land use designation is Local Retail Commercial. Zoning is "C-3", Community Commercial District. Minimum lot size is 15,000 square feet; minimum lot frontage is 75 feet. The appraised site meets these standards and could be put to one of the permitted uses in the "C-3" district. 32 559 APPRAISAL REPORT (continued) 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. As mentioned, assemblages of smaller parcels into larger sites for mixed use development are taking place in the subject market area and in other CRA districts. Once a large site is assembled, the development process can commence with possible zoning and/or land use change to permit a mixed use project such as 500 Ocean. For mixed use, medium intensity, one acre of land is required. Hence, the subject and perhaps the property to the east could be assembled for a future mixed use. Currently, the appraised site is of sufficient size to be improved with a use permitted in the "C-3" district. It has a corner location with 147.4 feet of frontage on Boynton Beach Boulevard, the main east -west street in the city. The property is two blocks west of Highway US 1 and two blocks east of the new Town Square. Its location and zoning put it in the core of revitalization of the subject market area. Financially feasible use of the land concerned is to improve it with a multi -bay retail facility to cater to the everyday needs of the existing residents and those who will live and work in the projects being constructed in the market area. The most probable buyer is a local developer who wants to be a part of the revitalization. Time for development is now with little competition from similar, smaller new properties. Maximally Productive as Vacant In summary, the Highest and Best Use of the land in question is to be developed with a small multi -bay retail center which use is physically possible, probably legally permissible, financially feasible and maximally productive. Future highest and best use, if assemblage with adjacent property could be accomplished, is development of a medium intensity mixed use project with residential units on the upper floors and commercial use on the ground level. 33 560 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED Physically Possible Improved The improvements appraised are storefront/ service facilities constructed in 1958 and 1960 when such property types were prevalent on East Boynton Beach Boulevard west of the Florida East Coast Railway. Businesses combined elements of commercial and industrial catering to tradespeople. As the population of the city moved west, businesses of this type moved west of Interstate 95 to larger properties and better access to the expressway. The appraised property, as an owner -occupied facility, remained in the eastern part of the city. As discussed, the buildings are old displaying physical depreciation and functional obsolescence. They are approaching the end of their useful lives. The property owner has the choice of renovating the buildings, continue to use them as -is for an interim period until the land is ready for redevelopment with a new retail facility, or imminent demolition. Legally Permissible Improved "C-3" zoning district permits retail use as stated in the ordinance; other uses including open storage are determined by city officials interpretation of the zoning code. Land Use is Local Retail Commercial, with land use and zoning being in accord. Existing parking along the south side of the property appears to be sub -standard to the current code. Minimum yard setbacks do not look as if to be met. The buildings were constructed prior to the current zoning and building code and are "grandfathered -in." However, there is a limit to amount of repairs and replacements that can be made before the entire property must meet current code. Further, market acceptance of old improvements wanes as the age of residences decrease and incomes increase. Financially Feasible Improved The advancing age and depreciation condition of the subject improvements along with their functional obsolescence is moving them to the end of their useful/ economic lives. As will be noted in the Sales Comparison Approach, the appraised property is most similar to those with the major portion of the value is in the land and the improvements have a small contributory value to the whole. In one case (Sale 2) the building was renovated to remain in service; for the other three sales, the buildings will be used for a short time until the sites are redeveloped. The subject fits into the latter category. 34 561 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED The sales are in the immediate subject market area where the value of a property as essentially vacant is greater than the value of a property as currently improved. Continuing to operate the property as improved will not generate a sufficient return even on the land. For proof, gross income is projected for the appraised property as vacant and as currently improved. In Sales Comparison Approach in this appraisal, the opinion of value for the property is $917,000. Typically, land is leased at 10% per year of its value. Therefore, the income the land could generate is as follows. $917,000 x 0.10 = $91,700 annual income Following are rental properties with rates for older, small buildings which provide an overview of the amount of rent the subject property could generate as currently improved. The conclusion for the subject is $14.00 per square foot per year. NO. RENTAL GROSS COMMENTS LOCATION SIZE SF RATE/ SF/ YEAR 1 1399 SW 30 Ave 2,745 $13.50 Flex space in a building Boynton Beach, FL containing 22,190 SF 2 3050 SW 14 Place 1,650 $14.00 Flex space in a building Boynton Beach, FL containing 33,325 SF 3 1420 Neptune Drive 5,218 $14.00 Flex space in a building Boynton Beach, FL containing 30,000 SF 4 1300 W Industrial 1,200 $14.60 Flex space in one of the Ave, Boynton Beach buildings in Boynton Industrial Park 5,396 SF of building x $14.00/ SF/ YR = $75,500 gross annual income The property as currently improved cannot generate as much income as it could vacant. Further, repairs and replacements would have to be made to continue the stream of income as improved. Therefore, the existing improvements are not the highest and best use, considering their financial feasibility. 35 562 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED Maximally Productive Improved The maximally productive use of the existing improvements is to continue to use them as -is for an interim period until the land is ready for redevelopment with a new retail facility. At that point, the improvements would be demolished and removed from the site. Such use 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 2-1 See signed certification in report. 36 563 SALES COMPARISON APPROACH 37 564 LO CD LO SALE 1: 126 W. Boynton Beach Boulevard SALE 3: 219 W. Boynton Beach Boulevard SALE 2: 202 E. Boynton Beach Boulevard SALE 4: 724 N. Federal Highway PHOTOS OF THE COMPARABLE SALES 39 .: SALE NO. 1 LAND SALES LEGAL DESCRIPTION Lots 5, 6, 7 and 8, Block 4, BOYNTON HEIGHTS ADDITION to the TOWN OF BOYNTON Fla., Plat Book 10, page 64, Palm Beach County, FL, less part for right-of-way RECORDED O. R. Book 30470, Page 1140 GRANTOR Beercade LLC GRANTEE JWS Investments LLC DATE OF SALE March 11, 2019 LOCATION 126 W Boynton Beach Boulevard Boynton Beach, FL ZONING "C-2" Neighborhood Commercial LAND USE Local Retail Commercial SALE PRICE $750,000 LAND SIZE 13,560 square feet UNITS OF COMPARISON $55.13 per square foot of land PARCEL CONTROL NO. 08 43 45 28 10 004 0050 CONDITIONS OF SALE Financing provided by SouthTrust Financial LLC in the amount of $650,000 as a blanket mortgage for four properties owned by the grantee. Arm's length transaction. CONFIRMED Jerron Kelley, attorney for grantee COMMENTS This property is in the block to the west of the new Town Square development. It is adjacent to the west of the United States Post Office branch. The property is improved with a small commercial building containing 864 square feet, constructed in 1970. Future plans for the property have not been revealed. 40 567 co CD LO A N " r-� SALE NO. 2 LAND SALES LEGAL DESCRIPTION The west 89 feet of Lots 7, 8, 9 and 10, Block 3, TOWN OF BOYNTON Fla., Plat Book 1, page 23, Palm Beach County, FL, less part of Lot 10, plus 20 feet of the abandoned alley lying south of the described property RECORDED O. R. Book 30337, Page 731 GRANTOR Gloria Weiss Realty, LLC GRANTEE 202 East Boynton Beach Blvd LLC DATE OF SALE December 19, 2018 LOCATION 202 E Boynton Beach Boulevard Boynton Beach, FL ZONING "C-3" Community Commercial LAND USE SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO. CONDITIONS OF SALE CONFIRMED Local Retail Commercial $835,000 12,898 square feet $64.74 per square foot of land 08 43 45 28 03 003 0091 Cash sale. Arm's length transaction. Gloria Weiss, grantor COMMENTS This property is in the block to the east of the new Town Square development. It was improved when sold with a commercial building used as a funeral home containing 3,000 square feet, constructed in 1952. The buyer remodeled the building to be used for a medical marijuana dispensary called One Plant. 42 569 SALE NO. LEGAL DESCRIPTION RECORDED GRANTOR GRANTEE DATE OF SALE LOCATION ZONING LAND USE SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO LAND SALES 3 Lot 112 and the East 25 feet of Lot 113, Block "A", less the south 10 feet, BOYNTON HILLS, Plat Book 4, page 51, Palm Beach County, FL O. R. Book 31124, Page 1508 Jeannette Molina Gracey Properties LLC December 26, 2019 219 W Boynton Beach Boulevard Boynton Beach, FL "C-2" Neighborhood Commercial Local Retail Commercial $400,000 7,514 square feet $53.23 per square foot of land 08 43 45 2107 001 1120 CONDITIONS OF SALE Financing provided by First Citizens Bank & Trust in the amount of $320,000 at the market rate of interest. Arm's length transaction. CONFIRMED Kristina Reed, attorney for grantee COMMENTS The property is improved with a single family residence constructed in 1945, containing 1,217 square feet of building area. Future plans for the property have not been revealed. 43 570 SALE NO. LEGAL DESCRIPTION RECORDED GRANTOR GRANTEE DATE OF SALE LOCATION ZONING LAND USE SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO CONDITIONS OF SALE CONFIRMED LAND SALES 4 Lots 23, 24 & 25, Block 2, less part for road, BOYNTON PLACE, Plat Book 11, page 40, Palm Beach County, FL O. R. Book 31163, Page 422 Michael and Ina Bornstein L G Import -Export Inc. January 10, 2020 724 North Federal Highway Boynton Beach, FL "C-4", General Commercial General Commercial $750,000 14,087 square feet $53.24 per square foot of land 08 43 45 22 03 002 0230 Cash sale. Arm's length transaction. Ina Bornstein, grantor COMMENTS The property is used as a car sales lot. It is improved with a commercial building constructed in 1957, containing 887 square feet. The property continues to be used for car sales. 44 571 u C O O N O t o f Ot� -Z. t LL -O ONOV0�O 0 V F tl0 D1 N rO V1 .N -I O O yVj LL N lf1 Ln In V1 N O N > m h m oo LD C m h m a) c -I oo O d V N OcD d O N J ON H \ N O C O O O oo Oo LD N LL oc) a, O w G O v* in vii v> 0 \ > n v Q > > L ] m 7 h :a a) c m m m Q E o`o O . .o m N C — Olf� R LL o M. 3 m LL cc W m L [D Lm L O L C E m C R C C tub d 'O O U W u v N O O C m N O O r m M O O C m O m ey d m Z O O O O ah a N O o rn r, o o 0 00 m m a c o 7 ' O N v o r m LL Q a` co oo C o r, = r, oo a r, i Q c d O o 0 0 O H L o o 7 ^ a o+ n+ o+ N+ h o " r'�n o° r-:, o :n o° Y f6 N N Ol N F I N V M U N U U M U y O N N a o v o o o o v 't a m o U Q d Q N^,'jI O m W m m n m N N V1 M W ID a N O M l0m r, M oo m ul M N, . --I M icy M O O O O O O Ql0) Ql O�1 I� Ol ¢pll c -I O 1 00c -I M o�0 Ln p1 co O N O t o f Ot� O JU ONOV0�O 0 V 7 O M Om N N n N a Lf1 m 4 O mm > m h m oo LD C m h m a) c -I oo O N O N OcD d O N J ON H \ \ a, \ o \ , N \ M m N � N c -I \ ci 0 \ > n > > L ] m m m m o`o . .o LL R LL LL = LL m LL cc W m L [D Lm L O L to m C R C C tub d 'O W W u Q N O O C m N O O r m M O O C m a y m ey d m Z O O O O O O Z O N Oj O 00 m m a c o "' o o ^ o v o m N m m m m N C a SALES COMPARISON APPROACH 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 property is to redevelop the land with a small, multi -bay retail center. Until the property owner is ready for the new project and the revitalization of the market area accelerates, the property as -is could be used for an interim period. Nevertheless, the majority of the value of the appraised property is in the land with a small contributory value of the improvements until the impending end of their economic lives. Land size of the subject three lot site is 16,692 square feet; zoning is "C-3", Community Commercial District. A search was made to find recent sales of properties in the immediate subject market area with the majority of the sale price attributable to the land, with a small contributory value of the existing improvement. A property -by -property search was conducted along Boynton Beach Boulevard and US Highway 1. 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 this of property is the Sale Price per Square Foot of Land including building. The range of unit prices of the sales is from $53.24 to $64.74 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 terms, 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) 46 573 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 2 and 4 were cash transactions. Since third party financing is readily available, Sales I and 3 took advantage of this condition and gave mortgages to financial entities. Loan to price ratios are 87% and 80%, respectively. Reportedly, there were no inducements to accept the financings. 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. Conditions of sale for all of the transfers were typical for the market, with no adjustments necessary. 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. (Continued) 47 574 SALES COMPARISON APPROACH (Continued) There is an upward trend in real estate prices in the subject market area due the revitalization supported by the Boynton Beach Community Redevelopment Agency and to scarcity of developable parcels. The upward trend exceeds the annual inflation rate of 2% per year. Each of the land sales is adjusted upward 3% 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 sale properties are in the Boynton Beach Community Redevelopment area fronting the main roads in the market area. They are in the Transit Oriented Development (TOD) District with a possibility of a 20% density bonus for residential units if certain conditions are met. They all still carry the "C", Commercial zoning and have yet to be rezoned to "MU", Mixed Use. The property concerned is in the "C-3" district with a minimum size of 15,000 square feet, which it meets, hastening it to the ready -to -be -redeveloped phase of its life cycle. There are some differences among the sales and the subject; however, they are not significant enough to make quantitative adjustments 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 property in question and the sales are small commercial facilities. The improvements still exist, though they have low contributory value to the properties as a whole. The majority of the value is in the land. The amount of the improvement's contributory value is the aspect of physical characteristics which affects price. When the properties are redeveloped the buildings will most probably be demolished, except for Sale 2. It has the largest building in the data set of 3,000 square feet and of a more substantial construction. Rather than demolishing the structure and constructing a new one, the buyer renovated it from a memorial chapel to a cannabis dispensary. Sale 2 is superior to the other sales and the subject for physical characteristics due to its building's greater percentage of contributory value to the whole property. (Continued) 48 575 SALES COMPARISON APPROACH (Continued) Sale 2 is adjusted downward 20% for this factor (equating to about $58.00 per square foot of building area, 50% depreciated). No adjustments are made to the other sales for this element of comparison because their physical conditions are similar to the subject's. Use For sites to be comparable, they should have similar uses. Future uses for the subject and sales are for small commercial projects as stand-alone properties. If assembled with adjacent properties, there is the possibility of future mixed use projects with retail and/or office on the ground floor and residential on the upper floors. No adjustment is called for this element of comparison. FINAL VALUE OPINION Following is a summary of the square foot unit sale prices for the four sales: Sale No. Sale Price per Square Foot 1 $57.52 2 $54.12 3 $54.03 4 $54.04 The range of adjusted unit prices is from $54.03 to $57.52 per square foot of land including building. With adjustments having already been made for differences which affect price, equal weight is placed on each of the adjusted unit prices. Considering the foregoing discussion, the unit value for the subject is in the mid-range of the of the adjusted unit sale prices at $54.93 per square foot. The quantity of the comparable data is sufficient to have an overview of the market for sites with older, remaining improvements located on the main arteries in downtown 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 June 23, 2020 is: $54.93/sq.ft. of land with building x 16,692 square feet of land = S20,000 NINE HUNDRED SEVENTEEN THOUSAND DOLLARS 49 576 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 June 12, 2020. 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. 9�, Jesse B. Vance, Jr., MAI, SRA, ASA Florida State -Certified General Real Estate Appraiser No. RZ-85 June 23, 2020 Claudia Vance, MAI Florida State -Certified General Real Estate Appraiser No. RZ-173 50 577 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. 1. The undersigned have personally visited 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 assn ned to be good and held in Fee Simple. 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. Improvements, if any, are those noted and reported on the date of inspection. 9. The value or values estimated apply 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. 11. This report is the property of the indicated client. It may not be used by any other parry 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. The existence of potentially hazardous material used in the construction or maintenance of buildings, such as the presence of urea formaldehyde foam insulation, and/or existence of toxic waste, which may or may not be present on the property, has not been considered. Additionally, 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 were responsible for the analyses, conclusions, and opinions of real estate set forth in this report. (No one else provided significant professional assistance to the report signers). 16. The Americans with Disabilities Act (ADA) became effective January 26, 1992. We have not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property would reveal that the property is not in compliance with one or more of the requirements of the act, which could reduce property value. 17. Prospective value estimates are based on current conditions and trends. The appraisers cannot be held responsible for unforeseeable events that might alter market conditions upon which market value has been estimated. 18. The appraisers certify that they have the knowledge and experience required to perform this appraisal assignment. 19. The appraiser reserves the right to amend or change this report at any time additional market information is obtained which would significantly affect the value opinion. Jesse B. Vance, Jr., MAI, SRA, ASA State -Certified General Real Estate Appraiser No. RZ 85 June 23, 2020 Claudia Vance, MAI State -Certified General Real Estate Appraiser No. RZ 173 June 23, 2020 51 578 ADDENDA 52 579 C. C-3 Community Commercial District. 1. General. a. Purpose and Intent. The purpose of the C-3 zoning district is to implement the local retail commercial (LRC) future land use map (FLUM) classification of the Comprehensive Plan. The intent of this conventional district is to encourage the development or use of property for appropriate intensive retail commercial uses providing for a wide range of goods and services, located along major thoroughfares. The C-3 district allows a maximum density of eleven (11) dwelling units per acre; however, all residential developments must adhere to the R-3 district building and site regulation in accordance with Section 2.F. above. b. Prerequisite Location Standard. In reaching recommendations and decisions as to zoning land to C-3, the advisory board and City Commission shall apply the following location standards, in addition, to the standards applicable to the rezoning of land generally: (1) Centrally and accommodating multiple neighborhoods; and (2) Abutting to at least one (1) major thoroughfare. 2. Use(s) Allowed. See "Use Matrix Table 3-28" in Chapter 3, Article IV, Section 3.D. 3. Building and Site Regulations (Table 3-16). No building or portion thereof shall be erected, constructed, converted, established, altered, enlarged or used unless the premises and buildings shall comply with the following regulations: BUILDING/SITE REGULATIONS C-3 District Minimum lot area: 15,000 s.f. Minimum lot frontage: 75 feet Minimum yard setbacks: Front: 20 feet' Rear: 20 feet' Abutting: Residential district(s) 30 feet Interior side: 0 feet"3 Abutting: Residential district(s) 30 feed Corner side: 20 feet' Abutting: Residential district(s) 30 feet' Maximum lot coverage: 40% Maximum Floor Area Ratio (FAR) 0.504 53 580 Maximum structure height: 45 feet' 1 Reduced setbacks will be applied to property located within the Urban Coru nercial District Overlay Zone, Section 8.C. below. Where rear yard access is available from a public street or alley, rear yard may be decreased by one-half (1/2) the width of such street or alley, but in no case shall a rear yard be less than ten (10) feet. 3 Where rear access is not available from a public street or alley, a side yard of not less than fifteen (15) feet shall be provided on one (1) side. 4 A floor area ratio (FAR) up to 0.50 may be considered for local retail coimnercial uses allowed within the C-3 district (see "Use Matrix" — Chapter 3, Article IV, Section 3.D.), pursuant to the local retail commercial future land use classification of the Comprehensive Plan. 5 Not to exceed four (4) stories. 4. 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. 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 Il, Section 2.F. prior to application for building permit. 5. Parking. Required off-street parking is regulated in accordance with Chapter 4, Article V, Minimum Off -Street Parking Requirements. 6. Exterior Storage of Merchandise and Equipment. See Chapter 3, Article V, Section 8 for the regulations pertaining to the permanent exterior storage of merchandise and equipment. 54 581 E. Mixed Use Urban Building and Site Regulations (Table 3-4). MIXED USE, URBAN I MU -Ll MU -L2 MU -L3 MU -4 MU -H Lot Area, Minimum (acres): Public park N/A N/A N/A N/A N/A All other uses 0.50 0.75 1 1 1 Lot Frontage, Minimum (ft.)' 100 100 150' 200 200 Structure Ht, Minimum (ft.) 30 30 30 45 45 Maximum Height (ft.) -5 45 65 75 100 150/125' Maximum Density (DUs/Acre) 14,16 20 30 40 60 80 Maximum F.A.R.15 1.0 2.0 3.0 4.0 4.0 Build -to -line (ft.)" All sides abutting a collector or arterial road Factor of Pedestrian Zone Requirement10 Abutting a Local street 010 070 010 010 010 Interior side 010 010 010 010 010 Building Setback, Minimum (ft.)" Rear abutting: Residential single-family 25'/0"' 25' 25' 25' 25' Intracoastal waterway 25' 25' 25' 25' 25' Side abutting Residential single-family 25'/0''' 25' 25' 25' 25' Usable Open Space, Minimum (sq. ft.)13 N/A N/A N/A 1% 2% 1. May be reduced if frontage extends from right-of-way to right-of-way. 2. Minimum of fifty (50) feet, if frontage is on a collector/local collector roadway. 5. Maximum height on any street frontage is forty-five (45) feet. Maximum height on Intracoastal Waterway is thirty-five (35) feet. Heights may require reduction where adjacent to a single-family zoning district where necessary to achieve the compatibility requirements of these regulations. 55 582 6. Maximum height reduced to one hundred twenty-five (125) feet for the entire project where property abuts any MU -L or residential zoning district not separated by a right-of-way. 7. Plus one (1) additional foot for each foot of height over thirty-five (35) feet. 8. Where there is an intervening right-of-way of at least forty (40) feet. 9. Subject to permitting agency approval. 10. Buildings and structures shall be located no farther than zero (0) feet from the property line, except in conjunction with providing required visibility at intersections, driveways; open spaces and public plazas; or when additional setback is necessary to provide for required "Pedestrian Zone (PZ). Building placement is a factor of roadway type and CRA district, which determines the min. width and design of the PZ. Except for the Downtown District, where the minimum PZ width is 18', the minimum PZ in all other districts if 16 ft. See Section 5.C.2. below for additional relief provisions from build -to line requirements. 11. Listed eligible historic structures are not required to meet these standards 13. Usable open space shall be required for all developments two (2) acres in size or larger which shall be devoted to plazas or other public open space, excluding private recreation. See Chapter 4, Article III, Section 8 for additional regulations. 14. Projects within the transit core shall have minimum densities as follows: MU -1 - eleven (11), MU -2 - twenty (20), MU -3 - thirty (30), MU -4 - thirty-five (35) and MU -H - forty (40) dwellings per acre (except that minimum density for the MU -H district applies to projects located within the entire station area). 15. Projects within the transit core shall have a minimum FAR as follows: MU -L3 - one and three-quarters (1.75), MU -4 (2.0) and MU -H - two (2.0) (except that minimum FAR for the MU -H district applies to projects to be located within the entire station area). 16. The maximum density for projects within the Downtown Transit -Oriented Development District Overlay Zone (the Station Area) may be increased up to twenty-five percent (25%) over the maximum density allowed in the underlying zoning district. (Ord. 10-025, passed 12-7-10; Am. Ord. 12-016, passed 10-2-12; Am. Ord. 14-009, passed 7-1- 14; Am. Ord. 15-006, passed 3-2-15; Am. Ord. 16-023, passed 1-3-17) 56 583 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 realproperty 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. Each written or oral real properly 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. STANDARDSRULE E 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 arempt 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 wor>fle; (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 idents 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 57 584 Standard Rule 2: Real Prol&rU AUILraisal. RIMorting (x) provide sufficient information to indicate that the appraiser complied with the requirements of STANDARD 1 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 th real 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 their use might have affected the assignment results, and (xiv) include a signed certification in accordance with Standards Rule 2-1. STANDARDS RULE 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 58 585 476.611 Florida Statutes: Definitions. - (1) As used in this pail, 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„ agent or a disinterested thirdparty inrendering,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 employers or dient'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 appraisers 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. (j) "Department" means the Department of Business and Professional Regulation. 59 59 586 11M Pr 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) #003439 MBA DEGREE - REAL ESTATE MANAGEMENT AND DEVELOPMENT STATE -CERTIFIED GENERAL REAL ESTATE APPRAISER #RZ-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 S. 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 thitty-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. 60 587 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 (AIlREA) - Urban Property Valuation (Income) Course 4 (AIlREA) - Condemnation Appraising Course 6 (A1REA) - 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) - 4201 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 (AT) - Rates & Ratios (1992/Boston) SEMINAR (AT) - International Appraising (1992/Boston) SEMINAR (AT) - Litigation Valuation/Mock Trial (1993) SEMINAR (AI) - ADA ACT (1993/Reno) SEMINAR (AI) - Hotel Valuation (1993) SEMINAR (AT) - Income Capitalization, Methods (1993) SEMINAR (AI) - Powerlines/Electromagnetic Radiation (1994) SEMINAR (AI) - Verifying Market Data (1994) SEMINAR (AT) - Market Studies for Appraisals (1994) SEMINAR (AT) - Florida Appraiser Core Law (USPAP/1994) 61 588 E)EDUCATIONAL BACKGROUND - (Partial List, continued) SEMINAR (AD - Limited Appraisals & Reports (USPAP/1994) SEMINAR (AI) - Public Safety & Property Values (1995) SEMINAR (AD - Outparcel Valuation (1995) SEMINAR (AD - Computer Technology Video Conference (1995) SEMINAR (AI) - The Internet & the Appraiser (1996) SEMINAR (AI) - Florida Commercial Construction (1996) SEMINAR (AD - Real Property Rights in Florida (1996) COURSE (AI) - USPAP & Florida Real Estate Core Law (1996) SEMINAR (AI) - Valuation of Trees (1997) 3 -DAY COURSE - Environmental Permitting/Mitigation/Mitigation Banking/Contamination Risk Management- Liability/Wetlands/ Hazardous Wastes/Lender Liability (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 (AD - 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 (Al) - Client Satisfaction/Retention/Development (1999) SEMINAR (An - 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 (Al) - 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 (Al) - 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 (AD - 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 (Al) - 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 (Al) - Loss Prevention Program for Real Estate Appraisers (2005) SEMINAR (AI) - Valuation of Wetlands (7/2005) SEMINAR (Al) - Tri -County Residential Syrnpositun (8/2005) SEMINAR (Al) - "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 (Al) - 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 (An - Real Estate Fraud: Appraisers Beware! (8/2007) SEMINAR (Al) - Florida Law for Real Estate Appraisers (11/2007) COURSE (Al) - 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 (AD - Litigation Skills for the Appraiser— 7 -Hour Seminar (9/2008) SEMINAR (AI) - Public Sector Appraising (2/2009) 62 589 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 (Al) - Supervisor Trainee Roles and Rules (7/2010) SEMINAR (Ai) - Florida Law for Real Estate Appraisers (7/2010) SEMINAR (Al) - 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 (Al) - 7 Hour National USPAP Update Course (10/1/2010) COURSE (AD - 7 Hour Introduction to Conservation Easement Valuation (12/10/2010) SEMINAR (AI) - The Real Estate Market (2/18/2011) COURSE (Al) - 16 Hours Uniform Appraisal Standards for Federal Land Acquisitions ("Yellow Book") (2/25-26/2011) WEBINAR (AI) - Real Estate Industry Perspectives on Lease Accounting (4/7/2011) COURSE (Al) - 15 Hour Appraisal Curriculum Overview (5/19-20/2011) WEBINAR (AI) - 2 -hour Investment Property Accounting Standards (6/8/2011) SEMINAR (AT) - 3 Hour Spotlight on USPAP — Agreement for Services (7/15/2011) COURSE (Al) - 14 Hours (2 -day) Advanced Excel Spreadsheet Modeling for Valuation Applications (9/22 & 9/23/2011) SEMINAR (AI) - Trial Components (11/4/11) SEMINAR (AD - 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 (Al) - Appraisal Review for General Appraisers (4/12/2012) SEMINAR (AD - Land Valuation (4/20/2012) SEMINAR (An - The Valuation of Warehouses (6/22/2012) SEMINAR (Al) - Town Hall Meeting: 2012 Appraisal Institute Forum (7/12/2012) SEMINAR (AD - 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 (Al) - 7 Hour Advanced Marketability Studies (5/6/2013) SEMINAR (Al) - Developing a Supportable Workfile (11/15/2013) SEMINAR (Al) - Florida Appraisal Law Course (2/7/2014) SEMINAR (AI) - Liability Issues for Appraisers performing Litigation & Non -Lending Work (2/24/2014) COURSE (Al) - 7 Hour National USPAP Update Course (4/25/2014) SEMINAR (Al) - 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 F1a.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 (Al) - Loss Prevention for Real Estate Appraisers (1/22/2016) COURSE (AI) - 7 -Hour National USPAP Update Course (4/22/2016) SEMINAR (AD - 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 (Al) - 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 (An - 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 (An - 4 -Hours: 2-4 Unit Small Residential Income Property Appraisals (11/3/2017) COURSE (Al) - 15 Hours "Yellow Boob' Uniform 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 (Al) - 3 Hours Florida Appraisal Law (2/9/2018) SEMINAR (Ai) - 3 Hours "Parking Impact on Florida Properties" (5/4/2018) SEMINAR (AT) - 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 his. Core Law; 3 hrs. Business Ethics (9.3.2019) SEMINAR (An - Artificial Intelligence, AVMs, and Blockchain: Implications for Valuation. (1/24/2020) 63 590 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 & REGULATION SUBCOMMITTEE OF AT G) PROFESSIONAL OFFICES HELD/AWARDS CHAIR - FLORIDA REALTORS COMMITTEE ON COMMITTEE REFORMS CHAIR - EDUCATION COMMITTEE, FT. LAUDERDALE CHAPTER At 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 A] 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 I) 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 17212681) - HONORABLE DISCHARGE 1949 64 591 r'.A wm I 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(-,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: Commercial 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 Types 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 65 592 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 Cornrnissioners, 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 H) 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 (Al) - Hotel Valuation (1993) SEMINAR (Al) - Income Capitalization, Methods (1993) SEMINAR (Al) - 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) SEMINAR (AT) - Limited Appraisals & Reports (USPAP/1994) SEMINAR (Al) - Public Safety & Property Values (1995) SEMINAR (Al) - Outparcel Valuation (1995) SEMINAR (Al) - Computer Technology Video Conference (1995) SEMINAR (Al) - The Internet & the Appraiser (1996) SEMINAR (Al) - Florida Commercial Construction (1996) SEMINAR (Al) - 1996 Data Exchange (1996) SEMINAR (Al) - 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 (Al) - Standards of Professional Practice, Part C, 15 hour Course #430 (1997) SEMINAR (Al) - Non -Conforming Uses (1998) SEMINAR (AI) - The Impact of Contamination on Real Estate Value (1998) COURSE (Al) - USPAP & Florida Real Estate Core Law (1998) SEMINAR (AI) - Econometrics/Statistical Valuation Methods (1999) SEMINAR (Al) - 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 (Al) - Federal Appraisal Requirements (2000) SEMINAR (AT) - Regression Analysis in Appraisal Practice: Concepts & Applications (2000) 593 H) EDUCATIONAL BACKGROUND (Continued) SEMINAR (AT) - Analyzing Income Producing Properties (2000) COURSE (Al) - USPAP & Florida Real Estate Core Law (2000) SEMINAR (AI) - Mediation & Alternate Dispute Resolution Seminar (200 1) SEMINAR (AT) - State of the Appraisal Profession (200 1) SEMINAR (Al) - Ad Valorem Assessment Process in Florida (2002) SEMINAR (AT) - Role of Real Estate Appraisers in Bankruptcy Proceedings (2002) SEMINAR (AT) - Appraisers & the Gramm -Leach -Bliley Federal Privacy Act (2002) SEMINAR (Al) - 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 (Al) - Update on Code of Professional Ethics (2003) PANEL (AT) - Moderator "Industry, Consumer & Congressional Views on Predatory Lending" D.C. (2003) SEMINAR (Al) - Florida State Law for Real Estate Appraisers (2003) SEMINAR (AT) - 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 (Al) - Loss Prevention (2005) SEMINAR (AT) - Single Family Fraud Awareness (2005) SEMINAR (Al) - Guide to the new URAR form (2005) SEMINAR (AI) - Technologies for Real Estate Appraisers (2006) SEMINAR (A]) - The Appraiser's Role in New Urbanism (2006) SEMINAR (AI) - National USPAP Update (2006) SEMINAR (AT) - Florida State Law for Real Estate Appraisers (2006) SEMINAR (Al) - Scope of Work and the New USPAP Requirements (2006) SEMINAR (AI) - Energy Star and the Appraisal Process (2006) SEMINAR (AT) - 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 9420 (2007) SEMINAR (AT) - Supervisor — Trainee Roles and Rules (2008) COURSE (AI) - 7 Hour National USPAP Update #400 (2008) SEMINAR (Al) - Hypothetical Conditions and Assumptions (2008) SEMINAR (AI) - Real Estate Economy (2008) SEMINAR (Al) - 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 (20 101) SEMINAR (AI) - Florida Law for Real Estate Appraisers (2010) SEMINAR (Al) - Supervisor/ Trainee Roles and Rules (2010) SEMINAR (AI) - The Real Estate Market (2011) SEMINAR (AI) - Uniform Appraisal Standards for Federal Land Acquisitions- "Yellow Book" (2011) COURSE (Al) - 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 (AT) - Land Valuation (2012) SEMINAR (AI) - Valuation of Warehouses (2012) SEMINAR (AI) - IRS Valuation (2012) SEMINAR (AI) - Business Practices and Ethics (2012) SEMINAR (AT) - Real Estate Forecast (2013) SEMINAR (Ai) - Advanced Marketability Studies (2013) SEMINAR (AI) - Developing a Supportable Workfile (2013) 67 594 Hl EDUCATIONAL BACKGROUND (Continued SEMINAR (AI) - Florida Appraisal Law (2014) SEMINAR (Al) - Liability Issues for Appraisers performing Litigation & Non -Lending Work (2014) COURSE (AI) -7 Hour National USPAP Update Course (2014) SEMINAR (AI) - Florida Law (2014) SEMINAR (AI) - New Real Estate Economy (2014) SEMINAR (AI) - Economic Engines of Miami -Date County (2015) SEMINAR (AI) - Economic Engines of Broward County (2015) SEMINAR (AI) - Tightening the Appraisal (2015) SEMINAR (AI) - Evaluating Commercial Construction (2015) SEMINAR (AI) - Drone Technology (2015) SEMINAR (AI) - Loss Prevention for Appraisers (2016) COURSE (AI) - 7 Hour National USPAP Update (2016) SEMINAR (AI) - Florida Law (2016) SEMINAR (AI) - Redefining the Appraisal & Its Role in an Evolving Banking Environment (2016) SEMINAR (Ai) - The Tough One, Mixed use properties (2016) SEMINAR (AI) - Business Practices & Ethics (2016) SEMINAR (AI) - Economic Engines Driving Broward County (2017) SEMINAR (AI) - Introduction to Green Buildings & passed exam (2017) SEMINAR (AI) - Another View of the Tough Ones (2017) SEMINAR (Ah) - Appraising for the Office of Valuation Services, Department of the Interior (2017) SEMINAR (AI) - Case Studies in Appraising Green Residential Buildings & passed exam (2017) SEMINAR (AI) - Uniform Appraisal Standards for Federal Land Acquisitions & passed exam (2017) SEMINAR (AI) -Hot Topics & Myths in Appraiser Liability (2018) COURSE (AI) - 7 Hour National USPAP Update (2018) SEMINAR (AI) - Florida Law (2018) SEMINAR (AI) -Parking & Its Impact on Florida Properties (2018) SEMINAR (AI) -What's New in Residential Construction (2018) SEMINAR (AI) -Valuation Resources for Solar Photovoltaic Systems (2018) SEMINAR (AI) -Technology Tips for Real Estate Appraisers (2018) SEMINAR (AI) -Residential & Commercial Valuation of Solar & passed exam (2018) SEMINAR (AI) -Airport Appraisals (2019) SEMINAR (AI) -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) JI 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 68 595 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 CRA ADVISORY BOARD AGENDA ITEM 13.A SUBJECT: Pending Assignments - New Assignments from the CRA Board Assigned at the February 13, 2024 CRA Monthly Board Meeting SUMMARY: On February 13, 2024, the CRA Board approved the following tasks be assigned to the CRA Advisory Board (CRAB): 1. Initiate the steps to revise the 2016 CRA Plan, A. With the first step to review the existing CRA plan, and B. With the end goal to incorporate both the grocery store and public parking as part of that plan. 2. Look for ways that are above and beyond the normal City functions to beautify the area within the CRA district (cannot be in replacement of a normal City function and needs to be above and beyond). 3. Investigate means to get a grocery store in the CRA Heart of Boynton area. 4. Identify potential locations for a Public Parking Garage preferably along Ocean Avenue. 5. Look for available properties for potential acquisition with a focus on commercial properties along the Federal Highway area (ex. vacant properties for commercial use). On September 5, 2024, the CRAB Board reviewed the Industrial Craft District section of the 2016 CRA Plan. Additionally, they reviewed the Downtown District section and discussed their findings at the October 3, 2024 meeting. FISCAL IMPACT: To be determined. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: To be determined. 596 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 OLD BUSINESS AGENDA ITEM 14.A SUBJECT: Discussion and Consideration of the Preliminary Designs for the MLK Entry Feature Park on the CRA -Owned Property Located at 1101 N. Federal Highway SUMMARY: The property at 1101 N. Federal Highway, Boynton Beach, FL is located at the NW corner of E. Martin Luther King, Jr. Boulevard and N. Federal Highway (see Attachments 1-11). The property is within the Federal Highway District and serves as the eastern entry to the Heart of Boynton District on the Martin Luther King Jr. Boulevard Corridor. The City of Boynton Beach obtained 1101 N. Federal Highway through a Certificate of Title due to the structure being deemed unsafe. The City demolished the building on September 23, 2023, and transferred the vacant lot to the CRA on October 17, 2023. The property has always been a desirable acquisition for the CRA for the use as an entry feature on Martin Luther King, Jr. Boulevard. Additionally, the Unity Project worked to develop a mural for the south facing wall of the adjacent building (see Attachment III). Now that the property is vacant, it provides an unobstructed view for the mural. The property improvement could include lighting for the mural at night and provide a park like setting. The entryway could also feature walkways, landscaping and sitting areas in which to admire the mural. At the March 21, 2024 meeting, the CRA Board directed staff to hire a consultant to work on conceptual plans for the project (see Attachment IV). On August 8, 2024, the CRA entered into a consultant agreement with AW Architects Inc. to provide consulting architectural services including design, construction documents, bidding assistance (if needed), permitting and construction administration services for an Entry Feature Park. Staff met with AW Architects on August 22nd and again on September 4th to discuss three conceptual design concepts for the vacant lot. Representatives from AW Architects will attend the October 8, 2024, Board Meeting to present three conceptual ideas (see Attachment V). Staff and AW Architects are seeking the Board's and the public's feedback on the renderings in order to work towards a final design. Staff recommends using the November 7, 2024, CRA Advisory Board Meeting as another 597 opportunity to get the public's input as well as two additional public charrettes located in the community. FISCAL IMPACT: FY 2023-2024 Project Fund 2-58100-203 Professional Services/Architectural Design Assistance; $48,800 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Heart of Boynton District CRA BOARD OPTIONS: To be determined by the CRA Board. ATTACHMENTS: Description • Attachment I - Location Map • Attachment II - Pictures of Vacant Lot • Attachment III - Pictures of the Mural • Attachment IV - March 21, 2024 Board Meeting Minutes • Attachment V - AW Architects MLK Entry Feature Presentation 598 a r "0 ch CLJ C. ro eaaa Jw cy", u.1 r"A al Wer WMrr UJz (X, 17 IV It MCL .. . ... CLlelC. 0 LA 15 73 Ud a r "0 I CLJ C. ro E Jw IV It MCL .. . ... 15 Ud I 0 cfl N O CD M O Cfl 0 cfl Meeting Minutes CRA Board Meeting Boynton Beach, FL March 21, 2024 Mark Karageorge stated that Ms. Oliva is qualified and she knew what the job paid wh she applied, He commented that he has a problem with overpaying the Board approv a budget stick to it. He noted that Joan is making a step up, Boynton Beach has more TI money then Lake Worth will ever have. I Board member Kelley moved to approve selecting Joan Oliva as the primary candida and to direct the Chair and legal counsel to enter into negotiations and bring back Executive Director Employment Agreement for review at the next available CRA Boa meeting for approval, Board Member Hay seconded the motion. The motion pass unanimously. A. Discussion and Consideration of a Gateway Entrance Feature on the CRA owned property located at 1101 N. Federal Highway Mr. Tack gave an overview of a Gateway Entrance Feature on the CRA owned property 'ocated at 1101 N. Federal Highway, Board Member Hay inquired if the Unity Board has finalized the Mural that will go on the wall. Mr. Tack replied that the final decision will go before the City Commission either April 211d or April 16t�', he did not know the exact date. Board Member Hay commented that it would make sense to put the mural depicting MLK *n MLK Boulevard. Mr. Tack stated that the City Commission will be making the decision on what mural is going to go where. Ms. Rossmell commented that the Board is getting into City business and she prefers that the Board does not discuss the City side of the decision-making process, RE 607 Meeting Minutes CRA Board Meeting Boynton Beach, FL March 21, 2024 Board Member Kelley stated that is a great opportunity to activate that corner and that she supports staff in wanting direction on what to do on that corner. She noted that she did like the idea of a seating area and that there is a location in the City there is a painted art Mench which is art and functional. Board Member Kelley replied that the bench is located at Congress and Boynton Beach Boulevard. Mr. Tack stated he take a look at the bench and see if it can be incorporated, He commented that he did not extenuate that in addition to the lighting there will be power so the area can be decorated during the holiday festivities. Board Member Hay commented that he concurs with Chair Penserga, He noted that benches have been removed from areas in the City because it presented a problem. B. Discussion and Consideration of Purchase of 1022 North Federal Highway I � III I � HEM Board Member Kelley noted that it was a great opportunity and that she supports the purchase. Board Member Hay commented that he agreed with Board Member Kelley, He stat that he is looking down the road to make this intersection equal to or even great then t intersection at Ocean and Federal. 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Ocean Avenue SUMMARY: BB North LLC (BB North), owner of +/-3.37 acres located at 405 E. Ocean Avenue (see Attachment 1), submitted an application for Tax Increment Financing (TIF) for the project known as The Villages. BB North purchased the property in May of 2022 from the previous owner who had obtained site plan approval for a mixed-use project. BB North worked to make various changes to the site plan through a minor modification that was approved on September 27, 2023. BB North is currently going through their second round of permitting with the City's Building Department (see Attachment 11). The Project now includes 337 market rate rental apartments, 668 total parking spaces, approximately 8,000 square feet of retail and restaurant space, two plazas and a linear park along the railroad right of way that acts as a pedestrian connection between Boynton Beach Boulevard and Ocean Avenue. In addition to the Project's existing 21,890 square feet of open space, an affiliate of BB North purchased the property at 401 E. Ocean Avenue and will be incorporating it into the project by building a large public plaza with mature trees and space for a rotating kinetic sculpture. On March 13, 2024, CRA Staff received an email from BB North including an application for TIF (see Attachments III and IV). In summary, BB North's pending application requests 95% of the Project TIF up to a maximum of $12,500,000.00. As consideration, Developer proposes: • To construct 120 public parking spaces restricted for use by the public; • 1,000 square foot neighborhood coffee shop at 50% market rental rate for 15 years On August 6, 2024, CRA staff received an Evaluation of the TIF request from Abramson & Associates, Inc., who was hired by the CRA as a third -party financial consultant to assist in reviewing the TIF request (see Attachment V). The evaluation focused on the Project's need for TIF funding and the financial impact to the CRA of awarding the requested TIF as proposed. The evaluation also includes general comments evaluating the public benefits proposed by BB North. Mr. Abramson confirmed that BB North's assumptions are generally in a range of 636 reasonableness (with the exception of BB North's estimated real estate taxes which appear to be high) and that, in the current development market, the project has a feasibility gap requiring a TIF subsidy, however lower than estimated by BB North. Based on Mr. Abramson's adjusted estimates, a total TIF award of $9,100,000 is considered sufficient to make the project financially feasible. However, he noted that relatively small variations in assumptions and/or improvements in the development market over the two-year time -frame could significantly reduce or eliminate the subsidy requirement. The evaluation recommended that the CRA explore options for structuring the TIRFA (Tax Increment Revenue Funding Agreement) so that the award may be reduced in the event it is not fully needed. The structuring options could be reevaluated at the time of securing a construction contract, financing, or upon completion of construction. At the August 13, 2024 CRA Board Meeting, BB North presented an overview of the project and TIF request. Mr. Abramson also presented his findings. At the end of discussion, the CRA Board directed staff to continue further negotiations (see Attachment VI). On August 23, 2024, CRA staff/legal met with the BB North development team and the revised term sheet was provided on August 29th (see Attachment VII). The terms included in the revised draft of the TIRFA is summarized below (see Attachment VIII). BB North requests 95% of the Project TIF over the course of 12 years up to a maximum of $9,900,000.00. As consideration, Developer proposes: • To construct ninety (120) public parking spaces located on the first and second floor of the parking garage restricted for use by the public in perpetuity, of which thirty-nine (39) spaces are above what code requires; • 30% of parking revenue will be shared in perpetuity with the CRA; • 1,000 square foot neighborhood coffee shop at 50% market rental rate for 15 years; • To commence construction within two (2) years of the effective date, with one 6 -month extension by the Board to not be unreasonably withheld; • Agreement shall terminate within five (5) years of the Effective Date if the Developer has not completed construction of the Project or two years after the Effective Date, if the Developer has failed to commence construction of the Project; • Parking easement (or 99 -year lease agreement) to ensure that the Parking Improvements be reserved for public use in perpetuity; • To construct the Project in accordance with several green building standards; and • To incorporate various tools to promote local hiring and the use of Locally Owned Small Businesses for construction of the Project. FISCAL IMPACT: To be determined by the CRA Board. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: To be determined based on Board direction. 637 ATTACHMENTS: Description • Attachment I - Location Map • Attachment II - Approved Site Plan • Attachment III - March 13, 2024 TIF Request Letter • Attachment IV - BB North Presentation • Attachment V - Evaluation of TIF Request • Attachment VI - August 13, 2024 CRA Board Meeting Minutes • Attachment VII - August 29, 2024 Revised TIF Request • Attachment VIII - October 1, 2024 BB North LLC TI RFA Final 638 639 M 911'M -1:1 HOV38 3f1N3AV NV3OO NOIM08 a 9017 E'- —130HVcJ HiHON Q 3, _— X121 �� NV300 iSV3 i S3Jd—nl� WI8 J Q � N m N � m co W � ir D c7 J V ie a s"5t o -z o a o r - 3AV r l I 17 1 — I I I r 1(A n ° ° o o d o o e o �, o_ � � � II� I I Y ' �r EE r o J AI�@fAry M1e ��r� L ------------------- CIA 1EI CIAl9 HOV38 NO1NAOS _ _ .. ....... e � 0 � r i I s Z - a§ n �...... w , - �S Td ewa tee. 'apita,l lnvest'�n.tenls March 13, 2024 Boynton Beach Community Redevelopment Agency Timothy Tack, Acting Executive Director 100 E. Ocean Ave Boynton Beach, FL 33435 Re: BB North LLC Tax Increment Revenue Financing Agreement Please accept this letter as BB North LLC's ("BB North") application for a Tax Increment Revenue Financing Agreement ("TIRFA"). BB North is the owner of +/-3.37 acres located at 405 E Ocean Avenue in the city of Boynton Beach, Florida. BB North purchased the property in May of 2022 from the previous owner who had obtained site plan approval for a mixed-use project with 336 residential units, retail on the ground floor and a structured parking garage in 2017. BB North worked within the confines of the city code to make various changes to the site plan through a minor modification (as modified the "Project"). BB North was able to increase the amount of open space, increasing the size of various plazas and a linear park along the railroad right of way. The Project now includes 668 total parking spaces, approximately 8,000 sq ft of retail and restaurant space, two plazas and a linear park along the railroad right of way that acts as a crucial pedestrian connection between Boynton Beach Blvd. and Ocean Avenue. After listening to the concern of residents and city commissioners, BB north is also dedicating 120 parking spaces on the first floors of the garage for public use, helping to alleviate the lack of parking spaces in the city's downtown. The Project will provide substantial economic benefits to the City of Boynton Beach including $31,000,000 in CRA TIF revenues measured through FY 2041, averaging $1,850,000 annually, supporting 1,600 temporary construction jobs spread out over a period of 24-26 months for general contractor, sub- contractors, and professional service vendors, supporting 175 permanent jobs after project completion, including apartment management, building maintenance, parking management and restaurant employment. Other benefits include non -ad valorem revenue for the City and County, including $1,300,000 for a one-time City building permit fees, $2,900,000 for one-time County impact fees, and $1,375,000 annual city revenues for utility and franchise fees. Intangible revenue producing benefits include the attraction of people to the Project and its parks, including the innovative linear dog walking park along the edge of the FEC railway, and the 120 public parking spaces in the Project for visitors and those wishing to attend events in the downtown and those seeking Boynton Beach's excellent existing and future dining facilities in the area. Public Open Spaces The Project consists of 21,890 square feet of open space which has been thoughtfully designed to activate all sides of the Project. On Boynton Beach Blvd there is a colonnade with a cafe space with outdoor seating. On 3rd avenue there is a public plaza located at the center of the project with lush landscaping and benches. Ocean Avenue features the largest plaza with restaurant space wrapping it on 3 sides, beautiful trellises for pedestrian shading, lush landscaping and seating for various restaurants. Along the railroad right of way the Project incorporates a linear park with a meandering path amongst lush landscaping. Boynton Beach Blvd is currently a dead zone for pedestrian activity and the linear park should help bring pedestrian traffic to Boynton Beach Blvd and vice versa. In addition to the Project's existing open space, an affiliate of BB North purchased a dilapidated building on the corner of Ocean Avenue and 3rd street that had accumulated various violations and was an eyesore for city residents. That building has been demolished and BB North's affiliate will be incorporating it into 0 641 Td ewater 'apita,l Invest�nten.ts the project by building a large public plaza with mature trees and space for a rotating kinetic sculpture exhibit for the city's sculptures. Another affiliate of BB North's, BB South, LLC, would also agree to donate the building located at 306 SE 1" Ave. to the City, CRA or other nonprofit entity of the city or CRA's choice (the "Recipient") provided the Recipient relocates the building, at its expense, to another parcel and such donation does not delay construction of the Project and occurs within 6 months of the approval of this request. Parking BB North has met with various stakeholders and a consistent message has been the need for public parking. Currently there are very few parking spaces in the city's downtown making it difficult for existing businesses to attract customers and hindering the area's potential. BB North diligently studied the parking garage and during the minor modification process was able to add more spaces. The garage currently has 668 spaces, 39 more than is required by code. Furthermore, John Donaldson, a professional traffic engineer, conducted a traffic study for the project and determined that due to its downtown location, walkability and mix of uses, only 459 spaces would be needed to serve the residential portion of the project. Per the city's code, 59 spaces are required for the commercial portions of the project, leaving 150 spaces more than what is required by the project from a practical standpoint. Instead of having many spaces sit empty and to help alleviate the downtown parking situation, BB North is proposing to provide 120 public parking spaces within the Project's garage. The 120 public parking spaces provide a value to the city of $6,600,000 based on the city's TIF agreement with Affiliated Residential for the project at 115 N Federal Highway. BB North or its successors or assigns would be responsible for managing the spaces and would retain any revenue from parking meters to help cover maintenance and management. Retail To help activate Boynton Beach Blvd., BB North will be providing approximately 1,000 square feet plus outdoor seating for a neighborhood coffee shop. BB North will provide this space at 50% of the market price, plus NNN expenses, to a local coffee shop operator for a period of 15 years. This coffee shop will also have access to the inside of the building through one of the Project's lobbies helping to give the coffee shop a built-in clientele of residents. This is in addition to the retail being provided on Ocean Ave which is expected to be leased to multiple restaurants and will help draw more foot traffic to the area. Enhanced Infrastructure As part of the Project BB North will upgrade city infrastructure above the level required by code including roadway improvements to Boynton Beach Blvd., 3rd St and Ocean Avenue, drainage improvements on 3rd street, replacement of a 6" watermain on Boynton Beach Blvd with a 12" watermain and an extension of the watermain on Ocean Avenue. The costs associated with this infrastructure work are $794,773 and are detailed in the attached cost estimate provided by Ballbe & Associates. Summary Multifamily projects are currently facing various headwinds making it very difficult to pencil out a deal. Construction costs have increased over 50% from pre-covid levels, insurance costs have almost doubled, impact fees have drastically increased, and operating expenses continue to rise. On top of this, the federal funds rate has gone up from .05% in April 2022 to 5.33% in January 2024 and banks, if they are lending at all, are requiring substantially more equity. 642 Td ewater "apita,l Invest�ri.ten.ts The Project is currently on its second round of permitting and is the furthest along of any major development in Boynton Beach. We are literally on the final stretch, but we cannot get there without the City's partnership. We are asking that the city provide us with $12,500,000 to bridge the gap and help us break ground on this great project which we hope will help kick off the revitalization of Ocean Avenue. BB North's project provides the following public benefits: - 120 Public Parking Spaces $6,600,000 - Public Open Spaces $1,930,000 - Corner parcel plaza/park $1,150,000 - Coffee shop subsidy $225,000 - Enhanced Infrastructure $794,773 - Total Value of Public Benefits $10,699,773 - Future CRA Annual Tax Revenues $31,000,000 - Total Benefits to CRA/City $41,699,733 Total TIRFA Request $12,500,000 BB North has not sought any other incentives, dedications or land from the CRA or the City and, provided the TIRFA is approved, is ready, willing, and able to execute the Project as soon as the city issues the building permit. Thank you for your consideration. Sincerely, Manny Mato Principal of Edgewater Capital Investments 643 DATE: February 20, 2024 PROJECT NAME: THE VILLAGES AT EAST OCEAN (NORTH PARCEL) ENGINEER'S COST ESTIMATE FOR THE FOLLOWING PUBLIC IMPROVEMENTS: PROJECT NUMBER: 202122 #2 Public access pedestrian path adjacent to railroad from Ocean Ave. to Boynton Beach Blvd. #4 Right-of-way improvements to N.E. 3rd Street, including roadway, sidewalks, light poles, landscaping, drainage, water and sewer from Boynton Beach Boulevard south to Ocean Avenue #5 Replace 6" DIP water main on E. Boynton Beach Blvd with a 12" C-900 PVC water main #6 Line existing 12" gravity sewer main on N.E. 3rd Street which is vetrified clay pipe (VCP) #7 Extend section of water main on Oceant Avenue along the the east property line of the Villages South ITEM NO. DESCRIPTION QUANTITY UNIT UNIT PRICE AMOUNT #2 Pedestrian Path: #2 Clearing and grubbing 1 AC $10,000 $10,000 #2 Cut and fill earthwork 1,000 C.Y. $15 $15,000 #2 12" Stabilized subgrade 420 S.Y. $5 $2,100 #2 2" Gravel 1 C.Y. $1,500 $1,500 Sub -total #2 $28,600 #4 Roadway N.E. 3rd Street: Demolition 1 L.S. $75,000 $75,000 12" Stabilized subgrade LBR40 1,400 S.Y. $5 $7,000 10" Limerock base LBR 100 1,150 S.Y. $15 $17,250 2" Asphalt SP -9.5 1,150 S.Y. $20 $23,000 Mill existing asphalt (1" avg. thickness) 1,150 S.Y. $3 $3,450 Resurface asphalt SP -9.5 (1" avg. thichness) 1,150 S.Y. $10 $11,500 Valley gutter 460 L.F. $18 $8,280 Type " F" curb and gutter 135 L.F. $18 $2,430 ADA Handicap ramps 2 EA. $800 $1,600 Pavement markings and signage 1 L.S. $10,000 $10,000 ballb6 associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 644 #4 #4 #4 Roadwav Bovnton Beach Blvd: Demolition 1 L.S. $10,000 $10,000 Mill existing asphalt (1" avg. thickness) 475 S.Y. $3 $1,425 Resurface asphalt SP -9.5 (1" avg. thichness) 475 S.Y. $10 $4,750 Type " F' curb and gutter 345 L.F. $18 $6,210 ADA Handicap ramps 1 EA. $800 $800 Pavement markings and signage 1 L.S. $2,500 $2,500 Roadway Ocean Avenue: Demolition 1 L.S. $15,000 $15,000 12" Stabilized subgrade LBR40 275 S.Y. $5 $1,375 10" Limerock base LBR 100 175 S.Y. $15 $2,625 Pavers for parking 175 S.Y. $90 $15,750 Mill existing asphalt (1" avg. thickness) 700 S.Y. $3 $2,100 Resurface asphalt SP -9.5 (1" avg. thichness) 700 S.Y. $10 $7,000 Valley gutter 295 L.F. $18 $5,310 Type " F' curb and gutter 435 L.F. $18 $7,830 ADA Handicap ramps 2 EA. $800 $1,600 Pavement markings and signage 1 L.S. $5,000 $5,000 Sub -total Roadway #4 $248,785 Drainage N.E. 3rd Street Type "C" Inlet 4 EA. $4,000 $16,000 Type "D" Inlet 1 EA. $6,000 $6,000 6' Dia. Manhole 5 EA. $7,000 $35,000 Construct 5' Dia. Manhole over ex. Drainage 1 EA. $10,000 $10,000 18" R.C.P. 160 L.F. $40 $6,400 Exfiltration trench 480 L.F. $150 $72,000 ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 645 ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 646 Drainage Boynton Beach Blvd: Remove and replace inlet top 1 L.S. $3,500 $3,500 Sub -total Drainaoe #4 $148,900 #5 Replace water main Boynton Beach Blvd: Remove ex. 6' water main 325 L.F. $20 $6,500 Install 12" PVC water main 325 L.F. $130 $42,250 Pavement restoration 1 EA. $50,000 $50,000 Sub -total Water #5 $98,750 #6 Line existinci sewer main N.E. 3rd Street: 825 L.F. $150 $123,750 #7 Extend water main Ocean Avenue and South Parcel 8" Tapping Sleve 2 EA. $15,000 $30,000 Install 12" PVC water main 450 L.F. $110 $49,500 Pavement restoration 1 EA. $50,000 $50,000 Sub -total Water #7 $129,500 Sub -Total Amount = $555,785 Testing Geotech 3% $16,674 Survey Layout and Asbuilts 5% $27,789 Design / Permitting /Inspections / Final Certification 15% $83,368 Mobilization 5% $27,789 Maintenance of Traffic MOT 5% $27,789 Contingencies 10% $55,579 TOTAL AMOUNT 1 $794,773 ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 646 a i u U' a x 0 ro N A^�M K 0 j ai J 1p a Ll aw � U j rcy 4� s 0 l a K s a H >, 11 0 0 0 0 0 i 0000i n 00000i 0 00 000i om 0000 con 21 m I m CO cu m w CL 0 m ca 10 cc00000000 111111111110 ���IIIIIIIII 0 00000 i�nnnnn 0 n 00000 0000000000i m u uu cc ooi 0000 i i�0000n 00000 n 00000i io 00000� 00000i 0 IILO II. LO 0% m CN 00 Wb ll m CO cu m w CL 0 m ca 10 cc00000000 111111111110 ���IIIIIIIII 0 00000 i�nnnnn 0 n 00000 0000000000i m u uu cc ooi 0000 i i�0000n 00000 n 00000i io 00000� 00000i 0 ABRAMSON & ASSOCIATES, Inc. Real Estate and Public -Private Development Advisory Services MEMORANDUM TO: Timothy Tack, P.E., Assistant Director Boynton Beach Community Redevelopment Agency FROM: Barry Abramson SUBJECT: Evaluation of TIRFA Request for The Villages, 405 E Ocean Avenue DATE: August 6, 2024 EXECUTIVE SUMMARY This memorandum summarizes our evaluation of a request for TIRFA by BB North LLC ("BB North") for a proposed project — The Villages, a mixed-use development located at 405 E Ocean Avenue (comprising the block bounded by Ocean Avenue, NE 3rd Street, Boynton Beach Blvd, and the FEC Rail right of way). The project is to include 337 rental apartments, 8,000 net square feet of retail space and a 668 -space garage to meet the needs of the project with 120 spaces proposed to be provided in perpetuity for metered public parking with net revenues, if any, to go to the CRA. The developer requests 95% of the total tax increment revenue received by the BBCRA generated by the project for a fifteen -year term commencing upon temporary certificate of occupancy, not to exceed a total of $12.5 million with two years from the effective date of the TIRFA to start construction. The evaluation focuses on the need for the TIF funding and the financial effect to the CRA of the proposed agreement, along with general comments regarding proposed benefits claimed by the developer. The analysis does not consider conformance of the proposed project with planning and zoning requirements such as density and parking sufficiency which should be evaluated by the CRA and City. Based upon our evaluation, we consider the developer's assumptions generally to be in a range of reasonableness (with the exception that we consider the developer's estimated real estate taxes to be somewhat high) and that, in the current development market, the project has a feasibility gap requiring a TIF subsidy, though a lower one than that estimated by the developer. We note that relatively small variations in assumptions and/or improvements in the development market over the two-year time -frame could significantly reduce, or even, eliminate the subsidy requirement. Based on our adjusted estimates, a total TIRFA award of $9,100,000 is considered sufficient to make the project financially feasible. The CRA may wish to explore structuring opportunities that might result in lowering the TIF award should property taxes ultimately prove to be significantly lower than estimated, as discussed later in this report. 113 Chestnut Street / Newton, MA 02465 / tel: (617) 965-4545 /fax: (617) 965-5431 /www.abramsonassoc.com 661 Total CRA incremental revenues from the project are estimated at approximately $18,500,000. With the vast majority of this revenue following the estimated eight years of operation it would take to reach the $9,100,000 total award, the present value at the start of 2025 is estimated at approximately $10,200,000. The City is estimated to receive total incremental tax revenues from the project of approximately $72,000,000 over 50 years of the property's operation. As these revenues would be primarily back-loaded, following the CRA sunset, their present value as of the start of 2025 is estimated at only $1,600,000. COMMENTS ON PUBLIC BENEFITS Public Parking The developer contends the 668 -space garage contains 39 spaces more than required by code. A study by a professional traffic engineer engaged by the developer estimates only 459 spaces would be required for the residential component, which, along with 59 spaces stated to be required by code for the commercial component, would leave 150 spaces more than required by the project. The parking engineer's estimates draw on typical parking usage for transit -oriented residential. The extent to which these standards would be applicable to the car -usage characteristics of Boynton Beach residents, even at this transit - adjacent location, would be a subject for further study by a qualified parking sector analyst. Our sense is that project residents might require somewhat more parking than estimated in the traffic engineer's study, but there is a fair chance that most, if not all, of the 120 public spaces could be net additional spaces available for users beyond the direct users of the project. The developer contends the 120 public spaces, to be located "on the first floors of the garage", would have an attributed value to the CRA of $6,600,000 ($55,000 per space). The private project owner would retain ownership and have responsibility for managing, operating and maintaining the spaces with the CRA receiving net revenues, if any, in excess of those costs. The CRA would need to negotiate the CRA's/City's ability to set meter rates, parameters for management and operating standards and cost allocation, and the primacy of the public spaces' location in the garage, all of which could impact the amount of any net revenues. Until such terms are negotiated, estimating net revenues would be highly speculative, and, even after that, any net parking revenue might not be likely to add significantly to the net public financial benefits generated by the project. A qualified parking consultant could contribute to the CRA's understanding of cost/value, estimate the extent to which parking revenues could exceed operating expenses and the net effect on area parking supply and demand of the project as well as assist in negotiating management parameters and operating cost allocation and terms. 662 Other Benefits The developer estimates over $3,000,000 in public open spaces improvements, notably including a plaza/park at the corner of Ocean Avenue and NE 3r6 Street and improvements along the FEC rail right of way. The proposal calls for a 1,000 square foot coffee shop to be made available to a local operator at a 50% reduction in base rent for 15 years, an estimated subsidy of $225,000. The developer also contends it is providing an estimated $800,000 of enhanced infrastructure. The CRA and City are best positioned to determine the extent to which these infrastructure costs are standard or above and beyond the normal requirements and customary contributions of a project of this nature. Obviously, a significant benefit of the project would be to convert this large, underutilized property to an attractive and productive use consistent with the planning objectives of the CRA and the City. THE TIRFA PROPOSAL The developer is requesting a TIRFA as follows: "Commencing upon the TCO (temporary certificate of occupancy), Developer will receive an annual payment equal to 95% of the total tax increment revenue generated by the project for a fifteen -year term, not to exceed $12.5 million (the "TIRFA Amount"). The proposal calls for the developer to have two years from the effective date of the TIRFA to start construction. EVALUATION OF PROJECT NEED FOR THE TIRFA The developer's TIRFA request is based on its contention that the project is infeasible under current development market conditions without the TIF subsidy. Specifically, the developer estimated a financial gap of $9,100,000 to achieve the "untrended" return on cost ("ROC") of 6.0%, necessary to finance the project in the current market. Untrended return on cost is the net operating income of the project (prior to debt) upon stabilization divided by the total development cost, both stated in today's dollars. The developer estimated $12,500,000 of TIF revenues awarded to the project over time, discounted at an annual rate of 4.0%, would yield a present value equal to the above -noted target present value. The developer contends that it needs the TIRFA to be able to secure financing which would enable it to start construction within approximately six months. We evaluated the developer's pro forma, researched and reviewed publicly available market data and insights, held conversations with the developer and its advisor, drew upon input from the Palm Beach County Property Appraiser's office and knowledgeable market participants, and analyzed the project's economics based upon the above and our experience. We concur that untrended return on cost is an appropriate metric to estimate feasibility/required gap. ROC is a common measure of development feasibility and 663 profitability. It has the advantages of: being simple, avoiding the vagaries of particular debt and equity financing arrangements (while, inherently, accounting for them in a generalized market -wide way); avoiding speculation about inflation; and being a parameter for which participants in the real estate market are able to provide general market norms (which, of course, should be considered in light of the particulars of the specific location and project). We consider a 6.0% untrended return on cost to be reasonable in the current development market. This ROC is higher than what would have been required at the peak of the market a couple of years ago. Required rates of return can be anticipated to decrease over time if and when interest rates for development financing decrease as a result of reductions in treasury bond interest rates, though there are various factors that might not necessarily result in this being a one:one relationship. A slight variation in the required return on cost would have significant implications for the required subsidy amount, as would variations in other development costs or elements of net operating income. We consider the developer's assumptions to be generally in a range of reasonableness, with the previously noted exception of the real estate tax estimates, which we consider likely to be high. We also note that relatively small variations within the range of reasonableness of this and other elements of the pro forma can have a dramatic impact on the amount of subsidy required. With regard to real estate taxes, the developer's estimates, are at or above the upper end of a broad range of assessments of comparable properties and input of the county property appraiser, even taking into account the relatively high proportion of two-bedroom units in the proposed project. Accordingly, we have assumed somewhat lower property taxes than the developer estimated, though still at the upper end of the broad range indicated by comparable assessments and county property appraiser input. Based on this analysis, we estimate a financial gap of approximately $7,100,000 which would require a TIRFA award of $9,100,000 received over time to achieve the net present value subsidy requirement. If the taxes actually assessed on the property ultimately prove to be materially lower than those estimated in this analysis, a lower TIRFA award would be indicated. We also note that estimated hard construction cost is based on the developer's in-house construction arm acting as general contractor rather than a third party. The estimated amount is considered reasonable compared with information on comparable projects, but, should costs ultimately come in lower than budgeted, a lesser subsidy would be required. Permit fees and other upfront exactions are another cost item that could be reviewed as they have not as yet been reviewed by the City. 4 664 Financial Feasibility/Gap Analysis Development Cost Acquisition Cost Total Hard Costs Soft & Other Costs (Incl Predev, Dev OH&Fee, Owner Hard Contingency, Tl, Financing Costs, Lease -Up) Total Development Cost Stabilized Operating Income ($2024) Effective Gross Income (including retail tax reimb) Oper Exps (Residential Only) RE Tax (Residential) after 4% early payment discount RE Tax (Retail) after 4% early payment discount Total Tax & Operating Expenses Net Operating Income Required Subsidy Analysis Net Operating Income Development Cost Less Subsidy Development Cost After Subsidy Return on Cost $12,300,000 $102,731,320 $29,683,129 $144,714,449 $12,827,053 $2,542,976 $1,998,298 $29,551 $4,570,826 $8,256,227 Without Subsidy With Subsidy $8,256,227 $8,256,227 $144,714,449 $144,714,449 $0 ($7,110,663) $144,714,449 $137,603,786 5.71% 6.00% EVALUATION OF THE FINANCIAL EFFECT OF THE TIRFA ON THE CRA AND CITY Our analysis (presented on the following pages) indicates that the proposed TIRFA would absorb nearly all the CRA tax increment for the first seven years of the project's operations (i.e. through 2033). The CRA is estimated to receive most (approximately $900,000) of the increment in the eighth year (2034) and, thereafter, the full increment (estimated at approximately $1,500,000 in 2035) through the CRA sunset in 2044. Total CRA incremental revenues from the project are estimated at approximately $18,500,000. Present value to the CRA has been estimated at a discount rate of 4.0%, Present value to the CRA at the start of 2025 is estimated at approximately $10,200,000. The City is estimated to receive total incremental tax revenues from the project of approximately $72,000,000 over 50 years of the property's operation. Given these revenues would be primarily back-loaded, following the CRA sunset, the present value at the start of 2025 of these revenues is estimated at only $1,600,000. A discount rate of 4.0% was applied to revenues during the initial period prior to CRA sunset and a 6.0% discount rate was applied to revenues in following years, given greater uncertainty re. market conditions and the property at that point no longer being positioned as a newer prime property in the marketplace. 665 If TIRFA Not Awarded As the CRA considers this TIRFA request, an obvious question is what will happen if it is not granted. There is a possibility that, in the coming couple or few years, the private development market will recover its equilibrium based on some combination of financing rates coming down somewhat, construction costs stabilizing, and rents increasing to a level that supports new development, as has been the case in past boom and bust cycles in Southeast Florida which have shown the resiliency of the market. In that event, while the present developer may have difficulty recouping some of its investment in the cost of its extended holding period interest and other costs, there would be a reasonable chance that the developer or a successor could be able to make this or a comparable project work without a TIF, enabling the CRA to realize all the incremental revenue over that period. Of course, this is a hypothetical. There is no guaranty when the development market will recover or what will happen with this individual property could be burdened by the current developer's holding out until it can recoup all its costs. Whether or not the present value of incremental revenues to the CRA and City would be significantly higher than if the developer can proceed with the project in the near term under the proposed agreement would be a function of the level of risk ascribed to the hypothetical in terms of a discount rate, which would be a subjective determination. POSSIBLE STRUCTURING CONCEPTS The CRA may wish to explore options for structuring the TIRFA so that the award may be reduced in the event it proves not to be fully needed — at the time the construction contract and financing are secured, upon completion of construction, and/or during operations. Developers and financing sources, understandably, would prefer surety and simplicity — a guaranteed award without any adjustments. Still, with so much money at stake, the above- cited variability in assessment, development factors subject to verifiable refinement, and a development market that may show improvement over the near term, and considered more likely than not, over the two years the developer proposes the TIRFA allow for it to start construction, there may be opportunities to adjust the TIRFA without unduly hamstringing the developer's financing efforts, as has been accomplished in other public-private deals. It would be essential to make any adjustments subject to verifiable improvements in the project's economics so that the developer and financing sources could be assured such adjustment would not impact targeted threshold rate of return. With regard to property taxes, an approach that could be explored would be to reduce the amount of the TIRFA award in any year (and the total award amount) by all or a portion of the amount by which property taxes in that year are less than that estimated in the TIF analysis on the following pages. Likely, fine-tuning of this approach would be required. 666 Especially given anticipated (albeit not guaranteed) improvements in development market factors, there may be some adjustments that might not take effect if construction starts in the near term — say the six months following TIRFA approval, but could kick in if the project does not start till later in the proposed two-year window. A few concepts that could be explored with the developer are: • Reduce TIRFA award by amount on a present value basis (or percentage thereof) if actual construction cost is less than currently estimated. This can be determined upon construction contracting and, again, at completion of construction. • Reduce TIRFA award by amount on a present value basis (or percentage thereof) if actual permit fees and other exactions are less than current estimates, which have not been verified at this time. • Adjust above for costs impacted by reduction in construction and permit costs. • Reduce TIRFA award by some negotiated factor relative to some verifiable measure of financing rates or treasury bond yields. • Adjust TIRFA award on ongoing basis by means of a participation in excess return in cash flow and capital events. 667 co CD co W o O M O CO O N 7 N of O r CO N V W O p Ef3 N W O OJ r N O O N M W O O O O 7 CO O O EA r r OJ O OJ r N M M M W r W M r M N N CD M O O 7 7 O) r of CP 67 O 7 O N f` M r CD CO EA r r 61 O O O CO 7 O O M OJ N O1 EA p EA Ef-T M M M En ff) N EA V} EA EA EA UT En OVMj o O r f` r r r M M M V O CO CO O) N V W 7 O p O W W O r CO p O O O CO V OO M LD Cli O EA N � O O Cn (O r m 7 a � M M W W O O) O f\ a r N N (O CO W M N 7 0 0 O W M M r 7 0 O O (A M V 7 O) O N M M M O V m O M O M n r M M EA N W r r N O f� W O M O M fA U3 N N EA EA M M M V> V3 N EA En EA to Vj EA EA fA (O OvNj o O a p a N O p a a O O O O O] a W N O O p lc O O EA O O m 7 O OO d) O O O O W O W N N 7 N O N W W N f• M M O W N O O) O O p M fn w W EA r a W N N 7 a _ N a M N N N W E9 fA fA N N N EA fA N f9 fn fA 1A En EA En V3 m p O fA (D OO N CO W CO O N N r O O O CO MfA N M O O M O CD O] CO (O O M O CO O M f` N N CV N C(J O (f) M N O O 7 M W M a a W N t0 7 W N N M N O (O O) p EA r f` W O O M a O O a M_ N M N fA fA EA EH N N N EA EA eA CA EA EA EA fA fA EA V o O M M V O O . r N N O M O N t of M W O O) O N N (h ti N M a N X 0 0 O O W M N O n V CO 7 N N O) fA 7 O O N W N OO O o� t` M Off O V 7 O O V M r O O O O r r r !P m M M r W N N t0 N fA EA (p O � r 0 O N N a a fA H3 N N V3 H3 !A V3 EA !A fA fA fA fn M N o O r r M V M M CO O N N O W O W r� n r O N M Wacir O O a M r r r (� M M W Q O m r O1 rl 7 0 0 O N C+J M V S MO Lr; L6 rl C\ O CO V N r to M p V W M OJ �1IJJ O O Cn r CO r M M N N M r a N r fR En Eli En ER En W En EA f9 fA fA fn ff-} N o O O O CO CO N O N O O a O O r a0 01 a O1 fT O) O O O En M M 7 f` N a 7 m p O W O M 1` h N n Of O� EA N M r f` N W r O) 61 N W O W r M O O M N M N O M N Cn O OO OD M N L(5O m o O N O O r a O O N f0 O M M EA r M (O fP d) r N CO r 7 N r N r iR Vj CO CO EA EA EH EA O E9 EA EA E9 EA EA 6? ff-T O O O O a Q) O 7 7 V 7 O C M M EA M Q) r O M (A W W CD OO O O O a N f\ r 61 t0 C[) f\ f\ r w W c0 O 7 N O a O O r O f` 7N n N O fA O M M O V r V r YT EH O O (P r _O _O N N V � EA EA O Ef> Ef) O E9 EA EA 1A EA fA fn fA N o O V lU O]O O O r O O O OI O 0 0 0 O p En (^O N pOO O O N � Ef3 EA Efll to EA EA EA N N r O O O (O CO of O a 3 O W M ` O O O A A N N N � � U N o O O O O a Q) O O O O O w O O O OI O 0 0 0 p O fA 7 a M O N O O O O a 41 a fA EA EAI to ER EA ER N O O O N M O 0 0 0 O N O W W O n O M 13� O O O N a N O N EA En O O p fA fA fA CA EA U p O 7 7 M O CO O 0 0 c O N N O 7 En EA CAI EA En � f` f` M O 0 0 0 U f` N W r O CO M r if O if O f` (T OJ [p El} O O Y CH Ela H3 H3 EA d Q O p o p O O O O O O O O O O O 0 0 0 O o N @ o W �: C! 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C =a c Q > d > > m o Q m U � u° _ Mm _ mmaU UUm U �N N1 E om p U K o U LUV) 0 > ` z Z a a a _ o rnoc E aj UIli @�CJio ao C o N m 3:<o m U Q O0' 0hN 0W TU E 3a) m p p c mQ� Ov-yo maEE o LU > E E > K k 2> E oN N m S o 3 LL m LL- m H> m? r m H r y r x r y r m a > a Q� :° m n° ° £ y E R Lu Lu m n> LL oa y a E 3 o m o o 0 0 0 o o v o o E a _ m a of m ti, td ° LL v v o Q a o d a o a a a a o a a z o `m EL Q w w w w a F o M a F U U z z z 'm z z U z z z z W M CD co (71 ASSUMPTIONS AND LIMITING CONDITIONS • Information provided by others for use in this analysis is believed to be reliable, but in no sense is guaranteed. All information concerning physical, market or cost data is from sources deemed reliable. No warranty or representation is made regarding the accuracy thereof, and is subject to errors, omissions, changes in price, rental, or other conditions. • The Consultant assumes no responsibility for legal matters nor for any hidden or unapparent conditions of the property, subsoils, structure or other matters which would materially affect the marketability, developability or value property. • The analysis assumes a continuation of current economic and real estate market conditions, without any substantial improvement or degradation of such economic or market conditions except as otherwise noted in the report. • Any forecasts of the effective demand for space are based upon the best available data concerning the market, but are projected under conditions of uncertainty. • Since any projected mathematical models are based on estimates and assumptions, which are inherently subject to uncertainty and variation depending upon evolving events, The Consultant does not represent them as results that will actually be achieved. • The report and analyses contained therein should not be regarded as constituting an appraisal or estimate of market value. • The analysis was undertaken to assist the client in evaluating and strategizing the potential transaction discussed in the report. It is not based on any other use, nor should it be applied for any other purpose. • Possession of this report or any copy or portion thereof does not carry with it the right of publication nor may the same be used for any other purpose by anyone without the previous written consent of the Consultant and, in any event, only in its entirety. • The Consultant shall not be responsible for any unauthorized excerpting or reference to this report. • The Consultant shall not be required to give testimony or to attend any governmental hearing regarding the subject matter of this report without agreement as to additional compensation and without sufficient notice to allow adequate preparation. 10 670 Meeting Minutes CRA Board Meeting Boynton Beach, FL August 13, 2024 Application as presented and pending any final review from CRA legal counsel. Board Member Hay seconded the motion. The motion passed unanimously. H. Continued Consideration of Candidates for Selection of New Executive Director - TABLED 07/09/2024 Motion: Board Member Turkin moved to remove the item from the table for discussion. Board Member Cruz seconded the motion. The motion passed unanimously. Ms. Rossmell spoke about the applicants and their options. Mr. Tack clarified that two candidates withdrew. Mayor Penserga asked for feedback. Board Member Hay said that they have three candidates, and he is not comfortable with two of them, so he would like to readvertise. There was consensus from the Board. Ms. Rossmell asked how they would like to proceed. Chair Penserga stated that sometimes a headhunter could be a good option, but sometimes it does work out. He asked Mr. Tack what he would do differently. Mr. Tack discussed options for read ve rtise ment. Board Member Kelley asked if we could do a hybrid option. She said that she heard that the City has a contract for staffing and asked if the CRA could utilize the services the City already has. Ms. Rossmell said that they might be able to piggyback off of any agreement that the City has. Board Member Kelley clarified what she means by hybrid. There was consensus on doing the hybrid option.. Chair Penserga opened public comment. No one came forth. He closed public comment. 15. New Business A. Discussion and Consideration of Tax Increment Revenue Request from BB North LLC for The Villages located at 405 E. Ocean Avenue Mr. Tack stated that BB North submitted an application for Tax Increment Financing (TIF) for the project known as The Villages. He explained that BB North purchased the property in May of 2022 7 671 Meeting Minutes CRA Board Meeting Boynton Beach, FL August 13, 2024 from the previous owner who had obtained site plan approval for a mixed-use project, BB North worked to make various changes to the site plan through a minor modification that was approved on September 27, 2023.He further explained that BB North is currently going through their third round of permitting with the City's Building Department, and BB North's pending application requests 95% of the Project TIF up to a maximum of $12.5M. He said that the CRA staff received an Evaluation of the TIF request from Abramson & Associates, Inc., who was hired by the CRA as a third -party financial consultant to assist in reviewing the TIF request. Manny Mato, BB North LLC representative, stated that it has been great working with staff. He spoke about the following: Background of the Project; What can they offer the City; Renderings; Location Map; Corner Park; Request; Public Benefits; Project Details; and Site Plan. Barry Abramson, Abramson & Associates, Inc., joined online. He spoke about evaluating the proposal, and the financial estimates for the developer. He mentioned that there was one estimate that jumped out to him, which was the real estate taxes because it is higher than they have seen. He said that he pushed their number down to the high-end of the range, which reduced the subsidy gap. He spoke about the TIF amount that is being requested. He said that their financial gap could be satisfied with $9.1M over time. He spoke about different elements that are being considered, his recommendation is that this is reasonable, and that it is up to the Board if they want to do any negotiations. Board Member Turkin thanked them for investing in Boynton Beach. He said that as of right now, the $12.5M is way too high, and he asked what their worst-case scenario is, if they do not receive the $12.5M. Mr. Mato stated that he would ask for some flexibility in terms of the maintenance cost and that the City have reasonable rates. He mentioned that without the money, they cannot start. He said that the site plan approval will eventually expire and they may have to sell the property. Board Member Turkin spoke about nothing being built downtown in their time on the Board, and that it is about time that something starts. He spoke about loving the open space format. Mr. Mato spoke about the project being basically ready to go. He mentioned that development projects take a long time, and what the typical timeline is, and said that they are at the finish line, and they just need the financials to go. Board Member Turkin said that he would support the recommended $9.1 M TIF, but he cannot swallow the $12.5M. Mr. Mato spoke about the projects that are needed in the area. Board Member Hay asked about parking spaces downtown. Mr. Mato spoke about the residential, commercial, and guest parking spaces. He said that they felt comfortable with the parking spaces that they have in their project. Board Member Hay mentioned that he has a problem swallowing the $12.5M, and that he cannot move forward with it, since the recommendation is $9.1 M. He said that he would like staff to do some more negotiating, to see if they can come up with something more reasonable. N 672 Meeting Minutes CRA Board Meeting Boynton Beach, FL August 13, 2024 Mr. Mato discussed the report, and that $9.1 M is lower than expected, and that they can bring their number down a little. Board Member Hay said that he agrees that they need to move forward and have a project going in this area, and that he hopes they can work something out. Chair Penserga said that there is no formal agreement. Vice Chair Kelley said that she needs some clarity regarding parking numbers. Bonnie Miskel, on behalf of the applicant, spoke about the parking study that was done. She stated that staff did not review it, but they could go back and amend the site plan. She said that they are comfortable that if they would have done that process, they could have lowered the number of spaces. She mentioned that the City just cares that the spots are built. Vice Chair Kelley asked if there is a plan to meter the guest spots. Ms. Miskel spoke about the spaces being metered and that it would be up to the CRA and would need negotiation. Board Member Kelley asked if the norm is to charge for guest parking. Ms. Miskel stated that in traditional buildings, that are mid-level, they are absolutely seeing a pay for parking fee. She said that it is normal. Mr. Mato said that there are 145 spaces, which is 25 more than what is required. There was further discussion regarding parking spots; parking revenue; leasing the public parking spaces' public park; and green space. Board Member Cruz said that she agrees with the Board, and that she believes that staff can negotiate this. She mentioned that this is a key corner of downtown, and that by doing nothing, they lose money. She said that they appreciate the public park. She spoke about guest parking and paying for parking. Vice Chair Kelley spoke about the TIF dollars and how important is it to have a mixed housing in the downtown, including affordable housing. Chair Penserga stated that he concurs with most of the comments made tonight and directed staff to continue further negotiations. B. Discussion and Consideration of the Purchase of 321 E. Martin Luther King, Jr. Blvd. Theresa Utterback, Development Services Manager, displayed a location map for this property. She spoke about the purchase price and closing costs that were agreed on. Board Member Hay asked how much the closing cost is. Ms. Utterback stated that it is usually $3,000-$3,700. 673 BB NORTH LLC TI RFA TERM SHEET The following are terms pursuant to which a Tax Increment Revenue Financing Agreement ("TIRFA") will be drafted and executed between BB North LLC ("Developer") and the Boynton Beach Community Redevelopment Agency ("BBCRA") Project: The project consists of a mixed-use development with 337 residential units, retail, and restaurant space. Public Open Space: The project will feature approximately 21,890 sq ft of open space consisting of two plazas with active pedestrian uses including sidewalk cafes and a linear park along the railroad right-of-way that acts as a crucial pedestrian connection between Boynton Beach Blvd and Ocean Ave. The linear park includes a meandering path and lush landscaping. Corner Plaza: Developerwill build a plaza on a property owned by an affiliate of developer on the corner of Ocean Ave and 3rd St. This plaza will provide benches, restaurant seating and lush landscaping and will be open to the public. Developer will pay for all costs associated with completing the improvements, but the TIRFA would not preclude the Developer from requesting park impact fee credits and/or donating the completed park to the City in exchange for such credits. Public Parking: Developer will build and manage 120 covered parking spaces for use as metered public parking. The developer will enter into a revenue share agreement with the CRA and City where the CRA and City will receive 30% of net revenues collected from the leasing of the public parking spaces. For the avoidance of doubt, net revenues will be defined as revenue collected by the Developer after paying a 3rd party management company reasonable fees for the management of spaces and the costs for using parking apps but before accounting for expenses such as insurance, property taxes, cleaning costs, deferred maintenance, etc. Developer will provide conduit on the first floor for future EV parking. The project currently has 39 spaces above what is required by code. It also has 51 guest parking spaces and 55 commercial parking spaces. A parking study was performed in October of 2023 by JMD Engineering, Inc., a professional traffic 674 engineering firm, which looked at three nationally recognized publications in the parking industry and found that the practical amount of parking needed for the project is 153 spaces less than are being provided. Retail Subsidy: To help activate Boynton Beach Blvd., Developer will be providing approximately 1,000 square feet plus outdoor seating for a neighborhood coffee shop. BB North will provide this space at 50% of the market price, plus NNN expenses, to a local coffee shop operator for a period of 15 years. Developer will make commercially reasonable efforts to find a coffee shop but if it is not successful Developer may look to other alternatives. Infrastructure: Developer will upgrade city infrastructure above the level required by code including roadway improvements to Boynton Beach Blvd., 3r1 St and Ocean Avenue, drainage improvements on 3rd street, replacement of a 6" watermain on Boynton Beach Blvd with a 12" watermain, an extension of the watermain on Ocean Avenue and an extension of the watermain on 1"Avenue. Construction Start: Developer agrees to commence construction of the Project within two years of the effective date of the TIRFA. Developer's anticipated start is January 2025. Annual Report: Developer shall provide an annual performance report for the Project to the BBCRA from commencement of construction through TCO Tax Increment Commencing upon the TCO, Developer will receive an annual Financing: refund equal to 95% of the total tax revenue generated by the project that is collected bythe CRAfor a twelve-year term, not to exceed $9.9 million (the "TIRFA Amount") Assignability: This Agreement may only be assigned by the Developer to record owners of the Propertywith prior written consent of the CRA, which consent shall not be unreasonably with held. After substantial completion of the project, this Agreement may be transferred by the Developer; provided, however, that any assignee thereto shall specifically assume all the obligations of the Developer under this Agreement. Termination: The TIRFA shall automatically terminate upon the cap of $9.9 million being reached or within two years of the effective date of the TIRFA if Developer has failed to commence construction. 675 Waiver/Indemnification: The BBCRA will not be responsible for any property damages or personal injury sustained by Developer for any cause whatsoever related to the Development of the Project. Developer shall also indemnify, save and hold harmless the BBCRA, its agents or its employees from any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed or recovered against the BBCRA. 676 TAX INCREMENT REVENUE FUNDING AGREEMENT This Tax Increment Revenue Funding Agreement (hereinafter "Agreement") entered into as of the day of 2024, 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 100 E. Ocean Avenue, Fourth Floor, Boynton Beach, Florida 33435, and BB North, LLC, a Delaware limited liability company, with a business address of 6000 SW 74th St, 4th Floor, South Miami, FL 33143 (hereinafter referred to as the "Developer"). RECITALS WHEREAS, Developer owns the property located at 405 East Ocean Avenue, Boynton Beach, Florida ("Property") and intends to construct within the Property a new mixed-use development comprised of approximately 336 residential units, 8000 square feet of ground floor restaurant and retail, 21,890 square feet of open space, and a parking garage with 668 total parking spaces, as depicted in the Site Plan attached hereto as Exhibit "A" (hereinafter referred to as the "Project"); and WHEREAS, the Property is located within the Boynton Beach Community Redevelopment Area ("CRA Area"); and WHEREAS, in an effort to develop the Project to include public benefits, Developer has submitted that certain proposal dated March 13, 2024, related to the Project, a copy of which is attached as Exhibit "B; and WHEREAS, the CRA desires to provide additional public parking in the vicinity of the Project and receive other public benefits as described herein; and WHEREAS, the Developer has represented that the Project contains parking spaces in excess of what Developer requires for its intended uses of the Project; and WHEREAS, the CRA has determined that the Project furthers the Boynton Beach Community Redevelopment Plan ("CRA Plan"); and WHEREAS, Developer has the knowledge, ability, skill, and resources to effectuate the construction and development of the Project; and WHEREAS, the CRA has determined that providing Tax Increment Revenue Funding for the Project will further the goals and objectives of the CRA Plan; NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both Parties hereby acknowledge, the Parties agree as follows: Section 1. Recitals. The recitals above and all other information above are hereby incorporated herein as if fully set forth. 4859-2920-1899, v. 1 677 Section 2. Definitions. As used in this Agreement, the following terms shall have the following meanings, which shall apply to words in both the singular and plural forms of such words: 2.1. "Base Year" for determining Tax Increment Revenue from the Project shall be the year prior to Commencement of Construction. 2.2. "Certificate of Occupancy" means the certificate issued by the City pursuant to the City of Boynton Beach Building and Zoning Code indicating that a building or structure complies with all applicable City of Boynton Beach Building and Zoning Code requirements and that the same may be used for the purposes stated therein. 2.3. "City" means the City of Boynton Beach, Florida. 2.4. "Commencement of Construction" or "Commence Construction" means obtaining an official permit in hand for the Project and beginning to actually demolish, excavate or prepare the site for development of the Project in accordance with the City Building and Zoning Code and continuing consistently until completion of construction of the Project as applicable in accordance with the Florida Building Code. 2.5. "Community Outreach Partner" means the for-profit or non-profit group or organization selected by Developer with whom Developer shall coordinate on the issues and obligations in this Agreement pertaining to employment of City residents and jobs for Locally Owned Small Businesses. 2.6. "Completion of Construction" shall mean the date for which the Project is complete and the Certificate(s) of Occupancy have been issued for the Project by the appropriate governing authority. 2.7. "Contractor" means a general contractor, a subcontractor or any other business entering into a contract with the Developer related to the construction of the Project or part thereof. 2.8. "CRA Share" means 30% of Net Revenues. 2.9. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.10. "Good Faith Effort" is considered to have been made when the respective parties have used reasonable means to comply with the associated directives and/or provisions set forth in this Agreement. 2.11. "Locally Owned Small Businesses" means any business that is wholly owned by individuals who reside in the City. If a business is owned by a corporation, then the corporation must be wholly owned by individuals who reside in the City. If the business is owned by a partnership or limited liability company, then at least 20% of its partners or members must reside in the City. 2.12. "Net Revenues" shall mean all revenue derived from Parking Meters from the Parking Improvements, less a reasonable fee paid to a third party for management of the 2 4859-2920-1899, v. 1 678 Parking Meters for the Parking Improvements including the costs (if any) to Developer for the use and management of a Parking Meter service. Expenses related to insurance, property taxes, cleaning costs, deferred maintenance, and similar items shall not be subtracted from revenue for purposes of determining Net Revenues. 2.13. "Parking Improvements" means one hundred and twenty (120) covered public parking spaces located on the first and second floors of the parking garage in the Project, all of which are restricted for use by the public in perpetuity. 2.14. "Parking Meter" shall mean any means or device by which the driver of a vehicle shall pay for the use of a parking space. 2.15. "Pledged Project Increment Revenue" means an amount calculated by multiplying Tax Increment Revenue from the Project by an agreed upon percentage factor as provided for in this Agreement. 2.16. "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in "Exhibit C" hereto. 2.17. "Site Plan" shall mean the approved Site Plan attached hereto as Exhibit "A," approved by the City of Boynton Beach, file 2.18. "Tax Increment Revenue" shall mean the amount deposited in the Redevelopment Trust Fund for the Boynton Beach Community Redevelopment Area, pursuant to Florida Statutes, Section 163.387, that is attributable to the Project. Section 3. Developer's Obligations and Covenants. 3.1. Construction of the Project. Developer agrees to Commence Construction of the Project within two (2) years of the Effective Date of this Agreement. 3.1.1. The Project shall conform to the Site Plan and shall include the following, which shall hereinafter be referred to as "Improvements": a. Upon commencement of construction, Developer shall host a groundbreaking ceremony, and upon receipt of the Certificate of Occupancy for the residential units, the Developer shall host a ribbon -cutting ceremony. The CRA will be in attendance at each of these ceremonies and Developer shall coordinate planning of the ceremonies with the CRA. b. Developer shall construct a minimum of 336 residential units. c. Developer shall construct a minimum of 8,000 square feet of ground floor restaurant and retail space. d. Developer shall construct a minimum of 21,890 square feet of open space, which shall include a linear park that abuts the railroad right-of-way located in parcel identified by Parcel Control Number 08-43-45-28-00-000-1090. The linear park shall include walking paths and enhanced landscaping. e. Developer shall construct the Parking Improvements. 3 4859-2920-1899, v. 1 679 £ Developer shall install in the parking garage provisions and conduit pipe to accommodate a minimum of 15 electric vehicle charging stations of charging level Type 2 or higher. The specific number and location of spaces to receive such conduit to be mutually agreed to by the Parties prior to finalization of construction plans for the parking associated with the Project. This conduit shall be placed such that future charging stations will be within the Parking Improvements area. This section shall not be read to require Developer to bear the costs of installing any such charging stations or the related electrical transmission lines. 3.1.2. Prior to and during the construction of the Project, the Developer shall: a. Hire a job placement consultant during the construction period of this Agreement; b. Host a job fair within the CRA; c. When feasible, give priority to Contractors that are Locally Owned Small Businesses to participate in the construction of the Project; d. Include in all contracts with Contractors requirements that the Contractors use Good Faith Efforts to hire and train City residents to participate in the construction of the Project; e. Provide a list of job positions and descriptions to the Community Outreach Partner and agree to give priority to qualified job applicants referred by the Community Outreach Partner to participate in the construction of the Project; f. Use Good Faith Efforts to offer permanent job positions resulting from the Project to qualified City residents; and g. Notify and refer job training and job placement opportunities to the Boynton Beach Community High School and South Tech Academy in Boynton Beach in the event each are able and willing to provide such training. 3.1.3. The Site Plan may undergo minor modifications without requiring amendment to this Agreement so long as there is no alteration to the Parking Improvements and the modified site plan is substantially similar to the Site Plan. For purposes of this section, any modification to the Site Plan that requires approval by the City Commission shall not be considered a minor modification. Any modification that is not a minor modification shall require the approval of this CRA; otherwise, this Agreement may be terminated by the CRA in its sole discretion. 3.2. Parking Improvements. In addition to constructing the Parking Improvements, Developer shall be responsible for the following with respect to the Parking Improvements: 3.2.1. The Parking Improvements and each parking space therein shall be designated clearly by signage as set aside for public use. 3.2.2. Developer will install Parking Meters for each space within the Parking Improvements and shall charge for parking at a rate consistent with market standards. 3.2.3. Developer shall be responsible for managing, maintaining, repairing and installing 4 4859-2920-1899, v. 1 680 the Parking Improvements. 3.2.4. Developer shall provide the CRA Share to the CRA in perpetuity and in accordance with this section. At such time as the CRA ceases to exist, the CRA Share shall be provided to the City in perpetuity. Developer shall distribute the CRA Share no later than January 10th of each year following the Completion of Construction. 3.2.5. Along with the distribution of the CRA Share, Developer shall also provide to the CRA, in each year following Completion of Construction, a report detailing Parking Improvement usage and fees collected including a report reflecting costs associated with such usage and costs referred to in Paragraph 2.12. This information shall be included in the Annual Performance Report required by Section 4 herein. 3.3. Parking Easement or Lease. Prior to Completion of Construction, CRA and Developer shall execute a parking easement and contract (or, at the CRA's option, a 99 year lease) for the benefit of the City and CRA which easement and contract (or lease) shall ensure that the Parking Improvements shall be for reserved for use by the public in perpetuity and the CRA (and later the City) receives the CRA Share in perpetuity. Such easement (or lease) shall run with the land and be recorded in the Official Record Books of Palm Beach County. 3.4. Residential Construction. Construction of the residential units for the Project shall be in compliance with the following green building standards: a. Developer shall provide all air conditioners, all of which shall be Energy Star qualified with a minimum of SEER 16. b. Developer shall provide roofing materials with an SRI 75 for all Project's low - sloped roofs to achieve a minimum of 75% of the roof above the parking and the residential parts. c. Developer shall provide 100% Energy Star appliances within the Project. 3.5. Retail Subsidy. Developer shall provide within the Project a 1,000 square -foot rental unit, plus outdoor seating, for a neighborhood coffee shop that shall be accessible from the interior and the exterior of the Project building. Developer shall rent this unit at 50% of market price for a period of 15 years. Developer may require tenant to pay for property taxes, insurance, and maintenance, and to pay for the interior build out the unit. Developer shall make Good Faith Efforts to locate and lease to a coffee shop; however, if unsuccessful, Developer may seek alternative tenants to lease to under the terms described in this section. 3.6. Corner Plaza. Developer represents that its affiliate owns the parcel located at the northeastern corner of 3 d Street and Ocean Avenue in Boynton Beach Florida, identified by parcel control numbers 08-43-45-28-32-000-0040, 08-43-45-28-32-000-0010, 08-43- 45-28-32-000-0020, and 08-43-45-28-32-000-0030 (the "Corner Lot"), and that Developer can fulfill its obligations under this Section 3.6. Developer shall, at no expense to the CRA, build a plaza on the Corner Lot that shall include benches, seating, landscaping, and shall be open to the public in perpetuity. The Parties agree the CRA shall not object to the 5 4859-2920-1899, v. 1 681 Developer requesting impact fee credits from the City for the development and use of the Corner Lot as public open space in accordance with this section and the City Code, or to Developer donating the Corner Lot to the City, so long as Developer ensures the Corner Lot shall be open to the public in perpetuity. If necessary, Developer shall acquire the Corner Lot to fulfill its obligations under this Section. Section 4. Annual Performance Report. 4.1. Commencing upon one year from the Effective Date and continuing until such time as the Agreement is terminated, Developer shall annually provide the CRA with a report ("Annual Performance Report") for the Project indicating the status of Developer's compliance with the requirements of this Agreement and evidencing that Developer has paid all property taxes for the Property for the preceding year. Such report must be submitted to the CRA no later than the last day of April for the preceding year. In addition, Developer shall present an annual status report to the CRA Board upon request. Section 5. Disbursal Requirements. 5.1. The following are conditions precedent to CRA's annual disbursal of and Developer's receipt of any Pledged Project Increment Revenue pursuant to this Agreement: 5.1.1. Developer must have timely provided its Annual Performance Report; 5.1.2. Upon receipt of the Annual Performance Report, at the next available CRA meeting, the CRA shall review the Annual Performance Report for consistency with the requirements in Section 4 above and compliance with all conditions precedent for receiving Pledged Increment Revenue for the Project. Upon finding such compliance and consistency, CRA shall approve the Annual Performance Report, which approval shall not be unreasonably withheld; 5.1.3. The CRA has received Tax Increment Revenues from the Project on the Property subsequent to the Base Year and Completion of Construction; and 5.1.4. Developer is not in material default under any terms or provisions of this Agreement. Developer shall not be entitled to any Pledged Project Increment Revenue payments for such calendar year if the Developer has failed to meet its obligations under this Agreement or is otherwise in material default under the terms of this Agreement and has failed to sufficiently cure the default within any applicable notice and cure period after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Pledged Increment Revenue during any period in which Developer is in default, provided that, once a default is cured, Developer shall receive its Pledged Increment Revenue payments for the remainder of the TIR Term (defined below), provided Developer is not in default under this Agreement. 5.2. Certification. 5.2.1. Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.1. of this Agreement by providing a Certificate of C 4859-2920-1899, v. 1 682 Occupancy for all residential components of the Improvements and Certificate of Completion of the shell for all nonresidential components of the Improvements from the City of Boynton Beach indicating the 100 percent completion of all Improvements and demonstrating that the taxable value of all Improvements have been placed on the Palm Beach County tax rolls for the Property. 5.2.2. Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.2 of this Agreement by: a. Demonstrating that it hired and utilized the services of a job placement consultant and by reporting the job placement consultant's activities during construction of the Project; b. Demonstrating that it held a job fair in the CRA Area; and c. Requiring all Contractors covered by the terms of this Agreement to provide annual copies of its records, reports or any other information necessary to monitor compliance with the provisions of Section 3.1.2 of this Agreement and require all Contractors to submit annual payrolls to the Developer that include the following information: name, address and the number of hours worked for the period, until a Certificate of Occupancy is issued for at least 90% of the residential units of the Project. 5.2.3. Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.2 of this Agreement (a) by demonstrating that it has constructed the Parking Improvements, (b) by documenting signage and other means by which these Parking Improvements are clearly reserved for use by the public and excluded from use by residential and commercial units that are part of the Project, (c) by demonstrating payment to the CRA of the CRA Share, and (d) by providing the documentation required by Section 3.2.5 of this Agreement. 5.2.4. Developer shall confirm in its Annual Performance Report that it has met its obligations under Section 3.3 and 3.4 of this Agreement. Section 6. Pledged Project Increment Revenue. 6.1. Formula and Term. 6.1.1. The amount of the Pledged Project Increment Revenue to be paid to Developer pursuant to this Agreement shall not exceed Nine Million Nine Hundred Thousand Dollars ($9,900,000.00) ("TIR Cap") and shall be calculated based on the following formula: The CRA hereby agrees to pledge and assign to Developer pursuant to the terms of this Agreement, an annual amount which equals ninety-five percent (95%) of the Tax Increment Revenue, for a twelve (12) year term, not to exceed a total of Nine Million Nine Hundred Thousand Dollars ($9,900,000.00) commencing on the last day of the year, provided that all of the following conditions are met ("TIR Term"): 7 4859-2920-1899, v. 1 683 A. The Developer has achieved Completion of Construction; B. All elements of the Project have been placed on the Tax Roll; C. The CRA has received Tax Increment Revenue from the Project; D. The Annual Performance Report is received and found to be sufficient by the CRA, which finding shall not be unreasonably withheld, conditioned or delayed; and E. Developer is not in default under this Agreement. Provided the above conditions precedent are satisfied, the CRA shall disburse the Tax Increment Revenue to the Developer as soon as practicable after the CRA receives the Tax Increment Revenue. 6.2. No Prior Pledge of Pledged Project Increment Revenues. The CRA warrants and represents that the Pledged Project Increment Revenues are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by the term of this Agreement. 6.3. Form of Payment. Payment shall be in the form of a CRA check made payable to the Developer. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Developer, either wholly or in part, and no payment shall be construed to relieve Developer of obligations under this Agreement or to be an acceptance of faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or by recognized overnight courier or sent by certified mail, postage prepaid, return receipt requested. The use of electronic communication is not considered as providing proper notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Timothy Tack, Acting Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, Florida 33435 With a copy to: Kathryn B. Rossmell, Esq. Lewis, Longman & Walker, P.A. 8 4859-2920-1899, v. 1 684 360 South Rosemary Avenue Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: Mr. Manny Mato BB North, LLC 6000 SW 74th St, 4th Floor, South Miami, FL 33143 With a copy to: Bonnie Miskel, Esq. Dunay, Miskel and Backman, LLP 14 SE 4th Street, Suite 36 Boca Raton, FL 33432 Section 8. Default. The failure of Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. The CRA shall deliver written notice to the Developer of such failure in accordance with the Notice Provision herein, in which case, the Developer shall have thirty (30) days after receipt of said notice from the CRA to cure such default. Notwithstanding anything to the contrary herein, if such violation or failure will reasonably require longer than thirty (30) days to cure, and so long as the Developer begins and continuously prosecutes the curing of the same to completion with due diligence, the Developer shall have such additional time as reasonably necessary to remedy such failure of violation. If Developer fails to cure the default as provided herein, the CRA may terminate this Agreement and all obligations for payment of Pledged Project Increment Revenue to Developer shall cease. Section 9. Termination. Unless earlier terminated pursuant to the terms herein, this Agreement shall automatically terminate upon the earlier of (a) last disbursement of Pledged Project Increment Revenue to Developer for the Project; (b) within five (5) years of the Effective Date if the Developer has not completed construction of the Project; or (c) two years after the Effective Date, if the Developer has failed to commence construction of the Project, subject to force ma cure, except that Developer may request from the CRA one six (6) month extension which request shall not be unreasonably withheld so long as Developer has shown good faith efforts to comply with this deadline. Either Party may elect to terminate this Agreement by providing 45 days written notice to the other Party upon one or more of the following occurrences: a. The default of either Party, if such default is not cured within the time prescribed by this Agreement; 4859-2920-1899, v. 1 685 b. The Parties enter into a mutually agreed upon, written Addendum, the effect of which is to terminate this Agreement. Section 10. Miscellaneous Provisions. 10.1 Waiver. The CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to the development of the Project, whether such damage or injury occurs before, during, or after the construction of the Project or the term of this Agreement. Developer hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer. This waiver, discharge, and release specifically include negligence by the CRA, its agents, or its employees, to the fullest extent the law allows. 10.2 Indemnification. Developer shall indemnify, save, and hold harmless the 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 Developer. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA as set forth in Section 768.28, Florida Statutes. This section shall not be construed to require Developer to indemnify the CRA for the CRA's own negligence, or intentional acts of the CRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 10.3 Assignment. This Agreement may only be assigned by the Developer to record owners of the Property with the prior written consent of the CRA, which consent shall not be unreasonably withheld, provided, however, that any assignee hereto shall specifically assume all of the obligations of and benefits to the Developer under this Agreement. 10.4 Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 10.5 No Discrimination. Developer shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 10.6 No Partnership, Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that Developer is an independent contractor and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance under this Agreement. 10 4859-2920-1899, v. 1 686 10.7 Public Records: The CRA is a public agency subject to Chapter 119, Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically, the Developer shall: a. Keep and maintain public records required by the CRA to perform the public services provided for in this Agreement; b. Upon request from the CRA's custodian of public records, provide the CRA with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if Developer does not transfer the records to the CRA. d. Upon completion of the contract, transfer, at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the CRA to perform the service. If Developer transfers all public records to the public agency upon completion of the contract, Developer shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon completion of the contract, Developer shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. IF DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 411 Floor, Boynton Beach, Florida 33435;.2L 1. !Jil.( bbll.us® 10.8 Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 10.9 Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 11 4859-2920-1899, v. 1 687 10.10 Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 10.11 Governing Law, Jurisdiction, and Venue. The terms and provisions of this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be Palm Beach County, Florida, for all purposes, to which the Parties expressly agree and submit. 10.12 Independent Advice. The Parties declare that the terms of this Agreement have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 10.13 Severability. If any part of this Agreement is found invalid or unenforceable by any court, such invalidity or unenforceability shall not affect the other parts of the Agreement if the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions of the Parties can continue to be achieved. To that end, this Agreement is declared severable. 10.14 Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 10.15 Compliance with Laws. In its performance under this Agreement, Developer shall comply with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations. 10.16 Survival. The provisions of this Agreement regarding public records, indemnity, and waiver shall survive the expiration or termination of this Agreement and remain in full force and effect. 10.17 Force Majeure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandemics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein shall be subject to Force Majeure. 10.18 Computation of Time. Any reference herein to time periods which are not measured in Business Days and that are less than six (6) days shall not include Saturdays, Sundays, and legal holidays in the computation thereof. Any period provided for in this Agreement which ends on a Saturday, Sunday, or legal holiday shall extend to 5 p.m. on the next full Business Day. Time is of the essence in the performance of all obligations under this Agreement. Time periods 12 4859-2920-1899, v. 1 688 commencing with the Effective Date shall not include the Effective Date in the computation thereof. For purposes of this Agreement, Business Days shall mean Monday through Friday but shall exclude state and federal holidays. 10.19 Effective Date. This Agreement will become effective upon the date and time the last party executes this Agreement. IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first above written. WITNESSES: BB NORTH, LLC, a Delaware limited liability company (signature of witness) (printed name of witness) (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF COUNTY OF Print Name: Title: BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by Q physical presence or Q online notarization this day of , 2024, by , as 13 4859-2920-1899, v. 1 689 of BB NORTH LLC. a Delaware limited liability company, who io personally known to me oQ produced as identification. (SEAL) My Commission Expires: WITNESSES: (signature of witness) (printed name of witness) (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF FLORIDA Notary Public, State of Name of Notary Typed, Printed or Stamped BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY M Print Name: Title: 14 4859-2920-1899, v. 1 690 COUNTY OF PALM BEACH BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me byo physical presence oro online notarization this day of , 2024, by of BOYNTON BEACH COMMUNITY REDEVELOPMENT as AGENCY, who is o personally known to me or o produced as identification. (SEAL) My Commission Expires: Notary Public, State of Florida Name of Notary Typed, Printed or Stamped 15 4859-2920-1899, v. 1 691 EXHIBIT "A" PROJECT SITE PLAN 16 4859-2920-1899, v. 1 692 Exhibit F D V) 9 W C o m TT1 3 , , .. _ BOYNTON BEACH BLVD IF D Z u p",,/ 'f//rru°r'f"11� /fly //I //, M w...e� ✓/r// Is U�i .. w I �, I`iyj�1 I P.- f�/nil"�/,�1/fli/ f✓I ; y i r "� it �V�iy �gi//i„//j ��/r/ii/ , i I MIRel amo �yJ ��NVIrP /���� i f/i� J'f 1 l I I �I Ir I I / i11r4 f%fMoV ,I n�i / II //,�� y I I_ I i I 21, F,wu :` E OCEAN AVE Z �i rr 3 R "5 SI W Il/ I4NN1 1” �f� Id -1 Cd fY fi"i X"T "'�/U%' "i1 / �; W x �n wr�a a x u a F T. --__ VLA pp i�µP -- jm �. G 6, l ��1, /I P% L� /011 a xw•'...�u rw�oe .. �N. ..inn m.n �.+� � /� L—_ �/ // //��� / /%jl --------------- f 1/ �i I, n A x .�...�... .... I�I lyf� / 1 �,�� ..✓ ;,�% 1)� 111�..11171N!{�M�11 " I d a� /All/ ,%/ ��IllVlJll>rIJ��JUII"%��jFl/��> p/p,�% ,,/// ///,1///`, IM IM o s F s m Z � 6 6 0 0 - LA C. a Ar7.7 D 771 — �" "s BIM VILLAGES AT EAST OCEAN RLC NORTH PARCEL ®Ll 40.5 E.00EAN AVENUE BOYNTON BEACH FL 33435 693 BIMVILLAGESAT EAST OCEAN RLC NORTH PARCEL 405 E.00EAN AVENUE % I u BOYNTON BEACH FL 33435 694 EXHIBIT "B" PROPOSAL 17 4859-2920-1899, v. 1 695 exhibit d ew tee. 'Ins sen.ts March 13, 2024 Boynton Beach Community Redevelopment Agency Timothy Tack, Acting Executive Director 100 E. Ocean Ave Boynton Beach, FL 33435 Re: BB North LLC Tax Increment Revenue Financing Agreement Please accept this letter as BB North LLC's ("BB North") application for a Tax Increment Revenue Financing Agreement ("TIRFA"). BB North is the owner of +/-3.37 acres located at 405 E Ocean Avenue in the city of Boynton Beach, Florida. BB North purchased the property in May of 2022 from the previous owner who had obtained site plan approval for a mixed-use project with 336 residential units, retail on the ground floor and a structured parking garage in 2017. BB North worked within the confines of the city code to make various changes to the site plan through a minor modification (as modified the "Project'). BB North was able to increase the amount of open space, increasing the size of various plazas and a linear park along the railroad right of way. The Project now includes 668 total parking spaces, approximately 8,000 sq ft of retail and restaurant space, two plazas and a linear park along the railroad right of way that acts as a crucial pedestrian connection between Boynton Beach Blvd. and Ocean Avenue. After listening to the concern of residents and city commissioners, BB north is also dedicating 120 parking spaces on the first floors of the garage for public use, helping to alleviate the lack of parking spaces in the city's downtown. The Project will provide substantial economic benefits to the City of Boynton Beach including $31,000,000 in CRA TIF revenues measured through FY 2041, averaging $1,850,000 annually, supporting 1,600 temporary construction jobs spread out over a period of 24-26 months for general contractor, sub- contractors, and professional service vendors, supporting 175 permanent jobs after project completion, including apartment management, building maintenance, parking management and restaurant employment. Other benefits include non -ad valorem revenue for the City and County, including $1,300,000 for a one-time City building permit fees, $2,900,000 for one-time County impact fees, and $1,375,000 annual city revenues for utility and franchise fees. Intangible revenue producing benefits include the attraction of people to the Project and its parks, including the innovative linear dog walking park along the edge of the FEC railway, and the 120 public parking spaces in the Project for visitors and those wishing to attend events in the downtown and those seeking Boynton Beach's excellent existing and future dining facilities in the area. Public Open Spaces The Project consists of 21,890 square feet of open space which has been thoughtfully designed to activate all sides of the Project. On Boynton Beach Blvd there is a colonnade with a cafe space with outdoor seating. On 3rd avenue there is a public plaza located at the center of the project with lush landscaping and benches. Ocean Avenue features the largest plaza with restaurant space wrapping it on 3 sides, beautiful trellises for pedestrian shading, lush landscaping and seating for various restaurants. Along the railroad right of way the Project incorporates a linear park with a meandering path amongst lush landscaping. Boynton Beach Blvd is currently a dead zone for pedestrian activity and the linear park should help bring pedestrian traffic to Boynton Beach Blvd and vice versa. In addition to the Project's existing open space, an affiliate of BB North purchased a dilapidated building on the corner of Ocean Avenue and 3rd street that had accumulated various violations and was an eyesore for city residents. That building has been demolished and BB North's affiliate will be incorporating it into 696 Exhibit d ewater . � 'Ins sen.ts the project by building a large public plaza with mature trees and space for a rotating kinetic sculpture exhibit for the city's sculptures. Another affiliate of BB North's, BB South, LLC, would also agree to donate the building located at 306 SE 1" Ave. to the City, CRA or other nonprofit entity of the city or CRA's choice (the "Recipient") provided the Recipient relocates the building, at its expense, to another parcel and such donation does not delay construction of the Project and occurs within 6 months of the approval of this request. Parking BB North has met with various stakeholders and a consistent message has been the need for public parking. Currently there are very few parking spaces in the city's downtown making it difficult for existing businesses to attract customers and hindering the area's potential. BB North diligently studied the parking garage and during the minor modification process was able to add more spaces. The garage currently has 668 spaces, 39 more than is required by code. Furthermore, John Donaldson, a professional traffic engineer, conducted a traffic study for the project and determined that due to its downtown location, walkability and mix of uses, only 459 spaces would be needed to serve the residential portion of the project. Per the city's code, 59 spaces are required for the commercial portions of the project, leaving 150 spaces more than what is required by the project from a practical standpoint. Instead of having many spaces sit empty and to help alleviate the downtown parking situation, BB North is proposing to provide 120 public parking spaces within the Project's garage. The 120 public parking spaces provide a value to the city of $6,600,000 based on the city's TIF agreement with Affiliated Residential for the project at 115 N Federal Highway. BB North or its successors or assigns would be responsible for managing the spaces and would retain any revenue from parking meters to help cover maintenance and management. Retail To help activate Boynton Beach Blvd., BB North will be providing approximately 1,000 square feet plus outdoor seating for a neighborhood coffee shop. BB North will provide this space at 50% of the market price, plus NNN expenses, to a local coffee shop operator for a period of 15 years. This coffee shop will also have access to the inside of the building through one of the Project's lobbies helping to give the coffee shop a built-in clientele of residents. This is in addition to the retail being provided on Ocean Ave which is expected to be leased to multiple restaurants and will help draw more foot traffic to the area. Enhanced Infrastructure As part of the Project BB North will upgrade city infrastructure above the level required by code including roadway improvements to Boynton Beach Blvd., 3rd St and Ocean Avenue, drainage improvements on 3rd street, replacement of a 6" watermain on Boynton Beach Blvd with a 12" watermain and an extension of the watermain on Ocean Avenue. The costs associated with this infrastructure work are $794,773 and are detailed in the attached cost estimate provided by Ballbe & Associates. Summary Multifamily projects are currently facing various headwinds making it very difficult to pencil out a deal. Construction costs have increased over 50% from pre-covid levels, insurance costs have almost doubled, impact fees have drastically increased, and operating expenses continue to rise. On top of this, the federal funds rate has gone up from .05% in April 2022 to 5.33% in January 2024 and banks, if they are lending at all, are requiring substantially more equity. 697 Exhibit d ewater 'Ins s°nls The Project is currently on its second round of permitting and is the furthest along of any major development in Boynton Beach. We are literally on the final stretch, but we cannot get there without the City's partnership. We are asking that the city provide us with $12,500,000 to bridge the gap and help us break ground on this great project which we hope will help kick off the revitalization of Ocean Avenue. BB North's project provides the following public benefits: - 120 Public Parking Spaces $6,600,000 - Public Open Spaces $1,930,000 - Corner parcel plaza/park $1,150,000 - Coffee shop subsidy $225,000 - Enhanced Infrastructure $794,773 - Total Value of Public Benefits $10,699,773 - Future CRA Annual Tax Revenues $31,000,000 - Total Benefits to CRA/City $41,699,733 Total TIRFA Request $12,500,000 BB North has not sought any other incentives, dedications or land from the CRA or the City and, provided the TIRFA is approved, is ready, willing, and able to execute the Project as soon as the city issues the building permit. Thank you for your consideration. Sincerely, Manny Mato Principal of Edgewater Capital Investments 698 exhibit IIIIIIIIIIIIIIIIIII�!'°��IIIII I�u°��1�i�llllloo iomnnl Ilmimnmi� uui�um�i �W'1Ti m1�7����� ioi°uuu"illliiiiim DATE: February 20, 2024 PROJECT NAME: PROJECT NUMBER: THE VILLAGES AT EAST OCEAN (NORTH PARCEL) 202122 ENGINEER'S COST ESTIMATE FOR THE FOLLOWING PUBLIC IMPROVEMENTS: #2 Public access pedestrian path adjacent to railroad from Ocean Ave. to Boynton Beach Blvd. #4 Right-of-way improvements to N.E. 3rd Street, including roadway, sidewalks, light poles, landscaping, drainage, water and sewer from Boynton Beach Boulevard south to Ocean Avenue #5 Replace 6" DIP water main on E. Boynton Beach Blvd with a 12" C-900 PVC water main #6 Line existing 12" gravity sewer main on N.E. 3rd Street which is vetrified clay pipe (VCP) #7 Extend section of water main on Oceant Avenue along the the east property line of the Villages South ITEM NO. DESCRIPTION QUANTITY UNIT UNIT PRICE AMOUNT #2 Pedestrian Path: #2 Clearing and grubbing 1 AC $10,000 $10,000 #2 Cut and fill earthwork 1,000 C.Y. $15 $15,000 #2 12" Stabilized subgrade 420 S.Y. $5 $2,100 #2 2" Gravel 1 C.Y. $1,500 $1,500 Sub -total #2 $28,600 #4 Roadway N.E. 3rd Street: Demolition 1 L.S. $75,000 $75,000 12" Stabilized subgrade LBR40 1,400 S.Y. $5 $7,000 10" Limerock base LBR 100 1,150 S.Y. $15 $17,250 2" Asphalt SP -9.5 1,150 S.Y. $20 $23,000 Mill existing asphalt (1" avg. thickness) 1,150 S.Y. $3 $3,450 Resurface asphalt SP -9.5 (1" avg. thichness) 1,150 S.Y. $10 $11,500 Valley gutter 460 L.F. $18 $8,280 Type " F" curb and gutter 135 L.F. $18 $2,430 ADA Handicap ramps 2 EA. $800 $1,600 Pavement markings and signage 1 L.S. $10,000 $10,000 ballb6 associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 699 #4 #4 #4 exhibit III IIII�W'°��IIIII i ii�u°f��i��llfloo iomonl Ilmimi� uui�u��W'1�i mil �7����� ioi°uuu"illliiiiim Roadwav Bovnton Beach Blvd: Demolition 1 L.S. $10,000 $10,000 Mill existing asphalt (1" avg. thickness) 475 S.Y. $3 $1,425 Resurface asphalt SP -9.5 (1" avg. thichness) 475 S.Y. $10 $4,750 Type " F' curb and gutter 345 L.F. $18 $6,210 ADA Handicap ramps 1 EA. $800 $800 Pavement markings and signage 1 L.S. $2,500 $2,500 Roadway Ocean Avenue: Demolition 1 L.S. $15,000 $15,000 12" Stabilized subgrade LBR40 275 S.Y. $5 $1,375 10" Limerock base LBR 100 175 S.Y. $15 $2,625 Pavers for parking 175 S.Y. $90 $15,750 Mill existing asphalt (1" avg. thickness) 700 S.Y. $3 $2,100 Resurface asphalt SP -9.5 (1" avg. thichness) 700 S.Y. $10 $7,000 Valley gutter 295 L.F. $18 $5,310 Type " F' curb and gutter 435 L.F. $18 $7,830 ADA Handicap ramps 2 EA. $800 $1,600 Pavement markings and signage 1 L.S. $5,000 $5,000 Sub -total Roadway #4 $248,785 Drainage N.E. 3rd Street Type "C" Inlet 4 EA. $4,000 $16,000 Type "D" Inlet 1 EA. $6,000 $6,000 6' Dia. Manhole 5 EA. $7,000 $35,000 Construct 5' Dia. Manhole over ex. Drainage 1 EA. $10,000 $10,000 18" R.C.P. 160 L.F. $40 $6,400 Exfiltration trench 480 L.F. $150 $72,000 ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 700 Exhibit IIIIIIII�!'°��IIIII �i�u°f�l�i�ll�floo iomnnl Ilmimnmi� uui�um�i �W'1�i m1�7����� ioi°uuu"i�lliiiiim ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 701 Drainage Boynton Beach Blvd: Remove and replace inlet top 1 L.S. $3,500 $3,500 Sub -total Drainage #4 $148,900 #5 Replace water main Boynton Beach Blvd: Remove ex. 6' water main 325 L.F. $20 $6,500 Install 12" PVC water main 325 L.F. $130 $42,250 Pavement restoration 1 EA. $50,000 $50,000 Sub -total Water #5 $98,750 #6 Line existing sewer main N.E. 3rd Street: 825 L.F. $150 $123,750 #7 Extend water main Ocean Avenue and South Parcel 8" Tapping Sleve 2 EA. $15,000 $30,000 Install 12" PVC water main 450 L.F. $110 $49,500 Pavement restoration 1 EA. $50,000 $50,000 Sub -total Water #7 $129,500 Sub -Total Amount = $555,785 Testing Geotech 3% $16,674 Survey Layout and Asbuilts 5% $27,789 Design / Permitting /Inspections / Final Certification 15% $83,368 Mobilization 5% $27,789 Maintenance of Traffic MOT 5% $27,789 Contingencies 10% $55,579 TOTAL AMOUNT 1 $794,773 ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 701 EXHIBIT "C" LEGAL DESCRIPTION OF PROPERTY 18 4859-2920-1899, v. 1 702 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 OLD BUSINESS AGENDA ITEM 14.0 SUBJECT: Discussion and Consideration of the Adoption of "Exhibit A" to the Interlocal Agreement between the Boynton Beach CRA and the City of Boynton Beach for Funding Construction and Professional Services SUMMARY: Following the FY 2023-2024 Budget approval in September 2023, the CRA and City entered into an Interlocal Agreement (ILA) to provide CRA funding for design activities, materials and equipment, and installation costs associated with the physical improvements for specific projects as outlined in the CRA's Project Fund (see Attachment 1). The ILA was approved by the City and CRA at their respective meetings on November 7, 2023, and November 13, 2023. The ILA details the responsibilities of the City and CRA, the procedures for reimbursement funding to the City, and the reporting requirements by the City to ensure compliance with the Plan and Florida Statutes. As an overview, the City will be responsible for overseeing the projects, coordinating with the contractor(s) and other entities as necessary for the completion of the projects. Additionally, the City will also be responsible for the maintenance of the improvements as a result of the project, along with contracting with other entities as necessary to comply with applicable codes. During the FY 2024-2025 budgeting process, CRA and City staff met on July 23rd to discuss an updated project list which was reviewed by the CRA Board during the budget planning at their August 13th Board meeting. Per Paragraph 4 of the ILA, Exhibit A shall be updated at least annually (see Attachment 11). Once approved by the CRA Board, the document will go to the City Commission for review and approval. FISCAL IMPACT: FY 2023-2024 Budget, Project Fund, Line Item 02-58200-406, $575,000 FY 2024-2025 Budget, Project Fund, Line Item 02-58200-406, $1,950,000 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: 1. Approve the Adoption of "Exhibit A" to the Interlocal Agreement between the Boynton Beach 703 CRA and the City of Boynton Beach for the Interlocal Agreement for Funding Construction and Professional Services. 2. Do not approve the Adoption of "Exhibit A" to the Interlocal Agreement between the Boynton Beach CRA and the City of Boynton Beach for the Interlocal Agreement for Funding Construction and Professional Services. 3. Provide alternative direction to staff upon further Board discussion. ATTACHMENTS: Description • Attachment I - R23-161 - ILA for Funding Construction and Professional Services • Attachment II - FY 2024-2025 Exhibit A 704 1 RESOLUTION R23-161 2 3 4 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, 5 APPROVING AND AUTHORIZING THE MAYOR TO SIGN AN INTERLOCAL 6 AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE 7 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR 8 FUNDING CONSTRUCTION AND PROFESSIONAL SERVICES; AND 9 PROVIDING AN EFFECTIVE DATE. 10 11 WHEREAS, The City will be performing construction projects within the Community 12 Redevelopment Area (CRA) to reduce slum, blight, and enhance the redevelopment properties; 13 and 14 WHEREAS, The CRA will provide the funding for the projects and will provide annual 15 updates; and 16 WHEREAS, The agreement will serve as a municipal and public purpose and be 17 consistent with the 2016 CRA plan and requirements of Chapter 163, Florida Statutes; and 18 WHEREAS, the City Commission of the City of Boynton Beach upon recommendation of 19 staff, deems it to be in the best interest of the citizens and residents of the City of Boynton Beach 20 to approve and authorize the Mayor to sign an Interlocal Agreement between the City of 21 Boynton Beach and the Boynton Beach Community Redevelopment Agency for funding 22 Construction and Professional Services. 23 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF 24 BOYNTON BEACH, FLORIDA, THAT: 25 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 26 being true and correct and are hereby made a specific part of this Resolution upon adoption 27 hereof. 28 Section,,,,, Z. The City Commission of the City of Boynton Beach hereby approves and 29 authorizes the Mayor to sign an Interlocal Agreement between the City of Boynton Beach and 30 the Boynton Beach Community Redevelopment Agency for funding Construction and 31 Professional Services. A copy of the Interlocal Agreement is attached hereto and made a part 32 hereof by reference as Exhibit "A." 33 Section 3,,. That this Resolution shall become effective immediately upon passage. C:\Users\SwansonL\AppData\Local\Microsoft\WindowsUNetCache\Content.Outlook\VNl9SRIB\ILA with CRA for Construction and Professional Services - Reso.docx 705 34 PASSED AND ADOPTED this 7th day of November, 2023. 35 CITY OF BOYNTON BEACH, FLORIDA 36 37 38 Mayor — Ty Penserga 39 40 Vice Mayor — Thomas Turkin 41 42 Commissioner — Angela Cruz 43 44 Commissioner — Woodrow L. Hay 45 46 Commissioner — Aimee Kelley 47 48 49 ATT.w 50°mm 51 ...... µ �/� . , 52 Maylee )eN: ,ryas, MPA, A '°MC 53 City Cle 54 55 �. I'ON' 56 (Corporate Seal) �'�',�����° 57 s� � . It, 58 59 60 61" Ty Peng Mav� VOTE YES NO APPROVED AS TO FORM: " Shawna G. Lamb City Attorney C:\Users\SwansonL\AppData\Local\Microsoft\Windows\INetCache\Content.Outlook\VN19SR1B\ILA with CRA for Construction and Professional Services - Reso.docx 706 INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR FUNDING CONSTRUCTION/PROFESSIONAL SERVICES THIS AGREEMENT is made this ""_day of ax'2023, by and between the CITY OF BOYNTON BEACH, a Florida municipal corporation (hereinafter referred to as "CITY"), and the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic, duly created and operated pursuant to Chapter 163, Florida Statutes (hereinafter referred to as the "BBCRA"). WITNESSETH: WHEREAS, the CITY will be performing various construction projects located in the Community Redevelopment Area as shown in Exhibit "A" (collectively, the "Projects" and each individually a "Project"); and WHEREAS, the Projects provide improvements to the Community Redevelopment Area ("CRA Area") that are anticipated to reduce slum and blight and enhance the redevelopment potential of properties within the CRA Area; and WHEREAS, the BBCRA is providing funding for the Projects in the amounts identified in Exhibit "A;" and WHEREAS, the parties anticipate updating Exhibit "A" on at least an annual basis; and WHEREAS, the CITY and the BBCRA find that this Agreement serves a municipal and public purpose and is consistent with and in furtherance of the 2016 Boynton Beach Community Redevelopment Plan ("Plan") and the requirements of Chapter 163, Florida Statutes; NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the sufficiency of which both parties hereby acknowledge, the parties hereby agree as follows: 1. Incorporation. The recitations set forth above are hereby incorporated herein. 1 of 8 4891-6338-4455, v. 3 707 2. Funding. The BBCRA shall provide funding to the CITY for the Projects included in Exhibit "A." The amount of funding for each Project shall not exceed the amount listed for each Project included in Exhibit "A." Such payment shall be made to the CITY for physical improvements as part of the Projects, consistent with the terms of this Agreement, to be used for reimbursement of certain eligible costs. The BBCRA shall make payments to the CITY upon receipt of a complete written request from the CITY for payment, which request shall comply with all requirements of this Agreement. Funding described in Exhibit A may not be transferred between Projects without the express consent of the BBCRA. 3. Limitations on Use of Funding. Funding for the Projects included in Exhibit "A" shall be used for actual planning, design, and construction costs, as well as other costs directly related to the Projects construction, including, but not limited to, testing, inspection, and utility relocation costs (collectively, "eligible expenses"). This provision does not preclude the BBCRA from performing the referenced tasks for Projects included in Exhibit "A" if mutually agreed upon by the CITY and 4. Annual Update to Exhibit "A." Exhibit "A" to this Agreement may be updated at any time by the mutual consent of both parties and shall be updated at least annually in a form mutually consented to by both parties. At such time as each party adopts an identical Exhibit "A" in a duly noticed public meeting, this Agreement shall be deemed amended such that the most recently adopted Exhibit "A" replaces the prior version of the Exhibit "A" in this Agreement without further action by the parties. Except as expressly stated in this paragraph, all modifications to the Agreement shall be in accordance with Paragraph 11 -Entire Agreement. 5. Reimbursement Request. The CITY shall provide a complete written request 2 of 8 4891-6338-4455, v. 3 708 for reimbursement of eligible expenses ("Reimbursement Request") to the BBCRA no later than 180 days after payment by the CITY of funds for which it is seeking reimbursement, and in no case later than 180 days after the Project achieves final completion. For purposes of this Agreement, final completion shall be deemed achieved upon issuance of a Certificate of Completion or the equivalent. The request shall include the following information: i. The amount of reimbursement requested; ii. A summary of the Project improvements for which the CITY seeks reimbursement; iii. A statement that the Project is in compliance with the Plan and Florida Statutes, that the funding will be used only for reimbursement of eligible expenses that are consistent with the BBCRA's requirements and restrictions pursuant to Florida law, and evidence supporting the statement, iv. Copies of all invoices, receipts, and any other documentation necessary to evidence the amount and purpose for each payment made by the CITY for the Project for which the CITY is seeking reimbursement; and V. For any Reimbursement Request submitted after final completion, a fully executed Certificate of Completion or equivalent. a. The CRA shall remit funding in the amount requested, consistent with this Agreement, to the CITY within thirty (30) days of receipt of a complete Reimbursement Request from the CITY that meets the requirements of 3 of 8 4891-6338-4455, v. 3 709 this Agreement. b. If the CITY fails to submit a Reimbursement Request within 180 days after the Project achieves final completion, the CITY will no longer be eligible to receive any reimbursement, and this Agreement shall terminate with respect to that Project. If the CITY submits a Reimbursement Request that the BBCRA deems incomplete, the BBCRA shall notify the CITY in writing. The BBCRA may ask for additional documentation that could reasonably be used to evaluate or support the Reimbursement Request, The CITY shall have 30 days from receipt of the notice to provide the necessary documentation to complete the Reimbursement Request. If the CITY fails to provide the documentation required by the BBCRA within 30 days, the CITY shall only be eligible for the portion of the Reimbursement Request, if any, that the BBCRA deems complete and eligible. The BBCRA will not reimburse the CITY for any portion of the request the BBCRA deems ineligible for reimbursement. 6. Limitation of Responsibility. The Parties agree that the BBCRA shall only be responsible for providing reimbursement to the CITY for eligible expenses for the Project after receiving a complete Reimbursement Request that meets the requirements of this Agreement and shall not otherwise be responsible for effectuating the Project. 7. Change Orders. The CITY shall provide a written request to the BBCRA for approval of any change order that will result in a request for an increase in the funding for a Project to be provided by the BBCRA. The CITY shall submit the written request to the BBCRA prior to the CITY's approval of the change order or execution of any work covered 4 of 8 4891-6338-4455, v. 3 710 by the change order. Failure to obtain the BBCRA's approval of the funding for the change order shall be a basis for the BBCRA to deny additional funding to the CITY for the Project identified in the change order. The CITY and the BBCRA agree and acknowledge that the approval of a change order does not require an amendment to this Agreement so long as the total amount of funding identified in Exhibit "A" is not exceeded. 8. Term. The term of this Agreement shall commence upon execution by both parties, and this Agreement shall continue until either party delivers written notice to the other party of its intent to terminate this Agreement or 60 days after the CITY receives the final invoice from the contractor or professional for the last of the Projects included in Exhibit "A." Notwithstanding the foregoing, once the CITY has executed a contract with a contractor or professional for a particular Project, the BBCRA shall not be allowed to withdraw its funding for that particular Project for the amount identified in Exhibit "A." If the CITY terminates this Agreement, the CITY shall refund to the BBCRA any funding that was provided to the CITY but was not paid to the contractor or professional for the Project as of the date of determination. If the total funds the CITY requires to complete a particular Project, as identified in Exhibit "A," are less than the amount paid by the BBCRA to the CITY for a particular Project, the CITY shall refund to the BBCRA any and all funds provided to the CITY that exceed the amount the CITY paid to the contractor or professional for the particular Project. 9. Reporting Requirement. Once the BBCRA provides any funding for any of the Projects identified in Exhibit "A," the CITY shall provide the BBCRA with monthly reports detailing the progress of such Projects, including, but not limited to, the contract amount, the amount of funds paid to the contractor or professional, the status of the Project, and the total of any change orders related to the Project. 10. Publicity. The CITY shall ensure that all publicity, public relations, 5of8 4891-6338-4455, v. 3 711 advertisements, and signs related to the CITY's involvement in a Project also recognize the BBCRA for the support of all activities conducted with the funds provided by the BBCRA. The use of the BBCRA logo is permissible, but all materials using the BBCRA logo must be approved by the BBCRA Executive Director or his or her designee prior to use. Upon request by the BBCRA, CITY shall provide proof of the use of the BBCRA logo as required by this paragraph. The BBCRA may also produce and utilize publicity, public relations, advertisements, and signs to indicate its involvement with a Project. 11, Entire Agreement. No prior or present agreements or representations with regard to any subject matter contained within this Agreement shall be binding on any party unless included expressly in this Agreement. Any modification to this Agreement shall be in writing and executed by the parties. 12. Severability. The validity of any portion, article, paragraph, provision, clause, or any portion thereof of this Agreement shall have no force and effect upon the validity of any other part of portion hereof. To that end, this Agreement is declared severable. 13. No Third -Party Beneficiaries. No provision of this Agreement is intended to or shall be construed to create any third -party beneficiary or to provide any rights to any person or entity, not a party to this Agreement, including but not limited to any citizen or employees of the CITY or the BBCRA. 14. No Assignment. The Parties may not transfer or assign this Agreement in whole or in part without prior written consent of the other, which may be granted or withheld at such Parties' absolute discretion. 15. Indemnification. The CITY shall indemnify, save, and hold harmless the BBCRA, its agents, and its employees from any liability, claim, demand, suit, loss, cost, expense or damage that may be asserted, claimed, or recovered against or from the BBCRA, its agents, or its employees, by reason of any property damages or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result 6of8 4891-6338-4455, v. 3 712 of, arises out of, or is otherwise related to the negligent or wrongful conduct of persons or the faulty equipment (including equipment installation and removal) associated with the Project. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the BBCRA or the CITY as set forth in section 768.28, Florida Statutes. This paragraph shall not be construed to require the CITY to indemnify the BBCRA for BBCRA's own negligence or intentional acts of the BBCRA, 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. 16. Public Records. The CITY and the BBCRA each shall maintain their own records and documents associated with this Agreement in accordance with the requirements set forth in Chapter 119, Florida Statutes. All such records shall be adequate to justify all charges, expenses, and costs incurred in accordance with generally accepted accounting principles. Each Party shall have access to the other Party's books, records, and documents as required in this Agreement for the purpose of inspection or audit during normal business hours during the term of this Agreement and at least one year after the termination of the Agreement. 17. Filing. The CITY shall file this Interlocal Agreement pursuant to the requirements of section 163.01 (11), Florida Statutes. 18. Governing Law; Venue. This Agreement shall be governed by and in accordance with the Laws of Florida. The venue for any action arising from this Agreement shall be in Palm Beach County, Florida. 19. This Agreement shall not be valid until signed by the Mayor, the Board Chair of the BBCRA, and the City Clerk. The Effective Date shall be the date the last of the Mayor or Board Chair signs this Agreement. 7 of 8 4891-6338-4455, v. 3 713 IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed on the day and year first above written. ATTEST: CITY OF BOYNTON BEACH, FLORIDA City Cie k or Approved as to Form: � � ��y � � t �� AT'F�% 1920 W� _..... ......__....w. _._ NMNNNNµ Shawna G. Lamb, City Attorney ATTEST: ........... ........ Witness I HEREBY CERTIFY THAT I HAVE APPROVED THIS AGREEMENT AS TO FORM: BL Attorney BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, FLORIDA 8of8 4891-6338-4455, v. 3 714 EXHIBIT "A" Fiscal Year 2023-2024 Projects 715 EXHIBIT "A" Fiscal Year 2024-2025 Projects City Project # Project Name BBCRA Funding 1 MLK Jr. Boulevard Streetscape Improvements $250,000 (design) $550,000 (construction) 2 US 1 Beautification Project Design $100,000 3 Pence Park Design & Permit $400,000 4 Harvey Oyer Park Pier Survey & Design $100,000 5 Senior Center Design $100,000 6 Jaycee Park Design $100,000 7 Centennial Park Improvement Designs $500,000 8 Cottage District Road Improvements Design $200,000 9 Ocean Avenue Bridge $225,000 716 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 OLD BUSINESS AGENDA ITEM 14.1) SUBJECT: Continued Discussion and Consideration of Temporary Use Agreement with OHLA USA, Inc. for the Use of CRA Properties as a Construction Staging Area for the Boynton Beach Complete Street Project SUMMARY: The BBCRA owns the properties located at 219 & 225 West Boynton Beach Boulevard and 212 & 222 NW 3rd Court (Attachment 1). CRA staff was recently contacted by the contractor, OHLA USA, Inc. (OHLA), for the Boynton Beach Boulevard Complete Street Project to use these CRA properties as a staging area for various equipment and material storage. OHLA has agreed upon completion of construction to clean up the lot by removing invasive tree species, disposal of existing pavement/concrete, site clearing/grading and placement of sod. It is anticipated that construction will be complete in late 2025. On July 9, 2024, the CRA Board approved the Temporary Use Agreement (Attachment 11). The following term is currently outstanding per the approved agreement: • Perimeter Fencing with Screening ¶10. On September 10, 2024, OHLA requested relief by the CRA Board from the term that requires Perimeter Fencing with screening. Given that OHLA is already actively working and disturbing the area while modifying Boynton Beach Blvd from NW 3rd Street to Federal Hwy, OHLA does not believe there is a need to construct a temporary fence. FISCAL IMPACT: N/A CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Boynton Beach Boulevard District CRA BOARD OPTIONS: To be determined by the CRA Board ATTACHMENTS: Description 717 Attachment I - Location Map Attachment II - Temporary Use Agreement for Construction Staging FINAL Attachment III - OHLA Request 718 ti BOYNTCYN BEACki COMMIL) Y A-EDEVELOPM. NTAGEfVUY TEMPORARY USE AGREEMENT This Temporary Use Agreement ("Agreement") is made by and between the Boynton Beach Con unity Redevelopment Agency, a public agency created pursuant to Chapter 163, Part 111, Florida Statutes, located at 100 E. Ocean Avenue, 4'h Floor, Boynton Beach, Florida 33435 (the "1313C12A") and 01 -ILA USA, Inc., a Foreign Profit Corporation whose principle office is located at 9675 NW H 7"' Avenue, Suite 108, Miami, FL 33178 ("Permittee"). The BBCRA and Permittee may be described individually as a "party" or collectively as the "parties." WHEREAS, BBCRA is the owner of certain real properties in the City of Boynton Beach, Palm Beach County, Florida, (the "Properties"), as described in Exhibit "A," which is attached hereto and hereby incorporated herein; and WHEREAS, Permittee has requested the use of the Properties in order to establish a parking, staging, and storage of materials, on a temporary basis, for the FDOT SR 804 (Boynton Beach Blvd.; From NW 3 d St. to US I (Federal Hwy) project (the "Project"), which is further described in Exhibit 11B," which is attached hereto and hereby incorporated herein; and WHEREAS, Permittee has requested the use of the Properties and has provided a site layout for the property which is attached as Exhibit "C," and hereby incorporated herein; and WHEREAS, BBCRA is willing to allow the Permittee to use the Properties in accordance with the terms of this Agreement; and WHEREAS, the BBCRA finds the Project would further the goals of the 2016 Boynton Beach Community Redevelopment Plan; NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10,00) and other good and valuable consideration, the sufficiency of which both parties hereby acknowledge, BBCRA hereby grants to the Permittee and the Permittee hereby accepts the use of the Properties upon the following terms and conditions: 1) Incorporation. The recitals above and all other in -fon -nation above are hereby incorporated herein as if fully set forth. 2) Effective Date and Termination. This Agreement becomes effective at the date and time the last party executes this Agreement (the "Effective Date"). This Agreement will automatically terminate on 10/01/2025, unless earlier terminated in accordance with the terms of` this Agreement. The BBCRA may terminate this Agreement at any time by providing 90 days written notice to the Permittee. The time period beginning on the Effective Date and ending upon the termination of the Agreement shall be referred to as the Agree mentTer m. 3) Use of Properties; Limitations. BBCRA will allow Permittee to use the Properties for parking, staging, and material storage purposes associated with the FDOT SR 804 (Boynton Beach Blvd.; From NW 3" St. to US I (Federal Hwy) Prqject. Permittee may use the Properties only for such other 720 purposes explicitly permitted by this Agreement (such as altering the Properties), or approved in writing by the BBCRA. Permittee will ensure the Properties are used only for parking, staging, and material storage purposes associated with the Project, and will ensure that only Permittee's employees and Permittee's subcontractors working on the Project use the Properties. Permittee may not list the Properties, or any portion of the Properties, as Permittee's business address for any reason whatsoever. Pernittee's obligations under this Agreement concerning indemnification, waiver, insurance, attorneys' fees and costs, discrimination, public records, hazardous materials and waste, and compliance with governmental regulations remain regardless of whether Permittee uses the Properties in a manner that complies with the terms and provisions of this Agreement. 4) Term of Use. Permittee may use the Properties commencing on the day after the Effective Date (the "Commencement Date"). Permittee will surrender the Properties to the BBCRA in compliance with the requirements of this Agreement no later than 11:59 pm on October 1, 2025, or within 7 days of termination of this Agreement, whichever occurs first. 5) Compensation. As compensation for use of the Properties, Permittee will pay BBCRA a total of $10.00, and other good and valuable consideration. Permittee shall deliver the $10.00 to the BBCRA within 7 days of the Effective Date in a form acceptable to the BBCRA. 6) Default. The failure of Permittee to comply with the terms or provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If Permittee fails to cure the default within seven (7) days of written notice from the BBCRA, the BBCRA may terminate this Agreement and is not required to refund any compensation or other consideration provided in exchange for Permittee's use of the Properties. 7) Corporate Standing. Prior to using the Properties, Permittee will provide evidence of its corporate good standing to the BBCRA. 8) Acceptance of Properties. Permittee certifies that it has inspected the Properties and accepts the Properties "as is" for use in the Properties' existing condition as of the Effective Date of this Agreement. Permittee shall prepare a preconstruction video of the Properties and provide it to the BBCRA prior to using the Properties. 9) Alterations to the Properties. The Permittee shall not make or permit any improvements, additions, modifications or alterations whatsoever to the Properties, without first receiving written approval of the BBCRA Executive Director. Alterations may include the following, where both parties agree such alteration is needed, and where such alteration occurs in accordance with the requirements of the BBCRA and the City of Boynton Beach: a. Construct a temporary construction entrance containing a 4" compacted aggregate to stabilize the existing entrance/exit surface if there is no entrance; and/or, b. Transition ramps to allow ingress/egress from the Properties where there are no access drive -ways; and/or, c. Additional grass seeding or alternative material for stabilization purposes. Page 2 of 15 721 10) Silt & Perimeter Fencing. Within 14 days of the Effective Date, Permittee will install silt and perimeter fencing around the perimeter of the Properties. After such fencing is installed, all parking will occur within the fenced area only. No further written approval is required to undertake the obligations described in this section. 11) Waste or Nuisance. The Permittee shall not commit or allow to be committed any waste upon the Properties or any nuisance or other act or thing which may result in damage or depreciation of value of the Properties or which may affect BBCRA's fee interest in the Properties. 12) Hazardous Materials and Waste. The Permittee shall not store, contain or dispose of any hazardous materials or waste of any kind on the Properties. Permittee shall ensure that any vehicles parked or stored on the Properties are in acceptable working condition and do not contain leaks that would result in the contamination of the Properties. If any contamination of the Properties occurs as a result of the Permittee's use of the Properties, Permittee, at its sole expense, will be responsible for and will conduct any and all necessary studies and remediation to clean-up the Properties. 13) Compliance with Governmental Regulations. The Permittee shall, at the Permittee's sole cost and expense, comply with all ordinances, laws, statutes and regulations promulgated by any and all county, municipal, state, federal and other applicable governmental authorities, including the BBCRA, now in force, or which may hereafter be in force, pertaining to the Permittee or its use of the Properties. 14) Maintenance of the Properties. During the Agreement Term, Permittee will keep the Properties in good repair and will keep the Properties free from debris, refuse, and rubbish. 15) Surrender of the Properties. No later than 7 days after the termination of this Agreement, or October 01, 2025, whichever is sooner, Permittee shall surrender the Properties to BBCRA. Prior to surrendering the Properties.. Permittee, at its sole cost and expense, shall: a. Remove all of its personal property from the Properties; b. Remove all trash, rubbish, debris, and equipment, and any temporary improvements from the Properties; and c. Scope of work as described in attached Exhibit "B" for the agreed upon improvements of the property. 16) Costs of Improper Surrender. If the Pennittee fails to remove any of the personal property from the Properties, upon expiration of the Agreement Term, BBCRA may remove said personal property from the Properties for which the cost the Permittee shall be responsible and shall pay promptly upon demand. If the Properties are not returned in the same condition the Properties were in as of the Commencement Date of this Agreement, with the addition of the required grassing, the BBCRA will notify Permittee of any damage to the Properties and Permittee shall pay to the BBCRA all expenses incurred by the BBCRA in repairing and replacing any damage to the Properties. 17) Liability Insurance. The Permittee shall, during the entire Agreement Term, keep in full force and effect General Liability Insurance in an amount not less than one million dollars ($1,000,000.00) per occurrence combined single limit bodily injury and property damage liability. The insurance must Page 3 of 15 722 remain in force for so long as is necessary to cover any occurrence relating to, resulting from, or arising out of this Agreement and Permittee's use of the Properties. All insurance policies shall name the BBCRA as Additional Insured. Such insurance shall be obtained from an insurance company licensed to do business in the State of Florida, and is subject to approval by the BBCRA. A Certificate of Insurance evidencing such insurance coverage shall be provided to the BBCRA prior to the Commencement Date, and the Certificate of Insurance must indicate that the insurance provider will give at least thirty (30) days prior notice of cancellation or adverse material change in coverage. The General Liability Policy shall include the following coverage for Properties: Operations, Contractual Liability, and Broad Form Property Damage Liability coverage. In no event shall the limits of said insurance policies be considered as limiting the liability of the Permittee under this Agreement. In the event that the Permittee shall fail to obtain or maintain in full force and effect any insurance coverage required to be obtained by the Permittee under this Agreement, BBCRA may procure same from such insurance carriers as BBCRA may deem proper, and the Permittee shall pay, upon demand of the BBCRA, any and all premiums, costs, charges and expenses incurred or expended by BBCRA in obtaining such insurance. Notwithstanding the foregoing sentence, the Permittee shall nevertheless hold BBCRA harmless from any loss or damage incurred or suffered by BBCRA from the Permittee's failure to maintain such insurance. 18) Indemnification. The Permittee shall indemnify, save and hold harmless the BBCRA, its officers, employees, and representatives from and against any and all claims, suits, actions, damages and/or causes of action arising for any personal injury, loss of life and/or damage to property sustained in or about the Properties by reason or as a result of this Agreement or use of the Properties by the Permittee, its agents, employees, licensees, invitees, and members of the public generally, and from and against any orders, judgments and/or decrees which may be entered thereon, and from and against all costs, attorney fees (including those at the appellate level), expenses and liabilities incurred in and about the defense of any such claim. In the event BBCRA, its officers, employees, or representatives shall be made a party to any litigation commenced against the Permittee or by the Permittee against any third party, then the Permittee shall protect and hold BBCRA harmless and pay all costs and attorneys' fees incurred by BBCRA in connection with such litigation, and any appeals thereof. Nothing contained herein shall be construed as a waiver of sovereign immunity enjoyed by the BBCRA, as provided in Florida Statutes 768.28 as amended, or any other law providing limitations on claims. Permittee shall indemnify, defend, save, and hold BBCRA harmless from any and all penalties, fines, costs, expenses, suits, claims or damages resulting from the Permittee's failure to perform its obligations in this Agreement, including attorney's fees and costs, which specifically includes fees and costs incurred at the trial and appellate levels. 19) Waiver. The BBCRA will not be responsible for any property damages or personal injury sustained by the Permittee, Permittee's employees, or Permittee's subcontractors from any cause whatsoever related to the Permittee's use of the Properties, whether such damage or injury occurs before, during, or after the use of the Properties. Permittee hereby forever waives, discharges, and releases the BBCRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by the Permittee, its employees or subcontractors. This waiver, Page 4 of 15 723 discharge, and release specifically includes negligence by the BBCRA, its agents, or its employees, to the fullest extent the law allows. 20) Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 21) Notice; Writing Required. Whenever either party desires to give notice to the other party, 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 section. Any consents, approvals and permissions by BBCRA shall be effective and valid only if in writing and if it meets the requirements for delivery of notices. For the present, the parties designate the following addresses to receive notices, consents, approvals, and permissions: (a) If to BBCRA, at: Timothy Tack, Acting Executive Director Boynton Beach CRA 100 E. Ocean Avenue, 4'" Floor Boynton Beach, FL 33435 Telephone No. (561) 737-3256 with a copy to: Kathryn Rossmell, Esquire Lewis, Longman & Walker, P.A. 360 South Rosemary Avenue, Suite 1100 West Palm Beach, Florida 33401 Telephone No. (561) 640-0820 (b) If to Pennittee, at: Name: Kristian Navarro Address: 9675 NW 117"' Avenue, Suite 108 Miami, Florida 33178 Telephone No.: (305) 588-3103 22) Time of Essence. Time is of the essence with respect to the performance of every provision of this Agreement in which time of perfonnance is a factor. 23) No Transfer. The Permittee will not subcontract, assign, or otherwise transfer this Agreement to any individual, group, agency, government, non-profit or profit corporation, or other entity. Page 5 of 15 724 24) No Discrimination. The Permittee shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital statutes, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement or the Permittee's use of the Properties. 25) No Partnership, Etc. Nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, principal-agent, or employee relationship. 26) Health and Safety. The Permittee will take the proper safety and health precautions to protect its employees and subcontractors that use the Properties, the BBCRA, the public, and the property and products of others. Permittee will be responsible for all darnage to persons and/or property that occur as a result of the Permittee's negligence or misconduct. The Permittee will exercise its own judgment in matters of safety for its employees and subcontractors that use the Properties. 27) Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 28) Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 29) Waiver of Jury Trial. The parties waive the right to trial by jury for any matters arising out of, relating to, or resulting from this Agreement or the performance of this Agreement. BY ENTERING INTO THIS AGREEMENT, PERMITTEE AND BBCRA HEREBY EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO THIS AGREEMENT. IF A PARTY FAILS TO WITHDRAW A REQUEST FOR A JURY TRIAL IN A LAWSUIT ARISING OUT OF THIS CONTRACT AFTER A WRITTEN NOTICE OF VIOLATION OF THIS PARAGRAPH, THE PARTY MAKING THE REQUEST FOR JURY TRIAL SHALL BE LIABLE FOR THE REASONABLY ATTORNEYS' FEES AND COSTS OF THE OTHER PARTY IN CONTESTING THE REQUEST FOR A JURY TRIAL, AND SUCH AMOUNTS SHALL BE AWARDED BY THE COURT IN ADJUDICATING THE MOTION. 30) Governing Law, Jurisdiction, and Venue. The terms and provisions of this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be in the Fifteenth Judicial Circuit in and for Palm Beach County, Florida, or, if in federal court, in the Page 6 of 15 725 United States District Court for the Southern District of Florida, for all purposes, to which the parties expressly agree and submit. 31) Independent Advice. The parties declare that the terms of this Agreement have been read and are fully understood. The parties understand that this is a binding legal document, and each party is advised to seek independent legal advice in connection with the matters referenced herein. 32) Severability. If any term of this Agreement, or the application thereof to any person or circumstance, shall to any extent be invalid or unenforceable, the remainder of this Agreement, or the application of such term to persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each term of this Agreement, shall be valid and enforceable to the fullest extent permitted by law. 33) Voluntary Waiver of Provisions. The BBCRA may, in its sole and absolute discretion, waive any requirement of Permittee contained in this Agreement. Such waiver shall only be effective if contained in a writing that meets all the delivery requirements of providing notice under this Agreement, shall waive only those items explicitly identified in the written notice as being waived, and shall not be deemed a continuing waiver unless the written notice explicitly states that the waiver is continuing waiver. 34) Public Records. The BBCRA is a public agency subject to Chapter 119, Florida Statutes. Permittee shall comply with Florida's Public Records Law. Specifically, the Permittee shall: a. Keep and maintain public records required by the BBCRA to perform as described in this Agreement. b. Upon request from the BBCRA's custodian of public records, provide the BBCRA with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law. c. Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by law for the duration of the Agreement Term and following completion of the Agreement if the Permittee does not transfer the records to the BBCRA. d. Upon completion of the Agreement, transfer, at no cost, to the BBCRA all public records in possession of the Permittee or keep and maintain public records required by the BBCRA to perform the service. If the Permittee transfers all public records to the BBCRA upon completion of the Agreement, the Permittee shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Permittee keeps and maintains public records upon completion of the Agreement, the Permittee shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the BBCRA, upon request from the BBCRA's custodian of public records, in a format that is compatible with the information technology systems of the BBCRA. Page 7 of 15 726 IF THE PERMITTEE HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE PERMITTEE'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561) 737-3256; 100 E. Ocean Avenue, 4" Floor, Boynton Beach, FL 33435; or 1ad„)1,,; Permittee also understands that BBCRA may disclose any document in connection with the Permittee or the Permittee's use of the Properties pursuant to this Agreement, so long as the document is not exempt or confidential and exempt from public records requirements. 35) Authorized Signatory. Permittee's signatory to this Agreement warrants that he or she is duly authorized to enter into this Agreement on behalf of Permittee, to obligate Permittee, and to otherwise act on Permittee's behalf as required to execute and perform under this Agreement. 36) Survival. The provisions of this Agreement regarding indemnification, waiver, public records, legal expenses, jury trials, and insurance shall survive terinination of this Agreement and remain in full force and effect. 37) Non -Scrutinizing Company. Permittee 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 Permittee is placed Scrutinized Companies that Boycott Israel List or engages in a boycott of Israel after the execution of the Agreement, the BBCRA may terminate the Agreement. 38) E -Verify. Permittee warrants for itself and its subcontractors that Permittee and all subcontractors are in compliance with all federal immigration laws and regulations that relate to their employees. The Permittee agrees and acknowledges that the BBCRA 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 Agreement. Notwithstanding any other provisions in this Agreement, if the BBCRA has a good faith belief that Permittee 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 BBCRA shall terminate the contract. If the BBCRA 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 BBCRA shall promptly notify Contractor and order Contractor to immediately terminate the contract with the subcontractor. Contractor shall be liable for any additional costs incurred by the BBCRA as a result of the termination of a contract based on Contractor's failure to comply with E -Verify requirements referenced herein. 39) Electronic Signatures. The parties agree that the electronic signature of a party to this Agreement shall be as valid as an original signature of such party and shall be effective to bind such party to this Agreement. Page 8 of 15 727 INJT CESS WHEREOF, the parties hereto have duly executed this Agreement as of the day of and year written below. ATTEST: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me this day of2024, -�Jc agency by Ty Penserga, Chair of the Boynton Beach Community development Agency, a ppu created pursuant to Chapter 163, Part 111, Florida Statutes produced Approved as to form, B Y'. Print: 0 5".6 ^ej Boynton Beach Community Redevelopment Agency Counsel is personally known to me or has type of identific4tipp.) as identification. Public — State of Florida Page 9 of 15 THE MUTTERWK W COMMINION 0 NH 2212e$ NO WWA twy 6. 2= 728 729 ATTEST: STATE OF FLORIDA COUNTY OF PALM BEACH OHLA USA, Inc. Digitally signed by Donald Donald Hickey HDate: 2024.07.10 11:35:15 kk-e,v . . . ..... Print Name: Donald Hickey Title: Executive Vice President Date: The foregoing instrument was acknowledged before me this 1041V'day of 2024, by ---D0rYi WAC -k -as -ec. V l{name of officer or agent, title of C.i< officer or agent), of Inc. , a Florida corporation, on behalf of the company. He/She ispmaa��� e or has produced _a ',", . (type of identification) as identification. Wo t' f Florida Page 10 of 15 ti SARAH! B RODRIGUEZ Notary Public - State of Florida Commission # HH 193640 My Comm. Expires Nov 1, 2025 Bonded through National Notary Assn. Page 10 of 15 ti EXHIBIT "A" • 212 NW 3rd Court, Boynton Beach, FL 33435 PNC 08-43-45-21-07-001-1180 Lots 118 and 119 Block A, Boynton Hills, in accordance with the plat thereof on file in the Office of the Circuit Court Palm Beach County, Florida in Plat Book 4, Page 51. + 222 NW 3rd Court, Boynton Beach, FL 33435 PNC 08-43-45-21-07-001-1160 Lots 116 and 117 Block A, Boynton Hills, according to the Plat thereof, as recorded in Plat Book 4, Page 51, of the Public Records of Palm Beach County, Florida. • 219 West Boynton Beach Boulevard, Boynton Beach, FL 33435 PNC 08-43-45-21-07-001-1120 Lot 112 and the East 25 feet of Lot 113, Block A, Boynton Hills, Less the Southerly 10 feet thereof, according to the map or plat thereof as recorded in Plat Book 4, Page 51, Public Records of Palm Beach County, Florida. + 225 West Boynton Beach Boulevard, Boynton Beach, FL 33435 PNC 08-43-45-21-07-001-1131 The West 25 feet of Lot 113 and all of the Lots 114 and 115, Block A, of BOYNTON HILLS, (Less South 10 Feet State Road 804 R/W, recorded in Official Record Book 1313, Page 128) according to the Plat thereof as recorded in Plat Book 4, Page(s) 51, of the Public Records of PALM BEACH County, Florida. Page 11 of 15 731 AERIAL MAP OF OVERALL SITE Page 12 of 15 732 EXHIBIT "B" SCOPE OF WORK Pennittee i s to perform the following described work, on the property located at: • 219 West Boynton Beach Boulevard - PCN 08-43-45-21-07-001-1120 • 225 West Boynton Beach Boulevard - PCN 08-43-45-21-07-001-1131 • 222 NW 3`d Court - PCN 08-43-45-21-07-001-1160 + 212 NW 3 d Court - PCN 08-43-45-21-07-001-1180 Provide DOT approved staging area site plan Provide pre -construction video of properly including adjacent sidewalks and roads C_1 Installation of U temporary fencing and screening around perimeter of properly Installation of silt fencing Remove all asphalt Remove concrete driveways on NW 3'd Court Remove all bushes and hedges per site map Remove two stand-alone tree stumps extending more than 12" above ground Remove Tree #1-Melaleuca (uprooting sidewalk) Remove Tree #2-Schefflera (uprooting sidewalk) Remove Tree #3-Melaleuca (uprooting sidewalk) Remove Tree #4-Tree/Stump Remove chain link fence -only the portion of the fence determined to be on Owner's property Remove group of tree stumps/roots along with concrete block & slab se corner of property Clearing and grubbing of entire site Rough grade lots resulting in a smooth transition from one end of property to the other; ready for sod Remove and/or replace sidewalk on NW 3rd Court, as determined by City Sod all lots with Bahia Remove portion of retaining wall & steps and grade per site map, on Boynton Beach Blvd. Remove 2 curb cuts and aprons per site map, on Boynton Beach Blvd. Page 13 of 15 733 Page 14 of 15 734 EXHIBIT "C" PROPOSED SITE LAYOUT Page 15 of 15 735 Tack, Timothy From: Daniel Curiel <Daniel.Curiel@ohla-usa.com> Sent: Tuesday, September 10, 2024 10:08 AM To: Tack, Timothy Cc: Steve Jacobs; Mike Dempsey; Utterback, Theresa; Kristian Navarro; Michael Schawe Subject: RE: [External]RE: [External]212-225 W. Boynton Beach Blvd. Staging Area This Message Is From an External Sender This message came from outside your organization. Good morning Tim, As discussed in our previous conversation, we would like to propose to the board the possibility of not installing the fence. As you can see, we have already placed a silt fence around the staging area, which effectively prevents sediment from washing away and helps define the limits of the area. Additionally, the materials and equipment are well -organized and securely staged, and we do not foresee any risk of theft with the current setup. Given that we are already actively working and disturbing the area while modifying Boynton Beach Blvd from NW 4th Street to Federal Hwy, we don't believe there is a need to construct a temporary fence. Let us know if we can discuss this with the board and thank you for your cooperation. Regarding the vegetation we are going to take care of this. Thank you, Daniel Curiel Project Engineer 14005 NW 186th Street Hialeah, FL, 33018 C:978-397-8541 faniel.,_Caa.riel@ohla.:::usa_.cnrm. I tnr�nnnr:®_hla:::u_sa.,carm OHLA USA, Inc. I OHLA Building, Inc. I Community Asphalt Corp. Judlau Contracting, Inc. I OHLA Systems & Electric, LLC From: Tack, Timothy <TackT@bbfl.us> Sent: Tuesday, September 10, 2024 9:40 AM To: Daniel Curiel <Daniel.Curiel@ohla-usa.com> Cc: Steve Jacobs <steve.jacobs@ohla-usa.com>; Mike Dempsey <mike.dempsey@ohla-usa.com>; Utterback, Theresa <UtterbackT@bbfl.us>; Kristian Navarro <kristian.navarro@ohla-usa.com>; Michael Schawe <MSchawe@hbcengineeringco.com> Subject: [External]RE: [External]212-225 W. Boynton Beach Blvd. Staging Area 736 Daniel, The perimeter fence with screening was to be installed by 7/24/24. OHLA is not in compliance with the temporary use agreement. Provide an update and tentative schedule of when the below highlighted items will be addressed by end of business 9/13/24. Additionally, the vegetation overgrowth from the edge of pavement needs to be addressed. The CRA is committed to the successful completion of this project and your assistance in this matter is greatly appreciated. Respectfully, la" L . 3o,vntond Beach d'.f::n"Innnurft°iai bDO :'. Oq I'ii in A'u�I'e �� 3�o'^(rffitl!m Berm Ii„ I"Ion" da 563 600 909:1. i a a q i����x:w������'q.a.�is https:Hw�/v\At.boyntonlbeachcra.com ��K� � p.://w�nr\nr.boyntonlbeachcra.com America's Gateway to the Gulfstream 1311ilmse be adv sed that I°Iorida III°:as a broad p Ubl ril!�i:�orii�ls 41v„ and all corU°I.!s, 3ii!)::iieUr::e tl) Usml,i °'Idlia emaH in,iizilll(' Ilbui!Wnl iiject til 111 diS IOSLUllra. III.VUIider III Iorida Ia''hAt, v'""UU'lllaH rIIdUlril"sli:!r aril'?!' PUwUll"@IUU': req:oriiills I Uil?rU.Iil'Dirlr' !'IfOUwUIIr it°"nUa it U::TUU'III"Umlll.��"UUU°U°UiUU": n w'�Ilnll:l''iiv(:III I r"'UnaII UPrr1U"'il�.,'�1': nU�iaiV I'�:IV�ili'iP! rU,ip'''w°�t�'i:a I�r'rWbllc; �II'���I11'!'UU::I�a"rurie From: Tack, Timothy Sent: Friday, August 23, 2024 10:39 AM To: Daniel Curiel <Daniel.Curiel@ohla-usa.com> Cc: Steve Jacobs <steve.jacobs@ohla-usa.com>; Hill, Vicki <HiIIV@bbfl.us>; Mike Dempsey <mike.dempsey@ohla- usa.com>; Utterback, Theresa <UtterbackT@bbfl.us>; Kristian Navarro <kristian.navarro@ohla-usa.com> Subject: FW: [External]212-225 W. Boynton Beach Blvd. Staging Area All, The Perimeter fencing was supposed to be installed as of 7/24/24 in accordance with the agreement. Please provide an update by End of Day on the following per the executed agreement: 0 $10.00 fee per ¶5 737 • Perimeter Fencing ¶10 Thanks, From: Tack, Timothy Sent: Monday, July 29, 2024 4:25 PM To: Kristian Navarro <kri.st.i_an.nav iruo ohla..usa.co n>; Daniel Curiel <,Daniel a oo Cc: Steve Jacobs <stove 1 nobs ralhlla Asa corn>; Hill, Vicki <11-- iiIIIIV lbbfll ups>; Mike Dempsey <rr7ii e.d_ern_ps y CIh,lla- s lm>; Utterback, Theresa <U.ttcrbackT. .l�.l�.�ll... s> Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area All, Please provide an update on the following per the executed agreement: • $10.00 fee per ¶5 • Certificate of Good Standing (for corporation) per ¶7 Preconstruction video per ¶8 0 COI per ¶17 Thanks, From: Utterback, Theresa <llo IVc.U::_Ib_V.._vas> Sent: Wednesday, July 24, 2024 9:23 AM To: Kristian Navarro <kri_s.t.i_a.n..rnava_oaoo_ _ohl_a...u_sa_:cra.rn>; Daniel Curiel <,DaE,_oel..._ uu_oo�I.. �I�V_a.:::u_sa..._�eainm.> Cc: Tack, Timothy <]]:a lel InffVa s>; Steve Jacobs <stere.Q2.5 2q!tt . _ tiVa.::: asa.r o u>; Hill, Vicki <IIN VIII/ I ffV us>; Mike Dempsey <nik .......ennp5Y ...!.a::usa.coln> .......... : .................................... Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area Hi, I'm still waiting on the COI? Can you please provide this as soon as possible. Thank you. Theresa Vher eau IlUtt abzicd,, p nea�ineh3 rmEi nR Sf:::,n4ces 1v/i:3n ger I3c),'Vrnton Bcach Cbm n"nr,VII IIIIt1/ 31100 !!'. �I l3o�jrrb)n Beach, 3343115 5,61 600-d u09 G r:d 1 5 p..,utterbac U':Db' ill us https://nnrww.boyntonbeachcra.com 3 738 America's Gateway to the Gulfstream I .m�,,. iii p..m i m. �. � � ..u, ..� �. has , p �, i � i �L.m i„ I u � I p ,I ,I V III Im�.��,:..ml�. Illr:�.w,ImJl��m,.m:...�.�� t�lul��:�� III W:�.,wrm��i���: Illn,,rl�� ��.: Illnrl�:ud Illr:��:bl::�., ul I�,����wru.��l��� Illa�l��l�,„ �uul"m�J �ullllll I�.��I��rr<�!��ul�.�:nbonu..:��:� t�l��l ul"mle�l mo:a i2!n4u1 ulalIif Ilre sm.,:llr„iect tiIl�.,m �.flsi..Io:ir:..,m IL..,Vnd<: III Io:uldaII4IN,W IL.,ulwl abdrlle,sso..m nrll2. Illr�Ilu�ibI:Ic ul IIe,Icrdsm III III"���..�rIL.,.I�.��:��,w �u�:�.��mu,��:r II�.m�"�:uIIII co:nul::nulcnt�:o:m arid yw :r rnali6iiE!:sub„ieVt: tiiI) public IIHSV'n°,:IOSUriili From: Utterback, Theresa Sent: Wednesday, July 17, 2024 2:27 PM To: Kristian Navarro <kristian.navarro ohla-usa.com> Cc: Tack, Timothy <]r ckT( s>; Steve Jacobs <steve. q!�q!�s. V ::a us a o >; Hill, Vicki <,11ffl!/o Q.bb.D us:s>; Daniel Curiel <DanieLC uri - 'o l_ usa_ p.irn>; Mike Dempsey <irnil p...dern seyC p.lhlla us .._ m> Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area Importance: High Hi Kristian, The most important thing I need at this time is the COI since work has already begun on the property. COI naming the following as additional insureds: The City of Boynton Beach 100 E. Ocean Avenue Boynton Beach, FL 33435 and Boynton Beach CRA 100 E. Ocean Avenue, 4t” Floor Boynton Beach, FL 33435 Please get this to me as soon as possible. Thanks so much, Theresa From: Utterback, Theresa Sent: Wednesday, July 17, 2024 10:02 AM To: Daniel Curiel >; Mike Dempsey <rniike.Bern.p _y .,_>; Kristian Navarro , : __ <Il.iriistliai.n navarroa _ IhII - s rn> ............................................. .......................... Cc: Tack, Timothy <;:a (@ Iblbll .bus>; Steve Jacobs <stv.jjs._II:.0 us_.np.inm>; Hill, Vicki <,1_.fliill[V[II Lus> 739 Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area Importance: High Good Morning, Following up? Thank you, Theresa From: Utterback, Theresa Sent: Friday, July 12, 2024 4:13 PM To: Daniel Curiel <[ anieV..Cu.n V.(�. I V....�a.sa... pirio>; Mike Dempsey < �.l ... .rrr s .y. .VJV .. s .. pum>; Kristian Navarro <Iku ustuan.inavarroolhlla-usa.com> ............................................................................................................................................... Cc: Tack, Timothy <klaV.s>; Steve Jacobs <sty...(s.V...:.u.s.:a.>; Hill, Vicki <,p]uV.OlC?.ffV.s> Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area Importance: High Good Afternoon, I am in receipt of the executed contract, thank you. Pursuant to the agreement, I need the following items from your team: • $10.00 fee per ¶5 • Certificate of Good Standing (for corporation) per ¶7 • Preconstruction video per ¶8 • C01 per 917 Please provide the referenced items above as soon as possible. Per our conversation yesterday, we agreed that you may begin using the property because we understand the urgency. Per 110, silt fencing is required to be installed no later than July 24, 14 days from the effective date of the contract (Effective date is 7/10/24). The perimeter fence will require a permit. Please submit your permit application for the perimeter fencing to the City by July 24 and provide us with proof of permit submission. Attached is the most current survey along with a Land Survey Affidavit which will need to be submitted along with your permit application. If you have any questions, please feel free to call our office. Have a nice weekend. Theresa From: Daniel Curiel < .m Ila a�.ri V .gI .V�....u.s�a...c.2 > Sent: Wednesday, July 10, 2024 12:43 PM To: Utterback, Theresa Mike Dempsey < uk . y« Kristian Navarro' <k.rustJ n.navarro gDrD :: usa com> ............................................................................ ........ Cc: Tack, Timothy <r cklabm..p_s>; Steve Jacobs <steyegqs. .. Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area 5 740 This Message Is From an External Sender This message came from outside your organization. Good afternoon Theresa, We are glad that the CRA Board has approved. Please see the attached Temporary Use Agreement executed and notarized. Thank you, Daniel Curiel Project Engineer 14005 NW 186th Street Hialeah, FL, 33018 C:978-397-8541 Daniel.:_Cua.riel.�Johla.:::usa_.corm. I vuveyr.:o_hla:::ia_sa..ccrnn CHLA USA, Inc. I CHLA Building, Inc. I Community Asphalt Corp. Judlau Contracting, Inc. I CHLA Systems & Electric, LLC From: Utterback, Theresa <Ut.teo-back.'i:.0 . It V.o_ .s> Sent: Wednesday, July 10, 2024 9:48 AM To: Daniel Curiel <,oiV:uriVDV-uasaoa polo>; Mike Dempsey <'ursya�[rV:.spu1a>; Kristian Navarro <k.rustuanolnavarro oNa Iusa com> ............................................................................ ......... Cc: Tack, Timothy <k1pVs> Subject: [External]212-225 W. Boynton Beach Blvd. Staging Area Good Morning, The CRA Board approved and executed the Temporary Use Agreement for the properties located at 212-225 W. Boynton Beach Blvd. Attached is the agreement as signed by the Chair. Please have the agreement executed/notarized and returned to me for our files. Once the agreement is fully executed, we can go over any questions you may have in order to begin utilizing the site. Thank you, Theresa i hee ray a Vtti!:: a ii�ack: De,,Ooprn n Ser,1,1ces P11,4ariager I L d;Jyn t � m Beach d .o I""II"V k""V""V N.. rfl ty Aiiigb"71 tl: i i 741 , 3,y1u Ber .. Pil'IN nM �Nn,!u 33,135 u:_:utt erNrac1 II �Dbbfl,rus - https://www.boyntoinbeachcira.com � n America's Gateway to the Gulfstream 1ur eiIshIPe edJsed that 1' ;IVrma tils a broad r L UiII°!IIXVrillw'w��n1 � �nrrll..0 N„onrenlce tllr rni!!'wiin en"n nnn'lllll" wlVll..Osubject to � isdosttre. 111111nder i 1or'1&�::1:&vv, ° 1 �mddrs m �. �I :r::uur '!unm�:11 �II���cr"�:: num:urm'1: '1:m Jnr ° nmr Uw',. m inr'i. ru ulwl::,' W"d-0"�°.��IV ril':�1 mow. � 1 II Irk° 111 "�i��m.�m n i:Inill ��1 '�I�IIfq e:°n n u ," 911 1 '" �.U1,1�°iiM°t': 1'I'rWb11; II'1�„!'ri�::1�'t. r' r!: r' : rns.:: n n' From: Utterback, Theresa Sent: Wednesday, July 3, 2024 5:37 PM To: Daniel Curiel <I[ mli V: ari V �.. I V .:.:o sa.o fnro>; Mike Dempsey <mi <e.d rnp.s�.y plhV :: s u >; Kristian Navarro <k.rJsJ r1onavarro oNa Kusa com> ............................................................................. ......... Cc: P. E. Timothy T. Tack ( kl kr6 Va s) <Eac..k.U..@krkr Vouus> Subject: FW: Tuesday, July 9, 2024 CRA Board Meeting - Agenda and Packet and Meeting Links Good Afternoon OHLA team, The CRA Board meeting agenda has been published and is attached for your convenience. Your item is 15. New Business C. It may also be retrieved from our website, see link below: ht. - t s: wwwobo ntonbeachcra.com about-bbcra meetun -a endas-manatee bbcra board-meetun -a endas- fp........................................................................................................................................................................... ...................................../....................................g..........g..................................................................................................................................................................................g...........g................................... munutes We encourage personal presence at the meeting if you have a specific agenda item that you are a part of. However, I think it would be sufficient if someone from your team attended the meeting virtually to answer any questions the Board may have. In order to view and/or participate in the meeting virtually, please see the links below: • To LIVESTREAM the Tuesday, July 9, 2024, Boynton Beach Community Redevelopment Agency (BBCRA) Board Meeting at 6:00 PM EDT click the following link:Ih.��p.a..................................... you�tulbe„coirn/Iliive/dii5g�lf.:)I Aellw • To PARTICIPATE (i.e. public comment) in the meeting, please use this link: Ih.�Lp,�,;,// aIIIllin ju;ud,iio/I If �6 024 If you have any questions, please feel free to call me. I will be in the office on Friday and next week. Have a wonderful/safe 4t” of July, Theresa 742 743 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 OLD BUSINESS AGENDA ITEM 14.E SUBJECT: Discussion and Consideration of the Boynton Beach Faith Based CDC's Second Request for Extension of Time to the Purchase and Development Agreement for the Property located at 402 NW 12th Avenue SUMMARY: The CRA and the Faith Based Community Development Corp. (CDC) entered into a Purchase and Development for the construction of a three bedroom, two bath single family home at 402- 404 NW 12th Avenue (see Attachment 1). A building permit for the construction of the home was obtained by the CDC on November 21, 2023. On May 14, 2024, the CRA Board approved the CDC's request for a one-year extension from the issuance of the permit in order to obtain a temporary or permanent Certificate of Occupancy (CO) no later than November 21, 2024 (see Attachment II & III). The CDC will not be able to meet the November 21, 2024 deadline due to extenuating circumstances. They have requested an additional one-year extension in order to obtain a CO (see Attachment IV). If approved, the CO would be required no later than November 21, 2025. A draft Second Amendment to the Purchase and Development Agreement, for the extension of time, has been provided for review (Attachment V). FISCAL IMPACT: N/A CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Heart of Boynton District CRA BOARD OPTIONS: 1. Approve the Second Amendment to the Purchase and Development Agreement between the BBCRA and the CDC for an extension of time in which to receive a temporary or permanent Certificate of Occupancy on or before November 21, 2025, and allow Board Chair to execute the Second Amendment. 2. Do not approve the Second Amendment to the Purchase and Development Agreement between the BBCRA and the CDC for an extension of time in which to receive a temporary or 744 permanent Certificate of Occupancy on or before November 21, 2025. 3. Alternative direction as determined by the CRA Board. /_11aV_C9:IJil=I'k&'5 Description • Attachment I - Location Map • Attachment II - 05-14-2024 Minutes - Approval of Extension for CO for 402-404 NW 12 Ave • Attachment III - First Amendment to P&D - 402-404 NW 12th Ave • Attachment IV - BBFBCDC Extension Request - 402-404 NW 12th Ave • Attachment V - Second Amendment to the PD - 402-404 NW 12th Avenue 745 Meeting Minutes CRA Board Meeting Boynton Beach, FL May 14, 2024 Theresa Utterback, Development Services Manager, stated that the CRA was pursuing this property already and that the appraisal was $560,000. Chair Penserga asked how long ago the appraisal was done. Ms. Utterback responded that the appraisal was done recently, the original appraisal was done about a year ago and was appraised at $530,000. Chair Penserga asked if the owners are willing to entertain another value. Ms. Utterback stated that they have not spoken to the owners yet. Chair Penserga commented that the Board is taking a shot in the dark to offer some number. Ms. Utterback said that there is a long history with this property, and it has been on and off the market for years. She said that there have been many discussions with the owner wanting to sell the property. She said that with the different Boards it has never worked out. She said to submit an offer based on the Board's decision and then wait to see what the realtor comes back with from the owner. There was a consensus to have Staff bring this back at the next meeting for further discussion and consideration. Chair Penserga asked the Board for their thoughts on 1320 S Federal Highway that is listed for $2.75 million dollars. There was a consensus to not to pursue the property located at 1320 S Federal Highway„ 14. Old Business A. Dt scuss�oa°u and Cons det .ntinn of the Boynton Beach Initis Based CD 's Request tol. nteinsi n of Tl nc to the i ns d.iase acid Deveiopninnt Ageerrent for the Proper ies iocated at 402 and 404 NW 1 2th Avenue Mr. Tack noted that in May of 2022, the CRA Board approved the Boynton Beach Faith Based Community Development Corporation's (CDC) Letter of Intent for the two vacant lots, 402 & 404 NW 12th Avenue, in the amount of $60,000 and the Agreement was entered into by both parties in July of 2022. He said that in accordance with paragraph 18.d. of the Purchase and Development Agreement, the CDC was to obtain a temporary or the final Certificate of Occupancy (CO) as of May 21, 2024. He said that they have now submitted a request for a six- month extension. There was consensus to approve a six-month extension to the Purchase and Development Agreement for the properties located at 402 and 404 NW 12 Avenue. Chair Penserga opened Public Comments. No one came forward. Chair Penserga closed Public Comments. Motion: 5 747 Meeting Minutes CRA Board Meeting Boynton Beach, FL May 14, 2024 Vice Chair Kelley moved to Approve the First Amendment to the Purchase and Development Agreement between the BBCRA and the CDC for a six-month extension of time in which to receive a temporary or permanent Certificate of Occupancy which would be on or before November 21, 2024, and allow the Board Chair to execute the First Amendment after review for legal sufficiency. Board Member Hay seconded the motion. The motion passed unanimously. B. Disck:,tss01'u �:Il id Consudeiiafloirof flie Subniittais frcu n iiheIlii eegiiu w lr If il Pro :n) pais fo° i. Property Ii)II::)ir a all Sea:vices Mr. Tack stated that on February 13, 2024, the Board approved a Request for Proposals (RFP) for Property Appraisal Services from qualified firms to perform residential and non-residential appraisals for the acquisition and disposal of properties within the CRA boundaries. He stated that the CRA received six responses and that the responses were reviewed by Staff for sufficiency. He noted that Staff has determined that Anderson Carr was responsive and adhered to all aspects of the RFP. He stated that Callaway & Price and Cushman & Wakefield, were non- responsive and did not adhere to the RFP requirements. He said that both Parrish & Edwards and Vance Real Estate were responsive, but added conditions on the pricing. He said that Walter Duke & Partners provided a range for pricing on non-residential properties and did not provide documented experience in a redevelopment area within Palm Beach County. Additionally, they do not perform residential appraisals. He stated that per the RFP, the Board may select up to five firms. Chair Penserga stated that if the respondents did not follow directions they should be deemed non-responsive. He noted that the CRA has worked with Anderson Carr and Vance Real Estate in the past and they comply with the RFP. He inquired if there was a particular number on how many firms Staff wanted to have on retainer. Mr. Tack replied that there is no particular number and that this was supposed to aid in the response time in having appraisals performed. He said that there is a need for quick turnaround time on residential appraisals. He commented that it is at the discretion of the Board on the number for appraisers to be used. He noted that there is no guarantee of work and that Staff would try to distribute the services equally amongst the appraisers that are selected. Chair Penserga commented that Anderson Carr and Vance Real Estate are the obvious choice, he asked the Board if they would like three appraisers. Board Member Hay stated that he would like to have Parrish & Edwards as the third appraiser. He noted that Anderson's prices are greater than the max of Vance's range. Mr. Tack stated that CRA would enter into an Agreement with all three and then as needed there would be a rotation. Vice Chair Kelley inquired would there be an issue with the conditions that Parrish & Edwards put on their appraisal cost. Mr. Tack commented that he does not see an issue with the conditions. He said that each property is going to have its own set of challenges. Board Member Turkin agreed with Board Member Hay that a third appraiser is necessary. He n 748 FIRST AMENDMENT TO PURCHASE AND DEVELOPMENT AGREEMENT This First Amendment to the Purchase and Development Agreement ("First Amendment") is hereby entered into by and between the Boynton Beach Community Redevelopment Agency a public agency created pursuantto Chapter 163, Part fit, of the Florida Statutes ("SELLER") and BOYNTON BEACH FAITH BASED COMMUNITY DEVELOPMENT CORPORATION, or its affiliated assignee (hereinafter "PURCHASER"). Individually, the SELLER or PURCHASER may be referred to herein as a "party" and collectively may be referred to herein as the "Parties." . WHEREAS, the parties previously entered into a Purchase and Development Agreement dated July 13, 2022 (the "Agreement'); and WHEREAS, the parties desire to amend paragraph 18. d. of the Purchase and Development Agreement for an extension of time in which to obtain a temporary or permanent Certificate of Occupancy; and NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficlencyof which both parties hereby acknowledge,. the parties agree as follows: 1. incorporation. The above recitals are hereby incorporated herein as if fully set forth. Amendment Style. Amendments to the Agreement are shown as follows: additions are shown in bold format; deletions are shown in striketh rough format. 3. Amendment to Paragraph 18 of the Agreement. Paragraph 18 of the Agreement shall be amended as follows. 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 (--J days following receipt of a b. Achievement of site plan approval from the City by _.NLA... C. Submission of construction documents to the City for a building permit 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 done year following building permit issuance. 4. General. Except as expressly set forth in this First Amendment, the Agreement is unmodified and remains in full force and effect, and is hereby ratified and confirmed by the parties. This First Amendment may be executed in a number of counterparts, one and all of which shall constitute the agreement of the parties, and each of which shall be deemed an original. To the extent of any conflict between the Agreement and this First Amendment, this First Amendment shall control. 749 IN WITNESS WHEREOF, the Parties have executed this First Amendment as of the latest of the dates indicated below. BOYNTON BEACH FAITH BASED COMMUNITY DEVELOPMENT CORPORATION By: Printed Name: Keturah Joseph Title: 41'C 16)11-e 041 -- Date: WITN 7 ,.,71 vj� X -- "-d Printed Name: �-)'v BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Ty Penserga Title: Chair Date: .5 -// i el, 1w, e WITNESS: Printed Name:v,,hf ?WE ESS: WITNESS: . . . ........ Pr n d Name: PrintedName: Approved as to form and legal sufficiency: CRA Attorney 750 Our Partners Thank you for meeting with me regarding the above -referenced vacant lot. This letter is rBE� to formally request an extension of twelve months to obtain the temporary/permanent CaYIVT01 1C�N certificate of occupancy for a single-family house on the lot for sale to a low -to -mode rate - E A C H income (LMI) household. The Boynton Beach Faith -Based CDC is dedicated to providing rayCyr«ru' homeownership opportunities for LMI families in Boynton Beach, and we appreciate your support. 11 0 0I Boynton Beach Faith -Based Community Development Corporation, Inc. Board of Directors: slab. We've reinstated our contract with the general contractor and are working on Alexander Edmonds, September 26, 2024 President renewing the building permit and addressing any code changes. The lot has been mowed Carlene Elliott, and will be maintained regularly. Vice President Margaret Johnson, Theresa Utterback Secretary Development Services Manager Cheryl Banks, Boynton Beach Community Redevelopment Agency Treasurer 100 E. Ocean Avenue Courtney Cain Frances Francis Boynton Beach, FL 33435 Karen Jacobs Hubert McIntosh Request for a 12 -Month Extension to Complete Construction on Lot 402-404 NW Yvonne Odom 12`h Avenue for Boynton Beach Faith Based Community Development Corporation. Alrleter Pace ' Chris Plummer, Dear Ms. Utterback: Inter® Executive Director Our Partners Thank you for meeting with me regarding the above -referenced vacant lot. This letter is rBE� to formally request an extension of twelve months to obtain the temporary/permanent CaYIVT01 1C�N certificate of occupancy for a single-family house on the lot for sale to a low -to -mode rate - E A C H income (LMI) household. The Boynton Beach Faith -Based CDC is dedicated to providing rayCyr«ru' homeownership opportunities for LMI families in Boynton Beach, and we appreciate your support. 11 0 0I We experienced some delays but have begun construction, completing the foundation m` , y slab. We've reinstated our contract with the general contractor and are working on �9I'do -h -,"y renewing the building permit and addressing any code changes. The lot has been mowed -r off f ,"b and will be maintained regularly. 2W We are finalizing construction financing from our line of credit and project a six-month construction period. We have also begun outreach to potential buyers. 1600 N. Federal Hwy. 12 Post Office Box 337 We look forward to continuing our collaboration. Please let me know if you need any Boynton Beach, FL 33435 other information. Phone: 561-752-0303 Fax: 561-244-5046 Sincerely, www.boyntonbeachcdc.org ' Chris Plummer Interim Executive Director chris.plummer@askdevsol.com 561-310-1739 751 SECOND AMENDMENT TO PURCHASE AND DEVELOPMENT AGREEMENT This Second Amendment to the Purchase and Development Agreement ("Second Amendment") is hereby entered into by and between the Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes ("SELLER"), and BOYNTON BEACH FAITH BASED COMMUNITY DEVELOPMENT CORPORATION, or its affiliated assignee (hereinafter "PURCHASER"). Individually, the SELLER or PURCHASER may be referred to herein as a "party," and collectively may be referred to herein as the "Parties." WHEREAS, on July 13, 2022, the Parties entered into a Purchase and Development Agreement (the "Agreement"); and WHEREAS, on June 10, 2024, the Parties entered into a First Amendment to the Agreement, extending the timeframe required to obtain a temporary or permanent certificate of occupancy to one (1) year following building permit issuance; and WHEREAS, the Parties desire to further amend paragraph 18(d) of the Agreement to extend the timeframe required to obtain a temporary or permanent Certificate of Occupancy to two (2) years following building permit issuance; and NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both parties hereby acknowledge, the Parties agree as follows: 1. Incorporation. The above recitals are hereby incorporated herein as if fully set forth. 2. Amendment Style. Amendments to the Agreement are shown as follows: additions are shown in bold format; deletions are shown in strikethrough format. 3. Amendment to Paragraph 18(d) of the Agreement. Paragraph 18(d) of the Agreement shall be amended as follows: 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"). d) Temporary or permanent certificate of occupancy to be provided within E)Ae-yeaF two (2) years following building permit issuance. 4. General. Except as expressly set forth in this Second Amendment, the Agreement is unmodified and remains in full force and effect, and is hereby ratified and confirmed by the Parties. This Second Amendment may be executed in a number of counterparts, one and all of which shall constitute the agreement of the Parties, and each of which shall be deemed an original. To the extent of any conflict between the Agreement and this Second Amendment, this Second Amendment shall control. 4894-9150-5126, v. 1 , 752 IN WITNESS WHEREOF, the Parties have executed this Second Amendment as of the latest of the dates indicated below. BOYNTON BEACH FAITH BASED COMMUNITY DEVELOPMENT CORPORATION 0 Printed Name: Keturah Joseph Title: Date: WITNESS: Printed Name: WITNESS: Printed Name: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: Printed Name: Ty Penserga Title: Chair Date: WITNESS: Printed Name: WITNESS: Printed Name: Approved as to form and legal sufficiency: CRA Attorney 4894-9150-5126, v. 1 , 753 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 OLD BUSINESS AGENDA ITEM 14.F SUBJECT: Continued Discussion and Consideration of Search for the New Executive Director SUMMARY: On November 13, 2023, the CRA Board directed staff to advertise the Executive Director position (see Attachment 1). The position was advertised on Linkedln, Florida Redevelopment Association (FRA), Indeed and the BBCRA website. At the December 12, 2023 meeting, the Board approved the following the process, which has been previously utilized by the City of Boynton Beach to fill vacant positions (see Attachment 11): • Once the advertisement is closed, staff will review each resume. • Staff will compile a binder for each Board Member that will contain a minimum qualification form (see Attachment III) and the resume for each candidate. • At the next scheduled meeting, the CRA Board will collectively select which candidates are to be interviewed, and staff will schedule interviews with each Board Member separately. • After the interviews, the CRA Board will discuss the candidates at a special or regular CRA Board Meeting and select the successful candidate, if any. • If a successful candidate is chosen, the Board may direct staff to enter into contract negotiations with the successful candidate. The job listing closed on December 31, 2023, with 64 applicants. On March 21, 2024, the CRA Board chose to move forward with Joan Oliva. On April 25, 2024, Joan Oliva sent an email withdrawing her name from the Executive Director position (see Attachment IV). On May 14, 2024, the CRA Board directed staff to re -advertise and 9 candidates responded, two withdrew interest in the position. At the July 9, 2024 Meeting, the Board tabled this agenda item to the next meeting when the full Board could be present. On August 13, 2024, the CRA Board did not select any candidates to interview and directed staff to re -advertise the position and research options for executive search firms. The CRA Executive Director position was advertised on the websites for the City, CRA, FRA, and International Economic Development Council (IEDC) and closed on September 30, 2024. FISCAL IMPACT: FY 2024-2025 General Fund Budget, Executive Department; Line Item #01-51230-100 754 CRA BOARD OPTIONS: To be determined by the CRA Board. ATTACHMENTS: Description • Attachment I - BBCRA Executive Job Posting • Attachment II - Executive Staff Hiring Process • Attachment III - Minimum Qualifications Checklist • Attachment IV - 04-25-2024 Email from Ms. Oliva 755 ',, BOYNTO oioomoi """"R �aEA�i uYNH"YII':IL.OV':'IAII II'q.. I AGENCY BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY TITLE: EXECUTIVE DIRECTOR REPORTS TO: BBCRA BOARD SALARY RANGE DEPENDING ON QUALIFICATIONS: $140,000 - $210,000 GENERAL DUTIES: Position manages the day-to-day operations, for the Boynton Beach Community Redevelopment Agency (BBCRA). The Executive Director is a highly responsible position that oversees a wide variety of redevelopment and economic development activities that include fiscal operations, policy making, capital project administration, BBCRA program management, redevelopment plan implementation, property acquisition, business incentives, new business development, business attraction and retention, special business promotion activities as well as the management and maintenance of BBCRA- owned properties. The Position serves as a liaison to businesses and property owners with the overall goal of enhancing the physical and economic character of the districts. Advanced professional work is focused on revitalization and community enhancement within the BBCRA Districts through redevelopment, capital improvement, and branding. EXAMPLES OF ESSENTIAL DUTIES: The examples as listed below are descriptions of essential functions and are not necessarily all inclusive. The omission of an essential function of work does not preclude the BBCRA Board from assigning duties not listed herein. Assigned duties, which are essential function of work not listed herein, are permissible if such functions are a logical assignment to the position. • Carries out the policies established by the five -member BBCRA Board which oversees the redevelopment of the six BBCRA Districts. • Oversees the day-to-day agency operations. • Provides oversight and management of Federal/State Grant programs designed to assist with redevelopment goals within the BBCRA area. • Provides comprehensive knowledge of redevelopment programs and their financing. • Develops potential incentive packages, provides market assessments/impacts, and monitors development trends. 756 • Writes developer requests for proposals for the purpose of disposing of BBCRA land for redevelopment. • Evaluates and drafts recommended updates and amendments to the BBCRA Plan. • Attend training sessions and conferences pertaining to BBCRA operations. • Prepares and manages annual BBCRA budget and compliance monitoring with F.S. Chapter 163 Part III • Assists with the development of capital projects included in the 2016 Boynton Beach CRA Redevelopment Plan; tracks the economic impact of those projects on Redevelopment activities City-wide. • Makes public presentations to the BBCRA Board, City Commission and other public/private organizations regarding BBCRA redevelopment, BBCRA business, initiatives, and focus. • Acts as a technical advisor to the Community Redevelopment Agency Board (City Commission) and BBCRA Advisory Board. • Prepares and manages BBCRA budget; identifies and accesses funding sources; maintains relationships with funding sources; administers contractual agreements with other governmental agencies. • Oversees the management and administration of capital projects within the BBCRA districts. • Promotes and disseminates information about BBCRA activities to stakeholders through media, print and social media; attends and conducts various meeting and presentations. • Negotiates and administers contracts, incentives, developer agreements, and projects; administers same. • Assist private developers and business owners with: site planning, zoning, platting, variances, incentives, and other regulatory issues associated with redevelopment and economic development in the BBCRA. • Attends monthly BBCRA Board meetings and City commission meetings in order to keep abreast of activities and programs, and to provide information and/or answer questions as necessary. • Represents the BBCRA at community meetings regarding BBCRA matters within the scope of the BBCRA activities. • Oversees hiring of BBCRA employees, consultants, and experts as provided for in • the annual budget • Supervises BBCRA employees, consultants, and special projects. • Other duties as assigned. KNOWLEDGE, SKILLS AND ABILITIES: • Knowledge of public and private financing and various debt financing mechanisms. • Knowledge of professional services contracting, bidding procedures, and contract administration. • Knowledge of the principles of budget administration and financial forecasting. • Knowledge of business correspondence and report writing. • Knowledge of the basic functions of Community Redevelopment Agencies. 757 • Knowledge and experience with Public -Private Partnership developer negotiations and agreements. • Knowledge of the principles, techniques and objectives of a Community Development Block Grant program and HUD housing programs. • Knowledge of economic development trends and techniques and the functions, operations and relationships among local, state, and federal agencies related to redevelopment and housing policies. • Ability to communicate clearly and concisely, orally and in writing. • Ability to effectively analyze issues and problems and identify optimum solutions. • Ability to plan, organize, and implement duties and responsibilities defined by desired outcomes and objectives. • Ability to gain cooperation through discussions and persuasion. • Ability to use good conflict resolution skills. • Ability to manage complex problems with multiple stakeholders. • Ability to interpret and apply the principles, practices, and procedures specified in Florida redevelopment law. • Ability to interpret and apply applicable Federal, State, and local laws, rules, and regulations related to redevelopment programs. • Ability to use Windows-based word processing, electronic mail, spreadsheet, and database software. • An understanding of business attraction including lease negotiations in real estate. • Ability to take the initiative to complete the duties of the position without the need of direct supervision. • Ability to establish and maintain effective working relationships. • Ability to serve the public and fellow employees with honesty and integrity in full accord with the letter and spirit of all City ethics and conflicts of interest policies. A strong understanding of ethical behavior is required. • Ability to establish and maintain effective working relationships with the general public, co-workers, City officials and members of diverse cultural and linguistic backgrounds regardless of race, religion, age, sex, disability or political affiliation. • Ability to maintain regular and punctual attendance. MINIMUM QUALIFICATIONS: Bachelor's degree from an accredited college or university with a major in business, urban planning, finance, construction management or related field and/or have a minimum of five (5) years' experience in the public/private sector in a progressive city in real estate development, planning, project management, economic development and/or any equivalent combination of training and experience. Master's degree preferred. Affiliations or membership with trade associations exemplifying additional education is a plus, such as Florida Planning Association, Urban Land Institute, Florida Redevelopment Association, International Council of Shopping Centers, NAIOP, IEDC, or other related associations. Professional certifications are a plus. A comparable amount of training and experience may be substituted for the minimum qualifications. 758 PHYSICAL REQUIREMENTS: Must have the use of sensory skills in order to effectively communicate and interact with other employees and the public through the use of the telephone and personal contact as normally defined by the ability to see, read, talk, hear, handle or feel objects and controls. Physical capability to effectively use and operate various items of office related equipment, such as, but not limited to a, personal computer, calculator, copier, and fax machine. SPECIAL REQUIREMENTS Possession of a valid, appropriate driver's license and an acceptable driving record. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions. Please email all resumes to Vicki Hill, Finance Director Ihiilllly I..11.f�l,.us ����m�............................. 759 Hill, Vicki Fnonw; 0eCus1e TenniUe Sent: Tuesday, November 21, 2023 12:49 PM To: Hill, Vicki Cc: Jenkins, ]obona;Tack, Timothy Subject: RE: Hiring Process for Executive Staff Hey Vicki, I go through each Resume to ensure they meet the minimum qualifications. Once that is complete I create a binder for each Commissioner with the candidates that are moving forward — include their app|icationandmesunme—Atabforeachcandidate. Once the Commission go through the candidates they advise which candidates they want to interview. Once that is completed you schedule interviews'with each Commissioner (separately) — Dadena can help you with their schedule. After they interview the candidates the Commission will discuss the candidates at Commission and who their top choice is. Once that is done then an employment letter will be generated for the chosen candidate. Let me know if you need anything else. @ TenniUe DeCoste K4.S,CLRP' Supreme Court Certified Mediator Director, Human Resources and Risk Management Human Resources and Risk Management Mailing Address: P.D.Box 31O | Boynton Beach, Florida 33425 Physical Address: 1@OE. Ocean Ave. | Boynton Beach, Florida 33435 t 561'742-6277 1 561-836-0815 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 a&,fress may be subject to public disclosure. From: Hill, Vicki <Hi|k/@bbfl.us> Sent: Tuesday, November 31,2O2312:33PK4 To: DeCoste,TenmiUe<DeCosteT@hbU.us^ Cc: Jenkins, ]obara^1enkins]@bbfl.us>;Tack, Timothy «TackT@bbU.us> Subject: Hiring Process for Executive Staff Good afternoon Tennillel 760 What process do you normally use for the Commission when hiring executive staff? We are currently receiving resumes for the CRA Executive Director and need to mirror your process. Thanks! Vicki Hill Finance Director vq� 100 E. Ocean Ave. Boynton Beach, Florida 33435 561-600-9092 J@ .561-737-3258 HiIIV@bbfl.us httPS://www.boyntonbeachcra.com U F111 America's Gateway to the Guffstrearn 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. 761 MINIMUM QUALIFICATIONS - EXECUTIVE DIRECTOR POSITION Candidate Name: Bachelor's degree from an accredited college or university Business Urban Planning Finance Construction Management Or Related Field Minimum of five (5) years' experience in the public/private sector in a progressive city Real estate development Planning Project Management Economic Development And/or any equivalent combination of training and experience Master's Degree Preferred Affiliations or membership with trade associations exemplifying additional education is a plus Florida Planning Association Urban Land Institute Florida Redevelopment Association International Council of Shopping Centers NAIOP IEDC Or other related associations Professional Certifications 762 Curfman, Vicki Subject: Todays meeting External Email Mayor and Kathryn, After much inner debate, I have decided not to pursue the ED job in Boynton Beach. The Board here in Lake Worth Beach offered me a renewed, multi-year contract and a substanial raise. After taking into consideration the dialogue at the BB Commission meeting where I was ranked as the top candidate and the consternation over salary, I believe negotiations would not have been fruitful. In fact, I suspect it could create more controversy than needed. The City of Boynton Beach CRA has a fabulous team and leadership and I wish you all nothing but the best in the future. The decision is bittersweet as I really feel, together, we could accomplish more good things for the City and its residents. However, I know you are in good hands and if I can ever be of help in the future, please do not hesitate in contacting me. Thank you so much for your patience and efforts on my behalf. Joan Oliva 763 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 NEW BUSINESS AGENDA ITEM 15.A SUBJECT: Discussion and Consideration of Executive Recruitment Firms for Executive Director Candidates SUMMARY: On September 10, 2024, the CRA Board directed staff to research Executive Recruitment Firms as an option for securing a viable candidate for the CRA Executive Director position. Staff solicited proposals for Executive Recruitment Firms and four out of five responded (see Attachments I-IV). A summary of the proposals are provided below. VENDOR PROPOSAL LOW RANGE ($140,000) HIGH RANGE ($210,000) Manpower 9/10/2024 $21,000 $31,500 Alpha 1 Staffing 9/11/2024 $22,200 $38,300 Prime Headhunting & Recruiting, Inc. 9/10/2024 $40,000 $40,000 Robert Half 9/11/2024 $40,000 $57,500 Career Developers Inc. N/A N/A N/A FISCAL IMPACT: FY 2024-2025 General Fund Budget, Executive Department; Line Item #01-51230-100 CRA BOARD OPTIONS: To be determined by the CRA Board. ATTACHMENTS: Description • Attachment I - Request for Proposal from Alpha 1 Staffing • Attachment II - Request for Proposal from Manpower • Attachment III - Request for Proposal from Prime Headhunting & Recruiting, Inc. • Attachment IV - Request for Proposal from Robert Half 764 ALPHA1STAFFING+ SEARCH FIRM soft ift we I• olutions Request>piSearch Boynton Beach Community Redevelopment Agenq iCRA) Executive Director 765 A L P H A 1 srAFRN � SEARCH FIRM I MM Alpha1 Staffing Search Firm is thrilled to be part of the bidding process to offer exceptional recruitment services to the Boynton Beach Community Redevelopment Agency (BBCRA). Our mission is simple: to deliver top-notch customer service that exceeds expectations every step of the way. At the core of our business are our values: People, Passion, and Professionalism. Integrity is our guiding principle, and since our inception, we've been committed to providing high-quality staffing solutions for a variety of projects. From large-scale, long-term technical endeavors to short-term assignments, our diverse experience speaks for itself. We're not just in the business of filling positions - we're passionate about connecting talented individuals with exciting opportunities. With a national network of professionals spanning various industries, from corporate support to healthcare, we pride ourselves on our ability to match client needs with candidate strengths. Our reputation speaks volumes: an 8 -hour perfect match guarantee, a 16 -year track record of success, and a client -centric approach that has earned us trust nationwide. Moreover, we're dedicated to fostering diversity and inclusion in the workplace, partnering with companies that share our commitment to creating supportive environments for all. At Alpha1 Staffing Search Firm, PEOPLE are our priority. Whether it's in our careers, businesses, or everyday lives, serving, assisting, and developing people is at the heart of everything we do. That's why we're proud members of esteemed organizations like the American Staffing Association and various chambers of commerce. Our journey began humbly in 2007, weathering economic storms with sheer determination. Today, we stand as the largest female and minority-owned/operated employer in Miami -Dade County, with a workforce spanning thousands across Florida and neighboring states. With nearly two decades of experience under our belt, we've partnered with myriad municipalities state- wide. We're fully committed to meeting the requirements of the RFP and look forward to providing the (BBCRA) with top -tier recruitment services that promote productivity, efficiency, and exceptional value. Thank you for this opportunity to collaborate. We're excited about the prospect of working together and delivering outstanding results. Garrie Harris CEO, Alphal Staffing + Search Firm, LLC Gharris@ Atphalstaffing.com 954.604.2228 Request for Proposal - Executive Search for the (BBCRA) Executive Direi 766 (roo ALPHA 1 STAFHNG SEARCH HRM Main Office/ Servicing Location 3350 SW 148th Ave #110 Miramar, FL 33027 305.620.3633 Request for Proposal - Executive Search for the (BBCRA) Executive Dire, 767 An organization is only as strong as its employees. Our goal is to ensure that our team is staffed with the right professionals to properly serve our customers. To do this, we hired for fit, expertise, ability and commitment to service. Our 16 -year history in the staffing industry is evident of our ability to hire and cultivate the best staff. Additionally, our team attends regular trainings, industry conferences, and accesses various educational resources to remain abreast of best practices and labor conditions. Garrie Harris, the dynamic CEO of Alpha1 Staffing, has been at the helm of our operations for over 16 years, demonstrating unparalleled leadership and dedication. Under her visionary guidance, Alpha1 Staffing has successfully managed over $100M in municipal and federal staffing contracts, showcasing our ability to handle large-scale projects with precision and excellence. Garrie's strategic leadership has been instrumental in defining the direction and vision of Alpha1 Staffing. Her expertise in managing substantial staffing projects and government contracts ensures that we consistently meet and exceed client expectations. She excels in building and maintaining robust client relationships, which are the cornerstone of our success. Moreover, Garrie's meticulous attention to compliance guarantees that all contractual obligations are met with the highest standards of integrity and professionalism. Her oversight of the RFP process, from initiation to final approval, ensures that Alpha1 Staffing remains competitive and efficient in securing vital contracts. Through her unwavering commitment and exceptional leadership, Garrie Harris continues to drive Alpha1 Staffing forward, delivering outstanding service to our clients and fostering a culture of excellence within the business. Cory Kingcade exemplifies strategic leadership in overseeing our sales and operational functions. With extensive experience in managing large-scale staffing operations and contracts, Cory has been pivotal in driving our business forward. His development and implementation of innovative sales strategies have significantly contributed to Alpha1 Staffing's growth, ensuring that we remain competitive and effective in the marketplace. Cory provides invaluable guidance and support to both the sales and operations teams, fostering a collaborative environment that prioritizes excellence and client satisfaction. Request for Proposal - Executive Search for the (BBCRA) Executive Direc 768 Cory's commitment to continuous improvement has led to the enhancement of processes and strategies, boosting productivity and profitability across the organization. His leadership not only drives business growth but also strengthens the foundation of Alpha1 Staffing, positioning us for sustained success in the ever -evolving staffing industry. Lauren Kingcade, the Director of Marketing and Talent Acquisition at Alpha1 Staffing, is a master at developing and implementing comprehensive recruitment strategies. Her deep understanding of various marketing channels allows her to attract top talent effectively, ensuring that Alpha1 Staffing remains a leader in the industry. With a keen focus on promoting employer branding, Lauren excels at attracting diverse candidates, enhancing the inclusivity and strength of our workforce. Her utilization of data -driven insights optimizes our recruitment efforts, ensuring we consistently secure the best candidates for our clients. Lauren's collaboration with the CEO and senior team members ensures that talent acquisition is closely aligned with the overall business objectives of Alpha1 Staffing. Her strategic approach not only bolsters our recruitment capabilities but also contributes to the long-term success and growth of our organization. Nakia Koonce Gilbert offers a wealth of expertise in managing complex staffing projects and high-volume recruitment. Her in-depth knowledge of industry trends and best practices ensures that Alpha1 Staffing stays ahead in the competitive landscape. Nakia excels at establishing and nurturing relationships with key clients and stakeholders, providing strategic guidance on talent acquisition and workforce planning. Her approach involves conducting thorough candidate sourcing, screening, and interviews, meticulously evaluating candidate qualifications to match them with client requirements. Throughout the hiring process, Nakia offers personalized guidance and support to candidates, building a strong network of qualified talent. Her collaborative efforts with clients to understand their staffing needs result in the delivery of highly suitable candidates, ensuring satisfaction and success for all parties involved. Nakia's dedication and strategic insights make her an invaluable asset to Alpha1 Staffing. 769 Request for Proposal - Executive Search for the (BBCRA) Executive Direc— k1m TIL =7 Tiffany Parks is exceptional at managing payroll processes and ensuring accuracy. Her familiarity with government payroll regulations and compliance requirements guarantees that our operations adhere to the highest standards. Tiffany's experience in handling large volumes of payroll for temporary staff showcases her capability in managing complex and high -demand environments. She excels in streamlining payroll operations, enhancing both efficiency and timeliness. Through her collaboration with HR and finance teams, Tiffany ensures seamless payroll operations, fostering a cohesive and efficient workflow within Alphal Staffing. Her dedication and expertise play a crucial role in maintaining the reliability and accuracy of our payroll services. Lisa Smith has extensive expertise in both HR and payroll management. She plays a pivotal role in assisting the Payroll Manager with overseeing payroll processes, ensuring precision and efficiency. Her hands-on experience with payroll software and systems enables her to proficiently handle payroll inquiries and resolve any issues that may arise. Lisa is diligent in maintaining accurate payroll records and documentation, collaborating closely with the Payroll Manager to ensure timely and accurate payroll processing. Her proficiency extends beyond payroll, as she is deeply involved in HR duties, ensuring compliance with all relevant regulations and effectively managing conflict resolution. In addition to her payroll responsibilities, Lisa provides strategic guidance on talent acquisition and workforce planning. She excels in establishing and nurturing relationships with key clients and stakeholders, conducting candidate sourcing, screening, and interviews. Request for Proposal - Executive Search for the (BBCRA) Executive DirecU 770 ir 1771TIMn 1172771 Government entities rely Cphal Staffing for their contingent workforce needs. We've established a 16 -year track record of on-time and on -budget delivery, and our clients trust our expertise to navigate complex, high volume, multi -location, contingent staffing projects. Our commitment to excellence in customer service sets us apart, and our 8 -hour perfect match guarantee ensures that you receive the right personnel with the right skills for your specific requirements. Whether it's temporary, permanent, or specialized staffing, Alpha15taffing is dedicated to providing tailored solutions that meet the multifaceted needs of our esteemed government clients. Family , and we have a deep understanding of teamwork and the critical role each individual plays in the success of a project. We're committed to thorough and compassionate execution of every deployment. City of Miramar, City of Hollywood, City of Lauderhill, Lee County, and more - our team has collaborated and serviced several large, multi-year municipal contracts throughout Florida and neighboring states. More than 10,000 employees have been placed by using our temporary and direct hire services since 2007. We have provided our employment services to several (past 8t current) governmental and private agencies from 2010 -present. Please see our capability statement enclosed for a full list of past projects detailing our relevant experience. . s . 771 Request for Proposal - Executive Search for the (BBCRA) Executive DirecLor caf =7-=1717 71"= We understand the importance of swift yet thorough temporary placements. Our optimized process balances speed with quality, ensuring highly qualified candidates and faster time -to -fill. Request for Proposal - Executive Search for the (BBCRA) Executive Director 772 a =7-=11717 71"= Proven SuccessStaffing's Success in Filling ` Assistant Challenge:Director - Engineering Role for the City of Boynton Beach The City of Boynton Beach faced a critical vacancy in the Assistant Utilities Director - Engineering role, which had remained unfilled for over a year. This vacancy posed significant challenges to the city's infrastructure management and service delivery. Solution: Alpha 1 Staffing was tasked with identifying and recruiting a highly qualified candidate to fill this crucial position. Our team of experienced recruiters leveraged their deep understanding of the local job market and extensive network within the engineering and utilities sectors. Results: Through a meticulous search process, Alpha 1 Staffing successfully filled the Assistant Utilities Director - Engineering role within six weeks. The new hire possessed a strong track record in managing complex utility infrastructure projects, implementing innovative solutions, and overseeing engineering teams. Key Achievements: • Rapid Recruitment: Alpha 1 Staffing efficiently identified and presented qualified candidates to the City of Boynton Beach, ensuring a swift turnaround time. • Candidate Quality: The selected candidate demonstrated exceptional technical expertise, leadership skills, and a strong alignment with the city's goals and values. • Successful Integration: The new hire quickly integrated into the existing team and began making significant contributions to the city's utilities department. Impact: By filling the Assistant Utilities Director - Engineering role, Alpha 1 Staffing helped the City of Boynton Beach address critical infrastructure challenges and improve service delivery to its residents. The new hire's expertise and leadership have been instrumental in advancing the city's utilities infrastructure and ensuring its long-term sustainability. Request for Proposal - Executive Search for the (BBCRA) Executive Director 773 L77 a=77 MMV-7 711771 Alphal Staffing Search Firm, r in providingcomprehensive talentl sixteen years. We specialize in executive search, human resources, and payroll management, serving government agencies and private sector clients nationwide. As a female, minority-owned and operated company based in Miami -Dade County, Alpha1 is proud to be the largest employer of its kind in the region. Our commitment to excellence, integrity, and innovative solutions positions us as a premier staffing partner for public and private sector organizations alike. Our success stems from our in-depth understanding of the public sector. We recognize public agencies' complexities and challenges, from regulatory constraints to budgetary concerns. This understanding allows us to offer innovative yet practical, results -driven solutions. We take pride in being more than just a staffing firm—we are a strategic partner, sharing our client's goals to help them achieve their organizational vision through People, Passion, and Professionalism. Comprehensive is Alpha1 Staffing offers a broad range of services designed to meet your organization's unique needs. These include: • Executive Search and Recruitment • Corporate Strategy and Workforce Planning • Training and Professional Development • Organizational and Workforce Management Our consultative approach ensures that each service is customized to address your specific challenges and objectives. Whether identifying essential leadership, developing human resources strategies, or addressing temporary staffing needs, Alpha1 Staffing delivers tailored solutions to help your organization excel. Alpha1 Staffing excels in the public sector, deeply understanding government operations and regulatory compliance. We combine this expertise with private sector flexibility and innovation, offering comprehensive staffing strategies to meet the needs of public agencies. With over 200 government and public sector clients across the U.S., Alpha1 has become a trusted partner for organizations seeking to balance efficiency with regulatory requirements. Our public sector knowledge allows us to work effectively with agencies like the Boynton Beach Community Redevelopment Agency (BBCRA). Request for Proposal - Executive Search for the (BBCRA) Executive Director 774 L77 a=77 MMV-7 711771 U f i We are well -versed in the specific demands of redevelopment projects, economic development initiatives, and community enhancement efforts—all crucial for the BBCRA Executive Director role. Executive Search for Boynton Beach Community Redevelopment Agency (BBCRA)'s Alpha1 Staffing is honored to lead the Boynton Beach Community Redevelopment Agency (BBCRA) executive search to find a qualified Executive Director. This key leadership role is essential for managing the BBCRA's diverse operations and overseeing redevelopment, economic growth, and community revitalization efforts. Position ite: Executive Director Reports• r BBCRA Board • Salary Range: $140,000 $210,000 (dependent on qualifications) General Duties: The Executive Director will manage the daily operations of the Boynton Beach Community Redevelopment Agency (BBCRA) and oversee a range of redevelopment and economic development initiatives, including: • Fiscal operations, policymaking, and capital project management. • BBCRA program implementation, property acquisition, business incentives, and new business development. Business attraction, retention efforts, and special business promotion activities. • Manage and maintain BBCRA-owned properties to enhance the economic and physical character of the BBCRA Districts. Acting as a liaison to businesses and property owners, working toward revitalizing and enhancing the BBCRA Districts through targeted redevelopment initiatives, capital improvements, and branding efforts. • Foster economic revitalization and community development within the BBCRA Districts. • Oversee the management and fiscal operations of BBCRA programs and projects. • Lead efforts to attract, retain, and promote businesses, driving economic growth and sustainability in the area. • Coordinate acquiring, developing, and maintaining properties within the BBCRA Districts. • Act as a strategic partner in branding and marketing initiatives to promote the BBCRA District as an ideal location for businesses and residents. • This role is critical for ensuring that the BBCRA's mission of revitalizing the community and fostering economic development is successfully implemented through effective leadership and collaboration with key stakeholders. • Alpha1 Staffing's Executive Search Process • Alpha1 Staffing has developed a comprehensive executive search process to ensure that the most qualified candidates are presented for the Executive Director role. Our recruitment process includes: Request for Proposal - Executive Search for the (BBCRA) Executive Dire 775 L77 a=77 MMV-7 711771 U f i 1. Candidate identification through outreach to professionals with experience in economic development, public administration, and community revitalization. 2, Vetting and verifying all candidates meet the BBCRA's qualifications and cultural fit requirements. 3. Credential checks and background verification to guarantee candidates' qualifications align with the position's needs. 4. Client collaboration: We work closely with the BBCRA Board to provide regular updates and maintain transparency throughout the recruitment process. • Garrie Harris, Project Manager, will oversee the search to ensure it meets BBCRA's expectations. • Nakia Koonce -Gilbert, Senior Executive Recruiter, will lead the candidate identification and evaluation process. • Lauren Kingcade will assist as an additional resource throughout the recruitment process. Fee Structure Our retained search fee for the Executive Director role is structured as follows: 1. Stage 1: A fee of $10,000 is invoiced upon commencement of the assignment. 2. Stage 2: A results -based fee of 23% of the candidate's agreed first-year salary, minus the Stage 1 fee, is invoiced on the successful candidate's start date. 3. Should BBCRA hire additional candidates from Alpha1 Staffing's search, they will be charged 23% of the candidate's agreed first-year salary. III 111 Request for Proposal - Executive Search for the (BBCRA) Executive Dire 776 L77 a=77 MMF-7 711771 U f i Proposed Recruitment l Alpha1 Staffing will follow a detailed and structured schedule to ensure timely delivery of qualified candidates for the Executive Director role: • Week 1-2: Alpha1 Staffing will initiate the search process by reviewing the job description and holding a briefing with the hiring manager. Research will commence, and we will begin developing a list of potential candidates. • Week 3-4: We will continue candidate research and refine our list of potential candidates for further vetting. • Week 5-6: Alpha1 will begin conducting interviews with the most promising candidates and provide BBCRA with an initial list of top candidates. • Week 7-8: We will complete candidate outreach and present the final shortlist to the City of Boynton Beach. During this period, we will also coordinate interviews and assist with the selection and appointment of the Executive Director. Client tis i At Alpha1 Staffing, client satisfaction is at the heart of everything we do. We take great pride in our 4.6/5 average client satisfaction rating. Every engagement concludes with a client satisfaction survey, and the feedback is used to continuously improve our performance. We are committed to delivering the highest quality of service to ensure the success of your organization. Request for Proposal - Executive Search for the (BBCRA) Executive Dire 777 L77 a=77 MMV-7 711771 Finding the right talent for your city requires more than just resumes and interviews. That's why we leverage the power of Avionte, our cutting-edge Applicant Tracking System (ATS) powered by Artificial Intelligence (AI). This innovative technology streamlines the recruitment process and ensures a higher quality of candidates for your municipal positions. The Power of AI -Driven Matching: Avionte utilizes sophisticated Al algorithms to analyze job descriptions and candidate resumes. This intelligent system goes beyond simple keyword searches. It delves deeper, meticulously evaluating the context and intent behind keywords, ensuring a more accurate skills assessment. Beyond Keywords: Skills -Based i : Imagine a system that can not only identify resumes containing relevant keywords but also score each candidate based on their demonstrated skills and experience. That's the power of Avionte. It assigns a weighted score to each candidate, highlighting those who possess the specific skillsets most relevant to your city's needs. Benefits for the CityBeach: Reduced Time it : By efficiently filtering through a pool of applicants and prioritizing the most qualified candidates, Avionte can significantly reduce the time it takes to fill critical positions within your city departments. • Improved i Quality: The AI -powered scoring system ensures a higher caliber of candidates are presented for your review. This means less time spent sifting through irrelevant applications and more time focusing on top talent. • Reduced Bias: Al algorithms can help mitigate unconscious bias in the recruitment process. By focusing on objective skills and experience, Avionte ensures a fair and meritocratic approach to candidate selection. Winning i i , Human ExpertiseTechnology: While Avionte plays a vital role in identifying strong candidates, we understand that the human touch remains essential. Our dedicated talent consultants leverage their expertise and industry knowledge to interpret the Al data and present you with a curated shortlist of the best possible matches for your city's needs. Request for Proposal - Executive Search for the (BBCRA) Executive Directi 778 PERMANENT PLACEMENT AGREEMENT Manpower & Boynton Beach Community Redevelopment Agency Manpower ("Manpower") and Boynton Beach Community Redevelopment Agency ("Client"), in consideration of the mutual covenants contained herein, agree to the terms and conditions set forth in this Permanent Placement Agreement (the "Agreement"). This Agreement is only valid with respect to services provided by the Manpower branch location set forth in the signature block below, and is effective as of the latter of the two dates set forth below the parties' signatures (Effective date), 1. Term and Termination. This Agreement shall be for a term of one (1) year from the Effective Date and may be renewed upon the prior written consent of the parties. Either party may terminate this Agreement at any time upon thirty (30) days' prior written notice to the other party at the address set forth herein. Client shall remain liable to Manpower for all fees and expenses due under this Agreement for any candidate referred to Client, its affiliates, parents or subsidiaries, prior to termination, and shall pay such amounts immediately upon receipt of invoice from Manpower. 2. Services. Manpower shall recruit and refer to Client candidates for permanent placement by providing resumes or candidate profiles. All decisions concerning offers of employment are to be made by Client according to Client's business needs and other lawful criteria. Manpower is committed to equal employment opportunity and, as such, does not discriminate in referrals, and does not consent to discrimination by its clients, against any candidate on the basis of age, race, color, religion, disability, sex, national origin, veteran status or any other protected characteristic. Client agrees to indemnify and hold Manpower and its employees, directors, officers, subsidiaries and representatives harmless against any and all claims, loses and liabilities that arise from any hiring decision made by Client hereunder. 3. Fees and Payment. Client agrees to pay a fee if Client hires or retains a candidate, in any capacity, referred by Manpower within one (1) year after that candidate was presented to Client, regardless of whether Client learned of or could have learned of the candidate through other means. As follows is the fee payable, which is a fixed percentage of Compensation* paid by Client: Annualized Compensation Placement Fee $140,000 - $210,000 Reduced direct hire rate: 15% *Compensation includes base gross salary, gross compensation for services, fees, wages, guaranteed and/or anticipated bonus and commission earnings, to be made to the candidate during the first twelve (12) months of employment. If Manpower refers a candidate to Client that Client has interviewed (within the last six (6) months) or has scheduled an interview, Client will not owe Manpower a fee if Client hires the candidate. Client shall provide Manpower with documentation, upon request, sufficient to establish that the interview has been held or scheduled. Client agrees to notify Manpower immediately of any offer to hire a candidate along with the date of the candidate's acceptance and the details of the candidate's Compensation. Fees are to be paid by Client within ten (10) days of the invoice date. 4. Confidentiality. Client agrees to keep all candidate referrals, including without limitation any information on a candidate's identification, strictly confidential. If Client refers a candidate presented by Manpower to a third party within twelve (12) months of the referral, and the third party hires the candidate, in any capacity, Client agrees to pay Manpower a fee in accordance with the terms herein. If the compensation of the candidate is not known, Client agrees to pay the minimum level of compensation for the hired position based on any information provided by Client and/or comparable salaries in the market for such positions. 5. Guarantee. Except for a Client -initiated reduction in workforce, elimination of the position or insufficient work for candidate, if a candidate hired by Client is no longer employed by Client sixty (60) days after candidate's start date with Client, and provided that Client has paid all invoices associated with such candidate, Manpower will, on a one-time basis, use its best efforts to replace the candidate at no additional cost. Should Manpower be unable to identify a replacement candidate within (the agreed upon period of 779 time), Manpower will refund to client on a pro -rated basis (based on the time the candidate has worked in the position) the fee paid by the client.: 0-30 Days — 75%; 31-60 days — 50% Manpower warrants, to the best of its knowledge, that all candidate information presented is accurate; however, Manpower shall not be required to perform an independent investigation of the accuracy of any information provided by a candidate, including educational background, work experience, immigration status and contractual obligations to prior employers. Although Manpower may perform reference checks upon the request and at the Client's expense, such reference checks only provide answers to specific questions asked, and they are not intended to be an exhaustive check of employment, education and other background information. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, MANPOWER EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES AND REPRESENTATION OF ANY KIND OR NATURE WITH RESPECT TO THE SERVICES PROVIDED UNDER THIS AGREEMENT, WHETHER EXPRESS OR IMPLIED. 6. Limitation on Liability. NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, REGARDLESS OF HOW CHARACTERIZED AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHICH ARISE FROM THE PERFORMANCE OF THIS AGREEMENT OR IN CONNECTION WITH THIS AGREEMENT, AND REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE). 7. Entire Agreement; Amendment. This Agreement contains the entire understanding between the parties hereto, and supersedes all prior agreements and understandings relating to the subject matter hereof. No provision of this Agreement may be amended or waived unless such amendment or waiver is agreed to in writing and signed by both parties. 8. Choice of Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to any conflicts of law principles thereof. IN WITNESS WHEREOF, this Agreement has been duly executed by authorized signatories of Manpower and Client as of the Effective Date. Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave. I Boynton Beach, Florida 33435 Signature Printed Name / Title Date MANPOWER Ayoe,ea Caxpkll Signature Angela Campbell Printed Name / Business Development Manager Boynton Beach / Boca Raton Branch Location 9.10.2024 Date R10.1.10 780 PIHIR Prime Headhunting & Recruiting, Inc. iomi �uumipl p mmoo0lip gNmumipl m i uu un!tuop0j�miii � unmuNli➢m mu iI�. �umupipiomiwp. ,mm�mmi0 ��tt 0�m��p uumip w�ovop 0u�u'..� vmmp@. �uomllouomiuu�� �� IP�� �� ��li � ������' S ��������� S �W� �� , �`yl� ,, 111�ppl�l�I���1�kq �I ,��y �� ''pp�IYlu II "�,`„�q''M,,� ,�Q ��1�I\V"'�V, �W ^�,�\�r,0 Vu ��,w1Y`�� Q Q,'���1�g�";�,i���110VmoN"`��IINuu1M �INu u�Ul *�IllwN�'III� Illltl 41u��mlm�° �IIIIIIIIII lu,om°' V��li� "'�II@;Womuu I'111Iul00, '�I ll�uui�"II� tI���III� "'�1411�mmumm Ill�umuwiiiP �INI m�� "'��IIIIIIIII IMS ��9 "'�I�Ipm �N III � ,II "��IIINuu0l0 I�lmnvmu" AW uNu You ii Ihe righ"tpeople I We gettheiiriii IIIit iresUlts Prime Headhunting & Recruiting, Inc. 1501 Belvedere Rd., Suite 500, West Palm Beach, FL 33406 T: 800-722-9214 W: www.goprimehr.com Palm Beach County Vendor ID:VS0000018491 DUNS: 117771441 FIN: 85-3699729 781 PIHIR >l l"'' C I" "Xi I' 1�����I' II: ° IIIA � V���:l1l ;" �IIII ��� ��II����.R� � �� �����: , �l,.31�II: `:����� `.�' I��:�II: ��.1°°°°°uuu�" �.��I��:� 111 ���� l��[t, ������:����� �� .�� ������ A Ciu ty of.Boyinton Beach TABLE OF CONTENTS COVERLETTER......................................................................................................................2 BACKGROUND AND QUALIFICATIONS.......................................................................3 CODEOF ETHICS...................................................................................................................4 METHODOLOGY AND APPROACH................................................................................5 SCOPEOF THE PROJECT.....................................................................................................6 PROPOSED TIME FRAME...................................................................................................10 COSTPROPOSAL..................................................................................................................11 GUARANTEE..........................................................................................................................12 Prime Headhunting & Recruiting, Inc. Page 1 782 (800)722-9214 P I H 11 R September 10, 2024 VIA EMAIL Vicki Curfman Administrative Assistant Boynton Beach Community Redevelopment Agency City of Boynton Beach- Community Redevelopment Agency 100 E. Ocean Ave. Boynton Beach, FL, 33435 Dear Ms. Vicki Curfman: Thank you for the opportunity to submit a proposal to assist the City of Boynton Beach with their recruitment efforts. We are always dedicated, regardless of the level of position, to finding and presenting qualified candidates. Prime Headhunting & Recruiting, Inc., is pleased to present this proposal. Enclosed is our proposal which outlines how we would partner with your organization to recruit the best individuals. It describes the steps we will take to accomplish the recruitment and provide qualified individuals. We have conducted countless executive searches which has made Prime Headhunting & Recruiting, Inc., an expert in identifying, targeting, recruiting, and successfully placing candidates. Including women and minority candidates in a vast amount of our recruitments. Our firm has a large pool of resources at our fingertips in order to attract the best candidates, per opportunity. Prime Headhunting & Recruiting, Inc., is committed to providing the highest level of service to our partners. We take this seriously and have built our reputation on providing services of the highest quality. We highly value our partnerships and we consider ourselves to be an extension of our clients. Prime Headhunting & Recruiting recognizes the City of Boynton Beach's dedication and pride in their community as "America's Gateway to the Gulfstream" and we would be honored to assist the BBCRA's mission to guide redevelopment activities along the eastern edge of the City. In our efforts, we commit to ensure that each and every candidate presented for consideration will also align themselves with the your organization's mission and contribute positively to the vision of your community. We will be happy to answer any additional questions you may have. We look forward to working with you on this very important project. Sincerely, 4&r/ Alexa Sardinas, CSC President Vendor ID:VS0000018491 DUNS: 117771441 EIN: 85-3699729 Prime Headhunting & Recruiting, Inc. Page 2 783 (800)722-9214 11 IN C, d ill" IIIIIIIII d P1111111 D h U P �.. V .F . � .ul'+ a .,iu IIIIIIIIII ' Prime Headhunting & Recruiting, Inc., is a national executive search firm specializing in the recruitment of C -Suite level executives and professional -level positions. We are one of the leading recruitment firms and we are recognized throughout the industry for the level of commitment we bring to the recruitment process, our exceptionally high ratio of successful, long-term introductions, and our innovative approach to addressing the needs of both our clients and our candidates. Our industry expertise is matched by our unparalleled customer service and our ability to analyze client needs, create a tailored recruiting strategy, and fulfilling vacancies with the right people. Our in-depth process involves sourcing, screening, and qualifying the top talent in order to make successful placements. All searches carried out by Prime Headhunting & Recruiting, Inc., are performed according to the highest standards of professionalism and confidentiality. Confidential information divulged to us, in many cases, is vital to our ability to locate the best possible candidate; we respect this information and conversely request that you treat any candidate or general information provided by us with the same level of confidentiality. Prime Headhunting & Recruiting, Inc., is an approved vendor through Palm Beach County with an active status - Vendor Code : VS0000018491 We are certified by the State of Florida as an official (WBE) Woman Business Enterprise or a women -owned business. We are proud to be recognized by the State of Florida as a business that is owned, managed, and controlled by a woman. To l�:�, 3 lII le 1 iu 4;^sii1 s o 9C IVB �a ul ° hili v ul ii ui ni P i,,011ah aNN' (liura1III C,III III *\\1ll,111c"dIII1,�Jisi ii,i(' wSs 1. Tax Incentives This is the greatest benefit. We all want to lower costs without jeopardizing quality. Working with a certified minority or women -owned business can do just that. The state and federal governments offer tax incentives to companies that do business with certified minority and women -owned businesses. They are also programs that reduce tax liabilities for projects funded with federal, state grants, or loans when the supplier is a women -owned business. In certain states, additional tax incentives may also be available. When you partner with Prime Headhunting & Recruiting, we provide all the necessary certification documentation needed for your tax filing purposes. 2. Increase ROI and Lower the Cost of Procurement A recent study shows that working with a certified business can increase profitability with as much as 145% return on investment, offering competitive advantages for procurement organizations. In conclusion, the research determined that procurement organizations who work with a diverse supplier base also had lower overall operating costs and spent 30% less on their buying operations. 3. Increase Supply Channels By partnering with minority and women -owned certified businesses you increase your sources for goods and services permitting you greater opportunities to analyze options that best fit your organization's needs. Prime Headhunting & Recruiting, Inc. Page 3 784 (800)722-9214 PIHIR Prime Headhunting & Recruiting is a proud member of the NALSC (National Association of Legal Search Consultants) and adheres to their Code of Ethics. The organization is committed to upholding the highest ethical standards by requiring adherence of its members to the NALSC Code of Ethics®. Relations With Employers Information provided to employers shall be the most accurate information known to the search firm. No search firm shall withhold candidate information which the employer would reasonably consider essential to its hiring decision. Candidates shall be submitted only (i) with prior authorization of the employer or (ii) where the search firm, based on previous direct communication with the employer, reasonably believes the employer would accept the submission. Confidential information relating to the employer shall be treated accordingly. No search firm shall solicit any attorney from the office of an employer in which it has made a placement for a six-month period following that placement, unless the search firm reasonably believes such a restriction is not required by the employer. No search firm shall solicit a candidate it has placed while that candidate remains with the employer that paid the recruiting fee. Relations With Candidates Information provided to candidates shall be the most accurate information known to the search firm. No search firm shall withhold employer information, which a candidate would reasonably consider essential to his or her hiring decision, subject to the search firm's duties to the employer. Candidates shall be submitted to employers only with the candidates' express prior consent. A search firm shall treat as confidential all information supplied to it in confidence by a candidate, subject to the search fn -m's duties to the employer. Search firms shall make all submissions which have been authorized by the candidate and shall inform the candidate of the results of those submissions in a timely manner. No search firm shall attempt to exert undue influence on the candidate. ARTIC1...,E 111 Relations Among Members Members of this Association shall relate to each other in a professional and ethical manner consistent with the goals of this Association. Except for fee -sharing agreements between search (inns, no member shall make payments of any kind to gain business referrals or to induce others into a relationship as a client or candidate. Members are strongly encouraged to bring to the attention of the Association any violation of this Code. Members shall not commence lawsuits against other members, but shall arbitrate any Business Dispute or Business Disputes (as defined in the by-laws of the Association) with other members arising out of their activities in the legal search profession in accordance with the by-laws of the Association. ARTICLE IV General No search firm shall make false or deceptive claims in any advertising, promotion or public relations materials. No member shall discriminate in the provision of its services on the basis of race, creed, color, national origin, religion, sex, marital status, handicap, age or any other legally proscribed criteria. Complaints under this Code shall be in writing, signed by the initiating party and filed with the President of the Association. Members shall cooperate with the Association's investigation of alleged violations of this Code and shall abide by its decisions. Sanctions for violation of this Code, which include censure, suspension and expulsion from the Association, as well as procedures for hearings and appeals, are provided for in the Association's Bylaws. This Code neither supersedes nor replaces the requirements of local, state, or federal laws. Prime Headhunting & Recruiting, Inc. Page 4 785 (800)722-9214 A-1 ill . up�lppppl �i Many of our clients continue to use our services because of our forward -thinking, engaged communication, contemporary approach, and our commitment to excellence. Our modern philosophy ensures thorough, thoughtful and strategic sourcing, evaluation, selection, and vetting of candidates. We are responsible for ensuring compliance, adherence to and maintaining all documentation throughout the process. Our comprehensive candidate submission profiles contain the recruiter's write-up (an original composed summary) and the candidate's resume. This will ensure the hiring manager has a clear understanding of who the candidate is, as well as their professional background and qualification. Our effort will include a variety of activities designed to build the best available candidate pool. In coordination with the City of Boynton Beach, Prime Headhunting & Recruiting, Inc., will: ■ Passive candidate outreach - we will email invitations to targeted individuals in comparable organizations at the appropriate level. ■ Advertisements - we will place advertisements on the appropriate on-line job boards. ■ Source/Identify prospects; ■ Verify credentials; ■ Provide each potential candidate with access to the full scope of the organization, and all of the pertinent position details; ■ Capture interested candidates in our recruitment project database; ■ Provide the City of Boynton Beach representative's with data to tell the full story of each presented applicant. Prime Headhunting & Recruiting, Inc., will advise the City of Boynton Beach on the qualifications of the candidates, develop a short list of qualified candidates recommended for final interviews. We will provide a written summary report from our interview process with the candidate(s) describing the overall candidate and the qualifications of those recommended for interview. Once the short list is presented, the City of Boynton Beach will advise on who will move forward in the process and interview with their hiring manager. We will plan, arrange, and manage all interviews in coordination with the City of Boynton Beach. A recruiting specialist will identify and evaluate the top qualified candidates. Once identified, the specialist will ensure they are properly vetted and verified. 2. A senior recruiter will review the identified talent and confirm they are indeed a match, per opportunity. 3. Lastly, the President of the organization will then review the selected candidates to affirm our sourcing and screening methods have been successful which will solidify our rigorous process to ensure the right placement. Prime Headhunting & Recruiting, Inc. Page 5 786 (800)722-9214 ME IIIIIIIIIIIII '�Il�liw, � O,, meE 0dWF µ d llC ^ x ec t,,it i r (,.' D i rec() r BOYNT014 Salary Range: )pjuJpuiJg�M DEPENDING ON QUALIFICATIONS: OPAMUIIIF ii��° i��' i�. ��.� �°AGEI10( $140,000 - $210,000 Annually TITLE: EXECUTIVE DIRECTOR REPORTS TO: BBCRA BOARD SALARY RANGE DEPENDING ON QUALIFICATIONS: $140,000 - $210,000 Annually GENERAL DUTIES: Position manages the day-to-day operations, for the Boynton Beach Community Redevelopment Agency (BBCRA). The Executive Director is a highly responsible position that oversees a wide variety of redevelopment and economic development activities that include fiscal operations, policy making, capital project administration, BBCRA program management, redevelopment plan implementation, property acquisition, business incentives, new business development, business attraction and retention, special business promotion activities as well as the management and maintenance of BBCRA-owned properties. The Position serves as a liaison to businesses and property owners with the overall goal of enhancing the physical and economic character of the districts. Advanced professional work is focused on revitalization and community enhancement within the BBCRA Districts through redevelopment, capital improvement, and branding. EXAMPLES OF ESSENTIAL DUTIES: The examples as listed below are descriptions of essential functions and are not necessarily all inclusive. The omission of an essential function of work does not preclude the BBCRA Board from assigning duties not listed herein. Assigned duties, which are essential function of work not listed herein, are permissible if such functions are a logical assignment to the position. • Carries out the policies established by the five -member BBCRA Board which oversees the redevelopment of the six BBCRA Districts. Oversees the day-to-day agency operations. Provides oversight and management of Federal/State Grant programs designed to assist with redevelopment goals within the BBCRA area. Provides comprehensive knowledge of redevelopment programs and their financing. • Develops potential incentive packages, provides market assessments/impacts, and monitors development trends. • Writes developer requests for proposals for the purpose of disposing of BBCRA land for redevelopment. Evaluates and drafts recommended updates and amendments to the BBCRA Plan. Attend training sessions and conferences pertaining to BBCRA operations. • Prepares and manages annual BBCRA budget and compliance monitoring with F.S. Chapter 163 Part III (cont.) Prime Headhunting & Recruiting, Inc. Page 6 787 (800)722-9214 • Assists with the development of capital projects included in the 2016 Boynton Beach CRA Redevelopment Plan; tracks the economic impact of those projects on Redevelopment activities City-wide. • Makes public presentations to the BBCRA Board, City Commission and other public/private organizations regarding BBCRA redevelopment, BBCRA business, initiatives, and focus. • Acts as a technical advisor to the Community Redevelopment Agency Board (City Commission) and BBCRA Advisory Board. • Prepares and manages BBCRA budget; identifies and accesses funding sources; maintains relationships with funding sources; administers contractual agreements with other governmental agencies. • Oversees the management and administration of capital projects within the BBCRA districts. • Promotes and disseminates information about BBCRA activities to stakeholders through media, print and social media; attends and conducts various meeting and presentations. • Negotiates and administers contracts, incentives, developer agreements, and projects; administers same. • Assist private developers and business owners with: site planning, zoning, platting, variances, incentives, and other regulatory issues associated with redevelopment and economic development in the BBCRA. • Attends monthly BBCRA Board meetings and City commission meetings in order to keep abreast of activities and programs, and to provide information and/or answer questions as necessary. • Represents the BBCRA at community meetings regarding BBCRA matters within the scope of the BBCRA activities. • Oversees hiring of BBCRA employees, consultants, and experts as provided for in • the annual budget • Supervises BBCRA employees, consultants, and special projects. • Other duties as assigned. • Ability to gain cooperation through discussions and persuasion. • Ability to use good conflict resolution skills. • Ability to manage complex problems with multiple stakeholders. • Ability to interpret and apply the principles, practices, and procedures specified in Florida redevelopment law. • Ability to interpret and apply applicable Federal, State, and local laws, rules, and regulations related to redevelopment programs. • Ability to use Windows-based word processing, electronic mail, spreadsheet, and database software. • An understanding of business attraction including lease negotiations in real estate. • Ability to take the initiative to complete the duties of the position without the need of direct supervision. • Ability to establish and maintain effective working relationships. • Ability to serve the public and fellow employees with honesty and integrity in full accord with the letter and spirit of all City ethics and conflicts of interest policies. A strong understanding of ethical behavior is required. • Ability to establish and maintain effective working relationships with the general public, co-workers, City officials and members of diverse cultural and linguistic backgrounds regardless of race, religion, age, sex, disability or political affiliation. • Ability to maintain regular and punctual attendance. KNOWLEDGE, SKILLS AND ABILITIES: • Knowledge of public and private financing and various debt financing mechanisms. • Knowledge of professional services contracting, bidding procedures, and contract administration. • Knowledge of the principles of budget administration and financial forecasting. • Knowledge of business correspondence and report writing. • Knowledge of the basic functions of Community Redevelopment Agencies. Prime Headhunting & Recruiting, Inc. (800) 722-9214 (cont.) Page 7 788 • Knowledge and experience with Public -Private Partnership developer negotiations and agreements. • Knowledge of the principles, techniques and objectives of a Community Development Block Grant program and HUD housing programs. • Knowledge of economic development trends and techniques and the functions, operations and relationships among local, state, and federal agencies related to redevelopment and housing policies. • Ability to communicate clearly and concisely, orally and in writing. • Ability to effectively analyze issues and problems and identify optimum solutions. • Ability to plan, organize, and implement duties and responsibilities defined by desired outcomes and objectives. • Ability to gain cooperation through discussions and persuasion. • Ability to use good conflict resolution skills. • Ability to manage complex problems with multiple stakeholders. • Ability to interpret and apply the principles, practices, and procedures specified in Florida redevelopment law. • Ability to interpret and apply applicable Federal, State, and local laws, rules, and regulations related to redevelopment programs. • Ability to use Windows-based word processing, electronic mail, spreadsheet, and database software. • An understanding of business attraction including lease negotiations in real estate. • Ability to take the initiative to complete the duties of the position without the need of direct supervision. • Ability to establish and maintain effective working relationships. • Ability to serve the public and fellow employees with honesty and integrity in full accord with the letter and spirit of all City ethics and conflicts of interest policies. A strong understanding of ethical behavior is required. • Ability to establish and maintain effective working relationships with the general public, co-workers, City officials and members of diverse cultural and linguistic backgrounds regardless of race, religion, age, sex, disability or political affiliation. • Ability to maintain regular and punctual attendance. MINIMUM QUALIFICATIONS: Bachelor's degree from an accredited college or university with a major in business, urban planning, finance, construction management or related field and/or have a minimum of five (5) years' experience in the public/ private sector in a progressive city in real estate development, planning, project management, economic development and/or any equivalent combination of training and experience. Master's degree preferred. Affiliations or membership with trade associations exemplifying additional education is a plus, such as Florida Planning Association, Urban Land Institute, Florida Redevelopment Association, International Council of Shopping Centers, NAIOP, IEDC, or other related associations. Professional certifications are a plus. A comparable amount of training and experience may be substituted for the minimum qualifications. PHYSICAL REQUIREMENTS: Must have the use of sensory skills in order to effectively communicate and interact with other employees and the public through the use of the telephone and personal contact as normally defined by the ability to see, read, talk, hear, handle or feel objects and controls. Physical capability to effectively use and operate various items of office related equipment, such as, but not limited to a, personal computer, calculator, copier, and fax machine. (cont.) Prime Headhunting & Recruiting, Inc. Page 8 789 (800) 722-9214 SPECIAL REQUIREMENTS: Possession of a valid, appropriate driver's license and an acceptable driving record. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions. Prime Headhunting & Recruiting, Inc. Page 9 790 (800)722-9214 E114 °"4i ...._ lug Our initial search and identification of prospective candidates is usually completed within one to six weeks. Our screening/interview process, leading to the presentation of a candidate short list, is also usually completed within one to six weeks. As such, most searches are completed within two to eight weeks. Final selection however, is dependent on both the clients and the candidate's availability for interview and the client's internal interview and decision-making process. The following is a typical schedule to conduct a thorough recruitment. However, we would be pleased to modify this to meet your needs: IIIb jl Clete4l ` Fill ni c" I lll,l i� . Tl �imun gym, f� ��* � 1(���✓ � IV�rv'iry' ��I��� Beach- ''�� iIIIP1' �! l'1t � ttt'' °� �,��' n P1 11111' IIE :1.: 111l1hi''Veeks I i.hri�ilamt:oa u�1t :1,: Initial client meeting; intake and advertise. Aggressive recruiting, vetting, preliminary interviews, presenting qualified candidates as we recruit, and scheduling selected candidates to interview with client. P VIIII "i E 1: thA"ce ks 5 i lll[U'11�1l1:il[lgh 81111,i: Second client check point; to evaluate our recruitment efforts and ensure we are presenting the ideal talent. Aggressive recruiting, vetting, preliminary interviews, presenting qualifies candidates as we recruit, and scheduling selected candidates to interview with client. Second round of interviews with the client. " 1111 sl", °'I� � i uh1� , .h ri�iim:tf , Illi 2: Third round of interviews with the client. Final selection of the top candidate. Finalize and complete any required professional reference and/or background checks as requested by the BBCRA for the final selected candidate. PI Lili,SE 1,1,: '''liiu''Ve'e'k IIII 3: Present offer letter to selected candidate and assist with all on -boarding needs, per clients' direction. Prime Headhunting & Recruiting, Inc. Page 10 791 (800)722-9214 ME ` IV. b.E "T2. YA..1LL.�1. • ED SEARCH A. Ll. When partnering with us on a retained search capacity, consider us an extension of your organization actively headhunting candidates, per opportunity. Our retained search provides you with the highest level of urgency and commitment. This option provides thorough individualized recruiting for each position along with a team of dedicated recruiters actively engaged on your account. The fee for the entire search will be a flat -rate fee of $40,000.00 due and will be split into four even payments of $10,000.00 each. The total fee due for the project will be split into four payments made to Prime Headhunting & Recruiting, Inc. The first payment will be calculated as one fourth of the total fee. The second payment will be calculated as an additional fourth of the total fee. The third payment will be calculated as an additional fourth of the total fee. The final payment will be calculated as the remaining fourth of the total fee. FEE SCHEDUL,E Executive Director BBCRA. Position 11111111L,, "sp Our first of four fee payments becomes due when the contract is executed (day I from execution of contract). IIla'iuu:se 1 luu��u„��i,�uuuu �uul �illuu ^ $ 10,000 1:0 III 1111.AIIID 1Our second of four fee payments becomes due upon the completion of Phase 1: Week 4 (day 29 from execution of contract; the first day of Week 5). Phas! pa.'I�u 1111 10iirlM du c �'���I1:111111 1.0 111 1: .I Our third of four fee payments becomes due upon the completion of Phase 2: Week 7 (day 57 from execution of contract; the first day of Week 8). ha se 1 puui!u�ine111, duu(11 51.1:1,01111.011 II I, ,,%, IS 4: Our fourth and final fee payment becomes due upon the completion of Phase 3: Week 12 (day 85 from execution of contract; the first day of Week 13) or upon a candidate's acceptance of an offer of employment (whichever comes first). lIhase 4 pau111�iii'viciit duv �S Io,,000mo Prime Headhunting & Recruiting, Inc. Page 11 792 (800)722-9214 PIHIR Prime Headhunting & Recruiting, Inc., is dedicated to providing premier services, as well as substantial guarantees of services rendered. We are committed to presenting only the most qualified candidates who not only meet all the necessary core requirements and qualifications but are also a cultural fit for the City of Boynton Beach. We proactively recruit for each search until a successful candidate is placed. Therefore, we promise to present a range of candidates to the City of Boynton Beach that includes only those individuals who have passed through our thorough screening process and have been identified as potential ideal matches for the position requirements. Should the City of Boynton Beach's Recruitment Team disapprove of all final candidates and/or should none of the final candidates be presented with an offer, we will work to find a new collective of candidates to present. In addition, we promise to conduct a one-time additional executive search to find a replacement should any of the placed applicants leave the position or be terminated from employment within 4 months (120 days) of hire due to performance issues. In either case, as described above, we will identify a replacement at no additional cost to you. Oil '�1111111�ii "I D, E P111111i ITA' We understand that confidentiality is of the utmost importance when it comes to all things hiring -related. We also understand the potential sensitivity of job applicants' information, especially when they are currently still employed and don't want their employer to learn about their job search activities, or cases where job applicants potentially know each other. We will never share candidate information or application documents with any third parties. We will only contact job candidates' current employers with their expressed permission (which we typically require during the final stage of our due diligence). Prime Headhunting & Recruiting, Inc. 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T) cn. a) a) :6 0 U) m 0 ca (D 3) c w 0 (0 C, 0 M > m 0 0 cf) 0 > -0 U) (0 a) CD a) U) c 0 C)c >, M co > (D (D (D U) (n LL') a) -M M — C: = U) a) 0 U) I E 5 = (D E —0 a) D 0 a) ff -a 0 0 c E R -6 U) 0 COE a)O cmmomuw(nb -a a) to)=25)t a) 0 = 0 U) — o 2 �5 -E _or_ u- 5; _0 --.) — = > Adr I I 0 'E C(D /) m IL 0- IL 4) 0 (D E 'E E (D U) A�M W, Im I September 11, 2024 Contact Name Title Client Name Address Address Dear Name: Thank you for retaining the Executive Search Practice Group of Robert Half International Inc. ("RH"), to assist you in identifying and selecting candidates for the position of Executive Director for Client Nanie (the "Search Project"). We are confident that you will benefit from the integrity and thoroughness of our work, and we are excited about working with you on this Search Project. Our Responsibilities Upon your acceptance of the terms outlined below, we will work with you to create a Position Profile that will summarize information about your organization, the position and its role in the organization, and the profile of your ideal candidate. This Position Profile is intended to document our mutual understanding of your needs for this Search Project and may be revised as the Search Project progresses. That document will be the basis for discussions with potential candidates about the Search Project. We will communicate with you regularly and provide Search Project status updates throughout the course of this engagement as we jointly work toward your final candidate choice. You will receive a candidate summary for each candidate we present to you, and we will coordinate the schedule(s) of the interview(s) when necessary. After the interview(s), we will give candidate feedback to you and your stakeholders regarding the results of the interview(s) and our suggested next steps with each candidate. We will conduct reference checks and document the results in a final Reference Report. Our reference checks consist of asking specific questions of selected references with regard to the facts of the candidate's career history, to the extent such information is available from past employers. To the extent permitted by applicable law, Robert Half will have a third party vendor (i) perform a Social Security Verification and Trace, (ii) confirm any licensure or certification required for the position, to the extent such information may be verified, and (iii) verify the highest degree earned from a U.S. or Canadian college or university as indicated on the professional's resume. If Client requests a copy of the results of the foregoing checks (the "Report"), Client agrees to keep the Report strictly confidential and to use the Report for employment purposes only. Client Responsibilities Your key responsibilities in this process include being timely and responsive in reviewing potential candidates with us, scheduling and interviewing candidates, providing substantive interview feedback, completing such reference checks or background investigations and due diligence as you deem necessary, and keeping us informed of any significant changes that may impact the position. All information from RH in regard to this Search Project must be kept confidential by you, shared only with those who are directly involved, and used solely for purposes of this Search Project in accordance with applicable law. Fees and Expenses Our fee is ordinarily thirty-five (35%) percent of the hired candidate's total first-year compensation; however, for this Search Project, we have reduced our standard fee to twenty-five (25%) percent of the hired candidate's total first-year compensation (e.g., base salary, target bonus, sign -on bonuses, and any other cash components) (the "Fee"). RH requires the payment of an initiall retainer fee for this Search Project. For the Executive Director search, our initial retainer fee will be based on a projected compensation of S 150,000. Thus, our initial retainer fee for this Search Project is $37,500. Additionally, for this Search Project will charge you a flat administrative fee of $5,000. The principal costs that make up these administrative fees include all administrative support, along with verification of candidate education, license(s), and certification(s); and supplemental candidate research costs and any supplemental candidate databases specifically related to your search. C 2624 Robert I Ialf International Ioc. All rights reserved. This material is the conildentia] property of Robert I Ialf International Inc. Copying or reproducing this material is strictly prohibited. All violators shall be prosecuted to the fitllcst extent of the Iain. Robert half international Inc. is an Equal Opportunity Employer 814 rh 'lei►.. For your convenience, the initial retainer fee and administrative fee will be invoiced in four installments as follows: • Upon the execution of this letter agreement, the first installment of $14,375 will be invoiced ($9.375 first retainer installment, plus $5,000 administrative fee); • Thirty (30) days after your execution of this letter agreement, the second retainer installment of $9,375 will be invoiced; • Sixty (60) days after your execution of this letter agreement, the third retainer installment of $9,375 will be invoiced; and • Upon offer and acceptance of a candidate, the fourth retainer installment of $9,375 will be invoiced. If an individual accepts an offer of employment from you, or if you engage any individual as a consultant or contractor, the entire Fee shall become due and payable immediately regardless of whether you had prior knowledge of such individual or whether such individual was referred to you from another source. When the Search Project is completed, we will reconcile the amount of the Fee actually paid by you and the Fee due to us using the total first-year compensation including salary, target bonus, sign -on bonuses, and any other cash components. We will send you an invoice should the first-year compensation package exceed the projected compensation package used to establish the initial retainer fee. Should the candidate be employed at less than the projected compensation package used to establish the initial retainer fee, the Fee is then equal to the initial retainer fee and is deemed earned. Finally, we will invoice you for any direct expenses not paid by you. These expenses include, but are not limited to, RH consultant and candidate interview and travel -related costs. Payment of our retainer fee, and direct expenses is not contingent upon the placement of one of our candidates with you. Our invoices will include appropriate taxes, if applicable. All invoices are due upon receipt. Additional Search Completion(s) In the event you find more than one candidate from the candidates we have discussed with you in the course of the Search Project to whom you desire to offer employment, a fee of twenty-five (25%) percent of the candidate(s) total first-year compensation including salary, target bonus, sign -on bonuses, and any other components will be invoiced at the time of the individual's acceptance. Any candidate identified by RH during the progress of this Search Project and hired by Client Name, its successor, business unit, subsidiary, or affiliate within twenty-four months of our introduction will be considered an additional search completion. Guarantee If the original executive who RH places with you (the "Original Executive") ceases to be employed by you for any reason except disability, death, reorganization, elimination of position, takeover, or material change in job responsibility, within six (6) months of their written acceptance date, RH will search for a replacement to fill the original position (a "Replacement Executive"). In the event the Replacement Executive's total first-year cash compensation is more than the Original Executive's first-year cash compensation, you agree to pay RH the difference between the Fee paid by you to RH for the Original Executive and the Fee due for the hired Replacement Executive, and you agree to pay any pre -approved expenses incurred by RH in seeking a Replacement Executive. If the hired Replacement Executive's first year cash compensation is less than the Original Executive's fust -year cash compensation, the Replacement Executive's Fee is equal to the Fee paid for the Original Executive and is deemed earned and paid. All references in this paragraph to "total first year cash compensation" shall include total first-year compensation including salary, target bonus, sign -on bonuses, and any other cash components. This guarantee applies only if (i) you have paid the total Fee, administrative fee, and any direct expenses for the initial search as provided in this letter agreement, and (ii) there has been no material change to the original Position Profile. Limitation of Liability Language: Our liability to you, if any, will (in the aggregate for all claims, causes of action or damages regardless of the basis on which you are entitled to claim damages from us including fundamental breach, negligence, misrepresentation, or other contract or tort claim) be limited to any actual direct damages up to an amount equal to the fees actually paid by you to us for the services that are the subject of the claim. Under no circumstances are we liable for any special, incidental, exemplary, indirect, or consequential damages (including, but not limited to, lost business, profits, revenue, goodwill, or anticipated savings), even if informed of the possibility. Project Staffing Victor Neaty will be the lead Senior Managing Director on the Client Name Search Project. Victor has a strong search background and has worked with diverse firms in executing their search and placement needs. Victor will be assisted on this search by the Principals and Associates at RH. 0 2024 Robert Half International Inc. ALL tights reserved This material is the confidential property of Robert Half International Inc. Copying of reproducing this material is strictly prohibited. All violators shall be prosecuted to the fullest extent ofthe law. Robert Half international Inc. is an Equal Opportunity Employer - 815 Acknowledgement Please indicate your acceptance of these terms and conditions by signing and returning one copy of this letter agreement via email to Victor.Near"d oberthalf com as soon as possible. Please keep a copy for your records. If desired, we will forward an electronic signature version for your review and completion. As soon as we receive this signed letter agreement, your search project will commence. We truly appreciate your confidence in our ability to conduct this important Search Project with you and look forward to working with you. Agreed to this -- day of ----, 2024. Victor Neary of the Executive Search Practice Group of Client Signatory Name of Company Robert Half International Inc. 0 2024 Robert Half International Inc. All rights reserved This material is the confidential property of Robert Half International Inc. Copying of reproducing this material is strictly prohibited. All violators shall be prosecuted to the fullest extent ofthe k— Robert Half international Inc. is an Equal Opportunity Employer - 816 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 NEW BUSINESS AGENDA ITEM 15.13 SUBJECT: Approval of Resolution R24-03 Approving and Adopting the 2024 Palm Beach County Local Mitigation Strategy Plan SUMMARY: The Local Mitigation Strategy (LMS) is a unified, coordinated effort among County and municipal governments to reduce the county's vulnerability to the impacts of identified natural and man-made hazards. Among its primary missions, the LMS serves as a basis for comprehensive mitigation planning, project identification and prioritization, and provides assistance to project sponsors in securing and allocating available federal, state, local, and other disaster mitigation assistance funds. LMS projects cover a range of topics including major drainage improvement projects, hardening of public structures, Emergency Operation Center purchases, etc. At any particular time, the LMS has approximately 100 community mitigation projects on its Prioritized Project List. While some of these projects may eventually be self-funded by sponsoring communities, many will require outside financial assistance in order to be completed. By virtue of being on the LMS Prioritized Project List, each project potentially qualifies for funding assistance consideration through a variety of mitigation assistance programs. Projects typically involve a combination of outside and local funding in line with matching guidelines established by the assistance program. The LMS closely adheres to guidelines and criteria provided by the Federal Emergency Management Agency (FEMA) and Florida Division of Emergency Management (FDEM). On September 17, 2024, the Palm Beach County Board of County Commissioners approved and adopted the 2024 Palm Beach County Local Mitigation Strategy (LMS) plan (see Attachment 1). Currently, the Boynton Harbor Marina Seawall replacement project is currently ranked 12th on prioritized project list (see attachment 11). On March 23, 2024, President Biden signed into law Further Consolidated Appropriations Act 2024, authorizing funding for FEMA's Hazard Mitigation Assistance Pre -Disaster Mitigation grant program. The Boynton Harbor Marina Seawall replacement project was awarded $1,383,069 for fiscal year 2024 (see Attachment III). The Federal Emergency Management Agency contributes up to 75% of eligible mitigation costs, while the remaining 25% come from non-federal sources. On June 5, 2024, the CRA received an email from the Office of Lois Frankel, that the project 817 was again part of the fiscal year 2025 Homeland Security Appropriations Bill which includes $1,150,791 for the Boynton Harbor Marina Seawall replacement project (see Attachment IV). If the budget is approved by Congress, there could be a total of $2,533,860 grant assistance toward this project. In order for the BBCRA to be eligible for any mitigation funding (Hazard Mitigation Grant Program, Pre -Disaster Mitigation, and/or Flood Mitigation Assistance grants) it must accept the updated LMS plan. Adoption of LMS2024 is paramount to the CRA remaining a viable stakeholder in mitigation research, identification, and prioritization. BBCRA legal council has prepared BBCRA Resolution 24-03 for the Board's approval (see Attachment V). FISCAL IMPACT: FY 2024/2025 Budget There are no funds required for the adoption of the LMS2024. Failure to adopt LMS2024 will deny the BBCRA's hazard mitigation plans as a condition for receiving certain types of non- emergency disaster assistance, including funding for mitigation projects. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: 1. Approve Resolution R24-03 and Adopt the 2024 Palm Beach County Local Mitigation Strategy Plan. 2. Provide alternative direction based on discussion by the CRA Board. ATTACHMENTS: Description • Attachment I - PBC BCC Resolution No. 2024-1233 • Attachment II - LMS Prioritized Project List • Attachment III - FY 2024 Notice of Funding Opportunity • Attachment IV - OLF Notification FY 2025 • Attachment V - R24-03 Local Mitigation Strategy Adopting Resolution. 818 ATTACHMENT RESOLUTION NO. R-2024- 12-13_ RESOLUTION OFTHE BOARD OFCOUNTY COMMISSIONERS OF PALM BEACH COUNTY, FLORIDA, T0APPROVE AND ADOPT THE 2O24PALM BEACH COUNTY LOCAL MITIGATION STRATEGY (LMS) PLAN AND PROVIDE AN EFFECTIVE DATE VVHEREAS, Palm Beach County is susceptible to e variety of nedum|, techno|ogioo|, and human -caused dinaetere, including but not limited to, severe weather, hazardous material inoidenta, nuclear power plant eme0enciea, communicable dioesoeo, and domestic security incidents; as well as climate change impacts and sea level rise that causes increased inundation, shoreline erosion, flooding from severe weather events, accelerated saltwater contamination of ground water and surface water supplies, and expedited loss ufcritical habitats; and WHEREAS, the Disaster Mitigation Act of 2000, was enacted to establish a national disaster hazard mitigation program to reduce the |oao of life and prnperty, human oufforing, economic dieruption, and disaster assistance costs naau|Ung from divaatero, and to assist state, |000|, and tribal governments in implementing effective hazard mitigation measures to ensure the continuation of critical aomiueo and facilities after anatural disaster; and WHEREAS, the Disaster Mitigation Act of 2000, as a condition for qualifying for and receiving future Federal mitigation assistance funding as well as reimbursement for Presidentially Declared Dieautom, requires such governments to have Federal Emergency Management Agency approved hazard mitigation plans in place that identify the hazards that could impact their jurisdictions, identify actions and activities to mitigate the effects of those hazarde, and establish a coordinated pmooao to implement plans; and WHEREAS, Palm Beach County's Local Mitigation Strategy, in coordination with governmental and non-governmental stakeholders having an interest in reducing the impact of disasters, and with input from the private sector and other members of the public, developed the Palm Beach County Local Mitigation Strategy; and WHEREAS, the 2024 Local Mitigation Strategy has been approved by the Florida Division of Emergency Management and the Federal Emergency Management Agency subject to adoption by the Palm Beach County Board of County Commissioners; and WHEREAS, a Multi -jurisdictional Program for Public Information has been included in Appendix O of the Local Mitigation Strategy to satisfy the floodplain management requirements of the County and its participating municipalities Community Rating System (CRS Activity 330); WHEREAS, the Local Mitigation Strategy Steering Committee recommends the formal adoption of the 2024 Local Mitigation EKnategy, including planned future enhancements described therein, by the County and all participating municipalities. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OFPALM BEACH COUNTY, FLORIDA, THAT: 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific port of this Resolution upon adoption hereof. 2. The Board ofCounty Commissioners ofPalm Beach County hereby approves and adopts the 2024 Local Mitigation Strategy (attached hereto as Exhibit A) in its entirety as by the Local Mitigation Strategy Steering Committee and approved by the Palm Beach County Board ofCounty Commissioners, the Florida Division of Emergency Management, and the Fmdom| Emergency Management Agency. co m 3. The Board of County Commissioners of Palm Beach County authorizes the appropriate Palm Beach County officials to pursue available funding opportunities for implementation of proposed mitigation initiatives described in the Local Mitigation Strategy, and upon receipt of such funding or other necessary neouuruea, seek to implement the actions in accordance with the mitigation strategies set out bythe Local Mitigation Strategy. 4. Palm Beach County will continue to support and participate in the Local Mitigation Strategy planning and implementation process as required by the Federal Emergency Management Agency, the Florida Division of Emergency Management, and the Palm Beach County Local Mitigation Strategy Steering Committee. 5. The Board ofCounty Commissioners of Palm Beach County will consider incorporating climate change concerns, sea level rise, and natural hazards into the local comprehensive plan and into future reviews of flood prevention regulations and zoning codes. G. The Board of County Commissioners of Pekn Beach County directs that executed originals of this resolution and the adoption resolutions of all participating municipalities be held on file in the Office of the Clerk & Comptroller. 7. This Resolution shall become effective immediately upon passage. This Resolution shall boeffective immediately upon adoption ofthe Board. The foregoing Resolution was offered by Commissioner Bernard who moved its adoption. The motion was seconded by Commissioner, Weiss and upon being put toevote, the vote was aafollows: District 5: Commissioner Maria Sachs, Mayor __ ara District 1: Commissioner Maria G.Marino, Vice Mayor __Absent District 2: Commissioner Gregg K. VVeiao __ e District 3: K� Commissioner iohae|A.Bamo� __ ' District 4: � Commissioner K8anoiWoodward are -- Aye District 6: Commissioner Sara Bo�ar � � District 7: CommieainnerK8ac�Bemand Aye -- Aye The Mayor thereupon declared the Resolution duly passed and adopted this 17 _____dayof�t2O24. 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S. Department of Homeland Security (DHS) Notice of Funding Opportunity (NOFO) Fiscal Year 2024 Pre -Disaster Mitigation (PDM) Grant Program The Fiscal Year 2024 PDM rant ram is limited to the projects and entities identified " " DHS Appropriations -Explanatory Division C of the Further Consolidated " , in the table starting on page 59 entitled "Homeland Security Community Project Funding/Congressionally Directed Spending." This funding opportunity is not open for other activities, projects,or SUMMARY OVERVIEW OF KEY INFORMATION Pre -Disaster Mitigation Grant Program Issuing Agency U.S. Department of Homeland Security (DHS)/Federal Emergency Management Agency (FEMA)/Resilience/Hazard Mitigation Directorate/Hazard Mitigation Assistance Division (HMA) Program The Pre -Disaster Mitigation (PDM) Grant Program makes federal funds Overview available to state, local, tribal, and territorial governments to plan for and implement sustainable cost-effective measures designed to reduce the risk to individuals and property from future natural hazards, while also reducing reliance on federal funding from future natural disasters. Objectives The objective of the FY 2024 PDM Grant Program is to fund Community Project Funding/Congressionally Directed Spending (CDS) projects for state, local, tribal, and territorial government efforts to plan for, and implement sustainable cost-effective measures designed to reduce the risk to individuals and property from future natural hazards, while also reducing reliance on federal funding from future disasters. Eligible Projects • Capability and Capacity -Building activities — activities that enhance the knowledge, skills, and expertise of the current workforce to expand or improve the administration of mitigation assistance. This includes activities in the following sub -categories: project scoping, hazard mitigation planning and planning -related activities, and other activities; • Hazard Mitigation Projects — cost-effective projects designed to increase resilience and public safety; reduce injuries and loss of life; and reduce damage and destruction to property, critical services, facilities, and infrastructure (including natural systems) from a multitude of natural hazards, including drought, wildfire, earthquakes, extreme heat, and the effects of climate change; • Management Costs — financial assistance to reimburse the recipient and subrecipient for eligible and reasonable indirect costs, direct administrative costs, and other administrative expenses associated with a specific mitigation measure or project. FY 2024 PDM Grant Program NOFO 827 2 Deadlines Application Start Date: 05/24/2024 Notification of system -related issues: 06/28/2024 at 3:00 PM ET Application Submission Deadline: 06/28/2024 at 5:00 PM ET Funding Available Funding for the NOFO: $190,568,289 The Joint Explanatory Statement (JES) accompanying the FY 2024 DHS Appropriations Act identifies the maximum funding available for each PDM project. Eligible Eligible FY 2024 PDM grant projects were identified in the JES Applicants accompanying the FY 2024 DHS Appropriations Act; only those associated PDM projects are eligible to receive funding under this grant program. Those PDM projects are identified in Appendix A of this NOFO. Cost Share The cost share for the PDM program is 75% federal and 25% non-federal. Cost share for the PDM program is adjusted to 90% federal and 10% non- federal for the following communities: • Local governments meeting the definition of small impoverished community • Federally recognized tribes meeting the definition of small impoverished community All entities wishing to do business with the federal government must have a unique entity identifier (UEI). The UEI number is issued by the system. Requesting a UEI using System for Award Management (SAM.gov) can be found at: hqps:Hsam.gov/content/entily- registration. Grants.gov registration information can be found at: https://www.grants. ovg/re ig ster Updates in Grant Application Forms: The Data Universal Numbering System (DUNS) Number was replaced by a new, non- proprietary identifier requested in, and assigned by SAM.gov. This new identifier is the Unique Entity Identifier. Additional Information can be found on Grants.gov: htWs://www. r�gov/forms/forms- development/planned-uei-updates FY 2024 PDM Grant Program NOFO 828 3 Table of Contents Updates in Grant Application Forms: ..................................................................................... 2 A. Program Description................................................................................................................ 6 1. Issued By.......................................................................................................................... 6 2. Assistance Listings Number............................................................................................ 6 3. Assistance Listings Title.................................................................................................. 6 4. Funding Opportunity Title............................................................................................... 6 5. Funding Opportunity Number.......................................................................................... 6 6. Authorizing Authority for Program................................................................................. 6 7. Appropriation Authority for Program.............................................................................. 6 8. Announcement Type........................................................................................................ 6 9. Program Category............................................................................................................ 6 10. Program Overview, Objectives, and Priorities................................................................ 6 11. Performance Measures..................................................................................................... 8 B. Federal Award Information..................................................................................................... 9 1. Available Funding for the NOFO: $190,568,289........................................................... 9 2. Projected Number of Awards: 110................................................................................ 9 3. Period of Performance: 36 months.............................................................................. 9 4. Projected Period of Performance Start Date(s): ............................................................... 9 5. Projected Period of Performance End Date(s): ................................................................ 9 6. Projected Budget Period(s).............................................................................................. 9 7. Funding Instrument Type: Grant................................................................................. 9 C. Eligibility Information............................................................................................................. 9 1. Eligible Applicants........................................................................................................... 9 2. Applicant Eligibility Criteria......................................................................................... 10 3. Subawards and Beneficiaries......................................................................................... 10 4. Other Eligibility Criteria/Restrictions............................................................................ 10 5. Cost Share or Match....................................................................................................... 13 D. Application and Submission Information.............................................................................. 14 1. Key Dates and Times..................................................................................................... 14 a. Application Start Date: 05/24/2024.......................................................................14 c. Anticipated Award Date: ........................................................................................ 15 d. Other Key Dates......................................................................................................15 2. Agreeing to Terms and Conditions of the Award.......................................................... 15 3. Address to Request Application Package...................................................................... 15 4. Requirements: Obtain a Unique Entity Identifier (UEI) and Register in the System for Award Management (SAM.gov)................................................................................... 15 5. Steps Required to Obtain a Unique Entity Identifier, Register in the System for Award Management (SAM), and Submit an Application......................................................... 16 6. Electronic Delivery........................................................................................................ 17 7. How to Register to Apply through Grants.gov.............................................................. 17 a. General Instructions: .............................................................................................. 17 b. Obtain an UEI Number: ......................................................................................... 18 c. Obtain Employer Identification Number..............................................................18 d. Create a login.gov account: .................................................................................... 18 e. Register with SAM: ................................................................................................. 18 FY 2024 PDM Grant Program NOFO 829 M FY 2024 PDM Grant Program NOFO 830 f. Register in MT eGrants.......................................................................................... 19 8. Submitting the Application in MT eGrants................................................................... 19 9. Timely Receipt Requirements and Proof of Timely Submission .................................. 20 10. Content and Form of Application Submission............................................................... 20 a. Standard Required Application Forms and Information .................................... 20 b. Program -Specific Required Forms and Information ........................................... 21 11. Other Submission Requirements.................................................................................... 21 a. Benefit -Cost Analysis (BCA) for Mitigation Projects .......................................... 21 b. NEPA Requirements for Mitigation Projects....................................................... 22 c. Acquisition Project Requirements......................................................................... 22 12. Intergovernmental Review ............................................................................................. 22 13. Funding Restrictions and Allowable Costs.................................................................... 22 a. Prohibitions on Expending FEMA Award Funds for Covered Telecommunications Equipment or Services............................................................ 23 b. Pre -Award Costs...................................................................................................... 24 c. Indirect Facilities & Administrative (F&A) Costs ............................................... 25 e. Management Costs.................................................................................................. 25 E. Application Review Information........................................................................................... 26 1. Application Evaluation Criteria..................................................................................... 26 a. Programmatic Criteria........................................................................................... 26 b. Financial Integrity Criteria.................................................................................... 26 c. Supplemental Financial Integrity Criteria and Review ....................................... 27 2. Review and Selection Process....................................................................................... 27 F. Federal Award Administration Information.......................................................................... 27 1. Notice of Award............................................................................................................. 27 2. Pass -Through Requirements.......................................................................................... 28 3. Administrative and National Policy Requirements........................................................ 28 a. DHS Standard Terms and Conditions................................................................... 28 b. Ensuring the Protection of Civil Rights................................................................ 28 c. Environmental Planning and Historic Preservation (EHP) Compliance........... 29 d. Construction Project Requirements...................................................................... 31 e. Mandatory Disclosures........................................................................................... 31 4. Reporting........................................................................................................................32 a. Financial Reporting Requirements........................................................................ 32 b. Programmatic Performance Reporting Requirements ........................................ 32 c. Closeout Reporting Requirements......................................................................... 33 d. Additional Reporting Requirements..................................................................... 34 5. Monitoring and Oversight.............................................................................................. 35 G. DHS Awarding Agency Contact Information....................................................................... 37 1. Contact and Resource Information................................................................................ 37 a. Program Office Contact.......................................................................................... 37 b. FEMA Grants News................................................................................................ 37 c. FEMA Regional Offices.......................................................................................... 37 d. Equal Rights............................................................................................................. 38 e. Environmental Planning and Historic Preservation ............................................ 38 2. Systems Information...................................................................................................... 38 FY 2024 PDM Grant Program NOFO 830 5 FY 2024 PDM Grant Program NOFO 831 a. Mitigation eGrants (MT eGrants)......................................................................... 38 b. Payment and Reporting System (PARS)............................................................... 38 H. Additional Information..........................................................................................................38 1. Termination Provisions.................................................................................................. 38 a. Noncompliance......................................................................................................... 38 b. With the Consent of the Recipient......................................................................... 39 c. Notification by the Recipient.................................................................................. 39 2. Program Evaluation....................................................................................................... 39 3. Period of Performance Extensions................................................................................. 40 4. Disability Integration..................................................................................................... 41 5. Conflicts of Interest in the Administration of Federal Awards or Subawards............... 42 6. Procurement Integrity.................................................................................................... 42 a. Important Changes to Procurement Standards in 2 C.F.R. Part 200 ................ 43 b. Competition and Conflicts of Interest................................................................... 43 c. Supply Schedules and Purchasing Programs....................................................... 45 d. Procurement Documentation................................................................................. 46 7. Financial Assistance Programs for Infrastructure............................................................. 47 a. Build America, Buy America Act.......................................................................... 47 b. Waivers..................................................................................................................... 47 c. Definitions................................................................................................................ 48 8. Record Retention........................................................................................................... 48 a. Record Retention Period......................................................................................... 48 b. Types of Records to Retain..................................................................................... 49 9. Actions to Address Noncompliance............................................................................... 49 10. Audits............................................................................................................................. 50 11. Payment Information..................................................................................................... 52 12. Whole Community Preparedness................................................................................... 52 13. Report issues of fraud, waste, abuse.............................................................................. 52 14. Extraordinary Circumstances.......................................................................................... 52 15. Inflation Reduction Act................................................................................................... 53 16. Hazard -Resistant Building Codes................................................................................... 54 AppendixA........................................................................................................................... 57 FY 2024 PDM Grant Program NOFO 831 6 A. Program Description 1. Issued By U.S. Department of Homeland Security (DHS)/Federal Emergency Management Agency (FEMA)/Resilience/Hazard Mitigation Directorate/Hazard Mitigation Assistance (HMA) Division 2. Assistance Listings Number 97.143 3. Assistance Listings Title Pre -Disaster Mitigation Grant Program 4. Funding Opportunity Title Fiscal Year 2024 Pre -Disaster Mitigation Grant Program 5. Funding Opportunity Number DHS -24 -MT -143-00-01 6. Authorizing Authority for Program Section 203 of the Robert T. Stafford Disaster Relief and Emergency Assistance Act (Stafford Act) (Pub. L. No. 100-707), amending the Disaster Relief Act of 1974 (Pub. L. No. 93-288) (42 U.S.C. § 5133). 7. Appropriation Authority for Program Department of Homeland Security Appropriations Act, 2024, Pub. L. No. 118-47, Title III Protection, Preparedness, Response, and Recovery (2024 DHS Appropriations Act) 8. Announcement Type Initial 9. Program Category Mitigation: Natural Hazards 10. Program Overview, Objectives, and Priorities a. Overview The Pre -Disaster Mitigation (PDM) Grant Program makes federal funds available to state, local, tribal, and territorial governments to plan for and implement sustainable cost-effective measures designed to reduce the risk to individuals and property from future natural hazards, while also reducing reliance on federal funding from future natural disasters. PDM has invested more than $1 billion across thousands of projects for mitigation activities throughout the country during its 20 -year history and has paved the way for the next generation of mitigation funding. PDM helped initiate an important shift in the nation's focus from planning for response and recovery to assessing risk, proactively identifying projects to mitigate risk, and strategically tackling pre -disaster community resilience initiatives. PDM has supported states, territories, tribes, and FY 2024 PDM Grant Program NOFO 832 local jurisdictions as they pursued community -wide resilience planning processes and implemented projects to reduce risk nationwide. The Fiscal Year (FY) 2024 PDM Grant Program will provide $190,568,289 in funding to projects identified in the 2024 DHS Appropriations Act's Joint Explanatory Statement UES) in the table starting on page 59 entitled "Homeland Security Community Project Funding/Congressionally Directed Spending." FEMA will provide financial assistance to eligible PDM applicants for activities in accordance with the JES accompanying the 2024 DHS Appropriations Act and as listed in Appendix A of this NOFO. The authorized projects generally include the following project types: 1) Project Scoping — process for subapplicants to develop effective mitigation alternatives based on a defined set of requirements that meet the stated purpose and need of the proposed project. The process includes activities such as identification and evaluation of technical feasibility, cost review, and cost effectiveness, as well as environmental and cultural resource considerations. 2) Hazard Mitigation Projects (construction) — cost-effective projects designed to increase resilience and public safety; reduce injuries and loss of life; and reduce damage and destruction to property, critical services, facilities, and infrastructure, (including natural systems) from a multitude of natural hazards and the effects of climate change; and 3) Management Costs — financial assistance to reimburse the recipient for eligible and reasonable indirect costs, direct administrative costs, and other administrative expenses associated with a specific mitigation measure or project in an amount up to 10 percent of the total federal amount of the grant award. There is no separate funding pool for Recipient Management Cost. b. Goals, Objectives, and Priorities PDM aims to implement projects that reduce risks posed by natural hazards and reduce future losses, by funding priority projects and activities. Priorities include risk reduction of both acute events and chronic stressors, which are either observed or expected. To achieve these goals, for FY24 PDM, the 110 identified CDS projects prioritize the following types of activities: infrastructure projects, those that mitigate risk to lifelines, and projects proposed by applicants that reduce reliance on federal disaster funding. FEMA will measure the percent of dollars invested in these priorities, which will indicate that PDM projects expect to meet the goal of reducing both risks posed by natural hazards and future losses. The objective of the FY 2024 PDM Grant Program is to fund Community Project Funding/Congressionally Directed Spending (CDS) projects for state, local, tribal, and territorial government efforts to plan for, and implement sustainable cost- effective measures designed to reduce the risk to individuals and property from future natural hazards, while also reducing reliance on federal funding from future disasters. FY 2024 PDM Grant Program NOFO 833 There are projects from 35 states, one tribe, and one territory identified for the FY 2024 PDM Grant Program. These targeted community and tribal projects focus primarily on infrastructure improvements to stormwater, drainage, sewer systems and levee systems and/or dams to build community resilience against future flooding. However, other projects focus on addressing other hazard types such as seismic activity and wildfire. Approximately 13 projects address nature -based solutions including greenways, open space, beach revitalization, climate resilience, and shoreline preservation. The priorities of the FY 2024 Pre -Disaster Mitigation Grant Program are to fund projects identified in Appendix A of this NOFO. If you are interested in applying to FEMA's other annual mitigation grant programs, like the Building Resilient Infrastructure and Communities (BRIC) program, please go to www. rg ants.gov for more information. c. Alignment to Program Purpose and the DHS and FEMA Strategic Plan The PDM Grant Program aligns with the general goal of promoting resilience and adaptation in light of current risks and the 2020-2024 DHS Strategic Plan through pursuing Goal 5: Strengthen Preparedness and Resilience. Specifically, Objective 5.1: Build a National Culture of Preparedness has several sub -objectives that the PDM Grant Program supports. PDM serves primarily to bolster Sub -Objective 5.1.1: Incentivize investments that reduce risk and increase pre -disaster mitigation, including expanding the use of insurance to manage risk through funding mitigation projects, particularly ones that reduce risk to infrastructure. Additionally, project scoping activities that PDM funds also contribute to other sub -objectives. For example, planning, partnerships, and project scoping efforts help improve awareness initiatives to encourage public action to increase preparedness (Sub -Objective 5.1.2), use lessons from past disasters and exercises to inform community investment decisions, anticipate challenges that may emerge during future disasters (Sub - Objective 5.1.3), and coordinate and guide continuity of operations activities through partnerships with government and non-government stakeholders (Sub -Objective 5.1.5). The 2022-2026 FEMA Strategic Plan outlines three bold, ambitious goals in order to position FEMA to address the increasing range and complexity of disasters, support the diversity of communities we serve, and complement the nation's growing expectations of the emergency management community. The PDM Grant Program supports Goal 2: Lead Whole of Community in Climate Resilience and Goal 3: Promote and Sustain a Ready FEMA and a Prepared Nation. 11. Performance Measures Based on the statutory requirements of Section 203 and the 2023 HMA Program and Policy Guide, FEMA has specified minimum project criteria including that Applicants must demonstrate mitigation projects are cost effective. Performance metrics for this program are as follows: • Percentage of funded projects that result in mitigation activities • Percentage of funded projects that provide an enhanced level of resilience FY 2024 PDM Grant Program NOFO 834 9 FEMA will calculate and analyze the above metrics through a review of recipient Performance Progress Reports and award monitoring to ensure that the funds are expended for their intended purpose and achieve the stated outcomes in the grant application. PDM aims to implement projects that reduce risks posed by natural hazards and reduce future losses, by funding priority projects and activities. Priorities include risk reduction of both acute events and chronic stressors, which are either observed or expected. To achieve these goals, for FY24 PDM, the 110 identified CDS projects prioritize the following types of activities: infrastructure projects, those that mitigate risk to lifelines, and projects proposed by applicants that reduce reliance on federal disaster funding. FEMA will measure the percent of dollars invested in these priorities, which will indicate that PDM projects expect to meet the goal of reducing both risks posed by natural hazards and future losses. B. Federal Award Information 1. Available Funding for the NOFO: $190,568,289 2. Projected Number of Awards: 110 3. Period of Performance: 36 months Extensions to the period of performance are allowed. For additional information on period of performance extensions, please refer to Section H of this NOFO. 4. Projected Period of Performance Start Date(s): Will vary by award; all awards must be made no later than September 30, 2024 5. Projected Period of Performance End Date(s): 36 months from date of the award unless otherwise approved by FEMA 6. Projected Budget Period(s) There will be only a single budget period with the same start and end dates as the period of performance. 7. Funding Instrument Type: Grant C. Eligibility Information 1. Eligible Applicants Only states, territories, or federally recognized tribal governments with identified projects in Appendix A of this NOFO are eligible to apply. Each state, territory, or federally recognized tribal government with a PDM project identified in Appendix A of this NOFO shall designate one agency to serve as the applicant for PDM funding. Each applicant's designated agency may submit only one PDM grant application to FEMA. Contact information for the State Hazard Mitigation Officers is provided on the FY 2024 PDM Grant Program NOFO 835 10 FEMA website. A federally recognized tribal government may apply as an applicant directly to FEMA or as a subapplicant. 2. Applicant Eligibility Criteria Eligible FY 2024 PDM grant projects were identified in the JES accompanying the 2024 DHS Appropriations Act; only those associated PDM projects are eligible to receive funding under this grant program. Those PDM projects are identified in Appendix A of this NOFO. • To be considered for funding, all applicants must submit their FY 2024 PDM grant application to FEMA via Mitigation (MT) eGrants. All applicants submitting applications must have a FEMA -approved State or Tribal (Standard or Enhanced) Mitigation Plan by the application deadline and at the time of obligation in accordance with Title 44 Code of Federal Regulations (CFR) Part 201. 3. Subawards and Beneficiaries a. Subaward allowability FY 2024 PDM subgrant projects were identified in the JES accompanying the 2024 DHS Appropriations Act; only those associated PDM projects are eligible to receive funding under this grant program. Those PDM projects are identified in Appendix A of this NOFO. • One subapplication shall be submitted for each project identified in Appendix A. • The submitted subapplication via MT eGrants must correspond to a project listed in the JES Table in Appendix A and the project must implement an activity that is consistent with the language provided in the "Project" column of the JES table. • All subapplicants submitting subapplications must have a FEMA -approved Local Hazard Mitigation Plan by the application deadline and at the time of obligation in accordance with Title 44 Code of Federal Regulations (CFR) Part 201. b. Subrecipient Eligibility Local governments, including cities, townships, counties, special district governments, and tribal governments (including federally recognized tribes who choose to apply as subapplicants) that are identified in Appendix A of this NOFO are considered subapplicants and must submit subapplications to their state/territory applicant agency. A federally recognized tribal government may apply as an applicant directly to FEMA or as a subapplicant. c. Beneficiaries or Participants This NOFO and any subsequent federal awards create no rights or causes of action for any participant or beneficiary. 4. Other Eligibility Criteria/Restrictions a. Hazard Mitigation Plan FY 2024 PDM Grant Program NOFO 836 11 All mitigation projects submitted as part of a PDM grant application must be consistent with the goals and objectives identified in a) the current, FEMA -approved State or Tribal (Standard or Enhanced) Mitigation Plan and b) the FEMA -approved Local Hazard Mitigation Plan for the jurisdiction in which the project is located. b. Environmental Planning and Historic Preservation (EHP) All activities under PDM must be in compliance with all applicable environmental planning and historic preservation (EHP) laws, regulations, executive orders, and agency policies as defined in the G. Environmental and Historic Preservation Requirements. c. General Criteria All activities under PDM must be in conformance with all applicable federal, state, tribal, and local floodplain and land use laws and regulations including 44 C.F.R. § 60.3 (floodplain management criteria). o All structure elevation, mitigation reconstruction, and dry floodproofing projects; and all projects where HMA funds are used for new construction, substantial improvement, or to address substantial damage to structures, i must meet the minimum standards of FEMA's partial implementation of the Federal Flood Risk Management Standard (FFRMS). o See Executive Order (EO) 14030, Climate -Related Financial Risk and the 2023 HMA Program and Policy Guide. PDM projects must not include duplicate activities that another federal agency or program has more specific authority to conduct. All PDM projects must be in conformance with any other criteria established by FEMA that is specific to the proposed activity. Construction activities for which ground disturbance has already been initiated or completed are not eligible for funding. Non -construction activities that have already started may not be considered for funding. However, per the Hazard Eli ig bility and Local Projects (HELP) Act (Pub. L. 117-332), FEMA may provide assistance for certain acquisition and demolition projects when implementation has already begun. In order to be eligible, the project must: (1) qualify for a categorical exclusion under NEPA; (2) be compliant with applicable floodplain management and protection of wetland regulations and criteria•, and (3) not require consultation under any other environmental or historic preservation law or regulation or involve any extraordinary circumstances. An entity seeking assistance under the HELP Act must comply with all other applicable HMA and federal requirements (see Pub. L. No. 117- 332). 'Refer to 44 CFR § 9.4 for the definitions of "new construction" and "substantial improvement;" Refer to 44 CFR § 59.1 for the definition of "substantial damage." FY 2024 PDM Grant Program NOFO 837 12 • Mitigation projects must, at a minimum, be in conformance with the latest published editions (meaning either of the two most recently published editions) of relevant consensus -based codes, specifications, and standards that incorporate the latest hazard -resistant and energy efficient designs. • Mitigation projects should account for future climate risk to the proposed project. This can be accomplished by using evidence -based, best -available climate data sets, information resources, and decision -support tools, including Federal resources, to identify current and future climate risks over the project's expected service life. Climate projections, emission scenarios, or other suitable scenario conditions should be specified based on the project's service life and applicant's risk tolerance, as appropriate and available. Applications should document how planned project design and operations are resilient to any identified current and future climate risks. (This can be used to satisfy the requirement to utilize alternative benefit -cost analysis methodology under section D.I 1.b.3.b.) • Mitigation projects should adopt nature -based solutions unless alternatives are demonstrated to be more beneficial to society, when the full range of benefits are considered, or nature -based solutions are not technically suitable for project goals. • Where technically feasible and effective, mitigation projects should use construction materials that have lower embodied greenhouse gas emissions — including lower -carbon concrete, asphalt, and steel. Embodied emissions refer to the amount of greenhouse gas (GHG) emissions associated with the extraction, production, transport, and manufacturing of material. • Where technically feasible and effective, mitigation projects should encourage designs, operations, and practices that lead to further adoption of technology, development or land use patterns, or behaviors that reduce greenhouse gas emissions within and potentially beyond extent of the project. • Mitigation projects must be technically feasible and effective. • Mitigation projects must solve a problem independently or constitute a functional portion of a long-term solution for which there is assurance that the project as a whole will be completed or there is a reasonable plan and available funding for completion. • All PDM projects must pass technical feasibility and benefit cost analysis as a standalone project; phased projects are not eligible. Mitigation projects must be cost-effective and designed to increase resilience and reduce risk of injuries, loss of life, and damage and destruction of property, including critical services and facilities. This means the project, as documented by the applicant, achieves the following goals: o Addresses a problem that has been repetitive or that poses a risk to public health and safety and improved property if left unresolved; o Satisfies applicable cost-effectiveness requirements in compliance with Office of Management and Budget (OMB) Circular A-94; o Contributes, to the extent practicable, to a long-term solution to the problem it is intended to address; and FY 2024 PDM Grant Program NOFO 838 13 o Accounts for long-term changes to the areas and entities it protects and has manageable future maintenance and modification requirements. If the mitigation project is located in a Special Flood Hazard Area (SFHA), it must meet all of the following conditions: o The project is in a jurisdiction participating in the National Flood Insurance Program (NFIP) that is not on probation, suspended, or withdrawn. o For structures remaining in the SFHA at the time of project completion, the property owner must obtain and maintain flood insurance for the life of the structure, regardless of transfer of ownership, in an amount at least equal to the project cost or to the maximum limit of coverage made available with respect to the mitigated property, whichever is less. See part 4.J.2 of the 2023 HMA Program and Policy Guide. o The project complies with Federal Flood Risk Management Standard (FFRMS) partial implementation requirements in the 2023 HMA Program and Policy Guide. Project subapplications may change to project scoping or planning should implementation of a project not be feasible at the time of award. 5. Cost Share or Match Cost share is required under this program. Federal funding is available for up to 75 percent of the eligible activity costs. The remaining 25 percent of eligible activity costs must be derived from non-federal sources. The non-federal cost share contribution is calculated based on the total cost of the proposed activity. For example, if the total cost is $400,000 and the non-federal cost share is 25 percent, then the non-federal contribution is $100,000: 25 percent of $400,000 is $100,000. Small impoverished communities are eligible for up to a 90 percent federal cost share for their mitigation planning and project subapplications in accordance with the Stafford Act. A small impoverished community must meet all of the following qualifications: • Be a community of 3,000 or fewer individuals identified by the state as a rural community that is not a remote area within the corporate boundaries of a larger city; • Be economically disadvantaged, with residents having an average per capita annual income not exceeding 80 percent of the national per capita income, based on best available data. For the most current information, go to the Bureau of Economic Analysis website at http://www.bea.gov; or the United States Census Bureau website at Census. _goy; and • Meet other criteria required by the Applicant in which the community is located. Federally recognized tribes can identify themselves as small impoverished communities if they meet the above criteria. Federally recognized tribes meeting the definition of a small impoverished community that apply to FEMA directly as Applicants are eligible for a 90 percent federal cost share for their planning and project subapplications. Recipient Management Cost subapplications are eligible for a 100 percent federal cost share. FY 2024 PDM Grant Program NOFO 839 14 Applicants and subapplicants who apply as a small impoverished community must request the federal cost share amount up to 90 percent in the Cost Share section of their planning or project subapplication(s). Applicants must certify small impoverished community status and provide documentation with the subapplication(s) to justify up to a 90 percent federal cost share. If documentation is not submitted with the subapplication, then FEMA will provide no more than 75 percent federal cost share of the total eligible costs. More detailed information is provided in Part 4, L, Cost Share, of the 2023 HMA Program and Policy Guide. D. Application and Submission Information 1. Key Dates and Times a. Application Start Date: 05/24/2024 b. Application Submission Deadline: 06/28/2024 at 5:00 PM ET All applications must be received by the established deadline. The MT eGrants System has a date stamp that indicates when an application is submitted. Applicants will receive an electronic message confirming receipt of their submission. For additional information on how an applicant will be notified of application receipt, see the subsection titled "Timely Receipt Requirements and Proof of Timely Submission" in Section D of this NOFO. FEMA will not review applications that are received after the deadline or consider these late applications for funding. FEMA may, however, extend the application deadline on request for any applicant who can demonstrate that good cause exists to justify extending the deadline. Good cause for an extension may include technical problems outside of the applicant's control that prevent submission of the application by the deadline, other exigent or emergency circumstances, or statutory requirements for FEMA to make an award. Applicants experiencing technical problems outside of their control must notify FEMA as soon as possible and before the application deadline. Failure to timely notify FEMA of the issue that prevented the timely filing of the application may preclude consideration of the award. "Timely notification" of FEMA means: prior to the application deadline and within 48 hours after the applicant became aware of the issue. A list of FEMA contacts can be found in Section G of this NOFO, "DHS Awarding Agency Contact Information." For additional assistance using the MT eGrants System, please contact the MT eGrants Service Desk at mtegrants@fema.dhs.gov. The MT eGrants Service Desk is available Monday through Friday, 9:00 AM — 6:00 PM Eastern Time (ET). For programmatic or grants management questions, please contact your Program Analyst or Grants Specialist. If applicants do not know who to contact or if there are programmatic questions or concerns, please contact the FEMA Grants Information Desk by e-mail at fema- grants-news@fema.dhs.gov OR by phone at (800) 368-6498, Monday through Friday, 9:00 AM — 5:00 PM ET. FY 2024 PDM Grant Program NOFO 840 15 c. Anticipated Award Date: No later than 08/30/2024 d. Other Key Dates Event Suggested Deadline for Completion Initial registration in SAM.gov Four weeks before actual submission deadline includes UEI issuance Obtaining a valid Employer Four weeks before actual submission deadline Identification Number EIN Creating an account with login.gov Four weeks before actual submission deadline Registering in SAM or Updating Four weeks before actual submission deadline SAM registration Registering in Grants.gov Four weeks before actual submission deadline Registering in MT eGrants Four weeks before actual submission deadline Submitting the final application in MT By the submission deadline eGrants 2. Agreeing to Terms and Conditions of the Award By submitting an application, applicants agree to comply with the requirements of this NOFO and the terms and conditions of the award, should they receive an award. 3. Address to Request Application Package Applications are completed and submitted through FEMA's MT eGrants System. Application forms and instructions are available at Grants.gov. To access these materials, go to htip://www.gra�gov. Hard copies of the NOFO can be downloaded at Grants.gov or obtained via email from the Awarding Office points of contact listed in Section G of this NOFO, "DHS Awarding Agency Contact Information" or by TTY (800) 462-7585. For a hard copy of the full NOFO, please write a request to: Gerilee Bennett Director, Hazard Mitigation Assistance Division, Hazard Mitigation Directorate Resilience Federal Emergency Management Agency 400 C Street, SW Washington, DC 20472 4. Requirements: Obtain a Unique Entity Identifier (UEI) and Register in the System for Award Management (SAM. gov Each applicant, unless they have a valid exception under 2 CFR §25.110, must: a. Be registered in Sam.Gov before application submission. b. Provide a valid UEI in its application. c. Continue to always maintain an active SAM registration with current information during the federal award process. Note: Per 2 C.F.R. § 25.300, subrecipients are NOT required to go through the full SAM registration process. First-tier subrecipients (meaning entities receiving FY 2024 PDM Grant Program NOFO 841 16 funds directly from the recipient) are only required to obtain a UEI through SAM, but they are not required to complete the full SAM registration in order to obtain a UEL Recipients may not make subawards unless the subrecipient has obtained and provided the UEI. Lower -tier subrecipients (meaning entities receiving funds passed through by a higher -tier subrecipient) are not required to have a UEI and are not required to register in SAM. Applicants are also not permitted to require subrecipients to complete a full registration in SAM beyond obtaining the UEI. 5. Steps Required to Obtain a Unique Entity Identifier, Register in the System for Award Management (SAM), and Submit an Application Applying for an award under this program is a multi -step process and requires time to complete. Applicants are encouraged to register early as the registration process can take four weeks or more to complete. Therefore, registration should be done in sufficient time to ensure it does not impact your ability to meet required submission deadlines. Please review the table above for estimated deadlines to complete each of the steps listed. Failure of an applicant to comply with any of the required steps before the deadline for submitting an application may disqualify that application from funding. To apply for an award under this program, all applicants must: a. Apply for, update, or verify their UEI number from SAM.gov and Employer Identification Number (EIN) from the Internal Revenue Service; b. In the application, provide an UEI number; c. Have an account with to _ inn. _ oovv; d. Register for, update, or verify their SAM account and ensure the account is active before submitting the application; e. Create a Grants.gov account; L Add a profile to a Grants.gov account; g. Establish an Authorized Organizational Representative (AOR) in Grants.gov; h. Register in MT eGrants; i. Submit an initial application in Grants.gov; j. Submit the final application in MT eGrants, including electronically signing applicable forms; and, k. Continue to maintain an active SAM registration with current information, including information on a recipient's immediate and highest -level owner and subsidiaries, as well on all predecessors that have been awarded a federal contract or grant within the last 3 years, if applicable, at all times during which it has an active federal award or an application or plan under consideration by a federal awarding agency. Applicants are advised that DHS may not make a federal award until the applicant has complied with all applicable SAM requirements. Therefore, an applicant's SAM registration must be active not only at the time of application, but also during the application review period and when DHS is ready to make a federal award. If an applicant's SAM registration is expired at the time of application, expires during application review, or expires any other time before the federal award, DHS may determine that the applicant is not qualified to FY 2024 PDM Grant Program NOFO 842 17 receive a federal award and use that determination as a basis for making a federal award to another applicant. Further, following a federal award, a recipient's SAM registration must remain active for the duration of the federal award. If a recipient's SAM registration expires during the period of performance of the federal award, DHS may take a remedy for noncompliance at 2 C.F.R. § 200.339, which could include terminating the federal award. Per 2 C.F.R. § 25.1 10(c)(2)(111), if an applicant is experiencing exigent circumstances that prevents it from receiving a UEI number and completing SAM registration before receiving a federal award, the applicant must notify FEMA as soon as possible by contacting [ See Section G. Contact Information] and providing the details of the circumstances that prevent completion of these requirements. If FEMA determines that there are exigent circumstances and FEMA has decided to make a federal award, the applicant will be required to obtain a UEI number, if applicable, and complete SAM registration within 30 days of the federal award date. The Standard Language for Using Grants.gov to Apply is provided to aid in fulfilling these requirements if applicable, based off of https://www. rg ants.gov/grantors/grantor-standard-langua eg html. Specific instructions on how to apply for, update, or verify a UEI number or SAM registration or establish an AOR are included below in the steps for applying through https://www. rg ants.ggv/. 6. Electronic Delivery DHS is participating in the Grants.gov initiative to provide the grant community with a single site to find and apply for grant funding opportunities. DHS encourages or requires applicants to submit their applications online through Grants.gov, depending on the funding opportunity. For this funding opportunity, FEMA requires applicants to submit applications through MT eGrants. 7. How to Register to Apply through Grants.gov a. General Instructions: Registering and applying for an award under this program is a multi -step process and requires time to complete. Read the instructions below about registering to apply for FEMA funds. Applicants should read the registration instructions carefully and prepare the information requested before beginning the registration process. Reviewing and assembling the required information before beginning the registration process will alleviate last-minute searches for required information. The registration process can take up to four weeks to complete. To ensure an application meets the deadline, applicants are advised to start the required steps well in advance of their submission. Organizations must have an UEI number, an EIN, an active SAM registration and Grants.gov account to apply for a federal award under this funding opportunity. FY 2024 PDM Grant Program NOFO 843 Organizations must also have a Grants.gov account to apply for an award under this program. Creating a Grants.gov account can be completed online in minutes, but UEI and SAM registrations may take several weeks. Therefore, an organization's registration should be done in sufficient time to ensure it does not impact the entity's ability to meet required application submission deadlines. Complete organization instructions can be found on Grants.gov here: https:Happly07. grants. gov/help/html/help/Register/OrganizationRegistration.htm b. Obtain an UEI Number: All entities applying for funding, including renewal funding, must have a UEI number. Applicants must enter the UEI number in the applicable data entry field on the SF -424 form. For more detailed instructions for obtaining a UEI number, refer to: SAM.gov c. Obtain Employer Identification Number All entities applying for funding must provide an Employer Identification Number (EIN). The EIN can be obtained from the IRS by visiting: https://www.irs. gov/businesses/small-businesses-self-employed/apply-for-an- employer-identification-number-ein-online. d. Create a login.gov account: Applicants must have a login.gov account in order to register with SAM or update their SAM registration. Applicants can create a login.gov account here: https:Hsecure.login. og v/sign up/enter _email?request_id=34f19fa8-14a2-438c-8323- a62b99571fd3. Applicants only have to create a login.gov account once. For applicants that are existing SAM users, use the same email address for the login.gov account as with SAM.gov so that the two accounts can be linked. For more information on the login.gov requirements for SAM registration, refer to: https://www.sam.gov/SAM/pages/public/loginFAQ.isf. e. Register with SAM: All applicants applying online through Grants.gov must register with SAM. Failure to register with SAM will prevent an applicant from completing the application in Grants.gov. SAM registration must be renewed annually. Organizations will be issued a UEI number with the completed SAM registration. For more detailed instructions for registering with SAM, refer to https://gpply07.,er� og v/help/html/help/Register/RegisterWithSAM.htm Note: Per 2 C.F.R. § 25.200, applicants must also provide the applicant's immediate and highest -level owner, subsidiaries, and predecessors that have been awarded federal contracts or federal financial assistance within the last three years, if applicable. FY 2024 PDM Grant Program NOFO 844 19 I. ADDITIONAL SAM REMINDERS Existing SAM.gov account holders should check their account to make sure it is "ACTIVE." SAM registration should be completed at the very beginning of the application period and should be renewed annually to avoid being "INACTIVE." Please allow plenty of time before the grant application submission deadline to obtain an UEI number and then to register in SAM. It may be four weeks or more after an applicant submits the SAM registration before the registration is active in SAM, and then it may be an additional 24 hours before FEMA's system recognizes the information. It is imperative that the information applicants provide is correct and current. Please ensure that your organization's name, address, and EIN are up to date in SAM and that the UEI number used in SAM is the same one used to apply for all other FEMA awards. Payment under any FEMA award is contingent on the recipient's having a current SAM registration. 11. HELP WITH SAM The SAM quick start guide for new recipient registration and SAM video tutorial for new applicants are tools created by the General Services Administration (GSA) to assist those registering with SAM. If applicants have questions or concerns about a SAM registration, please contact the Federal Support Desk at hLtps://www.fsd.gov/fsd-gov/home.do or call toll free (866) 606-8220. L Register in MT eGrants Applicants must register in MT eGrants. For more information, see https://www. fema. gov/sites/default/files/2020-08/fema_mt-egrants-frequently-asked- questions_support_document March_2018.pd£ 8. Submitting the Application in MT eGrants Subapplicants must create project subapplications and submit them to their applicant organization. Subapplicants should contact their applicant agency for information specific to their state's application process. Contact information for the State Hazard Mitigation Officers is provided on the FEMA website at htlps://www.fema.gov/state-hazard-mitigation-officers. If a subapplicant does not use FEMA's grant application system to submit project subapplications to the applicant, then the applicant must enter the subapplication(s) into MT eGrants on the subapplicant's behalf. Applicants must review and approve subapplications submitted by their subapplicants. Applicants must create a PDM grant application and approve the subapplications. The approved project and management costs subapplications may then be submitted and added to the application by the applicant and/or subapplicants. Applicants will be prompted to submit the standard application information and any program -specific information required as described in Section D.I I of this NOFO, "Content and Form of Application Submission." The Standard Forms (SF) may be accessed in the Forms tab under the SF -424 family on Grants.gov. Applicants should FY 2024 PDM Grant Program NOFO 845 911 review these forms before applying to ensure they have all the information required. After submitting the final application, MT eGrants will provide either an error message or a successfully received transmission in the form of an email sent to the user that submitted the application. Applicants using slow internet connections, such as dial-up connections, should be aware that transmission can take some time before MT eGrants receives your application. For additional application submission requirements, including program -specific requirements, please refer to the subsection titled "Content and Form of Application Submission" under Section D of this NOFO. 9. Timely Receipt Requirements and Proof of Timely Submission All applications must be received by the application submission deadline in Section D above. MT eGrants automatically records proof of timely submission and the system generates an electronic date/time stamp when MT eGrants successfully receives the application. The applicants who submit the PDM grant applications prior to the submission deadline will receive a confirmation message, including the assigned PDM application number in FEMA's grant application system (e.g., PDM -0I -MA -2017). In addition, once FEMA receives and delegates the PDM grant application to begin the review process, FEMA's grant application system will automatically send an email message to the Point(s) of Contact (POC) identified in the grant application. Applicants who experience system -related issues will be addressed until 3:00 PM ET on the date applications are due. No new system -related issues will be addressed after this deadline. Applications not received by the application submission deadline will not be accepted. 10. Content and Form of Application Submission a. Standard Required Application Forms and Information The following forms or information are required to be submitted via MT eGrants. The Standard Forms (SF) are available at https://www.,-ra�nts.gov/web/grants/forms/sf- 424-family.html. Applicants may require their subapplicants to complete and attach the grant application and/or Assurance and Certifications forms to their subapplications in MT eGrants. Subapplicants should contact their applicant agency for information specific to their state/tribe/territory's application process. Contact information for the State Hazard Mitigation Officers is provided on the FEMA website at https://www.fema.aov/arants/mitigation/state-contacts. i. GRANTs.Gov SF -424, Application for Federal Assistance, initial application submitted through Grants.gov Grants.gov Lobbying Form, Certification Regarding Lobbying, submitted through Grants.gov FY 2024 PDM Grant Program NOFO 846 21 11. MT EGRANTS SF -424A, Budget Information (Non -Construction), submitted via the forms generated by MT eGrants. o For construction under an award, submit SF -424C, Budget Information (Construction), submitted via the forms generated by MT eGrants, in addition to or instead of SF -424A SF -424B, Standard Assurances (Non -Construction), submitted via the forms generated by MT eGrants o For construction under an award, submit SF -424D, Standard Assurances (Construction), submitted via the forms generated by MT eGrants, in addition to or instead of SF -424B SF -LLL, Disclosure of Lobbying Activities, submitted via the forms generated by MT eGrants Generally, applicants have to submit either the non -construction forms (i.e., SF - 424A and SF -42413) or construction forms (i.e., SF -424C and SF -424D), meaning that applicants that only have construction work and do not have any non - construction work need only submit the construction forms (i.e., SF -424C and SF - 424D) and not the non -construction forms (i.e., SF -424A and SF -42413), and vice versa. However, applicants who have both construction and non -construction work under this program need to submit both the construction and non - construction forms. b. Program -Specific Required Forms and Information The following program -specific forms or information are required to be submitted in MT eGrants: Indirect Cost Agreement or Proposal, submitted as an attachment if the budget includes indirect costs and the applicant is required to have an indirect cost rate agreement or proposal. If the applicant does not have or is not required to have an indirect cost rate agreement or proposal, please see Section D.13 of this NOFO, "Funding Restrictions and Allowable Costs," for further information regarding allowability of indirect costs and whether alternatives to an indirect cost rate agreement or proposal might be available or contact the relevant FEMA staff identified in Section G of this NOFO, "DHS Awarding Agency Contact Information" for further instructions. 11. Other Submission Requirements a. Benefit -Cost Analysis (BCA) for Mitigation Projects Applicants and subapplicants applying for mitigation projects must provide a BCA or other documentation that validates cost-effectiveness. FEMA will provide assistance to all applicants and subapplicants with completing their BCA. Through the development of the BCA Toolkit, FEMA created a standardized methodology, specific to mitigation activities, to ensure consistency across applicant and subapplicant benefit cost analyses. In addition to the BCA Toolkit, FEMA provides several streamlined methodologies to demonstrate cost-effectiveness; applicants and FY 2024 PDM Grant Program NOFO 847 22 subapplicants should use one of the three standard approaches. In no case will FEMA award a hazard mitigation project that is not cost-effective. Further details on hazard mitigation project cost-effectiveness can be found in the 2023 HMA Program and Policy Guide, Part 5. Cost -Effectiveness or the Benefit -Cost Analysis webpage. b. NEPA Requirements for Mitigation Projects Applicants and subapplicants applying for hazard mitigation projects must provide information needed to comply with the National Environmental Policy Act (NEPA) (42 U.S.C. §§ 4321-4370h) and the related Department of Homeland Security and FEMA instructions and directives: DHS Directive 023-01, DHS Instruction Manual 023-01-001-01, FEMA Directive 108-1, and FEMA Instruction 108-1-1. The required information is included in the subapplication in eGrants. EHP Job Aids and Supplements are available on the following webpages: Environmental & Historic Preservation Guidance for FEMA Grant Applications I FEMA.gov and Hazard Mitigation Assistance Job Aids I FEMA.gov c. Acquisition Project Requirements Subrecipients must apply deed -restriction language to all acquired properties to ensure that the property is maintained in perpetuity as open space consistent with natural floodplain functions and allowable uses and structures authorized under 44 C.F.R. Part 80, as agreed to by their accepting FEMA mitigation award funding. Deed -restriction language is applied to acquired properties by recording the open space and deed restrictions with the deed for the property. Subrecipients, as well as recipients and FEMA, are responsible for enforcing open space restrictions. 12. Intergovernmental Review An intergovernmental review may be required. Applicants must contact their state's Single Point of Contact (SPDC) to comply with the state's process under Executive Order 12372 (See https://www.archives.gov/federal-register/codification/executive-order/12372.html; Intergovernmental Review (SPDC List) (whitehouse.gov) 13. Funding Restrictions and Allowable Costs All costs charged to federal awards (including both federal funding and any non-federal matching or cost sharing funds) must comply with applicable statutes, rules and regulations, and policies, this NOFO, and the terms and conditions of the federal award. They must also comply with the Uniform Administrative Requirements, Cost Principles, and Audit Requirements at 2 C.F.R. Part 200 unless otherwise indicated in the NOFO or the terms and conditions of the federal award. This includes, among other requirements, that costs must be incurred and products and services must be delivered within the budget period. 2 C.F.R. § 200.403(h). The following identifies a list of activities for which a recipient may not use federal funds and any cost sharing or matching funds under federal awards: Matching or cost sharing requirements for other federal grants and cooperative agreements (see 2 C.F.R. § 200.306) Lobbying or other prohibited activities under 18 U.S.C. § 1913 or 2 C.F.R. § 200.450 FY 2024 PDM Grant Program NOFO 848 23 Prosecuting claims against the federal government or any other government entity (see 2 C.F.R. § 200.435) See subsections below for information on any other funding restrictions. a. Prohibitions on Expending FEMA Award Funds for Covered Telecommunications Equipment or Services Recipients, subrecipients, and their contractors must comply with the prohibitions set forth in Section 889 of the John S. McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. No. 115-232 (2018) (FY 2019 NDAA) and 2 C.F.R. §§ 200.216, 200.327, 200.471, and Appendix II to 2 C.F.R. Part 200. The FY 2019 NDAA and these regulations, as they apply to recipients, subrecipients, and their contractors and subcontractors, provide for two distinct prohibitions: (1) prevent the use of federal award funds to procure or obtain covered telecommunications equipment or services; and (2) prevent the use of federal award funds to contract with an entity that uses such covered telecommunications equipment or services. Guidance is available at FEMA Policy #405-143-1 - Prohibitions on Expending FEMA Award Funds for Covered Telecommunications Equipment or Services Additional guidance is available at Contract Provisions Guide: Navigating Appendix II to Part 200 - Contract Provisions for Non -Federal Entity Contracts Under Federal Awards (fema.gov). FEMA recipients and subrecipients may not use any FEMA funds under open or new awards to: Procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; Enter into, extend, or renew a contract to procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; or Enter into, extend, or renew contracts with entities that use covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. I. REPLACEMENT EQUIPMENT AND SERVICES FEMA grant funding may be permitted to procure replacement equipment and services impacted by this prohibition, provided the costs are otherwise consistent with the requirements of the NOFO. II. DEFINITIONS Per section 889(f)(2)-(3) of the FY 2019 NDAA and 2 C.F.R. § 200.216, covered telecommunications equipment or services means: i. Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation, (or any subsidiary or affiliate of such entities); FY 2024 PDM Grant Program NOFO 849 24 ii. For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); iii. Telecommunications or video surveillance services provided by such entities or using such equipment; or iv. Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the People's Republic of China. Examples of the types of products covered by this prohibition include phones, internet, video surveillance, and cloud servers when produced, provided, or used by the entities listed in the definition of "covered telecommunications equipment or services." See 2 C.F.R. § 200.471. b. Pre -Award Costs Pre -award costs directly related to developing the PDM grant application or subapplication that are incurred prior to the date of the grant award are allowed subject to FEMA's approval at time of award. Such costs may have been incurred prior to application submission, for example gathering NEPA data or developing a BCA (see Section D, Application and Submission Information, of this NOFO), preparing design specifications, or conducting workshops or meetings related to development and submission of subapplications. To be eligible for PDM funding, pre -award costs must be identified as separate line items in the cost estimate of the subapplication. Applicants and subapplicants may identify such pre -award costs as their non-federal cost share. Pre -award costs may be cost shared or applicants and subapplicants may identify them as their non-federal cost share (see Cost Share or Match subsection in Section C, Eligibility Information, of this NOFO). Costs associated with implementation of proposed projects in the submitted subapplication that are incurred prior to the date of the grant award are not allowed. Mitigation activities initiated or completed prior to the date of the grant award are not eligible. Applicants and subapplicants who are not awarded grants or subgrants (awards/subawards) will not receive reimbursement for the corresponding pre -award costs. FY 2024 PDM Grant Program NOFO 850 25 c. Indirect Facilities & Administrative (F&A) Costs Indirect (F&A) costs (IDC) means those costs incurred for a common or joint purpose benefitting more than one cost objective and not readily assignable to the cost objectives specifically benefitted, without effort disproportionate to the results achieved. IDC are allowable by the recipient [and subrecipients] as described in 2 C.F.R. Part 200, including 2 C.F.R. § 200.414. Applicants with a current negotiated IDC rate agreement who desire to charge indirect costs to a federal award must provide a copy of their IDC rate agreement with their applications. Not all applicants are required to have a current negotiated IDC rate agreement. Applicants that are not required to have a negotiated IDC rate agreement but are required to develop an IDC rate proposal must provide a copy of their proposal with their applications. Applicants who do not have a current negotiated IDC rate agreement (including a provisional rate) and wish to charge the de minimis rate must reach out to FEMA for further instructions. Applicants who wish to use a cost allocation plan in lieu of an IDC rate proposal must reach out to the FEMA Point of Contact for further instructions. As it relates to the IDC for subrccipients, a recipient must follow the requirements of 2 C.F.R. §§ 200.332 and 200.414 in approving the IDC rate for subawards. e. Management Costs M&A activities, also referred to as management costs, are those defined as directly relating to the M&A of PDM Grant Program funds, such as financial management and monitoring. A maximum of up to ten percent of the total federal award amount may be used by the recipient for M&A purposes associated with the award. Subrecipients may separately use up to five percent of the project award funds for M&A purposes associated with the award and must include those costs as a separate line item within the project budget. M&A costs are any indirect costs, any direct administrative costs, and other administrative expenses that are reasonably incurred in administering an award or subaward. Applicant and subapplicant management cost activities directly related to the implementation of the PDM Grant Program, such as subapplication development, geocoding mitigation projects, delivery of technical assistance, or managing awards and staff salary costs, are eligible for PDM funding in accordance with the 2023 HMA Program and Policy Guide. Applicants may apply for Recipient Management Costs of up to ten percent of the total federal share of each project subaward to manage that specific project. If the applicant would like to apply for Recipient Management Costs, it must be deducted from the subrecipient's JES amount, up to ten percent per subapplication. The recipient must report on the Recipient Management Costs per 2 CFR 200 and the 2023 HMA Program and Policy Guide. Funding appropriated for one project may only be used for that project. Applicant requests for Recipient Management Costs must be submitted in a separate management costs subgrant application in FEMA's grant application system. Recipient Management Costs are 100 percent federally funded. FY 2024 PDM Grant Program NOFO 851 26 Subapplicants may include Subapplicant management costs of up to five percent of the total of their planning or project subapplication to manage the proposed activity. Subapplicant management cost activities must be added to the Scope of Work section and reflected in the Cost Estimate section of subgrant applications in FEMA's grant application system. Subapplicant management costs must be funded at the project cost share of up to 75% federal share and 25% local share for most projects, or 90% federal and 10% cost share for tribal and small impoverished community projects. Management costs are only awarded in conjunction with awarded project, project scoping or planning subapplications. Applicants and subapplicants who do not receive awards/subawards for any planning, advance assistance or project subapplications will not receive reimbursement for management costs (see the Review and Selection Process subsection in Section E of this NOFO). M&A are not operational costs but are necessary costs incurred in direct support of the federal award or as a consequence of it, such as travel, meeting -related expenses, and salaries of full/part-time staff in direct support of the program. As such, M&A costs can be itemized in financial reports. E. Application Review Information 1. Application Evaluation Criteria a. Programmatic Criteria Applications will be reviewed to ensure completeness, adherence to programmatic guidelines, and cost allowability. b. Financial Integrity Criteria Prior to making a federal award, FEMA is required by 31 U.S.C. § 3354, as enacted by the Payment Integrity Information Act of 2019, Pub. L. No. 116-117 (2020); 41 U.S.C. § 2313; and 2 C.F.R. § 200.206 to review information available through any Office of Management and Budget (OMB) -designated repositories of governmentwide eligibility qualification or financial integrity information, including whether SAM.gov identifies the applicant as being excluded from receiving federal awards or is flagged for any integrity record submission. FEMA may also pose additional questions to the applicant to aid in conducting the pre -award risk review. Therefore, application evaluation criteria may include the following risk-based considerations of the applicant: i. Financial stability. ii. Quality of management systems and ability to meet management standards. iii. History of performance in managing federal award. iv. Reports and findings from audits. v. Ability to effectively implement statutory, regulatory, or other requirements. FY 2024 PDM Grant Program NOFO 852 27 c. Supplemental Financial Integrity Criteria and Review Prior to making a federal award where the anticipated total federal share will be greater than the simplified acquisition threshold, currently $250,000: i. FEMA is required by 41 U.S.C. § 2313 and 2 C.F.R. § 200.206(a)(2) to review and consider any information about the applicant, including information on the applicant's immediate and highest -level owner, subsidiaries, and predecessors, if applicable, that is in the designated integrity and performance system accessible through the System for Award Management (SAM), which is currently the Federal Awardee Performance and Integrity Information System (FAPIIS). ii. An applicant, at its option, may review information in FAPIIS and comment on any information about itself that a federal awarding agency previously entered. iii. FEMA will consider any comments by the applicant, in addition to the other information in FAPIIS, in making a judgment about the applicant's integrity, business ethics, and record of performance under federal awards when completing the review of risk posed by applicants as described in 2 C.F.R. § 200.206. 2. Review and Selection Process FEMA will review subapplications submitted by each applicant to ensure compliance with federal laws and regulation, the HMA Guidance and this NOFO. This includes eligibility of the applicant and subapplicant, eligibility of proposed activities and costs, completeness of the subapplication, cost-effectiveness and engineering feasibility of mitigation projects, eligibility and availability of the non-federal cost share, and alignment with approved State Mitigation Plan and Local and/or Tribal Hazard Mitigation Plan for mitigation projects. The deadline to respond to any final Request For Information (RFI) is August 1, 2024. Subapplicants must submit a formal withdrawal letter for any project not advancing in the awarding process. For more detailed information, see Part 6, Application and Submission Information, of the 2023 HMA Program and Policy Guide. FEMA will work with applicants and Subapplicants to get projects as close to eligible as possible, however, appeals will not be allowed or approved. F. Federal Award Administration Information 1. Notice of Award Before accepting the award, the AOR and recipient should carefully read the award package. The award package includes instructions on administering the grant award and the terms and conditions associated with responsibilities under federal awards. Recipients must accept all conditions in this NOFO as well as any specific terms and conditions in the Notice of Award to receive an award under this program. FEMA will provide the federal award package to the applicant electronically via MT eGrants. Award packages include an Award Letter, Summary Award Memo, Agreement Articles, and Obligating Document. An email notification of the award package will be sent through MT eGrants. FY 2024 PDM Grant Program NOFO 853 W. Notification of award approval is made through the MT eGrants system through an automatic electronic mail to the recipient's authorized official listed in the initial application. The recipient should follow the directions in the notification to confirm acceptance of the award. Recipients must accept their awards no later than 60 days from the award date. The recipient shall notify FEMA of its intent to accept and proceed with work under the award or provide a notice of intent to decline through the MT eGrants system. For instructions on how to accept or decline an award in the MT eGrants system, please see the MT eGrants System Applicant Quick Reference Guide, which is available at fema_mt-e agr nts-system-reference-guide-for- recipients_ support_ document March 2018.pdf along with other MT eGrants materials. Funds will remain on hold until the recipient accepts the award through the MT eGrants system and all other conditions of the award have been satisfied or until the award is otherwise rescinded. Failure to accept a grant award within the 60 -day timeframe may result in a loss of funds. 2. Pass -Through Requirements Awards made to the State Awarding Agency (SAA) must be passed through to the entities identified in Appendix A of this NOFO. 3. Administrative and National Policy Requirements In addition to the requirements of in this section and in this NOFO, FEMA may place specific terms and conditions on individual awards in accordance with 2 C.F.R. Part 200. a. DHS Standard Terms and Conditions All successful applicants for DHS grant and cooperative agreements are required to comply with DHS Standard Terms and Conditions, which are available online at: DHS Standard Terms and Conditions. The applicable DHS Standard Terms and Conditions will be those in effect at the time the award was made. What terms and conditions will apply for the award will be clearly stated in the award package at the time of award. b. Ensuring the Protection of Civil Rights As the Nation works towards achieving the National Preparedness Goal, it is important to continue to protect the civil rights of individuals. Recipients and subrecipients must carry out their programs and activities, including those related to the building, sustainment, and delivery of core capabilities, in a manner that respects and ensures the protection of civil rights for protected populations. Federal civil rights statutes, such as Section 504 of the Rehabilitation Act of 1973 and Title VI of the Civil Rights Act of 1964, along with DHS and FEMA regulations, prohibit discrimination on the basis of race, color, national origin, sex, religion, age, disability, limited English proficiency, or economic status in connection with programs and activities receiving federal financial assistance from FEMA, as applicable. FY 2024 PDM Grant Program NOFO 854 c The DHS Standard Terms and Conditions include a fuller list of the civil rights provisions that apply to recipients. These terms and conditions can be found in the DHS Standard Terms and Conditions. Additional information on civil rights provisions is available at https://www.fema.gov/about/offices/equal-rights/civil- rights. Monitoring and oversight requirements in connection with recipient compliance with federal civil rights laws are also authorized pursuant to 44 C.F.R. Part 7 or other applicable regulations. In accordance with civil rights laws and regulations, recipients and subrecipients must ensure the consistent and systematic fair, just, and impartial treatment of all individuals, including individuals who belong to underserved communities that have been denied such treatment. c. Environmental Planning and Historic Preservation (EHP) Compliance As a federal agency, FEMA is required to consider the effects of its actions on the environment and historic properties to ensure that all activities and programs funded by FEMA, including grant -funded projects, comply with federal EHP laws, Executive Orders, regulations, and policies, as applicable. Recipients and subrecipients proposing projects that have the potential to impact the environment, including, but not limited to, the construction of communication towers, modification or renovation of existing buildings, structures, and facilities, or new construction including replacement of facilities, must participate in the FEMA EHP review process. The EHP review process involves the submission of a detailed project description along with any supporting documentation requested by FEMA in order to determine whether the proposed project has the potential to impact environmental resources including, but not limited to, threatened or endangered species and historic properties; and identify mitigation measures and/or alternative courses of action that may lessen any impact to those resources. In some cases, FEMA is also required to consult with other regulatory agencies and the public in order to complete the review process. Federal law requires EHP review to be completed before federal funds are released to carry out proposed projects. FEMA may not be able to fund projects that are not in compliance with applicable EHP laws, Executive Orders, regulations, and policies. FEMA may recommend mitigation measures and/or alternative courses of action to lessen any impact to environmental resources and bring the project into compliance with EHP requirements. Guidance on the EHP process is found at Environmental Planning and Historic Preservation. The site contains links to various documents including those identifying agency EHP responsibilities and program requirements, such as implementation of the National Environmental Policy Act and other EHP laws, regulations, and FY 2024 PDM Grant Program NOFO 855 30 Executive Orders. DHS and FEMA EHP policy is also found in the EHP Directive Instruction. All FEMA actions, including grant -funded actions, must comply with National Flood Insurance Program criteria or any more restrictive federal, state, or local floodplain management standards or building code (44 CFR § 9.11(d)(6)). All FEMA -funded non-critical actions in 1% annual chance floodplains (also known as 100 -year floodplains) that involve structure elevation, mitigation reconstruction, dry floodproofing, new construction, repair of substantial damage or substantial improvement of structures must be elevated or floodproofed, at a minimum, to the lower of: Two feet above the 1% annual chance flood elevation (also known as the base flood elevation), in accordance with the Federal Flood Risk Management Standard (FFRMS) "Freeboard Value Approach" (FVA); or The 0.2% annual chance flood elevation. Where 0.2% annual chance flood elevations are not available, such actions must be elevated to at least two feet above the 1% annual chance flood elevation. All FEMA -funded critical actions in 1% annual chance floodplains or 0.2% annual chance floodplains (also known as 500 -year floodplains) that involve structure elevation, mitigation reconstruction, dry floodproofing, new construction, repair of substantial damage or substantial improvement of structures must be elevated, at a minimum, to the higher of: • Three feet above the 1% annual chance flood elevation; or The 0.2% annual chance flood elevation. Where 0.2% annual chance flood elevations are not available, such actions must be elevated to at least three feet above the 1% annual chance flood elevation. See Executive Order 11988, Floodplain Management, as amended by Executive Order 13690, Establishing a Federal Flood Risk Management Standard and a Process for Further Soliciting and Considering Stakeholder Input, and the 2023 HMA Program and Policy Guide. Individual FEMA programs have separate procedures to conduct and document EHP review. Guidance for individual grant programs is available from applicable program offices. Presidential EO 11988: Floodplain Management and EO 11990: Protection of Wetlands require that all federal actions in or affecting the floodplain or wetlands be reviewed for opportunities to relocate, and be evaluated for social, economic, historical, environmental, legal and safety considerations. FEMA's regulations at 44 C.F.R. Part 9 implement the EOs and require an 8 -step review process if a proposed action is located in a floodplain or wetland consistent with 44 C.F.R. § 9.6. The regulation also requires that the federal agency provide public notice of the proposed action at the earliest possible time to provide the opportunity for public involvement FY 2024 PDM Grant Program NOFO 856 31 in the decision-making process (44 C.F.R. § 9.8). Where there is no opportunity to relocate the federal action, FEMA is required to undertake a detailed review to determine what measures can be taken to minimize future damages to the floodplain or wetland. Through this NOFO, FEMA is giving notice of projects that may be funded under the PDM program, consistent with the requirements of Section 9.8. The public is invited to participate in the process of identifying alternatives to locating a proposed project in the floodplain or wetland and analyzing the impacts of the alternatives on the floodplain or wetland. Comments may be provided by emailing fema-oehp- nofoquestionskfema.dhs.gov within 15 days of its issuance. While analyzing alternatives, FEMA may determine there are no practicable alternatives to carrying out the proposed work within the floodplain or wetland. Relocating facilities may not be practicable and could adversely impact affected communities socially and economically. In addition, no alternative actions may be practicable that serve the same purpose and have less potential to affect or be affected by the floodplain. The no action option would not be appropriate as it would fail to meet the purpose and need of the community. In the course of developing project proposals, subsequent public notices will be published, if necessary, as more specific information becomes available. d. Construction Project Requirements Acceptance of federal funding requires FEMA, the recipient, and any subrecipients to comply with all federal, state, and local laws and regulations prior to the start of any construction activity. Failure to obtain all appropriate federal, state, and local environmental permits and clearances may jeopardize federal funding. Also: a. Any change to the approved scope of work will require re-evaluation by FEMA for recipient and subrecipient compliance with the NEPA and other laws, regulations and executive orders. b. If ground -disturbing activities occur during construction, the recipient and any subrecipients must ensure monitoring of ground disturbance, and if any potential archaeological resources are discovered, the subrecipient will immediately cease construction in that area and notify the recipient and FEMA. c. In compliance with 42 U.S.C. 4012a(a), when financial assistance is approved for acquisition or construction purposes within the SFHA, for structures in the SFHA at the time of project completion, flood insurance shall be maintained for the life of the property regardless of transfer of ownership for any properties. e. Mandatory Disclosures The non -Federal entity or applicant for a Federal award must disclose, in a timely manner, in writing to the Federal awarding agency or pass-through entity all violations of Federal criminal law involving fraud, bribery, or gratuity violations potentially affecting the Federal award. (2CFR 200.113) Please note applicants and recipients may report issues of fraud, waste, abuse, and mismanagement, or other criminal or noncriminal misconduct to the Office of FY 2024 PDM Grant Program NOFO 857 32 Inspector General (OIG) Hotline. The toll-free numbers to call are 1 (800) 323-8603, and TTY 1 (844) 889-4357. 4. Reporting Recipients are required to submit various financial and programmatic reports as a condition of award acceptance. Future awards and funds drawdown may be withheld if these reports are delinquent. a. Financial Reporting Requirements I. FEDERAL FINANCIAL REPORT (FFR) Recipients must report obligations and expenditures through the FFR form (SF - 425) to FEMA. Recipients may review the Federal Financial Reporting Form (FFR) (SF -425) at hLtps:Hgp]2ly07.grants.gov/gpply/fortns/sgMple/SF425-V1.O.pdf Recipients must file the FFR electronically using the Payment and Reporting Systems (PARS). ll. FFR REPORTING PERIODS AND DUE DATES An FFR must be submitted quarterly throughout the POP, including partial calendar quarters, as well as in periods where no grant award activity occurs. The final FFR is due within 120 calendar days after the end of the POP. Future awards and fund drawdowns may be withheld if these reports are delinquent, demonstrate lack of progress, or are insufficient in detail. Except for the final FFR due at 120 days after the end of the POP for purposes of closeout, the following reporting periods and due dates apply for the FFR: Reporting Period ReportDate October 1 — December 31 January 30 January 1 — March 31 April 30 April 1 — June 30 July 30 July 1— September 30 October 30 b. Programmatic Performance Reporting Requirements I. PERFORMANCE PROGRESS REPORT (PPR) In addition to the FFR reports, Recipients must report on the progress of the grant on a quarterly basis to DHS/FEMA using the Quarterly Performance Report (QPR) in MT eGrants. The QPRs must be submitted electronically in FEMA's grant application system quarterly throughout the POP, including partial calendar quarters, as well as for periods where no grant award activity occurs. Reports are FY 2024 PDM Grant Program NOFO 858 33 due within 30 days from the end of the first federal quarter following the initial grant award and thereafter until the grant ends. c. Closeout Reporting Requirements I. CLOSEOUT REPORTING Within 120 calendar days after the end of the period of performance for the prime award or after an amendment has been issued to close out an award before the original POP ends, recipients must liquidate all financial obligations and must submit the following: i. The final request for payment, if applicable. ii. The final FFR (SF -425). iii. The final progress report detailing all accomplishments, including a narrative summary of the impact of those accomplishments throughout the period of performance. If applicable The recipient must include with the final progress report an inventory of all construction projects. iv. Other documents required by this NOFO, terms and conditions of the award, or other FEMA guidance. If the final FFR and performance report periods coincide with the end of the period of performance, FEMA has discretion under 2 C.F.R. Part 200 to waive the last quarterly/semiannual/annual reports and only require the final FFR and performance report for closeout purposes. The recipient is responsible for returning any balances of unobligated or unliquidated funds that have been drawn down that are not authorized to be retained per 2 C.F.R. § 200.344(d). In addition, pass-through entities are responsible for closing out their subawards as described in 2 C.F.R. § 200.344; subrecipients are still required to submit closeout materials within 90 calendar days of the period of performance end date. When a subrecipient completes all closeout requirements, pass-through entities must promptly complete all closeout actions for subawards in time for the recipient to submit all necessary documentation and information to FEMA during the closeout of the prime award. After the prime award closeout reports have been reviewed and approved by FEMA, a closeout notice will be completed to close out the grant. The notice will indicate the period of performance as closed, list any remaining funds that will be deobligated, and address the requirement of maintaining the grant records for at least three years from the date of the final FFR. The record retention period may be longer, such as due to an audit or litigation, for equipment or real property used beyond the period of performance, or due to other circumstances outlined in 2 C.F.R. § 200.334. The recipient is responsible for refunding to FEMA any balances of unobligated cash that FEMA paid that are not authorized to be retained per 2 C.F.R. § 200.344(d). FY 2024 PDM Grant Program NOFO 859 34 11. ADMINISTRATIVE CLOSEOUT Administrative closeout is a mechanism for FEMA to unilaterally move forward with closeout of an award using available award information in lieu of final reports from the recipient per 2 C.F.R. § 200.344(h) -(i). It is a last resort available to FEMA, and if FEMA needs to administratively close an award, this may negatively impact a recipient's ability to obtain future funding. This mechanism can also require FEMA to make cash or cost adjustments and ineligible cost determinations based on the information it has, which may result in identifying a debt owed to FEMA by the recipient. When a recipient is not responsive to FEMA's reasonable efforts to collect required reports needed to complete the standard closeout process, FEMA is required under 2 C.F.R. § 200.344(h) to start the administrative closeout process within the regulatory timeframe. FEMA will make at least three written attempts to collect required reports before initiating administrative closeout. If the recipient does not submit all required reports in accordance with 2 C.F.R. § 200.344, this NOFO, and the terms and conditions of the award, FEMA must proceed to administratively close the award with the information available within one year of the period of performance end date. Additionally, if the recipient does not submit all required reports within one year of the period of performance end date, per 2 C.F.R. § 200.344(1), FEMA must report in Contracting Performance Assessment Reporting System (CPARS) the recipient's material failure to comply with the terms and conditions of the award. If FEMA administratively closes an award where no final FFR has been submitted, FEMA uses that administrative closeout date in lieu of the final FFR submission date as the start of the record retention period under 2 C.F.R. § 200.334. In addition, if an award is administratively closed, FEMA may decide to impose remedies for noncompliance per 2 C.F.R. § 200.339, consider this information in reviewing future award applications, or apply special conditions to existing or future awards. d. Additional Reporting Requirements I. DISCLOSING INFORMATION PER 2 C.F.R. § 180.335 This reporting requirement pertains to disclosing information related to government -wide suspension and debarment requirements. Before a recipient enters into a grant award with FEMA, the recipient must notify FEMA if it knows if it or any of the recipient's principals under the award fall under one or more of the four criteria listed at 2 C.F.R. § 180.335: i. Are presently excluded or disqualified; ii. Have been convicted within the preceding three years of any of the offenses listed in 2 C.F.R. § 180.800(a) or had a civil judgment rendered against it or any of the recipient's principals for one of those offenses within that time period; FY 2024 PDM Grant Program NOFO 860 35 iii. Are presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state or local) with commission of any of the offenses listed in 2 C.F.R. § 180.800(a); or iv. Have had one or more public transactions (federal, state, or local) terminated within the preceding three years for cause or default. At any time after accepting the award, if the recipient learns that it or any of its principals falls under one or more of the criteria listed at 2 C.F.R. § 180.335, the recipient must provide immediate written notice to FEMA in accordance with 2 C.F.R. � 180.350. ii. REPORTING OF MATTERS RELATED TO RECIPIENT INTEGRITY AND PERFORMANCE Appendix XII to 2 C.F.R. Part 200 sets forth a term and condition related to recipient integrity and performance matters that will apply to all federal awards under this funding opportunity. If the total value of currently active grants, cooperative agreements, and procurement contracts from all federal awarding agencies exceeds $10,000,000 for any period of time during the period of performance of a federal award under this funding opportunity, then a recipient must maintain the currency of information reported in the Contracting Performance Assessment Reporting System (CPARS) about civil, criminal, or administrative proceedings described in paragraph 2 of Appendix XII at the reporting frequency described in paragraph 4 of Appendix XII. III. SINGLE AUDIT REPORT A recipient that expends $750,000 or more during the recipient's fiscal year in federal awards (as defined by 2 C.F.R. § 200.1) must have a single audit conducted in accordance with 2 C.F.R. § 200.514 except when it elects to have a program -specific audit conducted in accordance with 2 C.F.R. § 200.501. The audit must be conducted in accordance with 2 C.F.R. Part 200, Subpart F and, as required by 2 C.F.R. § 200.514, in accordance with the U.S. Government Accountability Office (GAO) Generally Accepted Government Auditing Standards, which can be found on the Yellow Book page of the GAO website. 5. Monitoring and Oversight The regulation at 2 C.F.R. § 200.337 provides DHS and any of its authorized representatives with the right of access to any documents, papers, or other records of the recipient [and any subrecipients] that are pertinent to a federal award in order to make audits, examinations, excerpts, and transcripts. The right also includes timely and reasonable access to the recipient's or subrecipient's personnel for the purpose of interview and discussion related to such documents. Pursuant to this right and per 2 C.F.R. § 200.329, DHS may conduct desk reviews and make site visits to review project accomplishments and management control systems to evaluate project accomplishments and to provide any required technical assistance. During site visits, DHS may review a recipient's or subrecipient's files pertinent to the federal award and interview and/or discuss these files with the recipient's or subrecipient's personnel. Recipients and subrecipients must respond in a timely and accurate manner to DHS requests for information relating to a federal award. FY 2024 PDM Grant Program NOFO 861 36 Effective monitoring and oversight help FEMA ensure that recipients use grant funds for their intended purpose(s); verify that projects undertaken are consistent with approved plans; and ensure that recipients make adequate progress toward stated goals and objectives. Additionally, monitoring serves as the primary mechanism to ensure that recipients comply with applicable laws, rules, regulations, program guidance, and requirements. FEMA regularly monitors all grant programs both financially and programmatically in accordance with federal laws, regulations (including 2 C.F.R. Part 200), program guidance, and the terms and conditions of the award. All monitoring efforts ultimately serve to evaluate progress towards grant goals and proactively target and address issues that may threaten grant success during the period of performance. FEMA staff will periodically monitor recipients to ensure that administrative processes, policies and procedures, budgets, and other related award criteria are meeting Federal Government -wide and FEMA regulations. Aside from reviewing quarterly financial and programmatic reports, FEMA may also conduct enhanced monitoring through either desk - based reviews, onsite monitoring visits, or both. Enhanced monitoring will involve the review and analysis of the financial compliance and administrative processes, policies, activities, and other attributes of each federal assistance award, and it will identify areas where the recipient may need technical assistance, corrective actions, or other support. Financial and programmatic monitoring are complementary processes within FEMA's overarching monitoring strategy that function together to ensure effective grants management, accountability, and transparency; validate progress against grant and program goals; and safeguard federal funds against fraud, waste, and abuse. Financial monitoring primarily focuses on statutory and regulatory compliance with administrative grant requirements, while programmatic monitoring seeks to validate and assist in grant progress, targeting issues that may be hindering achievement of project goals and ensuring compliance with the purpose of the grant and grant program. Both monitoring processes are similar in that they feature initial reviews of all open awards, and additional, in-depth monitoring of grants requiring additional attention. Recipients and subrecipients who are pass-through entities are responsible for monitoring their subrecipients in a manner consistent with the terms of the federal award at 2 C.F.R. Part 200, including 2 C.F.R. § 200.332. This includes the pass-through entity's responsibility to monitor the activities of the subrecipient as necessary to ensure that the subaward is used for authorized purposes, in compliance with federal statutes, regulations, and the terms and conditions of the subaward; and that subaward performance goals are achieved. In terms of overall award management, recipient and subrecipient responsibilities include, but are not limited to: accounting of receipts and expenditures, cash management, maintaining adequate financial records, reporting and refunding expenditures disallowed by audits, monitoring if acting as a pass-through entity, or other assessments and reviews, and ensuring overall compliance with the terms and conditions of the award or subaward, as applicable, including the terms of 2 C.F.R. Part 200. Cost overruns are not allowed. FY 2024 PDM Grant Program NOFO 37 G. DHS Awarding Agency Contact Information 1. Contact and Resource Information a. Program Office Contact General questions about the PDM Grant Program can be directed to the appropriate FEMA Regional Office or State Hazard Mitigation Officer. Contact information for FEMA Regional Offices is provided at Contact Us I FEMA.gov. Contact information for the State Hazard Mitigation Officers is provided at https://www.fema.gov/grants/mitigation/state-contacts. For questions about FY24 PDM, contact the HMA Helpline by telephone at 1-866- 222-3580 or email FEMA-ASK-PDMkfema.dhs.gov. For questions about cost-effectiveness and FEMA's BCA software, contact the BC Helpline by telephone 1-855-540-6744 or email BCHelpline(.fema.dhs.gov. The Feasibility and Effectiveness Helpline is available for guidance on FEMA Building Science publications by email FEMA-BuildingScienceHelpgfema.dhs.gov. For questions about NEPA or EHP requirements, the EHP Helpline is available by email FEMA-EHPHELPLINEgfema.dhs.gov. Resources intended to help applicants and subapplicants prepare planning subapplications are available on FEMA's webpage at Hazard Mitigation Planning as well as Tribal Mitigation Planning and HMA Grant Application Development (2021) and Considerations for Local Mitigation Planning Grant Subapplication. FEMA publications that specify the documentation and information necessary for FEMA to review project applications for feasibility and effectiveness, cost- effectiveness, and potential impacts on environmental and cultural resources are available on the FEMA website at https://www.fema.gov/grants/guidance-tools. o�v/._ ar�nts/guidance-tools. b. FEMA Grants News FEMA Grants News is a non -emergency comprehensive management and information resource developed by FEMA for grants stakeholders. This channel provides general information on all FEMA grant programs and maintains a comprehensive database containing key personnel contact information at the federal, state, and local levels. When necessary, recipients will be directed to a federal point of contact who can answer specific programmatic questions or concerns. FEMA Grants News Team can be reached by e-mail at fema-grants-newsgfema.dhs.gov OR by phone at (800) 368-6498, Monday through Friday, 9:00 AM — 5:00 PM ET. c. FEMA Regional Offices FEMA Regional Offices manage, administer, and conduct the application budget review, create the award package, approve, amend, and close out awards, as well as conduct cash analysis, financial and programmatic monitoring, and audit resolution for PDM. The Regions also provide technical assistance to PDM recipients. FY 2024 PDM Grant Program NOFO 863 FEMA Regional Office contact information is available at https://www.fema.gov/fema-regional-contacts. d. Equal Rights The FEMA Office of Equal Rights (OER) is responsible for compliance with and enforcement of federal civil rights obligations in connection with programs and services conducted by FEMA and recipients of FEMA financial assistance. All inquiries and communications about federal civil rights compliance for FEMA grants under this NOFO should be sent to FEMA-CivilRightsOfficekfema.dhs.gov. e. Environmental Planning and Historic Preservation The FEMA Office of Environmental Planning and Historic Preservation (OEHP) provides guidance and information about the EHP review process to FEMA programs and FEMA's recipients and subrecipients. All inquiries and communications about EHP compliance for FEMA grant projects under this NOFO or the EHP review process should be sent to fema-oehp-nofoguestionskfema.dhs.gov. 2. Systems Information a. Mitigation eGrants (MT eGrants) For technical assistance with the MT eGrants, please contact the Mitigation eGrants Helpdesk at mte ra�nts&fema.dhs.gov. Information, training, and resources on MT eGrants are available on the FEMA website at https://www.fema..gov/grants/mitigation/mitigation-e ar�ystem- resources. Frequently asked question can be found at https://www.fema.gov/sites/default/files/2020-08/fema mt-egrants-frequently-asked- guestions_support_document March 2018.pdf b. Payment and Reporting System (PARS) FEMA uses the Payment and Reporting System PARS) for financial reporting, invoicing, and tracking payments. FEMA uses the Direct Deposit/Electronic Funds Transfer (DD/EFT) method of payment to recipients. If you have questions about the online system, please call the Customer Service Center at (866) 927-5646 or email ask-GMDgfema.dhs. gov. H. Additional Information 1. Termination Provisions FEMA may terminate a federal award in whole or in part for one of the following reasons. FEMA and the recipient must still comply with closeout requirements at 2 C.F.R. §§ 200.344-200.345 even if an award is terminated in whole or in part. To the extent that subawards are permitted under this NOFO, pass-through entities should refer to 2 C.F.R. § 200.340 for additional information on termination regarding subawards. a. Noncompliance If a recipient fails to comply with the terms and conditions of a federal award, FEMA may terminate the award in whole or in part. If the noncompliance can be corrected, FEMA may first attempt to direct the recipient to correct the noncompliance. This FY 2024 PDM Grant Program NOFO 864 39 may take the form of a Compliance Notification. If the noncompliance cannot be corrected or the recipient is non-responsive, FEMA may proceed with a Remedy Notification, which could impose a remedy for noncompliance per 2 C.F.R. § 200.339, including termination. Any action to terminate based on noncompliance will follow the requirements of 2 C.F.R. §§ 200.341-200.342 as well as the requirement of 2 C.F.R. § 200.340(c) to report in FAPIIS the recipient's material failure to comply with the award terms and conditions. See also the section on Actions to Address Noncompliance in this NOFO. b. With the Consent of the Recipient FEMA may also terminate an award in whole or in part with the consent of the recipient, in which case the parties must agree upon the termination conditions, including the effective date, and in the case of partial termination, the portion to be terminated. c. Notification by the Recipient The recipient may terminate the award, in whole or in part, by sending written notification to FEMA setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion to be terminated. In the case of partial termination, FEMA may determine that a partially terminated award will not accomplish the purpose of the federal award, so FEMA may terminate the award in its entirety. If that occurs, FEMA will follow the requirements of 2 C.F.R. §§ 200.341-200.342 in deciding to fully terminate the award. 2. Program Evaluation Federal agencies are required to structure NOFOs that incorporate program evaluation activities from the outset of their program design and implementation to meaningfully document and measure their progress towards meeting agency priority goal(s) and program outcomes. OMB Memorandum M-21-27, Evidence -Based Policymaking: Learning Agendas and Annual Evaluation Plans, implementing Title I of the Foundations for Evidence -Based Policymaking Act of 2018, Pub. L. No. 115-435 (2019) (Evidence Act), urges federal awarding agencies to use program evaluation as a critical tool to learn, improve equitable delivery, and elevate program service and delivery across the program lifecycle. Evaluation means "an assessment using systematic data collection and analysis of one or more programs, policies, and organizations intended to assess their effectiveness and efficiency." Evidence Act, § 101 (codified at 5 U.S.C. § 311). As such, recipients and subrecipients are required to participate in a DHS-, Component, or Program Office -led evaluation if selected, which may be carried out by a third -party on behalf of the DHS, its component agencies, or the Program Office. Such an evaluation may involve information collections including but not limited to surveys, interviews, or discussions with individuals who benefit from the federal award program operating personnel, and award recipients, as specified in a DHS-, component agency-, or Program Office -approved evaluation plan. More details about evaluation requirements may be provided in the federal award, if available at that time, or following the award as evaluation FY 2024 PDM Grant Program NOFO 865 M requirements are finalized. Evaluation costs incurred during the period of performance are allowable costs (either as direct or indirect) Recipients and subrecipients are also encouraged, but not required, to participate in any additional evaluations after the period of performance ends, although any costs incurred to participate in such evaluations are not allowable and may not be charged to the federal award. 3. Period of Performance Extensions Extensions to the period of performance (POP) for this program are allowed. Extensions to the POP identified in the award will only be considered through formal, written requests to the recipient's FEMA Program Analyst and must contain specific and compelling justifications as to why an extension is required. Recipients are advised to coordinate with the FEMA Program Analyst as needed when preparing an extension request. All extension requests must address the following: a. The grant program, fiscal year, and award number; b. Reason for the delay —including details of the legal, policy, or operational challenges that prevent the final outlay of awarded funds by the deadline; c. Current status of the activity(ies); d. Approved POP termination date and new project completion date; e. Amount of funds drawn down to date; £ Remaining available funds, both federal and, if applicable, non-federal; g. Budget outlining how remaining federal and, if applicable, non-federal funds will be expended; h. Plan for completion, including milestones and timeframes for achieving each milestone and the position or person responsible for implementing the plan for completion; and Certification that the activity(ies) will be completed within the extended POP without any modification to the original statement of work, as described in the investment justification and as approved by FEMA. Extension requests will be granted only due to compelling legal, policy, or operational challenges. Extension requests will only be considered for the following reasons: • Contractual commitments by the recipient or subrecipient with vendors prevent completion of the project, including delivery of equipment or services, within the existing POP; • The project must undergo a complex environmental review that cannot be completed within the existing POP; • Projects are long-term by design, and therefore acceleration would compromise core programmatic goals; or Where other special or extenuating circumstances exist. Recipients should submit all proposed extension requests to FEMA for review and approval at least 60 days prior to the end of the POP to allow sufficient processing time. Based on sufficiency of justification, the FEMA Regional Administrator can issue extensions of the POP not to exceed September 30, 2028. FY 2024 PDM Grant Program NOFO : 41 No additional federal funds will be awarded as part of period of performance extensions. 4. Disability Integration Pursuant to Section 504 of the Rehabilitation Act of 1973, recipients of FEMA financial assistance must ensure that their programs and activities do not discriminate against qualified individuals with disabilities. Grant and cooperative agreement recipients should engage with the whole community to advance individual and community preparedness and to work as a nation to build and sustain resilience. In doing so, recipients are encouraged to consider the needs of individuals with disabilities into the activities and projects funded by the grant or cooperative agreement. FEMA expects that the integration of the needs of people with disabilities will occur at all levels, including planning; alerting, notification, and public outreach; training; purchasing of equipment and supplies; protective action implementation; and exercises/drills. The following are examples that demonstrate the integration of the needs of people with disabilities in carrying out FEMA awards: • Include representatives of organizations that work with/for people with disabilities on planning committees, work groups and other bodies engaged in development and implementation of the grant programs and activities. • Hold all activities related to the grant in locations that are accessible to persons with physical disabilities and intellectual disabilities to the extent practicable. • Provide auxiliary aids and services, including American Sign Language interpreters, that provide public information across the community and in shelters. • Ensure shelter -specific grant funds are in alignment with FEMA's Guidance on Planning for Integration of Functional Needs Support Services in General Population Shelters. • If making alterations to an existing building to a primary function area utilizing federal funds, complying with the most recent codes and standards and making path of travel to the primary function area accessible to the greatest extent possible. • Implement specific procedures used by public transportation agencies that include evacuation and passenger communication plans and measures for individuals with disabilities. • Identify, create, and deliver training to address any training gaps specifically aimed toward whole -community preparedness. Include and interact with individuals with disabilities, aligning with the designated program capability. • Establish best practices in inclusive planning and preparedness that consider physical access, needs of individuals with intellectual disabilities, and information access FEMA grant recipients can fund projects towards the resiliency of the whole community, including people with disabilities, such as training, outreach and safety campaigns, provided that the project aligns with this NOFO and the terms and conditions of the award. FY 2024 PDM Grant Program NOFO 867 42 5. Conflicts of Interest in the Administration of Federal Awards or Subawards For conflicts of interest under grant -funded procurements and contracts, refer to the section on Procurement Integrity in this NOFO and 2 C.F.R. §§ 200.317 — 200.327. To eliminate and reduce the impact of conflicts of interest in the subaward process, recipients and pass-through entities must follow their own policies and procedures regarding the elimination or reduction of conflicts of interest when making subawards. Recipients and pass-through entities are also required to follow any applicable federal and state, local, tribal, or territorial (SLTT) statutes or regulations governing conflicts of interest in the making of subawards. The recipient or pass-through entity must disclose to the respective Program Analyst or Program Manager, in writing, any real or potential conflict of interest that may arise during the administration of the federal award, as defined by the federal or SLTT statutes or regulations or their own existing policies, within five days of learning of the conflict of interest. Similarly, subrecipients, whether acting as subrecipients or as pass-through entities, must disclose any real or potential conflict of interest to the recipient or next -level pass- through entity as required by the recipient or pass-through entity's conflict of interest policies, or any applicable federal or SLTT statutes or regulations. Conflicts of interest may arise during the process of FEMA making a federal award in situations where an employee, officer, or agent, any members of his or her immediate family, his or her partner has a close personal relationship, a business relationship, or a professional relationship, with an applicant, subapplicant, recipient, subrecipient, or FEMA employees. 6. Procurement Integrity Through audits conducted by the DHS Office of Inspector General (OIG) and FEMA grant monitoring, findings have shown that some FEMA recipients have not fully adhered to the proper procurement requirements at 2 C.F.R. §§ 200.317 — 200.327 when spending grant funds. Anything less than full compliance with federal procurement requirements jeopardizes the integrity of the grant as well as the grant program. To assist with determining whether an action is a procurement or instead a subaward, please consult 2 C.F.R. § 200.331. For detailed guidance on the federal procurement standards, recipients and subrecipients should refer to various materials issued by FEMA's Procurement Disaster Assistance Team (PDAT), such as the PDAT Field Manual and Contract Provisions Guide. Additional resources, including an upcoming trainings schedule can be found on the PDAT Website: https://www.fema.gov/arants/Trocurement. The below highlights the federal procurement requirements for FEMA recipients when procuring goods and services with federal grant funds. FEMA will include a review of recipients' procurement practices as part of the normal monitoring activities. All procurement activity must be conducted in accordance with federal procurement standards at 2 C.F.R. §§ 200.317 — 200.327. Select requirements under these standards are listed below. The recipient and any of its subrecipients must comply with all requirements, even if they are not listed below. FY 2024 PDM Grant Program NOFO 868 43 Under 2 C.F.R. § 200.317, when procuring property and services under a federal award, states (including territories) must follow the same policies and procedures they use for procurements from their non-federal funds; additionally, states must now follow 2 C.F.R. § 200.321 regarding socioeconomic steps, 200.322 regarding domestic preferences for procurements, 200.323 regarding procurement of recovered materials, and 2 C.F.R. § 200.327 regarding required contract provisions. All other non-federal entities, such as tribes (collectively, non -state entities), must have and use their own documented procurement procedures that reflect applicable SLTT laws and regulations, provided that the procurements conform to applicable federal law and the standards identified in 2 C.F.R. Part 200. These standards include, but are not limited to, providing for full and open competition consistent with the standards of 2 C.F.R. § 200.319 and the required procurement methods at § 200.320. a. Important Changes to Procurement Standards in 2 C.F.R. Part 200 States are now required to follow the socioeconomic steps in soliciting small and minority businesses, women's business enterprises, and labor surplus area firms per 2 C.F.R. § 200.321. All non-federal entities should also, to the greatest extent practicable under a federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States per 2 C.F.R. § 200.322. More information on OMB's revisions to the federal procurement standards can be found in Purchasing Under a FEMA Award: OMB Revisions Fact Sheet. The recognized procurement methods in 2 C.F.R. § 200.320 have been reorganized into informal procurement methods, which include micro -purchases and small purchases; formal procurement methods, which include sealed bidding and competitive proposals; and noncompetitive procurements. The federal micro -purchase threshold is currently $10,000, and non -state entities may use a lower threshold when using micro -purchase procedures under a FEMA award. If a non -state entity wants to use a micro -purchase threshold higher than the federal threshold, it must follow the requirements of 2 C.F.R. § 200.320(a)(1)(iii)-(v). The federal simplified acquisition threshold is currently $250,000, and a non -state entity may use a lower threshold but may not exceed the federal threshold when using small purchase procedures under a FEMA award. See 2 C.F.R. § 200.1 (citing the definition of simplified acquisition threshold from 48 C.F.R. Part 2, Subpart 2.1). See 2 C.F.R. §§ 200.216, 200.471, and Appendix II as well as section D.13.a of the NOFO regarding prohibitions on covered telecommunications equipment or services. b. Competition and Conflicts of Interest Among the requirements of 2 C.F.R. § 200.319(b) applicable to all non-federal entities other than states, in order to ensure objective contractor performance and eliminate unfair competitive advantage, contractors that develop or draft specifications, requirements, statements of work, or invitations for bids or requests for proposals must be excluded from competing for such procurements. FEMA considers these actions to be an organizational conflict of interest and interprets this restriction as applying to contractors that help a non-federal entity develop its grant application, FY 2024 PDM Grant Program NOFO 869 M project plans, or project budget. This prohibition also applies to the use of former employees to manage the grant or carry out a contract when those former employees worked on such activities while they were employees of the non-federal entity. Under this prohibition, unless the non-federal entity solicits for and awards a contract covering both development and execution of specifications (or similar elements as described above), and this contract was procured in compliance with 2 C.F.R. §§ 200.317 — 200.327, federal funds cannot be used to pay a contractor to carry out the work if that contractor also worked on the development of those specifications. This rule applies to all contracts funded with federal grant funds, including pre -award costs, such as grant writer fees, as well as post -award costs, such as grant management fees. Additionally, some of the situations considered to be restrictive of competition include, but are not limited to: • Placing unreasonable requirements on firms for them to qualify to do business; • Requiring unnecessary experience and excessive bonding; • Noncompetitive pricing practices between firms or between affiliated companies; • Noncompetitive contracts to consultants that are on retainer contracts; • Organizational conflicts of interest; • Specifying only a "brand name" product instead of allowing "an equal" product to be offered and describing the performance or other relevant requirements of the procurement; and • Any arbitrary action in the procurement process. Per 2 C.F.R. § 200.319(c), non-federal entities other than states must conduct procurements in a manner that prohibits the use of statutorily or administratively imposed SLTT geographical preferences in the evaluation of bids or proposals, except in those cases where applicable federal statutes expressly mandate or encourage geographic preference. Nothing in this section preempts state licensing laws. When contracting for architectural and engineering services, geographic location may be a selection criterion provided its application leaves an appropriate number of qualified fn -ms, given the nature and size of the project, to compete for the contract. Under 2 C.F.R. § 200.318(c)(1), non-federal entities other than states are required to maintain written standards of conduct covering conflicts of interest and governing the actions of their employees engaged in the selection, award, and administration of contracts. No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a federal award if he or she has a real or apparent conflict of interest. Such conflicts of interest would arise when the employee, officer or agent, any member of his or her immediate family, his or her partner, or an organization that employs or is about to employ any of the parties indicated herein, has a financial or other interest in or a tangible personal benefit from a firm considered for a contract. The officers, employees, and agents of the non- federal entity may neither solicit nor accept gratuities, favors, or anything of monetary value from contractors or parties to subcontracts. However, non-federal entities may set standards for situations in which the financial interest is not FY 2024 PDM Grant Program NOFO 870 45 substantial, or the gift is an unsolicited item of nominal value. The standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the non-federal entity. Under 2 C.F.R. 200.318(c)(2), if the recipient or subrecipient (other than states) has a parent, affiliate, or subsidiary organization that is not a state, local, tribal, or territorial government, the non-federal entity must also maintain written standards of conduct covering organizational conflicts of interest. In this context, organizational conflict of interest means that because of a relationship with a parent company, affiliate, or subsidiary organization, the non-federal entity is unable or appears to be unable to be impartial in conducting a procurement action involving a related organization. The non-federal entity must disclose in writing any potential conflicts of interest to FEMA or the pass-through entity in accordance with applicable FEMA policy. c. Supply Schedules and Purchasing Programs Generally, a non-federal entity may seek to procure goods or services from a federal supply schedule, state supply schedule, or group purchasing agreement. I. GENERAL SERVICES ADMINISTRATION SCHEDULES States, tribes, and local governments, and any instrumentality thereof (such as local education agencies or institutions of higher education) may procure goods and services from a General Services Administration (GSA) schedule. GSA offers multiple efficient and effective procurement programs for state, tribal, and local governments, and instrumentalities thereof, to purchase products and services directly from pre -vetted contractors. The GSA Schedules (also referred to as the Multiple Award Schedules and the Federal Supply Schedules) are long-term government -wide contracts with commercial firms that provide access to millions of commercial products and services at volume discount pricing. Information about GSA programs for states, tribes, and local governments, and instrumentalities thereof, can be found at https://www.gsa.gov/resources- for/programs-for-State-and-local-governments and https://www.asa ov/burg- selling/purchasing-prorg ams/gsa-schedules/schedule-buyers/state-and-local- governments. For tribes, local governments, and their instrumentalities that purchase off of a GSA schedule, this will satisfy the federal requirements for full and open competition provided that the recipient follows the GSA ordering procedures; however, tribes, local governments, and their instrumentalities will still need to follow the other rules under 2 C.F.R. §§ 200.317 — 200.327, such as solicitation of minority businesses, women's business enterprises, small businesses, or labor surplus area firms (§ 200.321), domestic preferences (§ 200.322), contract cost and price (§ 200.324), and required contract provisions (§ 200.327 and Appendix II). FY 2024 PDM Grant Program NOFO 871 46 11. OTHER SUPPLY SCHEDULES AND PROGRAMS For non-federal entities other than states, such as tribes, local governments, and nonprofits, that want to procure goods or services from a state supply schedule, cooperative purchasing program, or other similar program, in order for such procurements to be permissible under federal requirements, the following must be true: • The procurement of the original contract or purchasing schedule and its use by the non-federal entity complies with state and local law, regulations, and written procurement procedures; • The state or other entity that originally procured the original contract or purchasing schedule entered into the contract or schedule with the express purpose of making it available to the non-federal entity and other similar types of entities; • The contract or purchasing schedule specifically allows for such use, and the work to be performed for the non-federal entity falls within the scope of work under the contract as to type, amount, and geography; • The procurement of the original contract or purchasing schedule complied with all the procurement standards applicable to a non-federal entity other than states under at 2 C.F.R. §§ 200.317 — 200.327; and • With respect to the use of a purchasing schedule, the non-federal entity must follow ordering procedures that adhere to applicable state, tribal, and local laws and regulations and the minimum requirements of full and open competition under 2 C.F.R. Part 200. If a non-federal entity other than a state seeks to use a state supply schedule, cooperative purchasing program, or other similar type of arrangement, FEMA recommends the recipient discuss the procurement plans with its FEMA Program Analyst. d. Procurement Documentation Per 2 C.F.R. § 200.318(i), non-federal entities other than states and territories are required to maintain and retain records sufficient to detail the history of procurement covering at least the rationale for the procurement method, selection of contract type, contractor selection or rejection, and the basis for the contract price. States and territories are encouraged to maintain and retain this information as well and are reminded that in order for any cost to be allowable, it must be adequately documented per 2 C.F.R. § 200.403(g). Examples of the types of documents that would cover this information include but are not limited to: • Solicitation documentation, such as requests for quotes, invitations for bids, or requests for proposals; • Responses to solicitations, such as quotes, bids, or proposals; • Pre -solicitation independent cost estimates and post -solicitation cost/price analyses on file for review by federal personnel, if applicable; • Contract documents and amendments, including required contract provisions; and FY 2024 PDM Grant Program NOFO 872 47 Other documents required by federal regulations applicable at the time a grant is awarded to a recipient. Additional information on required procurement records can be found on pages 24-26 of the PDAT Field Manual. 7. Financial Assistance Programs for Infrastructure a. Build America, Buy America Act Recipients and subrecipients must comply with the Build America, Buy America Act (BABAA), which was enacted as part of the Infrastructure Investment and Jobs Act §§ 70901-70927, Pub. L. No. 117-58 (2021); and Executive Order 14005, Ensuring the Future is Made in All of America by All of America's Workers. See also 2 C.F.R. Part 184 and Office of Management and Budget (OMB) Memorandum M-24-02, Implementation Guidance on Application of Buy America Preference in Federal Financial Assistance Programs for Infrastructure. None of the funds provided under this program may be used for a project for infrastructure unless the iron and steel, manufactured products, and construction materials used in that infrastructure are produced in the United States. The Buy America preference only applies to articles, materials, and supplies that are consumed in, incorporated into, or affixed to an infrastructure project. As such, it does not apply to tools, equipment, and supplies, such as temporary scaffolding, brought to the construction site and removed at or before the completion of the infrastructure project. Nor does a Buy America preference apply to equipment and furnishings, such as movable chairs, desks, and portable computer equipment, that are used at or within the finished infrastructure project but are not an integral part of the structure or permanently affixed to the infrastructure project. For FEMA's official policy on BABAA, please see FEMA Policy 207-22-0001: Buy American Preference in FEMA Financial Assistance Programs for Infrastructure available at httDs://www.fema.Lov/sites/default/files/documents/fema build-america- buy-america-act-policy_pdf. To see whether a particular FEMA federal financial assistance program is considered an infrastructure program and thus required to include a Buy America preference, please see Programs and Definitions: Build America, Buy America Act I FEMA. gov. and httDs://www.fema.aov/sites/default/files/documents/fema build-america-buv- america-act-policy_pdf b. Waivers When necessary, recipients (and subrecipients through their pass-through entity) may apply for, and FEMA may grant, a waiver from these requirements. A waiver of the domestic content procurement preference may be granted by the agency awarding official if FEMA determines that: • Applying the domestic content procurement preference would be inconsistent with the public interest. FY 2024 PDM Grant Program NOFO 873 M The types of iron, steel, manufactured products, or construction materials are not produced in the United States in sufficient and reasonably available quantities or of a satisfactory quality. The inclusion of iron, steel, manufactured products, or construction materials produced in the United States will increase the cost of the overall project by more than 25%. For FEMA awards, the process for requesting a waiver from the Buy America preference requirements can be found on FEMA's website at: "Buy America" Preference in FEMA Financial Assistance Programs for Infrastructure I FEMA.gov. c. Definitions For BABAA specific definitions, please refer to the FEMA Buy America website at: "Programs and Definitions: Build America, Buy America Act I FEMA.gov." Please refer to the applicable DHS Standard Terms & Conditions for the BABAA specific term applicable to all FEMA financial assistance awards for infrastructure. 8. Record Retention a. Record Retention Period Financial records, supporting documents, statistical records, and all other non -Federal entity records pertinent to a Federal award generally must be maintained for at least three years from the date the final FFR is submitted. See 2 C.F.R. § 200.334. Further, if the recipient does not submit a final FFR and the award is administratively closed, FEMA uses the date of administrative closeout as the start of the general record retention period. The record retention period may be longer than three years or have a different start date in certain cases. These include: • Records for real property and equipment acquired with Federal funds must be retained for three years after final disposition of the property. See 2 C.F.R. § 200.334(c). • If any litigation, claim, or audit is started before the expiration of the three-year period, the records must be retained until all litigation, claims, or audit findings involving the records have been resolved and final action taken. See 2 C.F.R. § 200.334(a). • The record retention period will be extended if the non-federal entity is notified in writing of the extension by FEMA, the cognizant or oversight agency for audit, or the cognizant agency for indirect costs, or pass-through entity. See 2 C.F.R. § 200.334(b). • Where FEMA requires recipients to report program income after the period of performance ends, the program income record retention period begins at the end of the recipient's fiscal year in which program income is earned. See 2 C.F.R. § 200.334(e). • For indirect cost rate computations and proposals, cost allocation plans, or any similar accounting computations of the rate at which a particular group of costs is FY 2024 PDM Grant Program NOFO 874 M chargeable (such as computer usage chargeback rates or composite fringe benefit rates), the start of the record retention period depends on whether the indirect cost rate documents were submitted for negotiation. If the indirect cost rate documents were submitted for negotiation, the record retention period begins from the date those documents were submitted for negotiation. If indirect cost rate documents were not submitted for negotiation, the record retention period begins at the end of the recipient's fiscal year or other accounting period covered by that indirect cost rate. See 2 C.F.R. § 200.334(f). b. Types of Records to Retain FEMA requires that non-federal entities maintain the following documentation for federally funded purchases: • Specifications • Solicitations • Competitive quotes or proposals • Basis for selection decisions • Purchase orders • Contracts • Invoices • Cancelled checks Non-federal entities should keep detailed records of all transactions involving the grant. FEMA may at any time request copies of any relevant documentation and records, including purchasing documentation along with copies of cancelled checks for verification. See, e.g., 2 C.F.R. §§ 200.318(1), 200.334, 200.337. In order for any cost to be allowable, it must be adequately documented per 2 C.F.R. § 200.403(g). Non-federal entities who fail to fully document all purchases may find their expenditures questioned and subsequently disallowed. 9. Actions to Address Noncompliance Non-federal entities receiving financial assistance funding from FEMA are required to comply with requirements in the terms and conditions of their awards or subawards, including the terms set forth in applicable federal statutes, regulations, NOFOs, and policies. Throughout the award lifecycle or even after an award has been closed, FEMA or the pass- through entity may discover potential or actual noncompliance on the part of a recipient or subrecipient. This potential or actual noncompliance may be discovered through routine monitoring, audits, civil rights complaint investigations and compliance reviews, closeout, or reporting from various sources. In the case of any potential or actual noncompliance, FEMA may place special conditions on an award per 2 C.F.R. §§ 200.208 and 200.339, FEMA may place a hold on funds until the matter is corrected, or additional information is provided per 2 C.F.R. § 200.339, or it may do both. Similar remedies for noncompliance with certain federal civil rights laws are authorized pursuant to 44 C.F.R. Parts 7 and 19 or other applicable regulations. FY 2024 PDM Grant Program NOFO 875 50 In the event the noncompliance is not able to be corrected by imposing additional conditions or the recipient or subrecipient refuses to correct the matter, FEMA may take other remedies allowed under 2 C.F.R. § 200.339. These remedies include actions to disallow costs, recover funds, wholly or partly suspend or terminate the award, initiate suspension and debarment proceedings, withhold further federal awards, or take other remedies that may be legally available. For further information on termination due to noncompliance, see the section on Termination Provisions in the NOFO. FEMA may discover and take action on noncompliance even after an award has been closed. The closeout of an award does not affect FEMA's right to disallow costs and recover funds as long as the action to disallow costs takes place during the record retention period. See 2 C.F.R. §§ 200.334, 200.345(a). Closeout also does not affect the obligation of the non-federal entity to return any funds due as a result of later refunds, corrections, or other transactions. 2 C.F.R. § 200.345(a)(2). The types of funds FEMA may attempt to recover include, but are not limited to, improper payments, cost share reimbursements, program income, interest earned on advance payments, or equipment disposition amounts. FEMA may seek to recover disallowed costs through a Notice of Potential Debt Letter, a Remedy Notification, or other letter. The document will describe the potential amount owed, the reason why FEMA is recovering the funds, the recipient's appeal rights, how the amount can be paid, and the consequences for not appealing or paying the amount by the deadline. If the recipient neither appeals nor pays the amount by the deadline, the amount owed will become final. Potential consequences if the debt is not paid in full or otherwise resolved by the deadline include the assessment of interest, administrative fees, and penalty charges; administratively offsetting the debt against other payable federal funds; and transferring the debt to the U.S. Department of the Treasury for collection. FEMA notes the following common areas of noncompliance for FEMA's grant programs: • Insufficient documentation and lack of record retention. • Failure to follow the procurement under grants requirements. • Failure to submit closeout documents in a timely manner. • Failure to follow EHP requirements. • Failure to comply with the POP deadline. 10. Audits FEMA grant recipients are subject to audit oversight from multiple entities including the DHS OIG, the GAO, the pass-through entity, or independent auditing firms for single audits, and may cover activities and costs incurred under the award. Auditing agencies such as the DHS OIG, the GAO, and the pass-through entity (if applicable), and FEMA in its oversight capacity, must have access to records pertaining to the FEMA award. Recipients and subrecipients must retain award documents for at least three years from the date the final FFR is submitted, and even longer in many cases subject to the requirements of 2 C.F.R. § 200.334. In the case of administrative closeout, documents must be retained for at least three years from the date of closeout, or longer subject to the requirements of 2 C.F.R. § 200.334. FY 2024 PDM Grant Program NOFO 876 51 If documents are retained longer than the required retention period, the DHS OIG, the GAO, and the pass-through entity, as well as FEMA in its oversight capacity, have the right to access these records as well. See 2 C.F.R. §§ 200.334, 200.337. Additionally, non-federal entities must comply with the single audit requirements at 2 C.F.R. Part 200, Subpart F. Specifically, non-federal entities, other than for-profit subrecipients, that expend $750,000 or more in federal awards during their fiscal year must have a single or program -specific audit conducted for that year in accordance with Subpart F. 2 C.F.R. § 200.501. A single audit covers all federal funds expended during a fiscal year, not just FEMA funds. The cost of audit services may be allowable per 2 C.F.R. § 200.425, but non-federal entities must select auditors in accordance with 2 C.F.R. § 200.509, including following the proper procurement procedures. For additional information on single audit reporting requirements, see section F of this NOFO under the header "Single Audit Report" within the subsection "Additional Reporting Requirements." The objectives of single audits are to: • Determine if financial statements conform to generally accepted accounting principles (GAAP); • Determine whether the schedule of expenditures of federal awards is presented fairly; Understand, assess, and test the adequacy of internal controls for compliance with major programs; and Determine if the entity complied with applicable laws, regulations, and contracts or grants. For single audits, the auditee is required to prepare financial statements reflecting its financial position, a schedule of federal award expenditures, and a summary of the status of prior audit findings and questioned costs. The auditee also is required to follow up and take appropriate corrective actions on new and previously issued but not yet addressed audit findings. The auditee must prepare a corrective action plan to address the new audit findings. 2 C.F.R. § § 200.508, 200.510, 200.511. Non-federal entities must have an audit conducted, either single or program -specific, of their financial statements and federal expenditures annually or biennially pursuant to 2 C.F.R. § 200.504. Non-federal entities must also follow the information submission requirements of 2 C.F.R. § 200.512, including submitting the audit information to the Federal Audit Clearinghouse within the earlier of 30 calendar days after receipt of the auditor's report(s) or nine months after the end of the audit period. The audit information to be submitted include the data collection form described at 2 C.F.R. § 200.512(c) and Appendix X to 2 C.F.R. Part 200 as well as the reporting package described at 2 C.F.R. § 200.512(b). The non-federal entity must retain one copy of the data collection form and one copy of the reporting package for three years from the date of submission to the Federal Audit Clearinghouse. 2 C.F.R. § 200.512; see also 2 C.F.R. § 200.517 (setting requirements for retention of documents by the auditor and access to audit records in the auditor's possession). FEMA, the DHS OIG, the GAO, and the pass-through entity (if applicable), as part of monitoring or as part of an audit, may review a non-federal entity's compliance with the FY 2024 PDM Grant Program NOFO 877 52 single audit requirements. In cases of continued inability or unwillingness to have an audit conducted in compliance with 2 C.F.R. Part 200, Subpart F, FEMA and the pass-through entity, if applicable, are required to take appropriate remedial action under 2 C.F.R. § 200.339 for noncompliance, pursuant to 2 C.F.R. § 200.505. 11. Payment Information FEMA uses the Direct Deposit/Electronic Funds Transfer (DD/EFT) method of payment to recipients. FEMA utilizes the Payment and Reporting System (PARS) for financial reporting, invoicing and tracking payments. For additional information, refer to https:Hlsource. fema. gov/sf269/execute/Lo gln? sawContentMessage=true. 12. Whole Community Preparedness Preparedness is a shared responsibility that calls for the involvement of everyone—not just the government—in preparedness efforts. By working together, everyone can help keep the nation safe from harm and help keep it resilient when struck by hazards, such as natural disasters, acts of terrorism, and pandemics. Whole Community includes: • Individuals and families, including those with access and functional needs • Businesses • Faith -based and community organizations • Nonprofit groups • Schools and academia • Media outlets • All levels of government, including state, local, tribal, territorial, and federal partners The phrase "Whole Community" often appears in preparedness materials, as it is one of the guiding principles. It means two things: 1. Involving people in the development of national preparedness documents. 2. Ensuring their roles and responsibilities are reflected in the content of the materials. 13. Report issues of fraud, waste, abuse Please note, when applying to this notice of funding opportunity and when administering the grant, applicants may report issues of fraud, waste, abuse, and mismanagement, or other criminal or noncriminal misconduct to the Office of Inspector General (OIG) Hotline. The toll-free numbers to call are 1 (800) 323-8603, and TTY 1 (844) 889-4357. 14. Extraordinary Circumstances Applicants and subapplicants must have an approved hazard mitigation plan at the time of application submission and at the time of the award; hazard mitigation plans pending adoption are not sufficient. For subawards, FEMA may grant an exception to this requirement through Extraordinary Circumstances (EC) when justification is provided and with concurrence from FEMA Headquarters (Hazard Mitigation Assistance and National Mitigation Planning Program) prior to granting an exception. If this exception is granted, a local or Tribal Mitigation Plan must be approved by FEMA within 12 months of the award of FY 2024 PDM Grant Program NOFO 878 53 the project subaward to that community. EC must be requested by the applicant or subapplicant prior to award. Funding holds may not be used in lieu of EC to grant an exception for the Planning requirement. EC exists when a determination is made by the applicant, FEMA Region, and FEMA HQ that the proposed project is consistent with the priorities and strategies identified in the State or Tribal (Standard or Enhanced) Mitigation Plan and that the jurisdiction meets at least one of the criteria below. • The jurisdiction meets the small impoverished community criteria per section C.4 of this NOFO; • The jurisdiction has been determined to have had insufficient capacity due to lack of available funding, staffing, or other necessary expertise to satisfy the mitigation planning requirement prior to the current disaster or application deadline; • The jurisdiction has been determined to have been at low risk from hazards because of low frequency of occurrence or minimal damage from previous occurrences as a result of sparse development; • The jurisdiction experienced significant disruption from a declared disaster or another event that impacts its ability to complete the mitigation planning process prior to award or final approval of a project award; or • The jurisdiction does not have a mitigation plan for reasons beyond the control of the state, federally recognized tribe, or local community, such as Disaster Relief Fund restrictions that delay FEMA from granting a subaward prior to the expiration of the local or Tribal Mitigation Plan. For PDM, the applicant must provide written justification that identifies the specific criteria from above or circumstance, explains why there is no longer an impediment to satisfying the mitigation planning requirement, and identifies the specific actions or circumstances that eliminated the deficiency. When a PDM project funding is awarded under EC, the recipient shall acknowledge in writing to the Regional Administrator that a plan will be completed within 12 months of the subaward. The recipient must provide a work plan for completing the local or Tribal Mitigation Plan, including milestones and a timetable, to ensure that the jurisdiction will complete the plan in the required time. This requirement shall be incorporated into the award (both the planning and project subaward agreements, if a planning subaward is also awarded). Written concurrence must be obtained from the Regional Administrator with HQ concurrence. 15. Inflation Reduction Act Hazard mitigation projects should focus on building resilient communities and when possible reduce climate effects by incentivizing investments in greenhouse -gas reduction strategies, such as the use of low -carbon materials, and low -carbon and net -zero energy projects through implementation of the Inflation Reduction Act of 2022 (IRA) as explained in FEMA's Implementation memorandums. VA Through September 30, 2026, the Administrator of the Federal Emergency Management Agency may provide financial assistance under sections 203(h), 404(a), FY 2024 PDM Grant Program NOFO 879 54 and 406(b) of the Robert T. Stafford Disaster Relief and Emergency Assistance Act (42 U.S.C. 5133(h), 42 U.S.C. 5170c(a), 42 U.S.C. 5172(b)) for: (1) costs associated with low -carbon materials; and (2) incentives that encourage low -carbon and net -zero energy projects. Under Section 70006, an applicant is free to propose the use of low -carbon materials as long as the project meets existing program eligibility and compliance criteria. FEMA encourages the use of environmentally friendly construction practices when completing PDM hazard mitigation projects. In particular, FEMA encourages that PDM projects follow the FEMA building materials program and consider the use of low carbon materials and the development of low -carbon and net -zero energy projects, as defined in the FEMA's IRA Implementation memorandum. • When subapplications include eligible low -carbon materials, FEMA encourages that these materials follow the definition of low -carbon materials presented in the Inflation Reduction Act Implementation Memorandum for FEMA Public Assistance and Hazard Mitigation Assistance Programs. • Subrecipients should ensure that federally funded infrastructure investments reduce life cycle emissions of construction materials, specifically concrete, asphalt, glass, steel, and assemblies comprised of at least 80% of these materials. • Subrecipients should request disclosure of Environmental Product Declarations (EPD) and provide these so FEMA may evaluate eligibility. A product -specific Type III (third -parry verified) EPD must be shown and reported in a third -party dataset, such as the Embodied Carbon in Construction Calculator (EC3) and could be used to evaluate the eligibility of these lower -carbon materials. See the FEMA Inflation Reduction Act Implementation memorandum for additional information. 16. Hazard -Resistant Building Codes Hazard -resistant building codes are a foundational element of a more resilient nation, safeguarding communities and lives against natural disasters, with an estimated S 11:1 return on investment. The adoption, enforcement and application of modern building codes mitigates community vulnerabilities, reduces disaster recovery costs, and strengthens nationwide capability. FEMA is working to promote and support building codes in all areas of its work in support of the multi -agency National Initiative to Advance Building Codes. In the interest of building a stronger, more resilient nation, FEMA encourages all grant recipients and subrecipients to meet current published editions of relevant consensus -based building codes, specifications and standards, and to exceed them where feasible. FY 2024 PDM Grant Program NOFO 880 55 Appendix A Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount Kenai Peninsula Borough Seward Bear Creek Service Area $655,000.00 Flood Mitigation Projects AK Matanuska-Susitna Flood Mitigation for Acquisition of $2,500,000.00 Borough High Hazard Areas City of Demopolis Demopolis Storm Shelter $2,700,000.00 AL City of Daphne City of Daphne Main Street Utility $5,000,000.00 Relocation Project City of North Little Rock North Little Rock East Bethany $3,300,000.00 Road Drainage Improvements North Little Rock Magnolia and AR City of North Little Rock Olive Street Drainage $4,700,000.00 Improvements City of Heber Springs Heber Springs Stormwater $4,700,000.00 Improvements AZ City of Maricopa City of Maricopa Desert Sunrise $1,383,069.00 High School Box Culvert Project City of Glendale Fire Wildfire Fuel Reduction and $75,000.00 Department Hazardous Brush Abatement City of Ca itola Ca itola Cliff Drive Infrastructure $450,000.00 West Valley Water Emergency Generator Project $525,000.00 District County of San Luis Arroyo Grande Creek Levees $1,200,000.00 Obispo County of San Diego Critical Infrastructure Wildfire $1,275,000.00 Vulnerability Assessment City of Agoura Hills City of Agoura Hills Civic Center $1,383,068.00 Micro rid Project CA City of Thousand Oaks City of Thousand Oaks Water $1,383,068.00 Pumps Micro rid Project City of Hidden Hills City of Hidden Hills Utility $1,383,069.00 Undergrounding Project Town of Atherton Upper Atherton Channel Flood $1,383,069.00 Mitigation Project Foster City Lagoon Pump Station City of Foster City Seismic Rehabilitation and $1,383,069.00 Ca ac ty Enhancement [Countyf San Joaquin Countywide Back-up Generators $1,383,069.00 and Pumps FY 2024 PDM Grant Program NOFO 881 56 Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount Napa's Lake Hennessey & Deer County of Napa Park Fuel Reduction and $1,383,069.00 Community Infrastructure Protection East Bay Regional Park Wildfire Mitigation, and Safe, $1,383,069.00 District Resilient Forests and Communities Ouray County Corbett Creek Bridge Installation $1,034,000.00 CO City of Golden Bachman Farms Park/Flood $1,383,069.00 Attenuation Facility CT City of Hartford City of Hartford for North Main $4,500,000.00 Street Corridor Drainage System District Homeland 2nd Street Bioretention Flood DC Security and Emergency Mitigation Project $1,383,069.00 Management Agency Town of Briny Breezes Briny Breezes Stormwater Pump $1,383,069.00 Stations City of St. Petersburg St. Petersburg Storm Drainage $1,383,069.00 FL Im rovement Boynton Beach Boynton Harbor Marina Seawall Community Replacement $1,383,069.00 Redevelopment Agency HI Hawai'i Emergency Backup Generator for Pali Momi $1,383,069.00 Management Agency Medical Center IA City of Dubuque Dubuque Flood Mitigation Gates $8,000,000.00 and Pumps ID Idaho Office of Mackay Dam Rehabilitation $7,082,856.00 Emerge cManagement City of Crystal Lake Re -Establishment of Crystal Creek $1,383,069.00 Metropolitan Water Metropolitan Water Reclamation IL Reclamation District District Farmers- Prairie Creek $1,383,069.00 Project Town of Normal Storm Water Improvements $1,550,000.00 City of Indianapolis Mars Hill IN City of Indianapolis Flood Control Improvement $1,383,069.00 District KY City of Ravenna Ravenna Stormwater Improvements $2,160,391.00 East Baton Rouge Parish LA Mayor's Office of South Flannery Road Bridge & $3,520,950.00 Homeland Security and Channel Improvements Ecy Preparedness MA City of Everett Island End River Flood Resilience $123,413.00 Project FY 2024 PDM Grant Program NOFO ::. 57 Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount City of Quincy Sea Wall along Manet Ave in $450,000.00 Houghs Neck City of Cambridge Cambridge Community Center $1,000,000.00 Resilience Hub City of Chelsea Mill Creek Resilience Project $1,000,000.00 City of Melrose Lebanon and Sylvan Street $1,000,000.00 Stormwater Management System Climate Resilience & Equity in City of Boston Downtown Boston for a Resilient $1,150,000.00 Christopher Columbus Park & Long Wharf Chelmsford Water Watershed Lane Culvert $1,275,000.00 District Replacement Project Climate Resilient Neighborhood in Weymouth the Coastal Fort Point Road $1,383,069.00 Community Massachusetts Emergency Management Scituate Harbor Seawall $5,500,000.00 A enc City of Annapolis Jonas and Anne Catharine Green $450,000.00 Park Coastal Restoration Project Maryland Department of City of Rockville Potomac Woods $900,000.00 Emergency Management Storm Drain Improvements Frederick County Frederick County Micro rid Project $1,275,000.00 MD Maryland Department of Flooding Control in Anacostia Emergency Management River Watershed for Environmental $1,383,069.00 Justice City of Annapolis Annapolis City Dock Resilience $1,383,069.00 Project Town of Cheverly Town of Cheverly Flood Mitigation $1,688,000.00 Project Town of Greenville Greenville Stormwater $975,000.00 Management Improvements ME Town of Dover-Foxcroft Town of Dover-Foxcroft—Lincoln $1,455,000.00 St Bridge Project Charter Township of Chocolay River Flood Mitigation $112,000.00 Chocolay Feasibility Stud MI Charter Township of East China Belle River Pump $294,000.00 East China Station Flood Mitigation Huron -Clinton Lake St Clair Metropark Electrical $1,420,000.00 Metro olitan Authority Grid FY 2024 PDM Grant Program NOFO 883 Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount City of St. Clair Shores Sewer Separation of the St. Clair $1,755,303.00 Shores Martin Drain District MN City of New Ulm New Ulm 18th South Street Storm $1,125,000.00 Sewer Lift Station The City of Yazoo Yazoo City Community Safehouse $1,027,000.00 University of Mississippi UMMC Electrical Infrastructure $2,215,000.00 Medical Center Modernization MS City of Ridgeland Purple Creek Flood Mitigation and $4,000,000.00 Restoration Mississippi Emergency Mississippi College/Hinds County Management Agency Saferoom $5,063,000.00 MEMA McDonald Brook Channel and City of Passaic Benson Avenue Realignment Flood $380,000.00 Control Project NJ Borough of Bay Head Bay Head Flood Mitigation Project $815,250.00 Neptune Township Shark River Living Shoreline— $1,145,000.00 Phase II Stafford Township Stafford Bulkhead $1,340,000.00 New Mexico Department Bosque Redondo Memorial at Fort of Cultural Affairs Sunmer Historic Site Fire $150,000.00 Mitigation New Mexico Department Fort Stanton Historic Site Fire $250,000.00 NM of Cultural Affairs Mitigation City of Aztec City of Aztec—Flood Mitigation $300,000.00 Los Alamos County Jemez Mountain Fire Mitigation $450,000.00 Town of Estancia Town of Estancia Flood Mitigation $1,040,000.00 Project Clark County Rural Fire Station Emergency $588,572.00 Generators NV City of Reno City of Reno—Swan Lake $2,869,000.00 Irrigation Pipeline New York State New York State Thruway Authority $375,000.00 Thruway Authority Clarkstown Flood Mitigation NYC Department of Borden Avenue Veterans Shelter $1,383,069.00 Homeless Services Flood Resilience Project NY City of New York Financial District-Seaport Flood $1,999,348.00 Mitigation Project Town of Clarkstown Jeffrey Court Flood Prevention $2,100,000.00 Incorporated Village of west End Recharge Basin $4,050,000.00 Floral Park FY 2024 PDM Grant Program NOFO 884 59 Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount Hefner Water Treatment Plant OK City of Oklahoma City Emergency Power Generation $10,000,000.00 Project City of Warrenton Iredale Tidegate and Culvert $1,087,000.00 Project—City of Warrenton OR David Douglas School Mill Park Elementary School District 40 Seismic Rehabilitation Project, $1,383,069.00 Portland, OR Borough of Bridgeville Bridgeville Commercial Street $750,000.00 Culvert Replacement Redevelopment Paxton Creek Dechannelization Authority of the City of project $750,000.00 Harrisburg PA Lackawanna County Lackawanna County Dam No. 5 $1,383,069.00 and Spillway Rehabilitation Project City of Philadelphia Increasing Flood Resilience in $1,383,069.00 Eastwick, Philadelphia City of Williamsport Williamsport Levee Flood Control $3,500,000.00 Project Town of North Town Hall Generator $33,000.00 Providence RI City of Pawtucket The Arc of the Blackstone Valley $112,000.00 Generator Town of North Town of North Providence for $639,000.00 Providence Flood Mitigation Tribe Menominee Indian Tribe Powerline Conversion $845,000.00 of Wisconsin City of Glenn Heights Emergency City of Glenn Heights Warning System Replacement $510,000.00 Project City of Dallas Dallas Resilience Hub-Kiest $1,383,069.00 Recreation Center City of Harlingen 5th and 7th Streets Storm Sewer $1,383,069.00 Drainage Improvements TX City of San Antonio Concepcion Creek—Phase 1 $1,383,069.00 Harris County Flood P118-08-00 Conveyance and $1,383,069.00 Control District Detention Improvements Replacing Aging Emergency El Paso County Generator and Adding Solar $1,383,069.00 Ca acit City of Houston Kingwood Diversion Channel— $4,000,000.00 Walnut Lane Bridge Project FY 2024 PDM Grant Program NOFO 885 60 Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount City of Payson Payson City Pre -Disaster $1,500,000.00 UT Mitigation Project Millcreek City Neffs Canyon Debris Basin Project $2,400,000.00 County of Franklin Franklin County Emergency $705,000.00 Shelter Generator City of Hampton Office Resilient Hampton Property VA of Emergency Acquisition in Flood Prone Areas $1,383,069.00 Management Joint Base Langley -Eustis City of Hampton, VA (JBLE)--Langley Access $2,000,000.00 Protection Project VT Town of Calais Renovate Curtis Pond Dam $525,000.00 Port of Longview Portable Backup Generators $272,000.00 The Seattle Public Seattle Public Library University $1,383,069.00 WA Library Branch Seismic Structural Up rade Yakima County Public Yakima County Gap to Gap $4,000,000.00 Services Protection Project City of Hinton Bellepoint Park Stormwater Drain $480,000.00 Replacement WV Town of Hendricks Hendricks Stormwater $1,296,000.00 Improvement Project Saint Albans Rams Horn Stormwater System $2,873,000.00 Improvements FY 2024 PDM Grant Program NOFO ::a Tack, Timothy From: Flikier, Becca <Becca.Flikier@mail.house.gov> Sent: Wednesday, June 5, 2024 4:45 PM To: Tack, Timothy Cc: Goldstein, Felicia; Fleming, Trevor Subject: Update on your FY25 CPF This Message Is From an External Sender This message came from outside your organization. Hi Tim, I hope you are doing well. Following up on my voicemail with some good news regarding your FY25 CPF application. The FY25 Homeland Security Appropriations Bill that the House Appropriations Committee will be voting on next week includes $1,150,191 for the marina seawall. I know that's not quite as much as we had asked for, but given the budget constraints this year, we are pretty happy that it has been included. As you know, it will take many months for Congress to pass a budget, and we may not pass one at all for FY25. FY24 was not finalized until March of this year. However, in years past, getting included in the preliminary bill was the biggest hurdle, as after that point, we have not seen projects be eliminated or reduced. So in all, while nothing is guaranteed, in all likelihood this project will receive the funding if Congress passes a budget. Happy to answer any questions! Becca Becca Flikier #' 2305 Rayburn House Office Building # # C � OMAN L FRANKEL u0V.. .(AC 'S 22rIY) DISTMO 887 RESOLUTION NO. R24-03 A RESOLUTION OF THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY APPROVING AND ADOPTING THE 2024 PALM BEACH COUNTY LOCAL MITIGATION STRATEGY PLAN AND PROVIDING AN EFFECTIVE DATE. NOW THEREFORE, BE IT RESOLVED BY THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY: WHEREAS, the Boynton Beach Community Redevelopment Agency ("CRA") is a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes; and WHEREAS, Palm Beach County is susceptible to a variety of natural, technological, and human -caused disasters, including but not limited to, severe weather, hazardous materials incidents, nuclear power plant emergencies, communicable diseases, and domestic security incidents as well as climate change impacts and sea level rise that causes increased inundation, shoreline erosion, flooding from severe weather events, accelerated saltwater contamination of ground water and surface water supplies, and expedited loss of critical habitats; and WHEREAS, the Disaster Mitigation Act of 2000, was enacted to establish a national disaster hazard mitigation program to reduce the loss of life and property, human suffering, economic disruption, and disaster assistance costs resulting from disasters, and to assist state, local and tribal governments in implementing effective hazard mitigation measures to ensure the continuation of critical services and facilities after a natural disaster; and WHEREAS, the Disaster Mitigation Act of 2000, as a condition for qualifying for and receiving future Federal mitigation assistance funding as well as reimbursement for Presidentially Declared Disasters, requires such governments to have Federal Emergency Management Agency approved hazard mitigation plans in place that identify the hazards that could impact their jurisdictions, identify actions and activities to mitigate the effects of those hazards, and establish a coordinated process to implement plans; and WHEREAS, Palm Beach County has developed a Local Mitigation Strategy (LMS), in coordination with governmental and non-governmental stakeholders having an interest in reducing the impact of disasters, and with input from the private sector and other members of the public; and WHEREAS, the LMS serves as a basis for comprehensive mitigation planning, project identification and prioritization, and provides assistance to project sponsors in securing and allocating available federal, state, local and other disaster mitigation assistance fundings; and WHEREAS, LMS projects cover a range of topics including major drainage improvement projects, hardening of public structures, Emergency Operation Center purchases, and more; and WHEREAS, LMS has approximately 100 community mitigation projects on its Prioritized Project List ("PPL"); and 1 4876-5882-4681, v. 1 888 WHEREAS, the Boynton Beach Marina Seawall Replacement project, is ranked as number twelve (12) on the adopted Palm Beach County PPL; and WHEREAS, mitigation projects on the LMS PPL may be eligible for funding under a variety of programs such as the Pre -Disaster Mitigation ("PDM") Program, Flood Mitigation Assistance ("FMA") Program, and Hazard Mitigation Grant Program ("HMGP"); and WHEREAS, on September 17, 2024, Palm Beach County approved and adopted the 2024 LMS; and WHEREAS, on March 23, 2024 the CRA was awarded the DHS/FEMA/HMA FY23 Pre - Disaster Mitigation Grant; and WHEREAS, the PDM Grant program makes federal funds available to state, local, tribal, and territorial governments to plan for and implement sustainable cost-effective measures to reduce the risk to individuals and property from future natural hazards; and WHEREAS, in order to be eligible to receive mitigation funding for the Boynton Beach Marina Seawall Replacement Project, the CRA is required to adopt the 2024 LMS before August 6, 2025; and WHEREAS, the Board has been presented with the 2024 LMS; and WHEREAS, due to Florida's weather, geography, and miles of coastline, the state is highly vulnerable to disasters; and WHEREAS, the CRA supports efforts to make our community more disaster -resistant, thereby reducing the costs of disasters, preventing or mitigating their impact to residents, and reducing the time needed for recovery; and WHEREAS, the Board has examined and approves the adoption of the 2024 LMS in substantially the same form as the attached; and WHEREAS, the Board has determined that this Resolution is for a proper purpose and in the best interests of the CRA, and its residents; and WHEREAS, the Board finds that the prevention of disaster impacts will also prevent slum and blighted conditions in the CRA Area. NOW THEREFORE, BE IT RESOLVED BY THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY BOARD THAT: Section 1. The forgoing "WHEREAS" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution upon adoption hereof. Section 2. The Board hereby approves and adopts the 2024 LMS, attached hereto as Exhibit A, in its entirety, as submitted to the Palm Beach County Board of County Commissioners, the Florida Division of Emergency Management and the Federal Emergency Management Agency. 2 4876-5882-4681, v. 1 889 Section 4. The Board authorizes the Executive Director of the CRA to pursue available funding opportunities for implementation of proposed mitigation initiatives described in the Local Mitigation Strategy, and upon receipt of such funding or other necessary resources, seek to implement the actions in accordance with the mitigation strategies set out by the Local Mitigation Strategy. Section 5. The Resolution shall be in full force and take effect immediately upon Board approval and shall remain in effect until the Board votes to terminate it. FIRST and FINAL READING this day of 12024. Boynton Beach Community Redevelopment Agency Chair - Ty Penserga Vice Chair - Aimee Kelley Thomas Turkin Woodrow Hay Angela Cruz 3 4876-5882-4681, v. 1 890 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 NEW BUSINESS AGENDA ITEM 15.0 SUBJECT: Discussion and Consideration of the Purchase of 225 NE 9th Avenue SUMMARY: CRA Staff has actively been pursuing the purchase of a vacant parcel of land located at 225 NE 9th Avenue (see Attachment 1). The property is adjacent to multiple CRA lots which will be used as part of a City/CRA project to extend NE 2nd Street from E. Martin Luther King, Jr. Blvd. (south) to NE 9th Avenue (see Attachment 11). If acquired, the property would help facilitate drainage issues in the area as part of the NE 2nd Street expansion and the Martin Luther King, Jr. Blvd. Streetscape Project. 225 NE 9th Avenue is located within the Heart of Boynton District (HOB) (see Attachment III). It is approximately 7527.17 square feet (0.1728 acres) and zoned R2 -R2 Duplex, 10 DU/AC. The future land use would be mixed use low (MUL) with a development potential of 20 units per acre with a maximum height of 45'. On May 14, 2024, this property was brought before the CRA Board for consideration. The CRA Board did not approve the purchase of the property based on the asking price of $335,000.00 with an appraised value of $196,000.00 (see Attachments IV, V & VI). The Seller had the property reappraised on September 11, 2024 (see Attachment VII). Based on comparable sales in the Heart of Boynton, the property appraised at $264,000. The Seller has offered the property to the CRA at $300,000 (see Attachment VIII). A comparable worksheet, with key property information, has been provided as Attachment IX. The comparisons include this property, past property offers and current CRA owned properties within HOB. This item is being brought before the Board for discussion on the potential purchase of the vacant lot. Due diligence would be performed as part of the purchasing process. FISCAL IMPACT: Purchase Price to be determined by the Board. FY 2024-2025 Budget, Project Fund, Line Item 02-58200-401 CRA PLAN/PROJECT/PROGRAM: 891 2016 Boynton Beach Community Redevelopment Plan - Heart of Boynton District CRA BOARD OPTIONS: 1. Approve the purchase of 225 NW 9th Avenue in the amount of $300,000.00 and CRA Staff will bring a Purchase and Sale Agreement back to the Board for approval and execution. 2. Do not approve the purchase of 225 NW 9th Avenue. 3. Alternative direction as provided by the CRA Board. ATTACHMENTS: Description • Attachment I - Location Map • Attachment II - NE 2nd Street Right of Way Map • Attachment III - Heart of Boynton District • Attachment IV - Seller's Asking Price • Attachment V - Appraisal 225 NE 9 Ave • Attachment VI - 05-14-2024 Minutes-Dis-Approval of purchasing 225 NE 9th Ave • Attachment VII - 225 NE 9th Ave Appraisal -provided by Seller • Attachment VI I I - 9.24.24 Seller's Offer - Sale Price • Attachment IX - HOB Comparables -225 NE 9th Avenue - Sept 2024 892 M Q) 00 1* c) w District VIII IIID a ID riVIII IIID g C°""a e ID IIID IIID IIII IIID �� IIID 'iiiii ' IIID 'illll IIII �� �� .......... I '']��ie ii 'ii IIID I05 895 IIII ui��tui����:�d �ctlii o urs ................................................................... The Heart of Boynton District is a 380 -acre neighborhood developed predominantly with single-family homes. The neighborhood has several parks, two public schools and numerous churches. Unfortunately, it has been the victim of disinvestment over the last 50 years. The two Census blocks of Tract 61 which encompasses this District have the median household income of $20,848, the lowest in the City. To counterthe decline of the neighborhood, in 2001 the CRA and City adopted the Heart of Boynton Community Redevelopment Plan. The Plan was updated in 2014 to reflect the achievements of the original plan and add new projects to reflect the current market conditions. A number of recommendations of the original CRA Plan have been implemented, including: • The demolition of the Cherry Hill public housing project • The redevelopment of the Boynton Terrace site – Ocean Breeze West – into 21 single- family homes Redevelopment of Wilson Park and into Carolyn Sims Community Center • Expansion of the Palmetto Greens Park • Redevelopment of Sara Sims Park – Master Plan created, property acquired • Streetscape Improvements on Seacrest Boulevard • Redevelopment of Martin Luther King, Jr. Boulevard – Property acquired and Family Dollar developed • Development of new housing – 60 new single family homes developed In partnership with nonprofits, the City and CRA. C. Stanley Weaver (C -Canal) canal to the north, 1-95 to the west, N.E. 3rd Avenue to the south and the FEC rail line to the east. The area is within walking distance of the Cultural and Downtown Districts. A major arterial road—Seacrest Boulevard—runs through the neighborhood north/south. Martin Luther King, Jr. Boulevard, once lined with locally -owned businesses, runs east/west. There are two public elementary schools in the neighborhood, Poinciana and Galaxy. Both schools are STEM schools (Science, Technology, Engineering and Math). There are a number of parks and special use areas within the neighborhood, such as, Carolyn Sims Community Center, Galaxy Park and Scrub and Sara Sims Park. The Heart of Boynton District is bounded by the 1 06 896 Figure 57: Heart of Boynton District Location Map I 0 1 897 IIII'tl'.IIIL�.!!I�.III�.iii..I!!.9.... �.,III.g.11ll.11ll.paq�..3.mf. The Heart of Boynton area suffers from an aging the neighborhood; clearly, the road is not presently and poorly maintained housing stock. The CRA designed at a neighborhood scale. and City, in partnership with local non -profits, continue to develop single-family homes, but Both Seacrest Boulevard and Martin Luther King, Jr. there is a need for quality affordable multi -family Boulevard have older, ill -maintained power poles with rental housing. The problem is that—given low overhead utilities, causing a "visual blight." median household incomes—it cost more to build even modest apartments than many of the families can afford. This gap will has to be filled through some form of a subsidy. Another major deterrent to private investment is the visible blight and crime. There are still a number of small convenience stores that allow loitering and illegal activities for all to see, discouraging people to buy homes or invest in businesses within the area. The District is comprised of small parcels platted in the 1920's – 1930's, during Florida's land boom. The parcels are owned by many different people making assembly of a developable site very difficult and expensive. Moreover, many owners have an unrealistic sense of the value of their property. Over the years, the neighborhood has lost most of their retailers and service providers. There is no full service grocery store and only one take- out restaurant. The majority of commercial use ti is represented by convenience stores. A new Family Dollar store at the corner of Martin Luther King, Jr. Boulevard and Seacrest Boulevard has been a welcome addition, but there is a need for more retail services. The neighborhood is bifurcated by a four - lane Seacrest Boulevard, which has only one signalized pedestrian crossing even though there are two elementary schools in the neighborhood. The width of the road and drive aisles encourage speeding through Figure 58: Example of District Planning Challenges I 08 898 „.oiiii::i:s.ii. ,e ra,Ul olin s Several factors were considered in determining the land use designations for the Heart of Boynton District. A future commuter rail station for the planned Tri - Rail Coastal Link service, which will serve the South Florida metropolitan region, is planned for downtown at N.E. 4th between Ocean Avenue and Boynton Beach Boulevard. To improve land development patterns in advance of station development, the City adopted a Downtown Transit Oriented Development District (DTOD), covering a'h mile radius around the station's location, including a portion of the Heart of Boynton. The DTOD district regulations support increased intensity of development through a 25% density bonus. A second consideration is the Transportation Concurrency Exception Area (TCEA) which, in addition to the residential exception area applicable east of 1-95, exempts all development from the Palm Beach County traffic concurrency requirements thus allowing denser development. The Plan recommends increasing density within the area where the TCEA and TOD designations overlap. However, because this District is a low - scale neighborhood, no increase in height over 45' is recommended. Historic District. There are a significant number of historic cottages located along both sides of NE 3rd Avenue and the south side of NE 4th Avenue between N. Seacrest Boulevard and NE 1 st Street. In order to protect these cottages while allowing commercial redevelopment of the south side of NE 3rd Avenue, the Plan recommends that: • The historic cottages from the south side of NE 3rd Avenue be relocated to the vacant lots on the north side of NE 3rd Avenue. • On completion of the relocations, a historic district, tentatively called Shepard Funk Addition Historic Cottage District, be created within the block enclosed by N. Seacrest Boulevard, NE 1st Street, NE 3rd Avenue, and NE 4th Avenue. I09 899 Iii sliiioui�� The Heart of Boynton area will become 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. ccuii°mur°m°uu. un';atliiouis Stuff cetsca p,g Streetscape enhancements are recommended for the Seacrest Blvd and Martin Luther King Jr. Blvd. The space for these enhancements may be obtained through either right-of-way dedications or public easements. The enhancements should include: • Implement a Complete Streets program for Seacrest Boulevard and ML K Jr. Boulevard to accommodate bike lanes and bike racks, widening of sidewalks, decorative street lights, street furniture, and on -street parking. • Marking of major intersections with materials such as pavers, paint, etc. • Enhanced median landscaping • Bus shelters (will be required as part of new construction) • Additional signalized pedestrian crossings (including mid -block) along Seacrest BoulevardAddition of canopy street trees • Creation of a Pedestrian Zone adjacent to the right-of-ways that is inviting, safe and includes: • Minimum 8' wide clear sidewalk • Decorative light poles at both the vehicular and pedestrian scales • Require installation of canopy trees that provide immediate shading at time of construction • Undergrounding of overhead utilities • Creation of a greenway to connect the greenway proposed along NW 1st Avenue, Sara Sims Park, and Wilson Park per the Connectivity Plan • Creation of an eco -trail to connect the existing scrub and linear parks per the Connectivity Plan I G 900 Figure 60: Seacrest Blvd Streetscape Area �45�'Max. Figure 62: MLK JR. Blvd. Street Section 901 The existing land use designations within the Heart of Boynton District are: • Low Density Residential — 5 units per acre (all of this land use designation is concentrated on the west side of Seacrest Boulevard. • Medium Density Residential — 10 units per acre (this land use designation is concentrated on the east side of Seacrest Boulevard) • High Density Residential — 11 units per acre (currently over the Ocean Breeze West development and along W. Seacrest from N.W. 8th to N.W. 9th) • Mixed -Use — 40 units per acre (this land use designation is placed on the CRA -owned Ocean Breeze East block and on CRA -owned property along MLK, Jr. Boulevard) • Local Retail Commercial, General Commercial, Industrial, Recreational, and Public & Private Govern mental/I nstitutional Below is a table of the proposed land use and zoning designations that will apply within the Federal Highway Corridor District: Table 7: Recommended Future Land Use (FLU) Classifications within the Heart of Boynton District LAND USE DENSITY CORRIESPGNDIIINGZONING DEINSI * MAX CAP HEIGHT Mixed -Use Mediiu m 54 MU -2, MU -3 50 75' Mixed -Use Low 20 MU -1 20 4" IHi h Density Residential 1;5 R4, IPiUD 15 45' Medium Density 11 R, (PUD Residential 11 45' Low Density 75 R -1 -AAA, R -1 -AAD, R -1 -AA, IR -1-A, R-1, Residential PUD 7.5 45' (Local Retail Com mercial n/a C-2, C-, PCD n/a 45' General n/a C-4 Commercial n1a 45' Industrial n/a M-1' n/a 45' PPGI; n1a Public Usage n/a 45' Recreation nJa Recreation n/a 45' Properties located within the TOD may recieve a 25% density bonus I 1902 Figure 63: Recommended Land Use for the Heart of Boynton District LEGEND 5abto'llA WI u Waw wN�!°e�✓k1r Gf�,',�nbA*ud Ali i��a a o.�ieM h�W,m,�rv�r4'��i+��err d&�u �a,�waA�M��l�tld'mtlaB wli ��aw��: wp C'"4nnip'e bjaA: )A Muwi P OlJWW' ffWux ar ®! !Fw6A,u rrPo Hqr, DOM, sig Y;immu),,c W S&I'dAlt ��/�������i///����/�// uktiBO'Aw,AA."O flMj ,� , �'01111ffiijy�9. N uo,. ti$gl WOoruufe Wuififf VIIy"IM,i. b W40,))V O(MI o'l uki Sol Q, � E�xruxR wl, 11,11N Mh IN b.:1�'9,.Ww.= emAuorrrtiuir WIM.OdOWww�AA�cw,W�laWe a„ w� : eWne I I 3 903 IIII"�'e�°:����„��ui�r�ui°°ur°uucuidatliioui� s ui�llhaui� IIII':fem�'Iii ui • There are three architectural styles of historic structures in the Heart of Boynton: Mission, Frame Vernacular, and Mediterranean Revival. When building in this District, new development shall attempt to utilize one of these architectural styles. • A Historic Cottage District should be considered adjacent to the proposed Cottage District; where feasible, historically contributing cottages in the area shall be relocated in the Historic Cottage District. • Commercial buildings fronting MLK Jr., Boulevard and/or Seacrest Boulevard shall maximize the amount of glazing. • Residential buildings fronting MLK Jr., Boulevard and/or Seacrest Boulevard shall be designed to have pedestrian access from the main road and have front door facing the main road. • All buildings along MLK Jr., Boulevard and/or Seacrest Boulevard shall be set back to allow for a pedestrian zone. • Approximately 75% of the lot frontage must be occupied by structure and be adjacent to the pedestrian zone. • Buildings fronting MLK Jr., Boulevard shall be a maximum of two story and stepped back to continue to the maximum allowed height in the designated Zoning District. • Parking shall be located to the rear or side of the buildings • Curb cuts shall be permitted on Boynton Beach Blvd only when access is not possible from the rear or side. • When adjacent to commercial uses, single-family areas shall be protected through the use of landscape buffers and/or walls as appropriate. ..K, CoMroe ci Ib Model Slock rear Breeze, !East Gc)ttage District— Proposed 1is ork off.age District Figure 64: Heart of Boynton Projects I 1904 Sara Sims Park Expansion Working with residents of the community, the CRAand its consultant created a master plan for the expansion and improvement of Sara Sims Park. The CRA has also purchased seven properties and deeded them to the City in preparation for the eventual expansion of the park. Staff will review the feasibility of converting a portion of Sara Sims Park Master Plan, along the western boundary, from Recreational Land Use to Single Family. This process shall include a public meeting, the Parks and Recreation Board review and recommendation, and City Commision approval. Ocean Breeze East The CRA owns 4.5 acres of vacant land east of Seacrest Boulevard between N.E. 6th and 7th Avenues. The CRA is seeking a private development partner to build a multi -family project on the site. Cottage District The CRA owns approximately 5 acres on the block between N.E. 4th and 5th Avenue. The CRA's goal for this site is to attract a private development partner to build single-family for -sale homes in the style of the surrounding historic cottages. MLK Commercial Leveraging CRA -owned land and economic development grants, the CRA was able to bring a Family Dollar store to the Martin Luther King, Jr. Boulevard corridor in 2015. The CRA owns additional land on the corridor and continues to work with developers to attract new and needed neighborhood retail. MLK Multi Family Utilizing CRA -owned land, the CRA is seeking to attract a private development partner to build a multi- family development along the Martin Luther King, Jr. Boulevard corridor. The development may include commercial uses. Figure 66: Ocean Breeze East Figure 67: Cottage District 115 905 Figure 68: Example of a Commercial Project on MLK Jr. Blvd. I I 6 906 Figure 69: Example of Multi Family Project on MLK Jr. Blvd. 907 OE C> �o Q0 Ir - 6 0 0 Cid Lft C+ CD z u GLCUD C: CU C - Cal z 0 1. 0 0 LL IA !- 0 m 4-J An C: 0 V 4) 0 — 0 m CL LL U- (D r CL to 'n m E 0" U. 0 0 p- cu >M 0- G) V) CL U. I W LA I- 0 > LA. c C: 0 tN CD m o *p LL > 0 U M ai Ln 4 IA :E 0 cr -Ile to 0 0 > m 0 LL. LL. CL u APPRAISAL REPORT VACANT LAND 225 NORTHEAST 9 AVENUE 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 February 1, 2024 909 Vance Real Estat,e, Service February 1, 2024 Boynton Beach Community Redevelopment Agency 100 East Ocean Avenue Boynton Beach, FL 33435 RE: Vacant Land, 0.1728 acres, 225 Northeast 9 Avenue, 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 February 1, 2024. 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 the client and intended user, Boynton Beach Community Redevelopment Agency. Our analyses have been prepared in conformance with the Uniform Standards of Professional Appraisal Practice. This report is for exclusive use of the client and intended user 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 market value of the appraised property, subject to definitions, certifications, and limiting conditions set forth in the attached report. ONE HUNDRED NINETY-SIX THOUSAND DOLLARS 196 000 (THIS LETTER MUST REMAINATTACHED TO THE REPORT WITH SIXTY-NINE (69) NUMBERED PAGES FOR THE VAL UE 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 4" Street, Plantation, FL 33317-2204 954/583-2116 vancevalkatt.net Ml TABLE OF CONTENTS Pate Number Title Page i Letter of Transmittal ii Table of Contents iii INTRODUCTION 4 Photographs o the Subject Property 5 1-3-5 Mile Location Map 8 1-3-5 Mile Demographic Statistics 9 Summary of Important Facts and Conclusions 11 DESCRIPTIONS ANALYSES & CONCLUSIONS 12 I entity ot Client and Intendeddd User 13 Intended Use 13 Identification of Real Estate Appraised 13 Ownership 13 Property Address 13 Legal Description 13 Real Estate Tax Analysis 14 Market Area Description 15 Land Use & Zoning 21 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 30 Land Sales location map 31 Land Sales documentation 32 Land Sales Comparison & Adjustment Chart 39 Valuation by the Sales Comparison Approach 40 FINAL VALUE OPINION 44 Certification and Limiting Conditions 45 ADDENDA 47 Acquiring deed 48 Zoning and land use map 49 Boynton Beach CRA recommended land use map 50 "R-2" zoning information 51 "MU" zoning information 59 USPAP Standards Rule 2-2a 61 Qualifications of the Appraisers 65 911 INTRODUCTION 912 Looking North at Appraised Land 225 NE 9th Avenue Boynton Beach, Florida Looking East at NE 9th Avenue Boynton Beach, Florida 913 Looking West at NE 9th Avenue Boynton Beach, Florida Looking NE at Appraised Land 225 NE 9th Avenue Boynton Beach, Florida 914 LO TMI 1-3-5 MILE RADII FROM THE VALUED REAL ESTATE 225 NE 9" AVENUE BOYNTON BEACH, FLORIDA 33435 225 NE 9th Ave, Boynton Beach, Florida, 33435 3 Prepared by Esri 225 NE 9th Ave, Boynton Beach, Florida, 33435 Rings: 1, 3, 5 mile radii 1 mile 3 miles 5 miles Population 2010 Population 14,440 81,384 176,761 2020 Population 17,311 93,554 198,558 2023 Population 18,001 95,673 202,576 2028 Population 19,259 97,042 203,745 2010-2020 Annual Rate 1.83% 1.40% 1.17% 2020-2023 Annual Rate 1.21% 0.69% 0.62% 2023-2028 Annual Rate 1.36% 0.28% 0.12% 2020 Male Population 47.9% 47.6% 47.7% 2020 Female Population 52.1% 52.4% 52.3% 2020 Median Age 43.8 43.7 45.7 2023 Male Population 48.7% 48.0% 48.0% 2023 Female Population 51.3% 52.0% 52.0% 2023 Median Age 43.8 44.4 46.8 In the identified area, the current year population is 202,576. In 2020, the Census count in the area was 198,558. The rate of change since 2020 was 0.62% annually. The five-year projection for the population in the area is 203,745 representing a change of 0.12% annually from 2023 to 2028. Currently, the population is 48.0% male and 52.0% female. Median Apo The median age in this area is 46.8, compared to U.S. median age of 39.1. Race! and Ethnk ty 2023 White Alone 36.6% 51.3% 54.3% 2023 Black Alone 49.9% 28.8% 24.1% 2023 American Indian/Alaska Native Alone 0.3% 0.5% 0.7% 2023 Asian Alone 0.8% 2.2% 2.6% 2023 Pacific Islander Alone 0.0% 0.0% 0.0% 2023 Other Race 4.7% 6.1% 6.9% 2023 TWo or More Races 7.6% 10.9% 11.3% 2023 Hispanic Origin (Any Race) 12.6% 18.2% 20.1% Persons of Hispanic origin represent 20.1% of the population in the identified area compared to 19.4% 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 74.8 In the Identified area, compared to 72.1 for the U.S. as a whole. Households 2023 Wealth Index 68 82 101 2010 Households 5,518 34,638 75,588 2020 Households 6,751 39,625 83,745 2023 Households 7,149 40,954 66,123 2028 Households 7,798 41,895 87,277 2010-2020 Annual Rate 2.04% 1.35% 1.03% 2020-2023 Annual Rate 1.78% 1.02% 0.87% 2023-2028 Annual Rate 1.75% 0.46% 0.27% 2023 Average Household Size 2.47 2.30 2.32 The household count in this area has changed from 83,745 in 2020 to 86,123 in the current year, a change of 0.87% annually. The five-year projection of households is 87,277, a change of 0.27% annually from the current year total. Average household size is currently 2.32, compared to 2.34 in the year 2020. The number of families in the current year is 49,423 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. The Gini index measures the extent to which the distribution of income or consumption among individuals or households within an economy deviates from a perfectly equal distribution. A Gini index of 0 represents perfect equality, while an index of 100 implies perfect inequality. Source: U.S. Census Bureau. Esrl forecasts for 2023 and 2029. Esri converted Census 2010 Into 2020 geography and Census 2020 data. January 23, 2024 9 9 917 225 NE 9th Ave, Boynton Beach, Florida, 33435 3 Prepared by Esri 225 NE 9th Ave, Boynton Beach, Florida, 33435 Rings: 1, 3, 5 mile radii Mortgage Incoma 1 mile 3 miles 5 miles 2023 Percent of Income for Mortgage 39.9% 29.0% 31.7% Median Household Income 2023 Median Household Income $54,474 $63,490 $66,737 2028 Median Household Income $61,308 $74,810 $78,738 2023-2028 Annual Rate 2.39% 3.34% 3.36% Average Household income 2023 Average Household Income $82,874 $92,302 $100,465 2028 Average Household Income $97,344 $108,276 $117,634 2023-2028 Annual Rate 3.27% 3.24% 3.21% Per Capita Income 2023 Per Capita Income $33,457 $39,785 $42,748 2028 Per Capita Income $39,957 $47,050 $50,424 2023-2028 Annual Rate 3.61% 3.41% 3.36% GINI Index 2023 Gini Index 43.4 41.3 41.7 Households by Income Current median household income is $66,737 in the area, compared to $72,603 for all U.S. households. Median household income is projected to be $78,738 in five years, compared to $82,410 for all U.S. households Current average household income is $100,465 in this area, compared to $107,008 for all U.S. households. Average household income is projected to be $117,634 in five years, compared to $122,048 for all U.S. households Current per capita income is $42,748 in the area, compared to the U.S. per be $50,424 in five years, compared to $47,525 for all U.S. households capita income of $41,310. The per capita income is projected to Housing 2023 Housing Affordability Index 61 2010 Total Housing Units 7,333 84 43,830 77 94,133 2010 Owner Occupied Housing Units 3,322 22,514 52,876 2010 Renter Occupied Housing Units 2,196 12,124 22,715 2010 Vacant Housing Units 1,815 9,192 18,545 2020 Total Housing Units 8,293 46,937 100,263 2020 Owner Occupied Housing Units 3,697 23,384 54,821 2020 Renter Occupied Housing Units 3,054 16,241 28,924 2020 Vacant Housing Units 1,546 7,429 16,501 2023 Total Housing Units 8,646 48,011 102,291 2023 Owner Occupied Housing Units 3,554 23,407 55,644 2023 Renter Occupied Housing Units 3,595 17,547 30,479 2023 Vacant Housing Units 1,497 7,057 16,168 2028 Total Housing Units 9,060 48,888 103,480 2028 Owner Occupied Housing Units 3,753 23,829 56,535 2028 Renter Occupied Housing Units 4,D45 18,066 30,742 2028 Vacant Housing Units 1,262 6,993 16,203 Socioeconomic Status Index ' 2023 Socioeconomic Status Index 40.5 45.4 46.4 Currently, 54.4% of the 102,291 housing units in the area are owner occupied; 29.8%, renter occupied; and 15,80/0 are vacant. Currently, in the U.S., 58.5% of the housing units in the area are owner occupied; 31.7% are renter occupied; and 9.8% are vacant. In 2020, there were 100,263 housing units in the area and 16.5% vacant housing units. The annual rate of change in housing units since 2020 is 0.62%. Median home value in the area is $351,521, compared to a median home value of $308,943 for the U.S. In five years, median value is projected to change by 1.47% annually to $378,170. 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. The Gini index measures the extent to which the distribution of income or consumption among individuals or households within an economy deviates from a perfectly equal distribution. A Gini index of 0 represents perfect equality, while an index of 100 implies perfect inequality. Source: U.S. Census Bureau. Esri forecasts for 2023 and 2028. Esri converted Census 2010 into 2020 geography and Census 2020 data. January 23, 2024 10 10 918 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS PROPERTY APPRAISED: Vacant lot 225 Northeast 9 Avenue Boynton Beach, FL 33435 OWNERSHIP: Southwest Jefferson, Inc. 6215 Innes Trace Louisville, KY 40222-6008 LAND AREA: Approximately 7,527 square feet or 0.1728 of an acre. Size is from public records. No sketch of survey is available for review. BUILDING IMPROVEMENTS: No structural improvements on the lot ZONING: "R-2", Single and Two-family Residential District in the city of Boynton Beach LAND USE: McDR, Medium Density Residential CRA DISTRICT: Heart of Boynton APPRAISAL PURPOSE: To develop an opinion of market value INTEREST APPRAISED: Fee simple CURRENT USE: Vacant HIGHEST AND BEST USE: As vacant: Single user residence or two user residence Future: Assemblage with adjacent lots for attached dwellings with a density of up to 20 dwelling units per acre VALUE BY THE SALES COMPARISON APPROACH: 7,527 square feet x $26.00 per square foot (rounded to) _ ONE HUNDRED NINETY-SIX THOUSAND DOLLARS VALUATION DATE: February 1, 2024 Exposure Time: 12 months prior to selling at the appraised value. .Varketing Time: 12 months immediately following the effective date of appraisal during which time the subject property should sell at the appraised value. 11 919 DESCRIPTIONS, ANALYSES, CONCLUSIONS 12 920 APPRAISAL REPORT This is an APPRAISAL REPORT that complies with Standard Rule 2-2(a) of the Uniform Standards of Professional Appraisal Practice 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: Southwest Jefferson, Inc. 6215 Innes Trace Louisville, KY 40222-6008 Property Address: 225 Northeast 9 Avenue Boynton Beach, FL 33435 Legal Description: Lot 166, ARDEN PARK, Plat Book 2, page 96, Palm Beach County, FL Census Tract No. 61 13 921 APPRAISAL REPORT (continued) Real Estate Tax: Parcel Control Number: 08 43 45 21 18 000 1660 Land Value: $89,468 Improvement Value: -0- Total Value: $89,468 Assessed Value: $25,831 Exemption Amount: -0- 0 - Taxable Taxable Value: $25,831 Ad Valorem Tax: $ 934 Non Ad Valorem Tax: $ -0- 0 - Total Total Tax: $ 934 Real estate tax for 2023 is partially paid, with a balance of $574.05 shown on the Palm Beach County Tax Collector's website. The real estate tax is set up to be paid in installments over the year. There are no outstanding taxes for previous years. 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 (assessed) 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. The 10% per year increase cap accounts for the difference between the Total Value of the appraised property and the Assessed Value. 14 922 APPRAISAL REPORT 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 depots in downtown Miami, downtown Fort Lauderdale and downtown West Palm Beach. Boca Raton, Aventura, Port of Miami are added to the list. Rail service to Orlando is operating. 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. 15 923 APPRAISAL REPORT (continued) The immediate subject market area is one of the districts in the CRA known as the Heart of Boynton (HOB), containing 380 acres. This area 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 CRA has concentrated funds and effort into revitalizing the area with new housing options and upgraded streetscapes. The CRA has purchased numerous smaller properties to assemble larger sites for redevelopment of mixed use projects. 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 residential projects planned and completed. 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 subject 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. 16 924 APPRAISAL REPORT 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 2023 in the one -mile radius is $54,474, for three miles it is $63,490, and $66,737 for the five mile circle. Median household income for Palm Beach County is $68,900. In the one -mile circle, population is 18,001. In three miles, population increases to 95,673; at five miles, it is 202,576. However, about 40% of the three and five mile circles are over the Atlantic Ocean and waterways. Annual growth rate in the one -mile circle for the next five years is anticipated to be high at 1.36%, with new multi -family residential complexes being constructed in central Boynton Beach. Annual growth rates in the three and five mile circles are slower at 0.28% and 0.12%. 55% of the housing units are owner occupied, with 30% 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 15%; 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 $351,521 including the highly priced homes fronting the Atlantic Ocean and Intracoastal Waterway, compared to median home value of $308,943 in the United States. 17 925 APPRAISAL REPORT 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 2022, sales activity and prices recuperated. The upswing in prices is due in part to scarcity of developable land. Properties were back to pre-crash prices and in most cases exceeded that level. The upward trend in real estate prices and volume of sales significantly diminished in the recent past year due to the increase in interest rates and building materials. Sales volume in 2023 was 75% lower than in 2022 across the real estate board. Some new construction projects were halted and some planned did not commence. The subject market area has examples of each case. The life cycle stage of the market area is revitalization, a period of renewal, modernization, and increasing demand. This revitalization is occurring throughout the CRA area and is influencing activity in each district. The catalyst of the revitalization in the Downtown District 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 such as Ocean One at 114 N Federal Highway which was finally approved for 371 apartments, 25,588 square feet of retail, and 450 parking spaces. Davis Camalier sold the site to Hyperion Group for $78.98 per square foot in December, 2021. Another Federal Highway project is comprised of thirteen parcels beginning at the northeast corner of North Federal Highway and SE 2 Avenue, then extending east. All of the existing improvements were demolished and removed to make way for Broadstone at Boynton Beach, a mixed use project with 274 dwelling unit and 13,110 square feet of retail space. Land unit sale price equates to $83.18 per square foot in May, 2022 for the initial transaction. With the project underway, there was a second sale to another developer and construction has stopped for now. 18 926 APPRAISAL REPORT 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 was 2.28 acres, including parking lots and the recent purchase of 508 East Boynton Beach Boulevard. Land purchase by Affiliated Development has not been 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. 150 of the apartments would be for workforce housing units. Boynton Beach CRA purchased the property at 511-529 East Ocean Avenue where Hurricane Alley Raw Bar & Restaurant is located. Purchase price was $3,600,000. This property consists of three buildings with a total size of approximately 17,201 square feet on a site of 17,903 square feet. It is in the block to the south of 115 North Federal Highway and will become part of the Pierce project. 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. For several years, the north and south sections of the project have sat vacant. The middle section was improved with a new City Hall, library, park, museum, amphitheatre and fire station. The former school was preserved. In April, 2023, the north and south sections were sold to Boynton Beach Town Center for a price of $44 million or approximately $126 per square foot of land. The master plan for the parcels include: 0 900 residential rental units 0 24,000 square feet of retail space o Parking garage for 2,000 vehicles, with 500 of these spaces for city use In addition to the transfer of the ownership of the land, other agreements and considerations were made such as a 100 year parking lease agreement with the City. The Town Square project completion is the force for other pending mixed-use projects to move forward. 19 927 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. In the Heart of Boynton CRA district, Heart of Boynton Villages and Shops is under construction 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. This project 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. A large section of the Cottage District from NE 4 Avenue to NE 5 Avenue, between Seacrest Boulevard and NE 1 Street is planned to be developed by Pulte Homes with workforce housing. 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. Plans are for 41 for -sale units, consisting of 19 single-family houses and 22 townhouses. 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. 20 928 APPRAISAL REPORT 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. 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 demand for it is greater than the supply. Platting: The appraised land is one lot in an old plat, recorded prior to the effective date of current zoning regulations. Land Use: Land use is McDR, Medium Density Residential, maximum density 9.58 dwelling units per acre. Zoning: "R-2", Single and Two-family Residential District with the purpose to implement the medium density residential future land use map classification of the comprehensive plan. 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. 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. 21 929 APPRAISAL REPORT The appraised land has approximate dimensions of 50 feet x 150 feet = 7,500 square feet (7,527 square feet on the tax roll). The size meets the standard for a single family lot in the "R-1" zoning; however, the width is substandard. Since the lot was platted prior to the current code being in effect, the lot would most likely be able to be developed as a legally non -conforming site; however, city officials make this determination. For the "R-2" district, current required size is 4,500 square feet per unit. The subject lot is less than 9,000 square feet. Again, it may be permitted to be improved with a two -user dwelling; city officials decide the permitted use. Boynton Beach Community Redevelopment plan for the lot is for low density mixed use of a maximum of 20 dwelling units per acre. To achieve this density, parcel size has to be one-half acre or 21,780 square feet. Hence, the lot concerned would have to be assembled with adjacent lots to meet the size standard for a possible land use change. Such a change would have to be initiated by the property owners. In contract to the subject, the land to the west is being improved with Heart of Boynton Villages and Shops, fronting the south side of NE 10 Avenue; its land use is mixed use 50 dwelling units per acre. This land use was changed by the city a while back. 22 930 APPRAISAL REPORT Site Description: The shape of the site is a rectangular. Approximate dimensions are from public records; size is from the Palm Beach County tax roll. North boundary on adjacent property: 50 feet East boundary on adjacent property: 150 feet S boundary on NE 9 Avenue: 50 feet West boundary on adjacent property: 150 feet Land size is approximately 7,500 square feet (7,527 square feet on the tax roll). Utilities: All utilities are available to the site. Access: The site is accessible via NE 9 Avenue, a two -laved local road. It is one block south of Martin Luther King, Jr. Boulevard (NE 10 Avenue), an east -west thoroughfare through the Heart of Boynton district. NE 9 Avenue intersects with Seacrest Boulevard to the west and North Railroad Avenue to the east. NE 9 Avenue has streetlights, but no sidewalks. Easements: Easements are not noted on the original plat. If they exist, utility easements would be most probably around the perimeter of the lot. Improvement Description: There are no structural improvements on the site. Environmental Assessment: No assessment was available for review. 23 931 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 February 1, 2024. 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; 4. payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and S. 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. 24 932 APPRAISAL REPORT * 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. Jennin)zs, 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: February 1, 2024 B) Date of the Report: February 1, 2024 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 property. 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. 2-2(a)(rx) Summarize the extent of any significant real property appraisal assistance; The two signatory appraisers are the only people involved in the appraisal process. 25 933 APPRAISAL REPORT 2-2(a)(x)(1) 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 permanent 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; There are no agreements for sale, options or listings as of the effect date of appraisal. 26 934 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. The last transfer of ownership by a warranty deed was on May 31, 1995 for $3000. A copy of the deed is in the Addenda. There were two transfers between related parties after that. The 1995 sale occurred too far in the past to be of any significance in the current valuation. 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 is a plat lot containing about 7,527 square feet. It fronts a two-laned local avenue one block south of Martin Luther King, Jr. Boulevard, a main neighborhood thoroughfare. The site is accessible via NE 9 Avenue, between Seacrest Boulevard to the west and North Railroad Avenue to the east. The rectangular parcel is level and filled to street grade. All utilities are available to the site. No soil or subsoil tests were available for review to ascertain if the appraised land is capable of supporting buildings. However, surrounding properties have been improved with one or two-story building for over 100 years. Physical constraint to develop the site is its size which governs the size and number of the potential improvements that can be placed on it. 27 935 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-2", Single and Two-family Residential District. Minimum lot area is 4,500 square feet per unit for a duplex; minimum lot frontage is 75 feet. The subject land size is 7,527 square feet and 50 foot width. For single family use, requirements are lot size of 6,000 square feet and width of 60 feet. An excerpt from Nonconforming Regulations for Lots and Parcels is in the Addenda. Interpretation and enforcement of the zoning code are done by City officials. Nevertheless, it is reasonably probable that the appraised land would be permitted to be improved with a single family residence in keeping with the aim of home ownership in the Heart of Boynton CRA district. If the subject lot were combined with an adjacent lot(s), potentially they could be improved with one or more two-family residences. City officials would determine the density of a permitted residential project on the appraised site. 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 proj ects. 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. Where larger sites can be assembled, higher density multi -family or attached dwellings are being constructed such as Ocean Breeze East and Heart of Boynton Villages and Shops. With a small amount of vacant land remaining in densely populated eastern Palm Beach County, it has to have a higher yield with more dwelling units per acre calling for these attached or multi -family projects. 28 936 HIGHEST AND BEST USE OF THE PROPERTY AS VACANT Financially feasible use of the appraised land is to assemble it with as many lots as possible and construct an attached or multi -dwelling project that would be permissible in the already in place Land Use of Medium Density Residential, with a density of 9.58 dwelling units per acre or in a future land use category of mixed use low density of 20 dwelling units per acre. The most probable 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. Maximally Productive as Vacant In summary, the current Highest and Best Use of the property appraised as vacant is for a single user residence or a two -user residence. Such use would be physically possible, probably legally permissible, financially feasible and maximally productive. Future highest and best use is for attached or multi- family residences with greater density. 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 2-1 See signed certification in report. 29 937 SALES COMPARISON APPROACH LAND VALUATION 30 938 LA z ZI CT ,I, a 13 w DR z a, i h( -,p clfz 5 AVE SALE 2 J— �U BJEC�,"',,;,,p �:u ISI V,�l SA,LE 3 W I Y'NI AVE 0 ?gnj S A VLL E E 4 S��LE1 31 939 'WiPAY 'EA EL �J OA 1� j U, LA z ZI CT ,I, a 13 w DR z a, i h( -,p clfz 5 AVE SALE 2 J— �U BJEC�,"',,;,,p �:u ISI V,�l SA,LE 3 W I Y'NI AVE 0 ?gnj S A VLL E E 4 S��LE1 31 939 0 a� AERIAL VIEW OF LAND SALE 5 1084 Highland Road, Unincorporated Palm Beach County, FL 33 941 VACANT LAND SALES SALE NO. 1 LEGAL DESCRIPTION Lot 484, Cherry Hills, Plat Book 4, Page 58, Public Records of Palm Beach County, Florida. RECORDED O. R. Book 33776, page 1415 , Palm Beach County, FL Public Records. GRANTOR JT and NH Ventures, LLC GRANTEE Vasos Sagrados, LLC DATE OF SALE August 11, 2022 LOCATION 410 NW 13th Avenue, Boynton Beach, Florida ZONING "R-2" Duplex, 10 DU per Acre (08 Boynton Beach, FL) SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO. CONDITIONS OF SALE COMMENTS $76,000 2,748 square feet (0.0631 acres) $27.66/square foot of Land 08-43-45-21-14-000-4840 Arm's length cash transaction. Vacant lot sale. 34 942 VACANT LAND SALES SALE NO. 2 LEGAL DESCRIPTION Lot 420, Cherry Hills, Plat Book 4, Page 58, Public Records of Palm Beach County, Florida. RECORDED O. R. Book 33776, page 1424 , Palm Beach County, FL Public Records. GRANTOR JT and NH Ventures, LLC GRANTEE Vasos Sagrados, LLC DATE OF SALE August 11, 2022 LOCATION 409 NW 12 Avenue, Boynton Beach, Florida ZONING "R-2" Duplex, 10 DU per Acre (08 Boynton Beach, FL) SALE PRICE $76,000 LAND SIZE 2,627 square feet (0.0603 acres) UNITS OF COMPARISON $28.93/square foot of Land PARCEL CONTROL NO. 08-43-45-21-14-000-4200 CONDITIONS OF SALE Arm's length cash transaction. COMMENTS Vacant lot sale. 35 943 VACANT LAND SALES SALE NO. 3 LEGAL DESCRIPTION Lots 467, 468, 469 and 470, Cherry Hills, Plat Book 4, Page 58, Public Records of Palm Beach County, Florida. RECORDED O. R. Book 33942, page 1481 , Palm Beach County, FL Public Records. GRANTOR Freedom, 513 LLC GRANTEE Molinares Home, LLC DATE OF SALE October 31, 2022 LOCATION 502 NW 13th Avenue, Boynton Beach, Florida ZONING "R-2" Duplex, 10 DU per Acre (08 Boynton Beach, FL) SALE PRICE $170,000 LAND SIZE 10,890 square feet (0.25 acres) UNITS OF COMPARISON $15.61/square foot of Land PARCEL CONTROL NO. 08-43-45-21-14-000-4670 CONDITIONS OF SALE Arm's length cash transaction. COMMENTS Vacant lot sale. 36 944 VACANT LAND SALES SALE NO. 4 LEGAL DESCRIPTION The East % of Lot 382, and all of Lot 383, Cherry Hills, Plat Book 4, Page 58, Public Records of Palm Beach County, Florida. RECORDED O. R. Book 34,509, page 115 , Palm Beach County, FL Public Records. GRANTOR Dixieland Ranch, LLC GRANTEE TNR Global, LLC DATE OF SALE August 17, 2023 LOCATION 530 NW 12th Avenue, Boynton Beach, Florida ZONING "R-2" Duplex, 10 DU per Acre (08 Boynton Beach, FL) SALE PRICE $122,000 LAND SIZE 3,920 square feet (0.09 acres) UNITS OF COMPARISON $31.12/square foot of Land PARCEL CONTROL NO. 08-43-45-21-14-000-3821 CONDITIONS OF SALE Arm's length cash transaction. COMMENTS Vacant lot sale. 37 945 VACANT LAND SALES SALE NO. 5 LEGAL DESCRIPTION Lot 45, River Grove, Plat Book 22, Page 8, Public Records of Palm Beach County, Florida. RECORDED O. R. Book 34614, page 1452 , Palm Beach County, FL Public Records. GRANTOR Daniel Tucci-Caselli, a married man, GRANTEE Mathilda Morency, Single Woman, and Mikelson Mon -Premier and Kenya MomPremier, husband and wife right of survivorship. DATE OF SALE October 9, 2023 LOCATION 1084 Highland Road, Unincorporated Palm Beach County, Florida ZONING "R -M" Multi -Family (Medium Density) (00 -Unincorporated) SALE PRICE $100,000 LAND SIZE 4,003 square feet (0.0919 acres) UNITS OF COMPARISON $24.98/square foot of Land PARCEL CONTROL NO. 08-43-45-09-08-000-0450 CONDITIONS OF SALE Arm's length cash transaction. COMMENTS Vacant lot sale. 38 946 v u d LL M O N O m p ti n m m ai ri w c -i vi Y . a0+ S `4 lrr) Vim} ar irq .0 N O O O L z z 3 ar O O O O O r, Lrl Q d O O o o n v~i n n O O Y m 4n v� � a m LA a � z 0 v r a o 0 0 0 0 Z @ 0 0 0 0 Ln a d O I< O r O n O N O O O^ + 0 + O + p + Ln + U N tj). O Q-1 O N O tj). � V). O C L) OJ Q a a a a z J J J J J 0 N N N N K N M W N LALL CO I4 m O M n o . n to of 6N O � z VI N N M I� J N N N M M O O o r1i O r4 O N N N N N N N N m n Q 4 J F v y o L oz w oz O N p Q ¢ u O Q O W U W O 0 N O O p O O d U ID l0 O m J c -I 0 -1 > N m m m m m LL m O O o O C 4 C O V = W W N 1L > 1L > W L N 1L > > a a a u > a L u a L u L L u L L u c m (J a L u z J trf m N N m M m N m m £ W L m Q '-I ci m N m M m 7 m � co—Loa w m m c c N C C c oo O c iy > c V ? p > M > O u N N > 0 0 Ln 0 Ln 0 0 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. h1 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. The appraised property consists of one platted lot at 225 NE 9 Avenue, Boynton Beach, FL. Land size is approximately 7,527 square feet; zoning is "R-2", one or two -user dwelling in the city of Boynton Beach, FL. Highest and best use for the appraised property is a single family dwelling or a duplex. Future use with a land use change, if possible is to assemble it with adjacent lots, is for a residential project with a maximum density of 20 dwelling units per acre. Fee simple interest of the market value of the land is developed in this Sales Comparison Approach. A search was made to find recent sales of sites in the immediate subject market area or in similar areas. A property -by -property search was conducted in the Heart of Boynton CRA district. As mentioned, the volume of sales drastically dropped in 2023; thus, transactions from 2022 had to be considered in this approach to value. In October 2021, the Palm Beach County Housing Authority auctioned approximately 40 lots that it had acquired over the decades. These lots accounted for most of the vacant lots in the Heart of Boynton district. None of auction transactions were cited in this Sales Comparison Approach; however, resales of lots from one private party to another are included due to their constituting most of the sales activity in the subject market area. Land Sales 1, 2, 3 and 4 are such resales. Land Sale 5 is a lot to the north, outside of the subject market area. It demonstrates that the resales are in the range of current transactions for lots that could be improved with one or two -user dwellings in central Palm Beach County. All of the sales were verified through public records and parties familiar with the transactions. Details of the transactions are on the sale sheets and chart. There is one listing for sale in the subject market area of a property with a garage, no house, on it at 137 NE 3 Avenue, Boynton Beach, FL. Asking price is $335,000 with a pending for sale notice on the listing. This listing is mentioned for informational purposes; only closed sales are used in this analysis. (Continued) 40 948 SALES COMPARISON APPROACH (Continued) The unit of comparison used by buyers and sellers of this type of property is the Sale Price per Square Foot of Land. The range of unit prices of the sales is from $47.48 to $70.53 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 terms, 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. 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 sales were all conveyances of fee simple interests without leases or easements which were significant enough to affect the price. 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. Land Sales 1, 2, 3, 4 and 5 were cash transactions, the typical way of purchasing small tracts of land. 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. (Continued) 41 949 SALES COMPARISON APPROACH (Continued) None of the land sales are transactions by lenders after foreclosures of prior mortgages on the properties. Grantees appeared to have purchased the lots for the construction of single -user houses for sale. Notices of commencement for the construction of houses were recorded for Land Sales 1 and 2. Conditions of sale for the transfers were typical for markets in the life stage of revitalization, with no adjustments necessary. 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 sales occurred in 2023, and three in 2022. Some properties have had a significant increase in price during the past few years. Such increases are characteristic of the market due in part to scarcity of properties for sale and lack of land for more building. The high percentage of increase may not be representative of the price trend going forward. For buyers wanting to finance transactions, the rise in interest rates is negatively affecting the prices they can pay. Volume of sales has dropped significantly in 2023 due to the increased interest rates and buyers' unwillingness to pay higher prices. The inflation rate in 2021 was 4.7%; in 2022, it was 8.0%. The rate began in 2023 at 6.4%, moving down to 3.4%, currently. A decrease in the inflation rate will take time to move through the financial channels and become part of the matrix that affects real estate prices. Despite the dearth of 2023 sales and slowing inflation, the change in market conditions is still positive at a moderate 5% annually. Each of the sales is adjusted upward 5% 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. (Continued) 42 950 SALES COMPARISON APPROACH (Continued) The appraised site and Land Sales 1, 2, 3 and 4 are in the Heart of Boynton CRA district. The lot under appraisement is closer to the new development of Heart of Boynton Villages and Shops; however, there has not been a recent land sale in that vicinity to show if it would have a greater unit sale price than the land sales west of Seacrest Boulevard. The land concerned and all of the land sales are platted. Zoning district for the subject is "R-2", one or two -user dwellings; Land Sales 1, 2, 3 and 4 are in the same zoning district. Land use for all of these parcels is medium density residential. Until the land use is changed, Sales 1-4 have a similar future development potential as the subject. Land Sale 5 is in a similar zoning district as the other sales of residential medium density. Nevertheless, the likelihood of a future land use change is greater for the subject than for the land sales and is considered qualitatively in the final reconciliation. 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 main physical difference among the subject and the sales is size of the parcel. Land Sales 1 and 2 are each one very small lot. No. 3 consists of four contiguous lots, largest site in the data set. Sale 4 consists of 1.5 lots; No. 5 is one lot. The lots in the subject plat are of larger size than in the plats of the sales. The land sales exhibit a typical relationship of smaller sized lots selling for higher unit sale prices because there are fewer square feet over which the price can be distributed for the same land use. The subject's size would put its unit value in the mid-range. There does not appear to be a direct relationship between land size and price per square foot. Each sale parcel meets the size standard in its current zoning district for independent development. Sales 1, 2 and 3, like the subject, are vacant parcels. Sales 4 and 5 have old improvements on them that will be demolished and removed to improve the sites to their highest and best uses. The stage of development for Sales 1 and 4 is superior to the subject and the other sales. Sale 1 was sold with a city approved plan for a project of a three-story office building. No. 4 was sold with a city approved plan for Villages of East Ocean Avenue with 371 apartments and 15,757 square feet of commercial space. The grantee plans to make minor changes to update it to meet current tastes. Reaching this point in the development process takes time and funds to accomplish. Sales 1 and 4 are each adjusted downward 10% for stage of development. The adjustment amounts are shown on the chart. Use For properties to be comparable, they should have similar uses. Highest and best use for the subject is for a one or two -user dwelling. Highest and best use for the land sales is the same. Greater density may come about through the assemblage with adjacent lots and a land use change, but that would take property owner initiative to accomplish. No adjustment is made for this element of comparison. 43 951 SALES COMPARISON APPROACH (Continued) FINAL VALUE OPINION Following is a summary of the adjusted square foot unit sale prices for the five sales. Sale No. Adjusted Sale Price/ SF 1 $29.73 2 $31.10 3 $16.72 4 $31.90 5 $25.39 The land sales are adjusted for market conditions. The adjusted unit prices reveal the relationship of smaller sized parcels typically have higher unit prices. Following that pattern, the mid-sized subject parcel would have a unit value in the mid-range of the adjusted unit sale prices. Affecting the potential sale price for the subject is its greater probability of a future land use change permitting higher density if assembled with adjacent lots. This possibility moves the unit value of the subject to the upper -middle of the adjusted unit sale price range. Considering the foregoing discussion, the unit value for the subject is $26.00 per square foot. The quantity of the comparable data is sufficient to have an overview of the market for lots in the subject market area and similar areas. 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 February 1, 2024 is: $26.00/sq.ft. of land x 7,527 square feet of land = ONE HUNDRED NINETY-SIX THOUSAND DOLLARS 44 952 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 no personal interest with respect to the parties involved. I have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment. My engagement in this assignment was not contingent upon developing or reporting predetermined results. My compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. 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. My 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 January 16, 2024. 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 certification. 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. 9�' February 1, 2024 Jesse B. Vance, Jr., MAI, SRA, ASA Florida State -Certified General Real Estate Appraiser No. RZ-85 February 1, 2024 Claudia Vance, MAI Florida State -Certified General Real Estate Appraiser No. RZ-173 45 953 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. 1. 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 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 February 1, 2024 Claudia Vance, MAI State -Certified General Real Estate Appraiser No. RZ 173 February 1, 2024 46 954 ADDENDA 47 955 Landmark Web Official Records Search EXODWrva _stat Record sad Rearurn 7a Grantom Thi'_ Jastr( -r PrWm d By. Afary K.W- MAGLER -777W COMPANY if11! Carporme Drii&r Boyutoa Bea %FL 33435 i�RJ4�l i 3_yhpm 45—'1 TRT tNtEl 877? Pq '( 'i 4q "nn ;111.I1(10,11101 0017 ?#f1, j-tj -pry a z 0 (! t7 t.���Cr (S Ttds Wa for Rwanth p 0sta WAnW4NrY MW pt10 M TO MMW 9yis Warranty i0eea Afadct day of May A.D. 19 95 by Berdia hoe Harvey, an unremarried .- ildred Harvey, a single person, Pamela Harvey a/k/a Pamela Harvey Patterson, a ma ed woman, Sandra Harvey, a single person and Scott Harvey. a single person herriaatter eaded the graatar, to Craig A. Goldberg, a single person whorepar(00—Ed&—is 21301 Powerline Rol e 312, Boca Raton, FL 33437 herciAaArr =W the greater tWhere+er orad hareM dor tarnx ��raMa1' and paniee• Aeirdr a)Z+ d:s nrsUanKat and dw helm kVd mp nodal m sad aargm of i &mlwk and a,e of corpor»loan) WI f fil het J: That lhegranlnr, trgandin consideration o! tJ 10.w and o(her m/ual* easrrderitioat recvW whereot is hereby aeinopic ed here /rargaimc se/Is, aliens, remise; rekam rna and aoarums unto the graater7 aN that er ala land ata Palm BeicA Lowy, ,FAViA ssz Lot 166, ARDEN PARK, according to the Plat thereof on n the Office of the Clerk of the Circuit Court in and for Palm Reach County, : o a, recorded in Plat Book 2. Page 96; said lands situate, lying and being in Pal ach County, Florida. SUBJECT PROPERTY IS NOT THE HOMESTEAD OF THE GRANTORS, HOMESTEACS,STATED UNDER THEIR SIGNATURES. AtiIll 1CCt 90 rcc/ricoon4 resena6=4 =sac a andcommW ofreewd rla% tothat sante ars mW sad aofarc ab& br �Woftetyer u*hoff thetenemcats,herrditamcntsandappurtenaomthcmobrfwWingo in luirc No ]babe anb to Rola, tbrrameralcesmrp/claretsr. mfev� age to ,V aad t � Of taaGr acutRrg atr6setlacM On WitnCSg IjECEOi`r rhesaitlgraurarhassigaedaaJscelcdlhesrlurseaasthedayandjrar rust abate wsittwt. and drch* MAT,,,-.. BerdraAfaa%�y MARY E. SPER av u, Aer Ad*— arr rp zo 48 https:/Ierec.mypaimbeachc L-rk.com/Search/DocumentAndinfoSyBookPage?Key=Assessor&book(yWO&booknumber-8Tn&pagenumbw--1149# 956 w U 0 Ln 0 co LLA C) LO LU Z) > 6 LU _0 Z C: Ln m N a) C: 0 iN L.J LU 41 V) V) Z) < z 0 < < N ti LO m 41 Q, C,ur s, 5 g 6 'Ll 6. F E W. E E E E ti LO m s isf .CPN a, LU r CffB 1 I e� �A f �I L ;Yr r S -s G I N CYJ "a :C �NJ s isf .CPN a, LU 00 LO m CffB e� �A f 00 LO m 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 V Minimum lot frontage: 75 feet Minimum yard setbacks: Front: 25 feet2 Rear: 25 feet3 Interior side: 10 feet2 Comer side: 25 feet2,3 Minimum living area: 750 s.f. Maximum lot coverage: 40% Maximum Floor Ratio Area (FAR) 0.104 Maximum structure height: 25 feet5 I 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 comer setbacks in accordance with the mixed use -low intensity I zoning district (see Section 6.H. below). ' On comer 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 comer 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. 51 959 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 52 960 co LO ti. Q U x w C NO z z z z o 0 a w tn w w z z C 0 0 N N N kn y k a� k a� o C O ry a w w w r- to o M y Q 00 O O o O o xQ z � � r o ^i Q' O O Q' x to z OO � � N C kn z Q' O O Q' a� z z Q' O O Q' z 00z ¢ o o d to z C> 00tn z a� r Cd on Cd Q) � �� o �� > o d o oz a� a� as a w�° co LO ti. ;:.. d © d d z z z z z z z z 00 c c ¢ c w w w w z z z z z z z z w w w w z z z z z z z z 00 z kn a�'t z z z z z z ' a N N z z z z z z z z d v^r 'n 4n o o o d o o M o M N h- N N �i to to to to W) M try to 4-i a 0 0 0 0 0 0 0 0 O d d 4 d d M O d cn N t� N N d v d O O OO O O M O d M N N N to to to to W) M to to d d N O O O C7 C> O M O O to to to to to M to cn N ✓ .0 y ., xGOr. cd O U U V to to V ^v4. Ati kn ;:.. U Sec. 11. Nonconforming Regulations. A. Lots and Parcels. 1. R-1 District, R- I A 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- I 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. ""2. R-2 District. Within R-2 districts, in subdivisions platted prior to the effective date of 0A 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-1 AA District. A detached single-family dwelling may be constructed on any parcel located in an R- I 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- I AA 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. 55 963 ARTICLE V. MINIMUM OFF-STREET PARKING REQUIREMENTS Page 1 of 3 0 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. I Residential and Lodging Uses I Standard Number of Required Parking Spaces 56 964 http://www.amlegal.com/nxVgateway.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: 1.51,2 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 bedrooms: 2 per unit 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 I 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. 57 965 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. 58 966 http://www.amlegal.com/nxt/gateway.dll/Florida/boynton/partiiilanddevelopmentregulation... 1/8/2015 E. Mixed Use Urban Building and Site Regulations (Table 3-4). MIXED USE, URBAN I MU -Ll MU -L2 MU -L3 MU -4 MU -H Lot Area, Minimum (acres): Public park N/A N/A N/A N/A N/A All other uses 0.50 0.75 1 1 1 Lot Frontage, Minimum (ft.)' 100 100 150' 200 200 Structure Ht, Minimum (ft.) 30 30 30 45 45 Maximum Height (ft.) -5 45 65 75 100 150/125' Maximum Density (DUs/Acre) 14,16 20 30 40 60 80 Maximum F.A.R.15 1.0 2.0 3.0 4.0 4.0 Build -to -line (ft.)" All sides abutting a collector or arterial road Factor of Pedestrian Zone Requirement10 Abutting a Local street 010 070 010 010 010 Interior side 010 010 010 010 010 Building Setback, Minimum (ft.)" Rear abutting: Residential single-family 25'/0"' 25' 25' 25' 25' Intracoastal waterway 25' 25' 25' 25' 25' Side abutting Residential single-family 25'/0''' 25' 25' 25' 25' Usable Open Space, Minimum (sq. ft.)13 N/A N/A N/A 1% 2% 1. May be reduced if frontage extends from right-of-way to right-of-way. 2. Minimum of fifty (50) feet, if frontage is on a collector/local collector roadway. 5. Maximum height on any street frontage is forty-five (45) feet. Maximum height on Intracoastal Waterway is thirty-five (35) feet. Heights may require reduction where adjacent to a single-family zoning district where necessary to achieve the compatibility requirements of these regulations. 59 967 6. Maximum height reduced to one hundred twenty-five (125) feet for the entire project where property abuts any MU -L or residential zoning district not separated by a right-of-way. 7. Plus one (1) additional foot for each foot of height over thirty-five (35) feet. 8. Where there is an intervening right-of-way of at least forty (40) feet. 9. Subject to permitting agency approval. 10. Buildings and structures shall be located no farther than zero (0) feet from the property line, except in conjunction with providing required visibility at intersections, driveways; open spaces and public plazas; or when additional setback is necessary to provide for required "Pedestrian Zone (PZ). Building placement is a factor of roadway type and CRA district, which determines the min. width and design of the PZ. Except for the Downtown District, where the minimum PZ width is 18', the minimum PZ in all other districts if 16 ft. See Section 5.C.2. below for additional relief provisions from build -to line requirements. 11. Listed eligible historic structures are not required to meet these standards 13. Usable open space shall be required for all developments two (2) acres in size or larger which shall be devoted to plazas or other public open space, excluding private recreation. See Chapter 4, Article III, Section 8 for additional regulations. 14. Projects within the transit core shall have minimum densities as follows: MU -1 - eleven (11), MU -2 - twenty (20), MU -3 - thirty (30), MU -4 - thirty-five (35) and MU -H - forty (40) dwellings per acre (except that minimum density for the MU -H district applies to projects located within the entire station area). 15. Projects within the transit core shall have a minimum FAR as follows: MU -L3 - one and three-quarters (1.75), MU -4 (2.0) and MU -H - two (2.0) (except that minimum FAR for the MU -H district applies to projects to be located within the entire station area). 16. The maximum density for projects within the Downtown Transit -Oriented Development District Overlay Zone (the Station Area) may be increased up to twenty-five percent (25%) over the maximum density allowed in the underlying zoning district. (Ord. 10-025, passed 12-7-10; Am. Ord. 12-016, passed 10-2-12; Am. Ord. 14-009, passed 7-1- 14; Am. Ord. 15-006, passed 3-2-15; Am. Ord. 16-023, passed 1-3-17) 60 968 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 he 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; 61 969 SUMMARY OF USPAP (Uniform Standards of Professional Appraisal Practice) Standard (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 approaches) 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 real 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 their use might have affected the assignment results, and (xiv) include a signed certification in accordance with Standards Rule 2-1. STANDARDS RULE 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. 62 970 475.611 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. 63 971 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. 64 972 11 W 1► 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,comeast.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 45 years. 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) #003439 MBA DEGREE - REAL ESTATE MANAGEMENT AND DEVELOPMENT STATE -CERTIFIED GENERAL REAL ESTATE APPRAISER #RZ-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 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. 65 973 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) ACADEMIC: BACHELOR OF ARTS - Earlham College, Richmond, Indiana (1954) MBA (Nova University) - Real Estate Management & Development (National Dean's List 1991) Professional: Qualifying courses for the SRA and SREA designations from the Society of Real Estate Appraisers Qualifying courses for the MAI designation from the Appraisal Institute 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 Cowles 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 CHAIR For "high ethical standards, contributions to the Appraisal Institute, Community and VICE CHAIR & MEMBER 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 & REGULATION 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 66 974 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 I) 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 17212681) - HONORABLE DISCHARGE 1949 67 975 r'.A wm I 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(-,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 40 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: Commercial Valuation of Sustainable Buildings: Residential E) EXPERIENCE: 40+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 Types 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 68 976 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; Evermore Bank National Bank 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, North Lauderdale, Davie, 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, Fort Lauderdale Community Redevelopment Agency, Boynton Beach Community Redevelopment Agency 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 H) EDUCATIONAL BACKGROUND Academic: Bachelor of Arts Degree — University of New Orleans, New Orleans, LA — Major: English Professional: Qualifying courses for the MAI designation I) 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 Newsletter Editor of the South Florida Chapter of the Appraisal Institute— 2020 -current 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 69 977 Meeting Minutes CRA Board Meeting Boynton Beach, FL May 14, 2024 Chair Penserga noted that he appreciates staff brining this forward, his concern is the 41 % above the appraised value. Ms. Utterback noted that the Board can always counter. Vice Chair Kelley said that her concern was the potential for an easement with the City and if that happened, the parcel becomes smaller and potentially unusable. She said that she is struggling with the price and would like the price to be closer to appraised value. Board Member Hay stated that he would be comfortable with $247,000 which is 20% of appraised value. Board Member Turkin stated that the CRA could be over paying if some of the square footage is lost. He said that he is okay with continuing the discussion. He stated that 20% is still high because the value is going to change. Chair Penserga opened Public Comments. No one came forward. Chair Penserga closed Public Comments. Motion: Board Member Turkin moved to direct Staff and Legal to continue discussion with the owner and negotiate a better sales price not to exceed 20% over appraisal. Vice Chair Kelley seconded the motion. The motion passed unanimously. B. Discussion and Consideration of Purchase of 225 NE 9th Avenue Mr. Tack stated that the vacant property located at 225 NE 9th Avenue is located within the Heart of Boynton District and that the property is approximately 7527.17 square feet (0.1728 acres) and zoned R2 -R2 Duplex, 10 DU/AC. He said that the future development would-be Mixed -Use Low (MUL) with a development potential of 20 units per acre with a maximum height of 45'. He said that the CRA and City have been working together on continuing NE 2nd Street from E. Martin Luther King, Jr. Blvd. (south) to NE 9th Avenue. 225 NE 9th Avenue is adjacent to multiple CRA lots which are being used for the roadway dedication. He said that the addition of this lot would help facilitate drainage issues in the area. He noted that the owner's asking price is $335,000.00 and the property was appraised on February 1, 2024, for $196,000.00 which is 53% above the appraised value. Chair Penserga stated that this was a no for him, 53% is not acceptable. No action was taken. Chair Penserga opened Public Comments. No one came forward. Chair Penserga closed Public Comments. C. Discussion and Consideration of Property License Agreement between the BBPD and the CRA for the Property located at 433 W. Boynton Beach Boulevard 978 APPRAISAL OF REAL PROPERTY LOCATED AT 225 NE 9th Ave Boynton Beach, FL 33435 Arden Park LT 166 FOR Craig Goldberg 7050 W. Palmetto Park Rd. Suite 15-332 Boca Raton, FL 33433 AS OF 9/11/2024 BY John R Underwood, Jr., MAI, SRA Appraisal & Acquisition Consultants, Inc. 115 Moorings Dr Lantana, FL 33462-8019 (561) 968-5550 john@appraisal-acq.com Form GA1 NV -"TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 979 Appraisal & Acquisition Consultants, Inc. LAND APPRAISAL REPORT File No. 94Rniq Borrower N/A Census Tract 0061.00 Map Reference 48424 Property Address 225 NE 9th Ave r City Boynton Beach County Palm Beach State FL Zip Code 33435 LOW';. Legal Description Arden Park LT 166 m; Sale Price $ Date of Sale Loan Term yrs. Property Rights Appraised ® Fee ❑ Leasehold ❑ De Minimis PUD c/)+ Actual Real Estate Taxes $ 1,053 (yr) Loan charges to be paid by seller $ Other sales concessions Lender/Client Craig Goldberg Address 7050 W. Palmetto Park Rd., Suite 15-332 Boca Raton FL 3343 Occupant vacant Appraiser John R Underwood Jr. MAI Instructions to Appraiser Sales Comparison Approach Location ® Urban ❑ Suburban ❑ Rural Good Avg. Fair Poor Built Up ® Over 75% ❑ 25% to 75% ❑ Under 25% Employment Stability ❑ ® ❑ ❑ Convenience to Employment ® ❑ ❑ ❑ Growth Rate ❑ Fully Dev. ❑ Rapid ® Steady ❑ Slow Property Values ® Increasing ❑ Stable ❑ Declining Convenience to Shopping ® ❑ ❑ ❑ Convenience to Schools ® ❑ ❑ ❑ Demand/Supply ® Shortage ❑ In Balance ❑ Oversupply o Marketing Time ❑ Under 3 Mos. ® 4-6 Mos. ❑ Over 6 Mos. Adequacy of Public Transportation ❑ ® ❑ ❑ Recreational Facilities ❑ ® ❑ ❑ 0 Present 70 % One -Unit 5 % 2-4 Unit 10 % Apts. 5 % Condo 5 % Commercial D- Land Use %Industrial 5 %Vacant % Adequacy of Utilities El® El Elo', Change in Present E]Not Likely ®Likely (*) ❑ Taking Place (*) Property Compatibility ❑ ® ❑ ❑ D- ! Land Use (*) From vacant To residential Protection from Detrimental Conditions ❑ ® ❑ ❑ M '.. Predominant Occupancy ® Owner E] Tenant 1 % Vacant Police and Fire Protection El® El Elz One-Unit Price Range $ 165 to $ 335 Predominant Value $ 220 General Appearance of Properties ❑ ® ❑ ❑ Appeal to Market ❑ ® ❑ ❑ One -Unit Age Range 0 yrs. to 50 yrs. Predominant Age 25 yrs. view, noise) The subject is located in the Heart of Comments including those factors, favorable or unfavorable, affecting marketability (e.g. public parks, schools, Boynton neighborhood consisting of primarily single family residences; 2 to 4 family properties; and multi -family properties. Schools and parks are located within the area with commercial amenities located on Boynton Beach Blvd. many of the vacant lots and older properties are being redeveloped with single-family and multi -family properties. Dimensions Approx 50'x 151' — 7,527 sq.ft. ❑ Corner Lot Zoning Classification R2 - Duplex 10 Di in Boynton Beach Present Improvements ❑ Do ❑ Do Not Conform to Zoning Regulations Highest and Best Use ❑ Present Use ® Other (specify) As Improved highest & best use would be as a single family residence Public Other (Describe) OFF SITE IMPROVEMENTS Topo level Elec. ® `P&L Street Access ® Public ❑ Private Size 7,527 sq.ft. LJ Gas ❑ none Surface paved Shape Rectangular Water ® Maintenance ® Public ❑ Private View N; Res San. Sewer ® ❑ Storm Sewer ❑ Curb/Gutter Drainage to street at front ❑ Underground Elect. & Tel. ❑ Sidewalk ❑ Street Lights Is the property located in a FEMA Special Flood Hazard Area? ❑ Yes ®No Comments (favorable or unfavorable including any apparent adverse easements, encroachments, or other adverse conditions) The undersigned has recited the following recent sales of properties most similar and proximate to subject and has considered these in the market analysis. The description includes a dollar adjustment reflecting market reaction to those items of significant variation between the subject and comparable properties. If a significant item in the comparable property is superior to or more favorable than the subject property, a minus (—) adjustment is made, thus reducing the indicated value of subject; if a significant item in the comparable is inferior to or less favorable than the subject property, a plus (+) adjustment is made thus increasing the indicated value of the subject. ITEM I SUBJECT PROPERTY COMPARABLE NO. 1 COMPARABLE NO. 2 COMPARABLE NO.3 Address 225 NE 9th Ave 137 NE 3rd Ave 524 NW 3rd St 530 NW 12th Ave Boynton Beach, FL 33435 Boynton Beach, FL 33435 Boynton Beach, FL 33435 Boynton Beach, FL 33435 Proximity to Subject 0.38 miles S 0.49 miles SW 0.63 miles W Sales Price $ $ 300,000 $ 195,000 $ 122,000 rQ Price $/Sq. Ft. $ $ 39.54 $ 23.00 $ 31.12 y! Data Source(s) PR,ext.insp PR ext.ins .;mis; do m PR mis;ext. ins i do m PR ext. insp. q', ITEM DESCRIPTION DESCRIPTION +(— )$ Adjust. DESCRIPTION +( )$ Adjust. DESCRIPTION +(— )$ Adjust. QDate of Sale/Time Adj. s03/24;cl2/23 +25,000 s07/24;c06/24 +5,000 s08/23 +33,000 q; Location East East West +19,500 West +12,000 Site/View 7,527 s .ft./N 7,588 s ,ft./N 0 8,477 s .ft.;N -24,000 3,920 s .ft.;N +90,000 W', Zoning R2 R2 R1A +39,000 R2 cc Improvements garage -30,000 Sales or Financing Arm's Lenqth Arm's Lenqth Arm's Length Concessions Conv.;0 0 COnv.;0 0 Cash;O 0 Net Adj. (Total) ❑ + ®— $ -5 000 ® + ❑ — $ 39,500 ® + ❑ — $ 135,000 Indicated Value of Subject $ 295,000 $ 234,5001 $ 257,000 Comments on Market Data The subject is a vacant lot in the Heart of Boynton redevelopment area in the City of Boynton Beach. It is zoned 132 - Duplex 10DU/AC in the City of Boynton Beach. All 5 comparable sales are also located in the Heart of Boynton. Four of the sales have the same zoninq as the subject. All 5 comparable sales occurred within 24 months of the effective date. Comments and Conditions of Appraisal The sales comparison approach was utilized. The income and cost approaches are not considered applicable for residential land. RECONCILIATION OF THE SALES COMPARISON APPROACH: After adjustments I have concluded at $264,000 for the subject property, in "as is" condition as of 9/11/2024 the effective date. z Final Reconciliation All factors considered I have concluded at $264,000 for the subject property, in "as is" condition as of 9/11/2024 the effective date. F 4: v I (WE) ESTIMATE THE MARKET VALUE, AS DEFINED, OF THE SUBJECT PROPERTY AS OF 9/11/2024 TO BE$ 264,000 Z '.. Appraiser John R Underwood, Jr., MAI, SRA Supervisory Appraiser (if applicable) Lw Date of Signature and Report 02/29/2024 Date of Signature Title MAI, SRA Title State Certification # CERT -GEN RZ706 ST FL State Certification # ST Or State License # ST Or State License # ST Expiration Date of State Certification or License 11/30/2024 Expiration Date of State Certification or License Date of Inspection (if applicable) 9/11/2024 ❑ Did ❑ Did Not Inspect Property Date of Inspection Form LAND - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 08/11 980 ADDITIONAL COMPARABLE SALES File No. 24Rn1R ITEM I SUBJECT PROPERTY COMPARABLE NO. 4 COMPARABLE NO. 5 COMPARABLE NO. 6 Address 225 NE 9th Ave 409 NW 12th Ave 410 NW 13th Ave Bo nton Beach, 133435 Boynton Beach, 133435 Boynton Beach 133435 Proximity to Subject 0.50 miles NW 0.51 miles NW Sales Price $ $ 76,000 $ 76,000 ': $ Price $/Sq. Ft. $ $ 28.93 $ 27.65 '< $ Data Source(s) PR,ext.insp PR ext.ins PR ext.ins ITEM DESCRIPTION DESCRIPTION +(- )$ Adjust. DESCRIPTION +(- )$ Adjust. DESCRIPTION +(- )$ Adjust. Date of Sale/Time Adj. s8/22 +20,000 s8/22 +20,000 Location East West +76,000 West +76,000 Site/View 7,527 s .ft./N 2,627 sq. ft./N +98,000 2,749 +96,000 Zoning R2 R2 R2 Improvements Sales or Financing Concessions Net Adj. (Total) ®+ ❑ - $ 194,000 ®+ ❑ - $ 192,000 ❑ + ❑ - $ Indicated Value of Subject $ 270 000 $ 268,0001 '< $ Comments on Market Data The appraiser has selected the best available comparable sales with careful consideration given to factors such as financing location view, condition and size. The sales comparison approach was utilized. The income and cost approaches are not considered applicable for vacant residential sites in the subject's market area. Sales Comparison Analysis: Date of Sale & Time: The average appreciation in the market is estimated to have increased 1%/month from August 2022 through the effective date. Positive adjustments are made to all five sales. Location: Adjustments for differences in location are based on relative demand as perceived by participants in the market. The subject and all 5 sales are located in the Heart of Boynton (HOB) Community Redevelopment area. The redevelopment plan provides for generally the neighborhoods east of Seacrest Blvd. to be redeveloped as multi -family and mixed use developments and the neighborhoods west of Seacrest to remain predominately single-family residential. The subject and Sale #1 are east of Seacrest. Sales #2 #3 #4 and #5 are located west of Seacrest and positive adjustments of 10% of the sale prices are made due to their inferior redevelopment potential. Site/View: Site size and view are combined and reflect the overall contributory value and utility of each site The subject and all 5 sales have J', comparable views. Differences in site size are adjusted at $20/sq. ft. for differences larger than 100 sq. ft. A negative adjustment is made to Sale #2 and positive adjustments are made to Sales #3 #4 and #5. r a Zoning: The subject is zoned R2 - Duplex 10 DU/AC in Boynton Beach. Sale #2 has R1A zoning which an inferior zoning designation which permits less density and a positive adjustment is made based on 20% of the sales price. LU cc YI Improvements: Sale #1 has a 950 sq. ft. storage garage with two overhead doors which provides interim value to the property and a $30,000 negative adjustment is made. Reconciliation of the Sales Comparison Approach to Value: The adjusted sale comparables form a value range from $234,500 to $295,000. Taking all factors into consideration I have concluded at a value of $264,000 as is as of 09/11/2024 the Effective Date and Date of inspection. Form LAND.(AC) - "TOTAL" appraisal software by a la mode, me. -1-800-ALAMODE 08/11 981 SUPPLEMENTAL ADDENDUM File NO. 24ROl9 Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg INTENDED USE AND USER: THE INTENDED USER OF THIS REPORT IS CRAIG GOLDBERG AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. THE SCOPE OF THIS ASSIGNMENT IS SPECIFIC TO THE NEEDS OF THE INTENDED USER. NO OTHER PARTY IS IDENTIFIED AS AN INTENDED USER OF THIS REPORT. THE INTENDED USE OF THIS REPORT IS TO ESTABLISH THE CURRENT MARKET VALUE OF THE SUBJECT FOR DECISION MAKING PURPOSES. PURPOSE AND FUNCTION OF THE APPRAISAL: THE PURPOSE OF THE APPRAISAL IS TO ESTIMATE THE MARKET VALUE OF THE SUBJECT. THE FUNCTION OF THE REPORT IS TO ASSIST THE CLIENT/USER, CRAIG GOLDBERG AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, IN DETERMINING THE CURRENT MARKET VALUE OF THE SUBJECT FOR DECISION MAKING PURPOSES. SCOPE OF APPRAISAL: THE SCOPE OF THE APPRAISAL INCLUDES A FULL ANALYSIS OF THE SITE, PROPOSED IMPROVEMENTS AND NEIGHBORHOOD AS OF THE VALUATION DATE. ALL APPROACHES TO VALUE WERE CONSIDERED. THE APPLICABLE APPROACHES WERE UTILIZED TO ARRIVE AT MARKET VALUE BASED ON THE HIGHEST AND BEST USE OF THE PROPERTY. THE SALES COMPARISON APPROACH WAS UTILIZED. THE INCOME APPROACH IS NOT CONSIDERED APPLICABLE IN THIS PRICE RANGE AND MARKET AREA AS MOST PROPERTIES ARE OWNER OCCUPIED. THE COST APPROACH IS NOT CONSIDERED APPLICABLE FOR VACANT LAND. EXPOSURE TIME: EXPOSURE TIME IS THE ESTIMATED LENGTH OF TIME THE PROPERTY INTEREST BEING APPRAISED WOULD HAVE BEEN OFFERED ON THE MARKET PRIOR TO THE HYPOTHETICAL CONSUMMATION OF A SALE AT MARKET VALUE ON THE EFFECTIVE DATE OF THE APPRAISAL; A RETROSPECTIVE OPINION BASED UPON AN ANALYSIS OF PAST EVENTS, ASSUMING A COMPETITIVE AND OPEN MARKET. AN ANALYSIS OF RECENT SALES AND CURRENT LISTINGS WITHIN THE SUBJECT'S MARKET WAS PERFORMED. BASED ON STATISTICS FROM THE LOCAL MLS SERVICE, THE EXPOSURE TIME FOR THE SUBJECT IS ESTIMATED TO BE 4-6 MONTHS. THESE STATISTICS ARE RETAINED IN THE APPRAISER'S FILES. INVENTORY IN THE SUBJECT'S COMPETITIVE MARKET: THERE ARE CURRENTLY 2 VACANT LOTS LISTED IN THE MARKET AREA WITH APPROXIMATELY SIX MONTHS SUPPLY AT THE CURRENT ABSORPTION RATE. HIGHEST & BEST USE: ALL 4 TESTS; LEGALLY PERMISSIBLE, PHYSICALLY POSSIBLE, FINANCIALLY FEASIBLE, MAXIMALLY PRODUCTIVE HAVE BEEN CONSIDERED IN THE HIGHEST AND BEST USE OF THE SITE AS VACANT RESIDENTIAL LAND. ENVIRONMENTAL HAZARDS COMMENTS: THE VALUE ESTIMATE IN THIS REPORT IS BASED ON THE ASSUMPTION THAT THE PROPERTY IS NOT NEGATIVELY AFFECTED BY THE EXISTENCE OF HAZARDOUS ENVIRONMENTAL CONDITIONS. THE APPRAISER IS NOT AN EXPERT IN IDENTIFICATION OF HAZARDOUS SUBSTANCES OR DETRIMENTAL ENVIRONMENTAL CONDITIONS. IT IS POSSIBLE THAT TESTS AND INSPECTIONS MADE BY A QUALIFIED EXPERT WOULD REVEAL THE EXISTENCE OF HAZARDOUS MATERIAL OR ENVIRONMENTAL CONDITIONS ON OR AROUND THE PROPERTY THAT WOULD AFFECT THE VALUE. CONDITION OF THE IMPROVEMENTS: THE PHYSICAL DESCRIPTION OF THE SUBJECT PROPERTY IS BASED ON THE OBSERVABLE PHYSICAL CONDITION VIEWED BY THE APPRAISER. THE APPRAISER IS NOT AN INSPECTOR NOR CONTRACTOR. IF THE CLIENT IS CONCERNED ABOUT THE CONDITION OF ANY COMPONENT PARTS OF THE SITE, A SPECIFIC INSPECTION BY AN EXPERT IN THAT FIELD IS RECOMMENDED. THE SUBJECT SITE IS CONSIDERED TO BE IN A TYPICAL AVERAGE CONDITION, AT STREET LEVEL WITH ADEQUATE DRAINAGE. THE SUBJECT IS CLEARED AND HAS A MATURE TREE. THE SITE WAS WELL MAINTAINED AT THE TIME OF INSPECTION. SEE PHOTOS. ADDENDUM TO CERTIFICATION: 1. THE REPORTED ANALYSES, OPINIONS, AND CONCLUSIONS WERE DEVELOPED, AND THIS REPORT HAS BEEN PREPARED IN CONFORMITY WITH THE REQUIREMENTS OF THE CODE OF PROFESSIONAL ETHICS AND STANDARDS OF PROFESSIONAL APPRAISAL PRACTICE OF THE APPRAISAL INSTITUTE. 2. THE USE OF THIS REPORT IS SUBJECT TO THE REQUIREMENTS OF THE APPRAISAL INSTITUTE RELATING TO REVIEW BY ITS DULY AUTHORIZED REPRESENTATIVES. 3. AS OF THE DATE OF THIS REPORT, JOHN R. UNDERWOOD, JR. HAS COMPLETED THE CONTINUING EDUCATION PROGRAM FOR DESIGNATED MEMBERS OF THE APPRAISAL INSTITUTE. 4. THE APPRAISER HAS NOT PROVIDED APPRAISAL OR OTHER SERVICES ON THE SUBJECT PROPERTY IN THE PRIOR 3 YEARS. 5. JULES M. ROMFH JR, WHO IS A REGISTERED TRAINEE APPRAISER IN THE STATE OF FLORIDA (LICENSE #13125784), EXPIRES NOVEMBER 30, 2024) PROVIDED SIGNIFICANT REAL PROPERTY APPRAISAL ASSISTANCE. THIS ASSISTANCE CONSISTED OF ATTENDING THE INSPECTION OF THE SUBJECT PROPERTY, INSPECTING THE SALES COMPARABLES FROM THE STREET, THE GATHERING OF INFORMATION RELEVANT TO THE APPRAISAL PROCESS, ANALYSIS OF DATA AND PREPARATION OF THE INITIAL REPORT. 6. I, THE SUPERVISORY APPRAISER, HEREBY ACCEPTS FULL AND COMPLETE RESPONSIBILITY FOR ANY WORK PERFORMED BY THE CERTIFIED RESIDENTIAL APPRAISER NAMED IN THIS REPORT AS IF IT WERE MY OWN WORK. 7. THIS APPRAISAL ASSIGNMENT WAS NOT MADE, NOR WAS THE APPRAISAL RENDERED ON THE BASIS OF A REQUESTED MINIMUM VALUATION, SPECIFIC VALUATION, OR AN AMOUNT WHICH WOULD RESULT IN APPROVAL OF A LOAN. ACKNOWLEDGEMENT: THE APPRAISER(S) ACKNOWLEDGES AND AGREES IN CONNECTION WITH ELECTRONIC SUBMISSION OF THIS APPRAISAL TD THE CLIENT OR ANY OF ITS AFFILIATES AS FOLLOWS: THE SOFTWARE UTILIZED BY THE APPRAISER TO GENERATE THE APPRAISAL PROTECTS SIGNATURE SECURITY BY MEANS OF A DIGITAL SIGNATURE SECURITY FEATURE FOR EACH APPRAISER SIGNING THE REPORT. EACH APPRAISER MAINTAINS SOLE CONTROL OF THEIR RELATED SIGNATURE THROUGH A PASSWORD. Form TADD - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 982 SUPPLEMENTAL ADDENDUM File NO. 24ROl9 Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg ADOBE'S DISTILLER SOFTWARE OR EQUIVALENT IS UTILIZED TO TRANSMIT THIS ENCRYPTED PDF -FORMAT ADDENDUM TO CERTIFICATION: ALL SUCH TRANSMISSIONS SHALL BE ROUTED ONLY TO THIS CLIENT AT THE E-MAIL ADDRESS PROVIDED IN THE ASSIGNMENT REQUEST AT THE TIME THE ORDER WAS PLACED, UNLESS SUBSEQUENTLY DIRECTED OTHERWISE BY THE CLIENT. THE APPRAISER AGREES THAT NO SUCH SUBSEQUENT TRANSMISSION WILL RESULT IN ADDITIONAL CHARGES OR FEES BILLED TO THE CLIENT, UNLESS AGREED TO BY THE CLIENT BEFORE SAID SUBSEQUENT TRANSMISSION. NO DUPLICATE TRANSMISSION OF THIS REPORT WILL BE MADE AND NO DELIVERY OF A HARD COPY OF THIS REPORT WILL BE MADE, UNTIL THE APPRAISER HAS RECEIVED THE CLIENTS WRITTEN INSTRUCTIONS THERETO. ELECTRONIC SIGNATURES: ELECTRONIC SIGNATURES WERE USED IN THIS APPRAISAL REPORT. THE SOFTWARE USED BY OUR COMPANY THAT GENERATES THE SIGNATURE IS PROTECTED BY A SECURITY FEATURE WHERE EACH APPRAISER MAINTAINS SOLE CONTROL OF THEIR RELATED SIGNATURE THROUGH A PASSWORD. THE APPRAISERS ARE FULLY RESPONSIBLE FOR THE INTEGRITY AND AUTHENTICITY OF THE DATA AND SIGNATURES TRANSMITTED ELECTRONICALLY AND ONCE SIGNED BY THE APPRAISERS, THE DOCUMENT CAN NOT BE ALTERED BY ANY OTHER SOURCE OTHER THAN THE ORIGINAL APPRAISER. THIS APPRAISAL AND THE SIGNATURE COMPLIES WITH USPAP AND THE FEDERAL HOUSING ADMINISTRATION REQUIREMENTS. Form TADD - "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 983 Assumptions. Limitina Conditions & Scope of Work FileNo.: 24RO19 �,,,,AND copyngno� zuur Dy a I more, mc. In is rorm may De repmaucea unmoamea wrnom wrmen permission, nowever, a I more, Inc. must De KKnowleegea ana creme Form GPLNDAD- "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 3/2007 984 Property Address: 225 NE 9th Ave City: Boynton Beach State: FL Zip Code: 33435 Client: Craig GoldbergAddress: 7050 W. Palmetto Park Rd., Suite 15-332 Boca Raton FL 33433 Appraiser: John R Underwood, Jr. MAI SRA Address: 115 Moorings Dr, Lantana FL 33462-8019 STATEMENT OF ASSUMPTIONS & LIMITING CONDITIONS - The appraiser will not be responsible for matters of a legal nature that affect either the property being appraised or the title to it. The appraiser assumes that the title is good and marketable and, therefore, will not render any opinions about the title. The property is appraised on the basis of it being under responsible ownership. - The appraiser may have provided a plat and/or parcel map in the appraisal report to assist the reader in visualizing the lot size, shape, and/or orientation. The appraiser has not made a survey of the subject property. - If so indicated, 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 the appraisal report whether 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. - 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. - The appraiser has noted in the appraisal report any adverse conditions (including, but not limited to, 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 normal research involved in performing the appraisal. Unless otherwise stated in the appraisal report, the appraiser has no knowledge of any hidden or unapparent conditions of the property, or adverse environmental conditions (including, but not limited to, the presence of hazardous wastes, toxic substances, etc.) that would make the property more or less valuable, and has assumed that there are no such conditions and makes no guarantees or warranties, express or implied, regarding the condition of the property. 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, the appraisal report must not be considered as an environmental assessment of the property. - The appraiser obtained the information, estimates, and opinions that were expressed in the appraisal report from sources that he or she considers to be reliable and believes them to be true and correct. The appraiser does not assume responsibility for the accuracy of such items that were furnished by other parties. - The appraiser will not disclose the contents of the appraisal report except as provided for in the Uniform Standards of Professional Appraisal Practice, and any applicable federal, state or local laws. - An appraiser's client is the party (or parties) who engage an appraiser in a specific assignment. Any other party acquiring this report from the client does not become a party to the appraiser -client relationship. Any persons receiving this appraisal report because of disclosure requirements applicable to the appraiser's client do not become intended users of this report unless specifically identified by the client at the time of the assignment. - The appraiser's written consent and approval must be obtained before this appraisal report can be conveyed by anyone to the public, through advertising, public relations, news, sales, or by means of any other media, or by its inclusion in a private or public database. Possession of this report or any copy thereof does not carry with it the right of publication. - Forecasts of effective demand for the highest and best use or the best fitting and most appropriate use were based on the best available data concerning the market and are subject to conditions of economic uncertainty about the future. The Scope of Work is the type and extent of research and analyses performed in an appraisal assignment that is required to produce credible assignment results, given the nature of the appraisal problem, the specific requirements of the intended user(s) and the intended use of the appraisal report. Reliance upon this report, regardless of how acquired, by any party or for any use, other than those specified in this report by the Appraiser, is prohibited. The Opinion of Value that is the conclusion of this report is credible only within the context of the Scope of Work, Effective Date, the Date of Report, the Intended User(s), the Intended Use, the stated Assumptions and Limiting Conditions, any Hypothetical Conditions and/or Extraordinary Assumptions, and the Type of Value, as defined herein. The appraiser, appraisal firm, and related parties assume no obligation, liability, or accountability, and will not be responsible for any unauthorized use of this report or its conclusions. Additional Comments (Scope of Work, Extraordinary Assumptions, Hypothetical Conditions, etc.): �,,,,AND copyngno� zuur Dy a I more, mc. In is rorm may De repmaucea unmoamea wrnom wrmen permission, nowever, a I more, Inc. must De KKnowleegea ana creme Form GPLNDAD- "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 3/2007 984 Certifications & Definitions File No.: 24RO19 �,,,,AND Lopyrignt, zuur ny a is more, mc. in is mom may De repmaucea unmmnea wrnout wrmen permission, nowever, a is more, inc. must De WKnowieagen ana creme Form GPLNDAD- "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 3/2007 985 Property Address: 225 NE 9th Ave City: Boynton Beach State: FL Zip Code: 33435 Client: Craig GoldbergAddress: 7050 W. Palmetto Park Rd., Suite 15-332 Boca Raton FL 33433 Appraiser: John R Underwood, Jr., MAI SRA Address: 115 Moorings Dr, Lantana FL 33462-8019 APPRAISER'S CERTIFICATION I certify that, to the best of my knowledge and belief: - The statements of fact contained in this report are true and correct. - The credibility of this report, for the stated use by the stated user(s), of the reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are my personal, impartial, and unbiased professional analyses, opinions, and conclusions. - I have no present or prospective interest in the property that is the subject of this report and no personal interest with respect to the parties involved. - Unless otherwise indicated, 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. - I have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment. - My engagement in this assignment was not contingent upon developing or reporting predetermined results. - My compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. - My analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice that were in effect at the time this report was prepared. - I did not base, either partially or completely, my analysis and/or the opinion of value in the appraisal report on the race, color, religion, sex, 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. - Unless otherwise indicated, I have made a personal inspection of the property that is the subject of this report. - Unless otherwise indicated, no one provided significant real property appraisal assistance to the person(s) signing this certification. Additional Certifications: DEFINITION OF MARKET VALUE *: 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 whereby: 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; 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. * This 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 October 27,1994. Client Contact: Craig Goldberg Client Name: Craig Goldberg E-mail: flbkr hotmail.com Address: 7050 W. Palmetto Park Rd., Suite 15-332 Boca Raton FL 33433 APPRAISER SUPERVISORY APPRAISER (if required) or CO -APPRAISER (if applicable) Supervisory or Appraiser Name: John R Underwood, Jr., MAI, SRA Co -Appraiser Name: Company: Appraisal & Acquisition Consultants Inc. Company: Phone: (561) 968-5550 Fax: (561) 533-9669 Phone: Fax: E-mail: john@appraisal-acg.com E -Mail: Date Report Signed: 02/29/2024 Date Report Signed: License or Certification #: CERT -GEN RZ706 State: FL License or Certification #: State: Designation: MAI, SRA Designation: Expiration Date of License or Certification: 11/30/2024 Expiration Date of License or Certification: Inspection of Subject: ® Did Inspect ❑ Did Not Inspect (Desktop) Inspection of Subject: ❑ Did Inspect ❑ Did Not Inspect Date of Inspection: 9/11/2024 1 Date of Inspection: �,,,,AND Lopyrignt, zuur ny a is more, mc. in is mom may De repmaucea unmmnea wrnout wrmen permission, nowever, a is more, inc. must De WKnowieagen ana creme Form GPLNDAD- "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 3/2007 985 Assumptions and Limiting Conditions File# 24RO19 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. The appraiser may expand the scope of work to include any additional research or analysis necessary based on the complexity of this appraisal assignment. 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 assignment, 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 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 eitherthe property being appraised orthe 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 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. 3. 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. 4. The appraiser has noted in this appraisal report any adverse conditions (such as 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 deficiencies or adverse conditions of the property (such as, but not limited to, 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. 5. If the appraiser has based his or her appraisal report and valuation conclusion for an appraisal subject to certain conditions, it is assumed that the conditions will be met in a satisfactory manner. Form ACR3 DEFD - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 986 Certifications File# 24R019 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 subject property. I reported the site characteristics in factual, specific terms. 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 approach to value. I have adequate comparable market data to develop a reliable sales comparison approach for this appraisal assignment. 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 Iocationally, physically, and functionally the most similar to the subject property. 8. 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. 9. 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. 10. 1 have knowledge and experience in appraising this type of property in this market area. 11. 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. 12. 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. 13. 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, 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. 14. 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. 15. 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. 16. 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. 17. 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). 18. 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. 19. 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. Form ACR3 DEFD - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 987 Certifications File# 24RO19 20. 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). 21. 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. 22. 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. 23. Unless otherwise indicated, 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. 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 John R Underwood Jr SUPERVISORY APPRAISER (ONLYIF REQUIRED) Signature Signature Name John R Underwood, Jr., MAI, SRA Name Company Name Appraisal & Acquisition Consultants Inc. Company Name Company Address 115 Moorings Dr Company Address Lantana, FL 33462-8019 Telephone Number (561) 968-5550 Email Address ohngappraisal-accl.com Date of Signature and Report 02/29/2024 Effective Date of Appraisal 9/11/2024 State Certification # CERT -GEN RZ706 or State License # or Other (describe) State # State FL Expiration Date of Certification or License 11/30/2024 ADDRESS OF PROPERTY APPRAISED Boynton Beach FL 33435 APPRAISED VALUE OF SUBJECT PROPERTY $ LENDER/CLIENT Name Craia Goldber Telephone Number Email Address Date of Signature State Certification # or State License # State Expiration Date of Certification or License SUBJECT PROPERTY ❑ Did not inspect subject property ❑ Did inspect exterior of subject property from street Date of Inspection 264,000 ❑ Did inspect interior and exterior of subject property Date of Inspection Company Name Craig Goldberg Company Address 7050 W. Palmetto Park Rd., Suite 15-332 Boca Raton, FL 33433 Email Address flbkrrdhotmail.com COMPARABLE SALES ❑ Did not inspect exterior of comparable sales from street ❑ Did inspect exterior of comparable sales from street Date of Inspection Form ACR3 DEFD - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 988 Photograph Addendum Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg " J0 Subject I rY Neighborhood Region Form PIC3VV - "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 989 Subject Photo Page Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg Subject Front 225 NE 9th Ave Sales Price Location East View 7,527 sq.ft./N Street Looking West Steet Looking East Form PIC4X6.SR - "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 990 Flood Map Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg Form MAP.FLOOD -"TOTAL" appraisal software by a la mode, inc. -1-800-ALAMDDE 991 Location Map Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg �,. rdJ nlrPl B i r kU Yo -u :ww Nw. b i�'i'i ! (' 7 (':. � r4 1'A& '27th Aw'o-" � ..p n IS N" t11?lh Kr1r1K"s.kb , ; NC a164u Ave ta'yretorl s ltn:F�e "� � � G z 411 GatewayGatewayVIM I 7 "" Ii Ira m lr II rl:h.:3ifrtilrll l'!"alb Cor d art I,urar ° BA✓br 11'""�i W, 4 n 16" f 1 YflM°" A, nea drk Ad td# n abw' 4vx;dw; I, M Afd 64Etifta 4,R C r Ga (n kd r a COMPARABLE No. 3 Fra ��, 111 I'Y 530 NW 12th Ave. vi1 9, ¢r �_ Bsny"nktrni Baac41, P�"L 3345 71 ." '• rx 0a63 "Ifles W r, BELT ---------------- 225 NL Nth Ave Or/tilh�y ldrlmwmr«n 4r% ld' y, �� Boyantoru Beach, FL 33435 gdt"b' t ldty '4 Rd Aua � �� I'rritu nn u � nrrt "- '. EF rL o:wdr rv,in Id r telrl 111,fn'tlan,ti I, X r, R1 A,01 Aw NE urt,Arr as r1 �rr dYM, ,Vla r^f�d •JrV IVd i rt ., �d.l drrPo9C 44NH° Nq'A ._ '" ._.... NE. 1g➢tl 13t N��tl l: nkI4,J4 aur vi COMPARABI L N . 5 � COMPARABLE Na.. � t1 4rd "IhMCI ,rr NI WI,A Ave� �r�q 410410tidw13th AveAveA59 InJ 12th Ave p;Talyntun Bejc4, FIL 33435 . NY CtftAv,-, pI 0.51 mHe s NW 0:50 C n Creactn� FL 33 &35 41.ae] ovnbtes, NW Cnle �a r1 NG,al u1 1 14 Nnell t, rY "tga'NIliI Ln C,r s1 hYr,"AII 1r"1. '17,11'S������0��U11 � 11��,air �grP�rlv+rlv+rrAG,�Imm C'�OMPARAI�LE NO. � kAq i,t Nun 521 NW 3rd 'it T:BoyntoROMPARABLE No. I P44Boyrntran Beachr FL 33-93 0,49 robes SW37 NE Std Ave � Bleach FL 33+35 rv1 1s1AVO er r; n N" ges Su✓s 1 1Pd 41uf Ataxy .7, 038 ..nv b A,�r ' � Yr 1•M:NpI VnG `0, UJ Ord titU 'Ph Adwr 0 cn tE4N5tlt +` rs" � aV IW,I Fa'n'-° ` n "Od 6flA v "nN Vth Av,e ,.r �, , tlrP tlraldrr.0 SVJ 8 Nh nm+- cs �r"ro "au � S`04 rDdGh ry VP 1 �" E. "xruCJ i (Y&fv Y-BIyIPr ury t�ljL1 �t `"nYdrI ldrd'awl, Cls.^uanrrYr9�u1r'�,,h n:/�'al !w�a r raaflW10111t Rd �1 E' 1010,113rig l 1' d! l.,rll.lo.= r1P1941'v9Go- gle` �r' f " ' rv!'ap d.[. "'v- r —gr_ bCi lr:! i^. � i�rmm Form INAP.LOC -"TOTAL" appraisal software by a la mode, Inc.-1-8o0-ALAMODE 992 Comparable Photo Page Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg ga% /ii/i%/ Comparable 1 137 NE 3rd Ave Prox. to Subject 0.38 miles S Sales Price 300,000 Location East View 7,588 sq,ft./N Comparable 2 524 NW 3rd St Prox. to Subject 0.49 miles SW Sales Price 195,000 Location West View 8,477 sq.ft.;N MLS aerial photo Comparable 3 530 NW 12th Ave Prox. to Subject 0.63 miles W Sales Price 122,000 Location West View 3,920 sq.ft.;N Form PIC3x5.CR - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 993 Comparable Photo Page Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg Comparable 4 409 NW 12th Ave Proximity 0.50 miles NW Sale Price 76,000 GLA Total Rooms Total Bedrms Total Bathrms Location West View 2,627 sq. ft./N Site Quality Age Comparable 5 410 NW 13th Ave Proximity 0.51 miles NW Sale Price 76,000 GLA Total Rooms Total Bedrms Total Bathrms Location West View 2,749 Site Quality Age Comparable 6 Proximity Sale Price GLA Total Rooms Total Bedrms Total Bathrms Location View Site Quality Age Form PIMUR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 994 Appraiser's Certificate r� _ 4j c F- a Ln WLn w, D i Z —j c" U"1 C4 au v .. q C u (A a a Z `� ` u � cu SO ce :7j R_ t." w c 0 � W W L --% amu- � > � � � Z00 0 L!. tG ro u W 0 ar aU CL M u ~ li " o W co Li z Zp LJ. � W 0 0 in i.,.. ..j _w > 0 Z ILL i7 O u W u W rCL CI W r I,N' . Form SCNLTR - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 995 Appraisal & Acquisition Consultants, Inc. FROM: Appraisal & Acquisition Consultants, Inc. Appraisal & Acquisition Consultants, Inc. 115 Moorings Dr Lantana, FL 33462-8019 Telephone Number: (561) 968-5550 x102 Fax Number: (561) 533-9669 TO: Craig Goldberg 7050 W. Palmetto Park Rd. Suite 15-332 Boca Raton, FL 33433 Telephone Number: (561) 271-0183 Fax Number: Alternate Number: E -Mail: flbkr@hotmail.com Lender: Craig Goldberg Purchaser/Borrower: N/A Property Address: 225 NE 9th Ave City: Boynton Beach County: Palm Beach Legal Description: Arden Park LT 166 Full Apprl; Land Check#: Date: Description: Check #: Date: Description: Check #: Date: Description: INVOICE 24R019 09/12/2024 Internal Order #: 24 R019 Lender Case #: Client File #: Main File # on form: 24R019 Other File # on form: Federal Tax ID: 59-2265365 Employer I D: Client: Craig Goldberg State: FL Zip: 33435 1,000.00 SUBTOTAL 1,000.00 SUBTOTAL 0 TOTAL DUET$ 1,000.00 Form NIV5 - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 996 From: Craia Goldbera To: Utterback, Theresa Subject: Re: Appraisal of Property located at 225 NE 9th Avenue; PCN 08-43-45-21-18-000-1660 Date: Tuesday, September 24, 2024 12:12:09 PM Attachments: imaae001.ona This Message Is From an External Sender This message came from outside your organization. Hi Theresa, Per our conversation yesterday, the asking price for the lot is $300,000 Thanks, Craig Goldberg From: Utterback, Theresa <UtterbackT@bbfl.us> Sent: Wednesday, September 18, 2024 8:30 AM To: Craig Goldberg <flbkr@hotmail.com> Cc: Tack, Timothy <TackT@bbfl.us> Subject: RE: Appraisal of Property located at 225 NE 9th Avenue; PCN 08-43-45-21-18-000-1660 Good Morning Mr. Goldberg, Received, thank you. What would be your asking price? i Bei s,: 1,..1iie:h,7-k rN:,e Itlwprlepal ,erv, e s N1,1,iai,e,. 997 '�161 600-901)d 561 737 3)5,S' LRdla r.bnck i (114)bN Lr, https://www.boyntonbeachcra.corn America's Gateway to the Gulfstream 111ease Illre whidsed that ii1orkia Ilhas a hroaq] puUk ui ecords Illaw,, and ::fll correspomienc!e to uiacme lida eniaH ma,V be subject to disclosure. linider f1onda law,,, i1.!m:,:ffl add are public, urem..iodsm iherefore, �riour DMaH i��ciirnmunlo:]flon tl::MiJ ifour en'%afl w1ifi ess ixialo, e !:6ubject t�iC) public IC, [!0da!!Rjre From: Craig Goldberg <flbkr@hotmail.com> Sent: Tuesday, September 17, 2024 1:42 PM To: Utterback, Theresa <Utterbacl<T@bbfl.us> Subject: Re: Appraisal of Property located at 225 NE 9th Avenue; PCN 08-43-45-21-18-000-1660 This Message Is From an Untrusted Sender You have not previously corresponded with this sender. Hi Theresa, Attached is a copy of the new appraisal. The appraiser sent the original by mail so should have that in next day or so if needed. Please let me know that you received this. Thanks, Craig Goldberg 998 0 0 o 0 v�oi o z w o a a � o' v a m c EE v EEEE > 0 0 0 o 0 0 o N N O N N N N N v YO > v N N v � S v V a s in ;5[5 D �2 u° u° @= u a u° u u u° R✓ m E m Q m v O Y U W F2i 2i 5U I U U V U U U U V F a v U U U U U U m a a N a m o 0 .1Or "' 0 0 N ti 0 0 ti ti ti 0 0 0 ry � w 0 0 a .i �o m 0 0 0 0 ry N 0 0 ti 0 ti 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o 0 0 0 0 0 0. 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 ry 0 0 0 m m 0 0 0 C o m C 0 vi a in 0 0 vi o11 0 o C 0 o + w O m o 9 ry n n n� O o r O O O O O o o v 0 0 o m 3 a o 0 a a a 0 z o 0 o a a s a a a o -o E a a o O1 01 E z z v v z z o 0 0 3 3 E a a 0 -o E E o E -o -o -o -o -o -0 E £ v 0 0 0 d N N 3 3 a o m v L s m a s v v v d d d v v v o o s o o o 0 0 0 0 0 0 2 Jo > > 0 0 0o ao m co 3 3 3 3 v v Y Y v v a a > > > > > > > > > a a a a a a a a moo s m s o o m s s m a s s a,�vaaa s s s a z z z z z z z z z z z z z z z z z z z z z z z z z m z o x m x x iv ry x iv w x o 0 0 x in .i a m m o a a a in E E 0 U V V l7 V U U U U 00 M M M m� w l0 O ti yr in � »Mv. ins vF � m y a m ti o a n n N Ol 0 0 N cy O �I1 �O V 01 � O ti O M O N O O O O 0 0 0 0 0 0 0 pip O O O O 0 0 0 0 0 0 0 pp O O O 0 0 0 66 6 6 yj 0 0 O 0 0 0 0 0 0 0 O S a o co vi o vi a vi � o'o n� n o io N m m � n vvim vii.— — - ------to in wF � � N ry Or z -o o -o -o o -o E E E E E E ml 76 a v v v v v 0 0 0 0 0 0 0 0> o o>>> -o v v > > .b Q `� o Y N N M W w 3i > � K Z Z Z Z w Z Z Z Z Z Z n anon x�nmxnc.-, o x.+mxoNo 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 CRA PROJECTS IN PROGRESS AGENDA ITEM 16.A SUBJECT: Social Media & Print Marketing Update SUMMARY: Throughout the month of September, a variety of marketing efforts were made to promote various BBCRA initiatives and projects, as well as, a variety of local businesses that operate within the BBCRA area. Social Media Marketing • BBCRA Project Posts: Promoted the Coastal Cruiser rideshare program, Boynton Harbor Marina, and MLK Jr. Blvd mural. • Business Promotional Posts: Utilized Facebook and Instagram feed and stories to promote a variety of businesses, such as: Bailey's Blendz, Beach House Boutique, The Butcher & The Bar's Battle of the Beaches competition, Hurricane Alley, Marina Cafe, Bond Street Ale and Coffee, Sweetwater, and Banana Boat. Digital Marketing • Blog Posts: Promoted the following blogs on Boynton Beach Insider.com: Battle of the Beaches Cocktail Showdown, September is Dive Time in Boynton Beach, Celebrate Art Every Day in Boynton Beach, RUFF RUFF There's a New Gog Groomer on Our Turf, Winner Winner Chicken Dinner, Summer Isn't Over Yet - There's Still Time to Indulge in the perfect sunny day treat. • Redevelopment Works Newsletter: The September newsletter was distributed to the BBCRA subscriber list and promoted the following: • Battle of the Beaches • FY 2024-2025 Budget Finalization • MLK Entry Feature • The Ark • Bailey's Blendz • Florida Festivals & Events Association SUNsational Awards • Coastal Cruiser Rideshare • Diving Charters located at the Boynton Harbor Marina 1001 Print Marketing • Coastal Angler: A quarter -page ad was published in the magazine to promote the Marina. • Florida Sport Fishing: A quarter -page ad was published in the magazine to promote the Marina. See Attachment I for an overview of the social media and print marketing that were published in September and Attachment II for a full listing of the Facebook and Instagram posts that were shared. FISCAL IMPACT: FY 2023-2024 Budget, Project Fund Line Item 01-57400-216 - $900 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description • Attachment I - August Marketing & Social Media Overview • Attachment II - Facebook & Instagram Posts 1002 00 0 cn F- cn O CL al 67J LU mnO w CL Q D W 2 J Q U O cn /� n'NmmmuflNUN fj< L7 v 0 0 cn U) O CL LU z D m 1 a 0 LU J Q U O cn LO 0 0 cn U) 0 CL W Z D m 1 a LU J Q U 0 cn �; )y NY n Al �sl 9 yr a �f S i L {, o D / / t � Y (tl f n r 9 yr a �f S i L {, t l 0 0 Ma. r, µl A K � a. r,b Mid / µu 01, f � a r � / F � Yy v . �"p f � �., vS1,' I",tN i k` 9g P l0Y � � Cj UA ' I I, i !ri1. R• dA 0 0 Ma. µl K I, M a r � k` P l0Y � � Cj ' I I, i !ri1. R• dA IiA ii r u � p lii • YS �m 0 0 w LU J Z a J w 0 0 0 z LL O O J LL 0 0 0 0 0 0 LU z Ln +j Ln 0 a_ E 4--j Ln C: 06 _lz 0 0 ZLU m Li - Ln +j Ln 0 a_ E 4--j Ln C: 06 _lz 0 0 U m Li- 12 w W, Ln +j Ln 0 a_ E 4--j Ln C: 06 _lz 0 0 ZLU m Li- Fj 0 P 1� ell Fj 0 P Ln +j Ln 0 a_ E ca ru ca 4--j Ln C: 06 _lz 0 0 U m Li - 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 CRA PROJECTS IN PROGRESS AGENDA ITEM 16.13 SUBJECT: Social Media Outreach Program 4th Quarter Report for FY 2023-2024 (July 2024 - September 2024) SUMMARY: The following is a list of the Social Media Outreach Program (SMOP) business development activities from July 1, 2024 to September 30, 2024 (see Attachment 1): • 89 Businesses are currently registered in the Social Media Outreach Program (121 have registered since program inception) • 1 New businesses added during the 4th quarter • 20 Businesses were contacted this quarter (contacts are done in-person, email, 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 II for examples of assistance for Beach House Boutique, Dimensional Healthcare, The Ark Dog Grooming, Prime Catch, Sweetwater, The Butcher and the Bar, and Guaca Go) with various social media platforms such as Google, Facebook, and Instagram. • 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. The BBCRA has published the following (see Attachment III): • July, 23, 2024 - Support Local and Light Up the Night at the Boynton Beach Night Market • August 1, 2024 - Discover Boynton Beach's newest medical spa, Dimensional Health Care! • August 29, 2024 - September is the Time to Dive in Boynton Beach! This quarter, the Boynton Beach CRA's Social Media has consistently reached Boynton Beach community members, enabling businesses to reach potential clients if a connection is made with the CRA's platforms. Attachment IV contains examples of the top performing posts and all posting activities during this quarter. The results from this quarter indicate the BBCRA's social media platforms are still a useful marketing and promotional tool (see Attachment V). • Facebook has interacted with 6,800 users this quarter 1015 • Instagram interacted with 2,500 users this quarter Upcoming Activities Include: • Assist in implementing BBCRA Marketing Grant • Develop new social media strategies to assist local businesses via the BBCRA social media channels • Launch the 2025 Business Development Video Campaign and develop new strategies to reach a larger audience • Continue the Boynton Beach Bucks campaign in conjunction with the BBCRA Business Promotions & Events Team • Continue with one-on-one business assistance • Continue updates of the CRA's business listing • 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 Cottage District Infill Housing, and 115 N. Federal Highway Infill Mixed Use Redevelopment Projects. FISCAL IMPACT: FY 2022-2023 Budget, General Fund, Line Item 01-57400-100, $146,167 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description • Attachment I - SMOP Businesses Visited • Attachment II - SMOP Assistance • Attachment III - Blog • Attachment IV - SM Posts • Attachment V - Comparison 1016 bA 0 J a- U (6 i O V L v 0 a) C N E m E M v p M Q N O v a) C .N m m v Q Q Or V m m CL O c '0 x x x x x x x x x x x x x x x x x x x x x x x x x x x a, v Mo a) v fC N O N N N N OO N N N N N N N O N O N O N O N O N N N N N O N O N O N O N N N N N N N N N N0 O O N N O O O O O N N N N N O O O O N N N N O O O O O O O O O 0\ U IZI- N \ N \ N\\ \ O O N \ N \ N \ N \ N\\\\\ \ O O O N \ N \ N \ N\\\\ \ N O N \ N \ N \ N \ N \ N \ N \ N \ N \ +' N N \ \ \ \ \ \ m \ m \ \ \ \ \ Ln n Ln \ r-1 \ r -I \ r -I \ \ \ \ \ \ \ \ \ \ m a) 00 00 w w w LD Lfl LD t.0 <D (.0 lD J Ln Ln Ln Ln -4 m m �t m Ln m Jm ''� M J LL s Ln M m m m m N� Ln m m m 'n 'n m Ln m `� 'n 'n m m LL J LL LL m m Ln m m m Ln m � LL - � m s u a) M J m m m m J M M M � m m M L) m M LL M M M M M m LM � M m m t m m m m M CU J m LL J LL J J J LL LL J M J LL J Ln M M J LL J U Ln rn J J J LL J LL LL a) m m O U LL LL LL LL LL LL LL m M LL LL N LL LL U O 0 a..i ra a) U U U V CU6 m LTJ M J LL s i s CO M s s t t O O O > m m ca ca a) u �" U to U ca 0 m U U to U M U to W +•' C O a) a1 a) a) Co a) N L0 [0 J s (9 Ln O J LL Ln Ln CO C >- m m Q m m m m m N m m W CO a) °° LL U) Co CO m m m CO CO CO O c 0 0 aJ c +' C c c c c O C cD c c a� c c m> c m c c c Co O m m c O O O O O +1 C O O C C v m C o o m O u o M m o o o lD C N C O C C C C >` C C +� +� C LL CO a) J LL O> > > > m >- > A> O >, C >- 000 �O C p m T LL m Co a m a m m m m m O >' m m Q O C C O o o ri C O s O O O 4� s 3 Co m m o >` m m °° a +, o °° m m m > U W _ >' >� >- Ol ri N >: m° >. >' +' O °° >- Ln -0 a) C C N a) a) -0 N -0 Ln n ami v > > — 3 xc t > _ a > 3 xt > m Z) >, 4 m m > # > > _ > °° O _ _ = a) a) _ = r 1 O a) = v co 0= a) O Co a) c c m a) co a a C: LU — F Baa > > — �_ _ L — ��,— # = m > a Faa > O +�a > > a+�+� O o m > a m C L a) C Q a--� E � N a) L a) L a) C C L N a) a) U) (a L �-- Ln C L aJ C E C >- C N C C >, C >, C M (6 ra C O -1 1LL � a) a1 N s 0 s m-0 m JO O m s m O O a) N +., a) >- N a1 a) N a) aJ -0 LL 4- a) a) m a) a-+ a) m m a) H U LL to o U Q +� m LO Li- LL LL V U LL LL lD v LL U LL U m U lD U (B Z U tv Ln ON V O m C ^ Z (/') N O O LL Z Z w LU (n O, co O w 0 co co , O i w O w w V �# O Ln M w w V) lD Z Z Ln w^ w V ,C w Z w C C V w V "+3 O N Lei) O cn O Ln N m O O O O 00 ri O O O m r -I 0 0 0 m O LD O m O 00 -1 c I (B O O m r -i Ln O��IZI- O O:1- M O O O'tLn m � O� m� N Q Ln r 1 V to r 1 Ln I� r 1 r 1 N 1-1 410 L.0M 1-1 r 1 1-1 r 1 N m L,D r-1 L D 1" lD r 1 lD I� lD I� m V)a) a) O Ci u E - r6 oC •� to C cocli v — a) O Ln txo U o?S rB m N U bn m a) C a) OC C 4C +1 a) f6 m to E U +0.+ cli q0 O ra a) NC C L (6 O U N a) > +, rB > a) CO O (O ami O U s O s 0 m C, to Ln Ln 73 (O C:H = ,c L L L 0A v — }, a) L to U C - U a) tao O O m OU O J a -- LL In N C 0 c- U (6 E C (a L 1n i m O Ln a1 O `� C7 O Q O Q n U d O L 0 Y E x H p L L s a) U a) N D U n N _ >. a L c O LL ai a) L 7 Lu N w N s} C7 •3 Lra Q U CL J ;} a1 U to r O a1 (6 .� 7 Q i Q L m z u H m a m o m a c� m a m o= a u m° u Ln a= Ln L� ii C7 LQn Lin 1-1 N M l.n lD I� 00 01 O c -I N M � m LD I,, w m O 1-1 N m m LD I-, 00 M O -1 N M c -I c -I c -I 1-1 1-1 1-1 1-1 1-1 1-1 1-1 N N N N N N N N N N MM M M ti 0 b0 O J a- U (6 i O V L v a) a) C N E m t M v p M Q N C (6 Ln v a) C .N m m v Q a Or V m m a O c -0 x x x x x x x x x x x x x x x x x x x x x x x x a, v Mo a) V1;t 1;T 1;T 't���t �t �t M N M N co M M mM N M M M M M Mm M M M M m N N N N N N N N N N N N N N N O O N N N O 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 N N O O O N O O O O O O O O O O O O O N \ N \ N \ N \ N N \ N \ N \ N \ N \ N \ N \ N \ N \ N \ \ N \ N \ N \ \ N\\\\\ N N N N N —r,, N \ N \ N \ N \ N \ N \ U LD Ln N O\ mm mw O O Ln � a) \�� 00 \\\ r- Ln M M M M M m M y, N \ N \ N \ N \ N \ N \ N \ -i \ r1 \ -i \ N \ N \ -i \ N N N -i -i \ -i \ -i \ -i \ -i \ -i \ to J Ln Ln M M Lr) M m N N N r1 r-1 r-1 N r-1 N r-1 r-1 r-1 CY)\ Ln Ln Ln m M CO Ln Ln Ln 't -:I- tt 't � m m m m � m 1n m m M m M M ro Ln Ln m Ln Ln J J J Ln Ln tMA M m m m m `� w w m m m m �'� Ln m J m J M It� m Ln Ln J M � m Ln m - LL J Ln LL w M M m M M� m M U M w m m m M Ln M S M t w M m m m m u J ,� U M J rl) m t cm cin � z U J J J w J J w M a) M t J w J m m J U M U f6 LL LL w w w m M m m M " `LLL LL M M J w L) M M a) u c a) U t M w t m a) m m U U U f0 U U M w O w m co ra U U J w w t U u c m w M a) U m M a) a) f0 N co aJ C a) m s 41 C C a) U a) CO a) - L U N Q L O O +, Co m Co CO m m >. 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The program assisted Dimensional Healthcare in establishing an online presence on Google, Facebook and Instagram. As a new business, this has helped them with public awareness in the Boynton Beach Community. Facebook Dimensional IHallth, Cra t krPM ar 4'I' Akfou: poi ITw1 iYtY h, sf ,1'dV"; R N' lira' Ate" 110o', m Intro " ivvrs!-cnaM sp- aldzc ii— wrtte rai p f snr dual spa se.v to welGre s prrnprarns.. pante H.altlt"beaiuty -4eabth & waeR n_,s. wEt t_ w�_d nk Los Eo./I t:10- Be3Ghc f'L Unrad'ltat sa F Io,r=da �mm «1 561-5{y'p-6,y,7r7 u -p i7Vroc- �invenolonall altl. are.c:nm IJP Y'n I I I) 41 a',nrvt. 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Instagram d i mensiona I healthca remedspa = Message g ... 139 posts 135 followers 314 following Dr. Erica Roberts Ph.D, APRN Dvmensicnal Health Care Med Spa specializes in a wide range if medical spa services, from skill rejuvenation to wellness. more 4� N r,,fl 1 vvy, f,o,m:,;ri W" (1) linkti.ee/climensloiialliealtlicare I ci I lu—, I by d sty i i Ill ee41 1, p ic n ics i npa rad i set o and i d it i I a g y-fi t 911 POSTS R L F I '� Google Dimensional Health Care 5 0 - 6 Google ieviews Me,dlical .,,pa in Bk-qnton Beach F:krids Service options: Onsite servkes Address:: 458 IN Fecialall Hvly, BoVintoin Bearlh. FL 33435 Hours: C")Ipeni ClIoses G PNI � Confiln-ed by lhIS bUslne',ss 9 wer.,,ks ago Phone:: (561) 509-6887 SLIggest an edit Oven this b'L[SilneSS? 1026 The BBCRA SMOP program has also assisted Beach House Boutique with activating their social media pages. Previously, their pages lay dormant, but with help in content creation and by use of the scheduling tool, they are now active which has helped to increase online sales. Facebook P.m.., hAh.r ;Y NO,R. i r 6 n it W.r. a F'A""!o. Pi vbo, Ind m,o. Intro posts hNopr na¢;r„ 4 ti,.a.'.Wura'f- Har acrd Hai Hayne, 19'dna I. _ Fal 'cr' I' Y.. Ilfe, dia,ch th.me 10101 Peiye Bi tqu c.."..,e "A t, 2-1,yr — B' e h,, FL, Unit c -stat- Rorirde Nct'yet retard i2 Aern ,rq} IPhotius u ,1,' h�a'�liuh�✓' 7(� PBearh HOLise Gift Boutique ¢h 0 S6ghit—'E p,-v;lue Hanb.g Vu ;--4.,—' a s in t rL kdu., wJ- you r-err,A — tl — ✓ h— .',, g. ,Awed. ]la Iry c1i$Rere nR purse sires and "Ate114 to a+S h'r%o —u,IqueB pnb-5--hr nn- ortalir^re er..... Se:e un,o- 1027 I nstagram „✓�J11lUJwJAlwll'vv, beach h ou segiftboutiq ue IiilVml Message -A ••• 42 pasts 81 follcrwens o following /lliffWf , Beach House Gift rs 41WWt14 e 1 Bol( II �,, c;lrr:" www.beacl,hususeyiftbc,utique.cun, F dlaweb by disc—b.ynt-l—ch —kAekakes ® POSTS &, 1/+",;6111 a Google / r i ,;7�srrci Beech Nouse Boutique 6d'c1ssi1tls Di—ti—. '.sa:vz can mnV{ P'>u :Iiu .: ; Ialnitl�al in V,rrLrrrY wt fico= h, IFly,.ni da Address 1120 FeBelrai Rory, Boynton Beach, F1L:3:3435 Hours;: G:: peel Clasps 6 P m Phone: (561) 7710-711'.3 5utggest an edit Oven kh Its Ws8ness7 Questions & answers Be the first to ask e gLJPSti®Il sk question Send 4c, your phone S—d Revi :V'vs Write a review Add a Phot. Be the first to revieWv As always, the SMOP program assisted the BBCRAArea based businesses by sharing seasonal and holiday specials. These are some of the most engaged -with posts on the BBCRA social media oaaes. p.wyFnitora Feach C.IRA SYR ......,4Ap y Pde„Susdne Ales lk;,r. ,`ud I tik, r'r'ac, i, _ .p-a 141013 :,i fr Il H,,,,;. Get —, f.F. I Ig 9 renc,, Iankh,!g their baN'tw:`A.I in. I..11 J.t 1 }Y 51'fl .IY PY"Y Ird 'I,' Pei ec yr S mfmut a s aay have a Shish Tau that need, grooming thank: yem for d' -iia pot. I "iH be contacting U,em for en alppLc intrnie.riit I by t b—, t _ ... boyiilc n l'achc rzi Me battle is o n fai-tPt Gess cf aft cocktails in B t F VIII V PIV41 M Ild�ll�C J l-, , 7h B.ti and Th, B 'd ii ft uod L tNaach i,, Urs G pa,t see rd dsc p cal ,Mble taslifig same del , diinka,. A rt I It IIII �I II I�I� , uffi al_he0piut n�pnlgn (1 j n-l'IY rel na .aveboynton Cl klgood tea: � Too cr✓ol r Neely sctclal in eunerald Io nds fun til rtelrry /� a Y l a Y n W,°A Ths.h ould bieg-d h i, I'P1'.. NII�I'yy I �� jyry V'^inr lts yh 1, III Lk' 7 by ray,, isrex and 50 ot1, U ,rL t 1029 1030 Attachment III Boynton Beach Insider Blog Posts July 2024 through September 2024 Support Local and Light Up the Night at the Boynton Beach Night Market July 23, 2024 The Boynton Beach Night Market returns on Saturday, July 27th from 6PM to 11 PM at Centennial Park & Amphitheater, located at 120 East Ocean Avenue in Downtown Boynton Beach. This isn't just any market — it's a vibrant showcase of the Boynton Beach's thriving local businesses, offering a night of live music, delectable food, and unique shopping opportunities that you won't find anywhere else. Here's a sneak peek at some of the incredible local businesses you'll have the chance to support during the Boynton Beach Night Market: 1031 BBCRA AREA BUSINESSES WILL BE EXHIBITING IN COLORFUL TENTS A Taste of Africa: A Taste of Africa offers a unique catering service specializing in barbeque and African inspired dishes. Bond Street Ale and Coffee: Savor the flavors of local pastries and artisanal coffee blends at Bond Street, a cozy spot where caffeine enthusiasts, foodies, and beer aficionados unite. Cafe Frankie's: Experience the charm of Cafe Frankie's as you indulge in delicious Italian cuisine. Cafe Prelude: A croissant a day keeps the blues away! Buy your much -kneaded piece of happiness at Cafe Prelude. Coastal Palms Realty: Whether you're in the market for a new home or seeking expert real estate advice, Coastal Palms Realty is here to help you find your perfect slice of paradise. Dimensional Health Care: Dimensional Health Care is a new medical spa that recently open at Casa Costa. Their team is passionate about skincare and aesthetic procedures, including cosmetic injections. JKEN Boutique: Discover trendy fashion finds and unique accessories at JKEN Boutique, your go -to destination for chic and stylish apparel. Mancave for Men: Gentlemen, elevate your grooming routine with premium grooming products and services from Mancave for Men, where sophistication meets masculinity. Picnics in Paradise: Elevate your outdoor dining experience with Picnics in Paradise's beautifully curated picnic setups, perfect for romantic dates or family gatherings. The Boardwalk Italian Ice and Creamery: Cool off with a refreshing treat from The Boardwalk, where you'll find a tempting selection of Italian ice and tasty ice cream. Tiki Taxi and Cruises: Embark on a nautical adventure with Tiki Taxi and Cruises, offering scenic Intracoastal cruises and transportation services with a tropical twist for only $10. Gillion & Co.: Find your dream home with Gillion & Co. Realty — where exceptional service meets unparalleled expertise in real estate. Napi Dog Grooming: Transform your furry friend's look with Napi Dog Grooming — where every dog leaves looking their best and feeling pampered! 1032 Paola's Boutique & Alterations: Discover the perfect fit and style at Paola's Boutique and Alterations — where fashion meets flawless tailoring. Pio Pio: Located in Downtown Boynton Beach, Pio Pio stands out as a delectable haven offering a fusion of Colombian and Peruvian cuisine. The family owned establishment charms its patrons with a delightful mix of flavors and impeccable service. Stoic Financial: Stoic Financial is dedicated to providing investment management and strategic wealth planning that is specific to you and your situation. As a financial advisory firm, their primary focus is to provide sound advice that is designed to achieve long-term investment results. Trilogy Fitness: Trilogy Fitness is a mixed martial arts training facility that will be opening soon at within Ocean Palm Plaza. The new gym will offer a variety of programs including: Boxing, wrestling, jiu-jitsu, kickboxing and large group fitness classes for adults. Guaca Go: At Guaca Go fresh is key! Avocado Based Bowls full of flavor. Seed Oil Free, House Made & Made to Order. Please note — they will be giving out promotional items. If you would like to try their bowls, please visit their storefront in Downtown Boynton Beach. Common Grounds: Common Grounds is a place where specialty coffee and our surrounding community meet. Try their delicious hot or cold brews. 1033 LIGHT UP THE NIGHT AND SUPPORT LOCAL BUSINESSES During the Night Market, the businesses outlined above will be featured within colorful tents and will have special neon signage. Each of these vendors will offer complimentary glow and light -up novelty items to attendees who visit their booths. Visit each business to "glow up" and help us light up the night! 1034 BOYNTON BEACH BUCKS OFFERS Don't forget to ask about Boynton Beach Bucks at the BBCRA's information booth, where you can score exclusive deals and discounts for some of the participating businesses. The vouchers function like cash and can be redeemed at participating vendors during the outlined promotional period. From discounts to special deals, these offers are your ticket to saving some green while supporting local businesses. It's a win- win for both you and the local community. 1035 SPIN THE LUCKY WHEEL While at the information booth, be sure to take our short feedback survey for your chance to spin the lucky wheel! The wheel will feature new promotional items and gift certificates from some of our fantastic participating businesses. Whether you're hoping to snag a great deal or a fun keepsake, spinning the lucky wheel adds an extra layer of excitement to your night out. Join in the fun and see what prizes await — every spin is a chance to win! Mark your calendars and join us for a celebration of Boynton Beach's small business community at the Night Market. See you there! 1036 For more information, check out our Facebook Event Page or Boynton Beach Insider Blog. 1037 Discover Boynton Beach's newest medical spa, Dimensional Health Care! August 1, 2024 Join us for a Ribbon Cutting Ceremony on August 8th at 6pm. Dimensional Health Care is the newest addition to Casa Costa, located at 458 North Federal Highway. This brand-new medical spa is owned and operated by Dr. Erica Roberts. Her goal is to empower you through a range of services designed to enhance your well-being. Whether you're looking to revitalize your body or prioritize your holistic wellness, Dimensional Health Care is your path to a healthier you. Dr. Erica and her expert team are passionate about skincare and aesthetic procedures. They offer a multitude of services including Botox, dermal fillers, IV Hydration, micro needling, chemical peel, and more, all designed to boost your health and happiness in a luxurious setting. The BBCRA is proud to support Dimensional Health Care through our Commercial Property Rent Reimbursement Grant Program, which will provide $19,176.00 in rental assistance to help offset the first year of rent for this new business. At Dimensional Health Care they understand that everyone is unique, and they are here to help you on your journey to a better you. Be among the first to enjoy their personalized care and revitalizing services. Schedule your appointment today! 1038 September is the Time to Dive in Boynton Beach! August 29, 2024 Did you know that Florida is the only state in the continental U.S. with extensive, shallow reef formations near its coast? Boynton Beach, a gem in South Florida, is a premier destination for diving enthusiasts! Its warm, shallow waters sit on the edge of the Gulf Stream and are home to vibrant reefs and historic shipwrecks, teeming with marine life like turtles, sharks, eels, snapper, lobsters, and the legendary Goliath September is a particularly exciting time to dive in Boynton Beach. The waters come alive as Goliath Groupers gather to spawn, and Florida's Spiny Lobster Season is in full - swing. Just off the coast, these natural wonders await your exploration. 1039 The Boynton Harbor Marina offers a variety of daily dive charters, including South Florida Diving Headquarters, Splashdown Divers & Loggerhead Enterprise, and Starfish 1040 Scuba—all renowned for their quality and professionalism. Remember, each charter requires passengers to be SCUBA certified, but if you are new to diving, they also offer classes and gear to get you started. 1041 1042 For those interested in harvesting Florida Spiny Lobsters, don't forget to secure a permit. And while you're in town, swing by Force -E, Boynton Beach's local dive shop, to stock up on any last-minute essentials. The underwater adventure of a lifetime is just a dive away! 1043 Attachment IV BBCRA Social Media Top Business Promotional Posts (7/1/24 - 9/24/24) OvPI-vIlPvj Reach 0 impressinnsO interactions 0 1 clicks P1170 21212 62-- Hiugllwir ifiain typcall Hiigll-r thaii, typical Higlier 91-n typical Rt';aC. i ISy =b Hh 'iFh 1<7 Fh 3,_, a.. 17ci Typica Face'riool, post reach Performance Oveivllew Reach IImpressibinsO InteractionsO ILiink clicks 0 7�085 7�085 84, Hiogh- Rialifil iYpi,rcalll High- thalifil iy peal'. H6glher damn kypc.l Reach SK CIK 41K, . ........ . 71" Sm7 4h ?h IFIL' ld T�, 3C, 7d I 7d Post f�adh 1045 Boynton ReadhiCIRA P b�iTe�ad tf, 1:1,al,Ae F�AJ,:�in Ros:M'Ikl� 7ake a k,. st thc:ze rccert unizredible catch;is frizirn thE, Sea IMhst 111111 Dflrt Flshiinig at the Bic°rton Harbor M, -.m no .jCILy nSXt fShIl"g, tr.p tmiday aral 11 'S,ee urvslghts anidl alcis C)o SeB %ist W Cr ft RENnq �d 1 2r� others 'S 6 zhai=- Overview Reach 0 Impressions 0 interactions 0 (Link clicks 0 15,889 16,212 1,41 Hkgl�— khm, hYp',Imll Hiiglr thain rypmcalHligh�.r than typ-1 Rpadlh 2,01K .. .... ...... . 15n- 9 r 16� Id 6� 3C 7 d 17 d Typical — FBcebodk: p -,t reach Overall Facebook reach trended upward this quarter, while Instagram trended downward. With both platforms, there was an overall uptick in reach surrounding the Bovnton Beach Niaht Market Retic, Export . F&cell)crcI reacJYr11 31 S. 8 K" 3 ° 6F)l". qf")K "DIK. Jl,i"la. E: . ;r;l F All a +esu 14 Peach lrx ta.'ralixr.. reae.h 0 . 1.514: 1 h; The BBCRA Facebook gained 503 new followers in the past quarter Follows Export Facellboolk ffoilows 0 503 5l] Jun =5 Jul 16 Aug 5 Aug [..`. Sep I- 1047 BBCRA Social Media Posts (7/1/24 - 9/24/24) The following is a list of all BBCRA social media posts for the 4th 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: • Posts highlighting summer specials gained the most attention • BBCRA development projects & district programs continue to perform extremely well without paid advertising. • The BBCRA Audience engaged the most this quarter with business posts highlighting BBCRA's Boynton Beach Night Market. 1048 Post Content Date Reach Engagement 1049 E—t Ici 11 5. ZMP, E—tKi lul ii ZMP, 11C11 1b,1111,11 ILI lly 7 11C11 1b,1111,11 ILI lly -i at ILI I linyo,.4V- lfl,ly 11 -ate 11 L 1 1 , � . - ja Ei,-t W,d j,, i 0 11 Idl 111, 1 '_1 11yo,.4!1" 11 11 It 1117 1 —DAI-111 L I -i; SI Ili I ^o,IC Wed;W I `D Elllt Ti,e J_1 2 L, 17 1 5 CNO L, I' ' Fill- tti[ - lil- 111 11 F-1111 15 2ji I- -i- ,l TEJ71111-1 I -12l 2— I'll iLi F-1111 I "IV111 7 Fill"' I Prot i V,,i11, 52 Li Ll W,, "i !I c..,.ix.,i" I 1049 Post Content Date Reach Engagement 6� 7C j c i, I 5,,i, 7--' EII: p! i I II, I ij I l" t, I i I Ell— T" f I 0 ij Ell- T" f ":l, 11 4011 1 j- Eill— 1— 12 :Ij: -'1, Eel, "i I Y', i" I I g - -t- I g S- S cl It Ill Iii I Ill -11 11 S.1111 Sl— l7 Iti"'Ii, S.1111 Sl— l7 ig C1 1E Ti 1 2 C Ti Ei"I't )11-)., 24 I&i;j- 11 76 -p- "It 1, Y Eil"'t 91* ii.111t 1 iii ll- Itil Sh.- Sh.- S."'t fu-. 3,3 5t a 2 19 51" SO It i'll 11t, il 11 11"i 111i I'll Il "1 11 il 11 1 111 Ill ill 11 1 S."'t Si—v l7 ei`13jl7 1050 Post Content Date Reach Engagement MCI, 71 ivo 1-1 111, A 117 D11111 1 11 11 He. El— M", A�g A.l 1 1.7p, 22 C Ml 1411 11-1 7 . ...... . g IC, C DO IF 5, 44 A I-, L�411 9 ii 5, 1051 Post Content Date Reach Engagement I D -r i 1 9 1- "Ir -f-- a Isar N 1. Eli " Eli Eli ae Md OF 5C 5 17 AIRey 21, 17 .... ..... all, Rexucnn 71, �11 5-111 712 11 S, :Ii 1111i 1052 Post Content Date Reach Engagement 17 V✓-1 ip 11 1 �'7 17 91411 Flo, g 'ZI IIll 1 21l 1 27 2 ROO OR 71 7— n.e s" 7 j7- .. .......... 1053 Attachment V BBCRA Facebook 2024 3rd Quarter Compared to 2024 4th Quarter The graph below shows an increase in total Facebook interactions over the past 90 days. This in- crease can be correlated to the business promotions & events in the 4th quarter which typically spike audience interest. The BBCRA also ran more page ads during this time. This quarter posts with multiple images performed best out of any other format. ------------------------------------- Interactions 0 .8 I Post munteil by Il ilillod D 010 DOILD Post interactions laby media type '�Ffl) _lO CY Wl1 tpi L?-kL °'decs F`Fot.rs OtFe Text rv.eel_1 The graph below shows an increase total interactions with the BBCRA's Instagram page over the past 90 days, following the same trend as seen on Facebook. On this platform photos also performed the best. -------------------- In',nteil .5 K 4 r1;:- Post. ill Ite re c t,[01,11S ll pein clod 30101 1300 0 al rrr��rrrrrr%i%%�, Rost interactions by ltype 91 iX0 rh-lr' 0 F1-'o,tas 1054 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 CRA PROJECTS IN PROGRESS AGENDA ITEM 16.0 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 CRA'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 CRA website www.boyntonbeachcra.com. Below is a status report of the CRA's Economic Development Grant Programs and Business Development activities for FY 2024-2025: FY 2024-2025 Budget $600,000 Grants Awarded Chow Hut LLC Since October 8,�($25,000) Property $25,000 Improvement 2024 Remaining Fund Balance as of $575,000 10/8/24: List of CRA Board approved Economic Development Program Grantees since October 8, 2024: Business Name Address Grant Grant Amount Chow Hut LLC 425 NE 4th Street Property $25,000 Improvement City of Boynton Beach Business Tax Receipts Issued in the CRA Boundaries in August 2024: Business Name Address Business Use Blossom Shoppe 402 E Ocean Avenue Florist 1055 Spectrum Innovations Inc trial 1370 W Indus113 Avenue, Unit Video Production Marcoast Construction LLC 1310 N Federal Highway Construction Office Belfor Property Restoration 1300 W Industrial Avenue, Unit Industrial Use Delicate Day Spa 639 E Ocean Avenue Unit 406 Spa FISCAL IMPACT: FY 2024-2025 Budget, Project Fund, Line Item 02-58400-444, $600,000 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. 1056 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: October 8, 2024 CRA PROJECTS IN PROGRESS AGENDA ITEM 16.D SUBJECT: MLK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments) Update - October 2024 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 (Attachments 1 -III). Since the last CRA Board meeting, the following progress has been made: East Building, North Building and West Building Centennial Management Corp. (CMC) has obtained final certificate of occupancy and the residential units are fully leased. Currently, they are working on the completing sitework and the interior finishing of the Lobby and Leasing office. CRA staff is continuing to coordinate with CMC on leasing and build -out of the commercial spaces (see Attachment IV). Until completion, 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); TIRFA $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 is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description • Attachment I - MLK Jr Blvd Project Site Plan - North • Attachment II - MLK Jr Blvd Project Site Plan - South • Attachment III - MLK Jr. Blvd. Mixed Use Development Project Renderings • Attachment IV - MLK Commercial Buildout Status 1057 1058 �.9u D2u.Illd uv a ip d!�,o�M3H �d"�ilw�O z ? o �2 a c - — — — ------------------------------------- ❑ U 1 a f f pfw ......... .... 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