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Agenda 05-07-241.Call to Order 2.Invocation 3.Pledge of Allegiance 4.Roll Call 5.Agenda Approval 6.Legal 7.Informational Items and Disclosures by Board Members and CRA Staff: 8.Public Comments Community Redevelopment Agency Board Meeting Tuesday, May 7, 2024 - 5:00 PM City Hall Chambers, 100 E. Ocean Avenue and Online Meeting 561-737-3256 AGENDA SPECIAL MEETING - REVISED 05/03/2024 A. Additions, Deletions, Corrections to the Agenda B. Adoption of Agenda A. Disclosure of Conflicts, Contacts, and Relationships for Items Presented to the CRA Board on Agenda 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. 1 9.Old Business A.Continued Discussion and Consideration of Request of Developer for TIF Funding for the Ocean One Project - REVISED 05/03/2024 B.Update on Status of Contract Negotiations with Candidate for New Executive Director 10.Adjournment NOTICE IF A PERSON DECIDES TO APPEAL ANY DECISION MADE BY THE CRA BOARD WITH RESPECT TO ANY MATTER CONSIDERED AT THIS MEETING, HE/SHE WILL NEED A RECORD OF THE PROCEEDINGS AND, FOR SUCH PURPOSE, HE/SHE MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDING IS MADE, WHICH RECORD INCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. (F.S. 286.0105) THE CRA SHALL FURNISH APPROPRIATE AUXILIARY AIDS AND SERVICES WHERE NECESSARY TO AFFORD AN INDIVIDUAL 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 AGENDA AFTER IT IS PUBLISHED ON THE CRA'S WEB SITE CAN BE OBTAINED FROM THE CRA OFFICE. 2 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: May 7, 2024 OLD BUSINESS AGENDA ITEM 9.A SUBJECT: Continued Discussion and Consideration of Request of Developer for TIF Funding for the Ocean One Project - REVISED 05/03/2024 SUMMARY: The Boynton Beach Community Redevelopment Agency ("BBCRA") entered into a Purchase and Development Agreement (PDA) and Tax Increment Revenue Funding Agreement (TIRFA) with Ocean One Boynton, LLC on January 16, 2018, for the BBCRA owned property located at 222 N. Federal Highway for the amount of $1,000 (see Attachment I - III). The closing and transfer of property ownership to the Developer occurred on February 24, 2018. The Ocean One Mixed-use Project site plan, which was approved by the City of Boynton Beach City Commission on April 17, 2017, Phase I of the project included 231 multi-family residential rental units, a parking structure and 8,600 (+/-) square feet of commercial space (see Attachment IV). The TIRFA with Ocean One Boynton, LLC, expired on January 16, 2021 (see Attachment V), which termination was acknowledged by the CRA Board at their February 9, 2021 meeting. Under the terms of the Purchase and Development Agreement, Section 18.2 required the Developer to commence construction of the public plaza on the CRA's parcel within 12 months of the expiration of the Commencement of Construction period which equated to January 16, 2021. The property was subsequently sold to BB1 Development LLC (aka Hyperion Group, LLC) (“BB1”) in December 2021. On April 18, 2023, City Commission approved a Major Master Plan Modification, Major Site Plan Modification, and six Community Design Appeal requests (see attachment VI) for Ocean One project (“the Project”). The Project, as proposed, is a mixed-use development including 371 residential units as well as approximately 25,000 SF of retail/commercial space. On, September 12, 2023, the CRA board approved the first amendment to the Purchase and Development Agreement (see Attachment VII), amending Section 18.2 to require BB1 to: Submit its application for building permit for the Project within one year from the date of effective date of the Amendment (September 12, 2024); and Commence construction of the Project within six months of the issuance of the building 3 permit. On January 3, 2024, CRA staff met with BB1 to discuss the possibility of Tax Increment Funding (TIF) for the Project. CRA staff provided BB1 the TIRFA considerations and a summary of TIRFAs for other developments (see attachment VIII and IX). On January 10, 2024, CRA Staff received an email from BB1 including an application for TIF. The application materials submitted included a cover letter summarizing the project and request for TIF, an Economic and Fiscal Impacts and Financial Gap Analysis, a term sheet, and a draft agreement (see Attachment X - XIII). BB1 submitted a revised draft agreement and term sheet on March 21, 2024 (see Attachment XIV & XV) In summary, BB1’s application requested 95% of the Project TIF over the course of 15 years up to a maximum of $11,500,000.00. As consideration, Developer proposed: To construct 90 public parking spaces restricted for use by the public; 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. BB1 proposes to commence construction of the Project within 2 years of the Effective Date of the agreement, if approved. On March 28, 2024, CRA staff received an Evaluation of the TIRFA request for the project from Abramson & Associates, Inc., who was hired by the CRA as a third-party financial consultant to assist in reviewing the TIRFA request (see Attachment XVI). 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 BB1. Based upon his evaluation, Mr. Abramson confirmed that the BB1’s assumptions are generally in the range of reasonableness, and that, in the current development market, there is a financial feasibility gap requiring the requested TIF subsidy for the Project. Notwithstanding that conclusion, he noted that relatively small variations in assumptions and/or improvements in the development market over the two-year timeframe could significantly reduce, or even, eliminate the subsidy requirement. On April 9, 2024, BB1 presented their TIRFA request before the CRA Board. After the presentation and discussion, the Board directed CRA legal and staff to work with the BB1 team to negotiate the terms of the TIRFA and bring back the revised terms at a special meeting on May 7th at 5:00 PM. On April 12, 2024, and April 24, 2024, CRA legal/staff met with BB1 to negotiate the terms of the TIRFA. At the conclusion of the meetings, the terms discussed are as follows (see Attachment XVII): BB1’s revised application 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 (90) public parking spaces located on the second floor of the parking garage restricted for use by the public in perpetuity, of which thirty-one (31) spaces are above what code requires; 4 •Attachment I - Purchase and Development Agreement •Attachment II - TIRFA Ocean One Boynton •Attachment III - Amendment 1 TIRFA Ocean One Boynton •Attachment IV - Project Description Ocean One •Attachment V - Letter from Bonnie Miskel RE TIRFA expiration •Attachment VI - Site Plan •Attachment VII - First Amendment to Purchase and Development Agreement Ocean One Hyperion •Attachment VIII - Typical TIRFA Considerations •Attachment IX - CRA Summary of all TIRFAs •Attachment X - TIF Letter dated January 10, 2024 •Attachment XI - Fishkind Analysis •Attachment XII - Draft TIRFA Term Sheet dated January 10, 2024 •Attachment XIII - Draft TIRFA Agreement •Attachment XIV - Revised Draft TIRFA Agreement Dated March 21, 2024 •Attachment XV - Revised Draft Term Sheet Dated March 21, 2024 •Attachment XVI - Evaluation of TIRFA Request •Attachment XVII - April Meeting Notes •Attachment XVIII - Draft TIRFA Provided By Developer To construct twenty (20) on street parking spaces, ten (10) of which are contingent upon FDOT approval, restricted for use by the public in perpetuity; 20% of parking revenue will be shared in perpetuity with the CRA; To commence construction by September 30, 2025, 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; 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. Attachment XVIII is a draft TIF Agreement and includes the terms outlined above. 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 by the CRA Board. ATTACHMENTS: Description 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 99 100 101 102 103 104 105 106 107 108 109 110 111 112 January 5, 2021 By email Chair, Steven B. Grant Vice Chair, Ty Penserga Board Member, Justin Katz Board Member, Woodrow Hay Board Member, Christina Romelus Community Redevelopment Agency City of Boynton Beach Re: Update on Purchase and Development Agreement and Tax Increment Revenue Funding Agreement regarding Ocean One Boynton, LLC Dear Chair Grant, Vice Chair Penserga, and Board Members: As you will recall, at your last meeting, the Board discussed the Tax Increment Revenue Funding Agreement (“TIRFA”) expiration currently scheduled to expire on January 16, 2021 , and the status of the Purchase and Development Agreement (“Agreement”) between the Boynton Beach Community Redevelopment Agency (“CRA”) and Ocean One Boynton, LLC (“Developer”), including commencement of construction of the public plaza on the CRA’s parcel . In response to your inquiry, on behalf of my client, I agreed to respond back to the Board with my client’s plan related to the Agreement and TIRFA and its plan for redevelopment. As it relates to redevelopment of the subject property, my client is in negotiation with a venture partner to move forward with redevelopment. To that end, my client and the venture partner have evaluated the economics o f the transaction, and even with the tax increment incentives allocated in accordance with the TIRFA, the project as currently approved is not economically feasible given the rent rates applicable to the area. As such, my client has concluded that it makes no sense to proceed under the current TIRFA and in an effort to be fully transparent is prepared to let the TIRFA expire. Rather than working with the framework of the TIRFA, my client and its venture partner are in the process of considering other alternatives in response to the current economic environment and would prefer to work out all the details and return to the Board at a later date with a plan that is economically viable and will result in the redevelopment of the subject property. As to the Agreement, my client is requesting a six month extension to the condition to the Agreement requiring the commencement of construction of the public plaza to give my client sufficient time to submit its alternative proposal. We are happy to attend your next meeting to discuss this request further. Sincerely, Bonnie Miskel, Esq. BM/rmm cc: Mike Simon, Executive Director Tara Duhy, Esq. Mr. Davis Camalier 113 OCEAN ONE 114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FL OWNER:ARCHITECT:CIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:LANDSCAPE ARCHITECT: ARQUITECTONICA 2900 OAK AVENUE, MIAMI, FLORIDA 33133 305.372.1812 HYPERION GROUP 1690 S CONGRESS AVE #100. DELRAY BEACH, FL 33445 KIMLEY HORN 561.330.2345 2900 OAK AVENUE, MIAMI, FLORIDA 3313305.372.1812 TEL GEO ARQUITECTONICA 305.372.1175 FAX888 Biscane Blvd, Suite 101Miami, FL 33132 SITE PLAN APPROVAL FEBRUARY 2023 SITE PLAN APPROVAL 24 FEBRUARY 2023 114 115 A0-01LOCATION / ZONING MAP©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXLOCATION / ZONING MAP116 PUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ARTRETAILLOADINGCOMMERCIAL5319 SFAMENITYSPACETRASHRETAILFITNESS3827 SFSPA1091 SFLOBBYCOMMERCIAL9254 SFCOMMERCIAL2295 SFCOMMERCIAL6423 SFCOMMERCIAL2316 SFFFE 7'-0"NAVDFFE 7'-6" NAVDFFE 7'-6" NAVDFFE 7'-0" NAVDFFE 7'-0" NAVDFFE 7'-0" NAVD43' @ 8.1%0102030405060708091011121314151617181920FFE 7'-0"NAVDFFE 7'-6" NAVDFFE 7'-6" NAVDFFE 7'-6" NAVD"STOP" SIGN"STOP" SIGNR 5 'R5'62'-8"62'-8"92'-11"10'8'2'-6"8'10'10'8'10'8'2'-6"2'-6"10'2'-6"7'-6"10'-6"2'-6"2'-6"10'10'8'2'-6"8'-8"20'-5"WALL ANDFENCES HEIGHT:8'FTSEE A1-40137'-4"28'-9" 2'5" 10'24'18'-6" @ 9.5%RESILOADINGTR.24'56 PARKINGSPACESRAMP UP 15'-0"116' @ 12.9%MEP31' @ 10.4%FFE 6'-3" NAVDFFE 7'-0"NAVDR 5 'R5'R 5 'R5'R5'PACKAGE ROOM 543 SFRR51'-7"22'R15'26'-8"MANAGEMENTOFFICEMAIL 543 SFMEPRRRRRR22'22' 35' 35'158'-3"107'-11"64'143'-1"93'-4"170'-4"367'-7"64'64'108'-5" 11' 33'-2"8'10'2'-6"32'-7"8'8'10'2'-6"8' 24'28'25'17'-10"107'-11"134'-4"131'-4"78'-5"75'-6"64'134'-4"10'2'6"FTTREE AREA8'10FTSIDEWALK2'6"FTTREE AREA10'10'10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10'5FTTREE AREA10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10FTSIDEWALK5FTTREE AREA8'10'2'-6"10'2'-6" 5'8'10'2'-6"5' 5'2'6"FTTREE AREA10FTSIDEWALK8FTACTIVE AREA5FTSTEP BACKSTEPBACKSTEPBACK64'CANOPY ATDROP-OFF78'-7"108'-5"LOBBYFFE 7'-0" NAVD2 TRASH CHUTES:1 REGULAR1 RECYCLINGRESIDENTIAL BIKESTORAGE (54 SPACES)25'CANOPYCANOPYCANOPYCANOPYCANOPYCANOPYCANOPY16 BIKES16 BIKESPLANTERPLANTERPLANTERPLANTERPLANTERPLANTERNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE BUS STOPSLAB & SHELTER549'-3"38'-7"216'-7"30'-7"534'-1"38'-9"16'234'-4"PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINE R30'R30'R10'R20'R15'R15'R15'R20'CLCLCLCLVEHICULAR RATEDPRECAST CONCRETEUNIT PAVERS / DARKCOBBLESMASTER PLAN / SITE PLAN1/25" = 1'-0''©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXA0-02MASTER PLAN / SITE PLANLEGENDPROPERTY LINESETBACK LINE SIDEWALKTREE PLANS - INDICATED IN LANDSCAPE PLANSSERVICE AREA - CIRCULATIONSPOOL SEATINGRETAILRESIDENTIAL - AMENITIES0'30'60'10'5'15'FPL EASEMENTSTEP BACK LINEF&B SEATINGBICYCLES - REFER TO LANDSCAPE PLANFOR SPECIFICATIONSSTREET LIGHTING POLE - REFER TO CIVIL PLANFOR LOCATIONS AND PHOTOMETRICS117 24'NORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE 549'-3"38'-7"216'-7"30'-7"534'-1"38'-9"16'234'-4"PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINE R30'R30'R10'R20'R15'R15'R15'R20'CLCLCLCLSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRM STRMSTRMSTRMSTRM STRM STRM STRM STRM STRM STRM STRM STRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRM STRM STRM STRMSTRMSTRMSTRMSTRMSTRM STRM STRM STRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRM STRM STRM STRM STRM STRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRM STRM STRMSTRMSTRMSTRMSTRMSTRM STRM STRMSTRMSTRMSTRM STRM STRM STRM STRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRM STRMSTRMSTRMSTRMSTRMSTRMSS SS SS SS SS SS SS SS SS SS SS SS SSSSSSSSSSSSSSSSSS SS SS SSSSSSSSSSGASGASGASGASGASGASGAS GASGASGASGASGASGASGASGASGAS GASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGAS FFFFFFFFFFFFFFFFFFFFF F FFWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWW W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W 15'15'15'15'15'15'25'25' 30'-5"295'15'15'15'15'25'25'EASEMENT AND UTILITY LINES1/25" = 1'-0''©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXA0-03EASEMENT AND UTILITY LINESLEGENDSEWER PIPE0'30'60'10'5'15'SIDEWALK EASEMENTFP&L EASEMENTGASSTRMFWSSGAS LINESEWER DRAINFIRE LINEWATER LINESIGHT LINE TRIANGLESROAD MARKINGSPROPERTY LINECENTERLINE ROWCL118 A0-04SITE DATASITE DATA©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAX119 ©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXA0-05MASSING STUDYNE VIEWBOYNTON BEACH BLVD / NORTH FEDERAL HIGHWAYRETAILAMENITIESRESIDENTIAL UNITSMECHANICAL ROOFLEGEND120 PUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ART24'CANOPY ATDROP-OFFNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINECL CLCLCLPUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ART24'CANOPY ATDROP-OFFNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINECL CLCLCLPUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ART24'CANOPY ATDROP-OFFNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINECL CLCLCLPUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ART24'CANOPY ATDROP-OFFNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINECL CLCLCLOPEN SPACE63,497.5 SQ. FT.39.25 %VEHICULAR USE AREA6,267.9 SQ. FT.3.87 %BUILDING COVERAGE AREA - RESIDENTIAL AND RETAIL59,228.8 SQ. FT.36.61 %BUILDING COVERAGE AREA - GARAGE27,154.6 SQ. FT.16.78 %SIDEWALKS & PAVED AREA36,408.0 SQ. FT.22.5 %GREEN AREA12.7 %20,582.5 SQ. FT.A0-06VEHICULAR USE AREA & GREENAREA CALCULATIONS60'15'5'30'100'©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXSITE PROPERTY SIZE: 161,789 SQFT1/50" = 1'-0''1/50" = 1'-0''1/50" = 1'-0''1/50" = 1'-0''121 24'PUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ARTRETAILLOADINGCOMMERCIAL5319 SFAMENITYSPACETRASHRETAILFITNESS3827 SFSPA1091 SFLOBBYCOMMERCIAL9254 SFCOMMERCIAL2295 SFCOMMERCIAL6423 SFCOMMERCIAL2316 SFFFE 7'-0"NAVDFFE 7'-6" NAVDFFE 7'-6" NAVDFFE 7'-0" NAVDFFE 7'-0" NAVDFFE 7'-0" NAVD43' @ 8.1%0102030405060708091011121314151617181920FFE 7'-0"NAVDFFE 7'-6" NAVDFFE 7'-6" NAVDFFE 7'-6" NAVD"STOP" SIGN"STOP" SIGNR5'R5'62'-8"62'-8"92'-11"10'8'-8"20'-5"WALL ANDFENCES HEIGHT:8'FTSEE A1-40137'-4"28'-9"2'5"10'24'18'-6" @ 9.5%RESILOADINGTR.24'56 PARKINGSPACESRAMP UP 15'-0"116' @ 12.9%MEP31' @ 10.4%FFE 6'-3" NAVDFFE 7'-0"NAVDR 5 'R5'R5'R5'R5'PACKAGE ROOM 543 SFRR51'-7"22'R15'26'-8"MANAGEMENTOFFICEMAIL 543 SFMEPRRRRRR22'22'35' 35'158'-3"107'-11"64'143'-1"93'-4"170'-4"367'-7"64'64'108'-5"11' 33'-2"8'10'2'-6"32'-7"8'8'10'2'-6"8'24'28'25'17'-10"107'-11"134'-4"131'-4"78'-5"75'-6"64'134'-4"10'2'6"FTTREE AREA8'10FTSIDEWALK2'6"FTTREE AREA10'10'10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10'5FTTREE AREA10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10FTSIDEWALK5FTTREE AREA8'10'2'-6"10'2'-6" 5'8'10'2'-6"5' 5'2'6"FTTREE AREA10FTSIDEWALK8FTACTIVE AREA5FTSTEP BACKSTEPBACKSTEPBACK64'CANOPY ATDROP-OFF78'-7"108'-5"LOBBYFFE 7'-0" NAVD2 TRASH CHUTES:1 REGULAR1 RECYCLINGRESIDENTIAL BIKESTORAGE (54 SPACES)25'CANOPYCANOPYCANOPYCANOPYCANOPYCANOPYCANOPY16 BIKES16 BIKESPLANTERPLANTERPLANTERPLANTERPLANTERPLANTERNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE BUS STOPSLAB & SHELTER549'-3"38'-7"216'-7"30'-7"534'-1"38'-9"16'234'-4"PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINE R30'R30'R10'R20'R15'R15'R15'R20'CLCLCLCLVEHICULAR RATEDPRECAST CONCRETEUNIT PAVERS / DARKCOBBLESNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE BUS STOPSLAB & SHELTER549'-3"38'-7"216'-7"30'-7"534'-1"38'-9"16'234'-4"PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINE R30'R30'R10'R20'R15'R15'R15'R20'CLCLCLCL343234343434 3428283234 34342828322828 343434343434282834 3434343434 34343434342834 3434 3434 28 3432 343424'24' RAMP UP 8'-6"116' @ 12.9%RAMP DN 15'-0"9'18' 18'12'145' @ 5.8%24'TR64'108'-5"64'UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT C(2BR 2BTH)1020 SQ. FT.UNIT D(2BR 2BTH)1202 SQ. FT.UNIT B(STUDIO)551 SQ. FT.UNIT E(2BR 2BTH)1097 SQ. FT.UNIT F(STUDIO)612 SQ. FT.UNIT G(1BR 1BTH)837 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)727 SQ. FT.UNIT J(2BR 2BTH)1015 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A2(1BR 1BTH)832 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT K(1BR 1BHT)766 SQ. FT.20'-3" 143'-1"158'-3"21'134'-4"64'107'-11"103'-4"367'-7"27'-8"167'-10"94'-3"93'-4"UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT C(2BR 2BTH)1020 SQ. FT.UNIT D(2BR 2BTH)1202 SQ. FT.UNIT B(STUDIO)551 SQ. FT.UNIT E(2BR 2BTH)1097 SQ. FT.UNIT F(STUDIO)612 SQ. FT.UNIT G(1 BR 1BTH)837 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT K(1BR 1BHT)766 SQ. FT.UNIT J1(2BR 2BTH)1112 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT L(1BR)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT L(1BR)725 SQ. FT.UNIT H(STUDIO)579 SQ. FT.STGUNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT J(2BR 2BTH)1015 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A1(1BR 1BTH)843 SQ. FT.UNIT C1(2BR 2BTH)1209 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.STGESTGSTG79'-1"UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A(1BR 1BTH)725 SQ. FT.UNIT A3(1BR 1BTH)798 SQ. FT.STGUNIT I(STUDIO)649 SQ. FT.UNIT J1(2BR 2BTH)1112 SQ. FT.UNIT J1(2BR 2BTH)1112 SQ. FT.UNIT J1(2BR 2BTH)1112 SQ. FT.STG12'-2"21'-2"64'34'-3"160'-11"18'-1"30'-5"12'-1"10'2'6"FTTREE AREA8'10FTSIDEWALK2'6"FTTREE AREA10'10'10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10'5FTTREE AREA10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10FTSIDEWALK5FTTREE AREA8'10'2'-6"10'2'-6" 5'8'10'2'-6"5' 5'2'6"FTTREE AREA10FTSIDEWALK8FTACTIVE AREA5FTSTEP BACKSTEPBACKSTEPBACKPARKING99 SPACESLEVEL 20'120'30'10'60'1/25" = 1'-0''200'©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXA0-10PUBLIC PEDESTRIANCIRCULATION DIAGRAMLEGENDPUBLIC PEDESTRIAN CIRCULATION DIAGRAMGROUND FLOOR1/25" = 1'-0''0'120'30'10'60'200'LEGENDPUBLIC PEDESTRIAN CIRCULATION DIAGRAMTHE RETAIL USERS HAVE ACCESS TO THE GARAGE ON LEVELS 01 AND 02.THE LEVELS ARE CONNECTED WITH 1 DEDICATED ELEVATOR, SERVING ONLY THESE 2 LEVELS.THE REGULAR CONNECTION BY THE STAIR WILL BE PROVIDED BY THE SOUTH-EAST STAIR,WITH A DIRECT ACCESS TO NE 6TH COURT.122 123 124 01460691‐3 TIRFA AGREEMENT CONSIDERATIONS Project Requirements  List of required improvements, such as: parking, dwelling units, parks, sidewalks, landscaping, etc.  Other requirements, such as: o Prevailing wage, job fair, job placement, local preference; o Community outreach; o Green Building/LEED certification; o Dedicated workforce housing units; o Usage limitations; and/or o Other public benefits. CRA Incentives  Amount and term of tax increment revenue funding  Property: o Terms of sale – Price and Closing Date o Reverter/Right of First Refusal Benchmarks  Project Commencement/Completion dates  Dates for permit applications to be submitted  Dates or phasing requirements for specific improvements, occupancy rates, etc.  Financial assurances and milestones  Monitoring: o Submission of information to CRA ‐ certificates of occupancy, photographs, evidence of leasing rates, other developer certifications o Inspection o Reports to CRA Board at CRA meetings  Audit and Annual Performance Reporting Requirements – dates; information required to be included  Termination date Ensuring Compliance  Termination and default: o Termination Date o Under what circumstances should the CRA be able to terminate the Agreement/what constitutes default? o Steps to be taken in the event of default Other Provisions  Assignability: o Can the developer assign the benefits of the agreement to another party if developer sells, and under what circumstances?  With or without the approval of the CRA Board?  All of the obligations and benefits of the Agreement or only portions?  Assignment to a related company, a company that purchase the developer, or related parties?  Acceptable delays (force majeure) – pandemic, acts of God, fire, etc. 125 Development Name Fiscal Year Project Type Conditions/Deliverables for TIRFA Request Amount of TIRFA Funding Requested TIRFA Term Pre-Project Property Tax Assessed Value Post-Project Property Tax Assessed Value Property Tax Increment Value at Project Completion Tax Increment Revenue to Developer/Owner Tax Increment Revenue to CRA TIRFA Status Casa Costa 2004-2005 Market Rate Mixed-Use Development The Project provided affordable access commercial lease space, ensure public access to the 111 commercial parking spaces and public access to the delineated public areas for the life of the Project Project Gap Amount or Developer Requested Amount is Unspecified in the TIRFA 10 years $119,816.00 $89,668,407.00 $89,548,591.00 $4,552,374.77 $5,110,027.63 Term Completed The Preserve 2005-2006 Affordable Homeownership & Multi-family Apartments The Project provided 50 affordable units for homeownership as attached townhomes, then restructured to affordable multi-family rental Project Gap Amount or Developer Requested Amount is Unspecified in the TIRFA 10 years $1,025,800.00 $11,871,085.00 $10,845,285.00 $351,225.88 $511,200.26 Year 6 Seabourn Cove Phase I 2011-2012 Market Rate Multi-family Apartments The Project was to meet or exceed the National Association of Home Builders', American National Green Building "Gold" Standard. At the completion of the Project, it had achieved the "Platinum" Standard Project Gap Amount or Developer Requested Amount is Unspecified in the TIRFA 10 years $3,120,000.00 $73,675,967.00 $70,555,967.00 $3,107,361.00 $3,107,361.00 Year 8 Seabourn Cove Phase II 2011-2012 Market Rate Multi-family Apartments The Project was to meet or exceed the National Association of Home Builders', American National Green Building "Gold" Standard. At the completion of the Project, it had achieved the "Platinum" Standard Project Gap Amount or Developer Requested Amount is Unspecified in the TIRFA 10 years $195,000.00 $25,606,271.00 $25,411,271.00 $1,156,256.00 $1,156,256.00 Year 7 500 Ocean 2014-2015 Market Rate Mixed-Use Development The Project was to meet the National Association of Home Builders', American National Green Building "Silver" Standard and providing 6,600sqft of Office space Project Gap Amount or Developer Requested Amount is Unspecified in the TIRFA 10 years: Years 1-4 @ 75%; Years 5-7@50%; Years 8-10@25% 3,921,916.00$ 47,395,724.00$ 43,473,808.00$ 828,445.89$ 276,148.63$ Year 2 Ocean One 2017-2018 Market Rate Mixed-Use Development The Project was to provide 231 multi- family units; 8,575 sqft of commercial space; provide fifty (50) public parking spaces; obtain Florida Green Building Standard Project Gap Amount or Developer Requested Amount is Unspecified in the TIRFA 8 years: Years 1-7@75% Year 8@50% -$ -$ -$-$ -$ The proposed Project was delayed and the TIRFA expired on 2/9/21 Pre-Project Property Tax Assessed Value Post-Project Property Tax Assessed Value Property Tax Increment Value at Project Completion Tax Increment Revenue to Developer/Owner Tax Increment Revenue to CRA 8,382,532.00$ 248,217,454.00$ 239,834,922.00$ 9,995,663.54$ 10,160,993.52$ BBCRA: Summary of Tax Increment Revenue (TIR) and Tax Increment Revenue Funding Agreements (TIRFAs) 126 January 10, 2024 1 888 Biscayne Boulevard, Ste. 101, Miami, FL 33132 |9 West 57th Street, New York, NY 10019 | (o) 305.416.7550 | www.hypdev.com Chair Ty Penserga Vice Chair Thomas Turkin Board Member Woodrow Hay Board Member Angela Cruz Board Member Aimee Kelley Boynton Beach Community Redevelopment Agency Timothy Tack, Acting Executive Director 100 E. Ocean Ave Boynton Beach, FL 33435 Re: 114/222 N Federal Highway - Public Parking Proposal and TIF Incentive Application Dear CRA Chair, Vice Chair, Board Members and Acting Executive Director, BB1 Development, LLC (“BB1”) is the owner of +/- 3.71 acres located at 114/222 North Federal Highway (the “Property”). The proposed project, Ocean One (“the Project”), is a mixed-use development including 371 residential units as well as approximately 25,000 SF of retail/commercial space. The Project has approximately 21,000 SF of green space and 36,000 SF of sidewalks and paved areas including a public plaza with outdoor seating connecting to the commercial space, accounting for over 35% of the total site area. In addition, the Project is incorporating green elements into the design such as energy efficient air conditioners, cool roof pavers, energy efficient LED lighting fixtures and 100% Energy Star rated appliances. The BB1 development team has worked closely with the City and CRA staff over the last year including adding design features at the building façade to achieve the aesthetic goals set forth by the City and to maintain the appropriate level of high quality design. Of the 371 units, 200 are housing units below 750 SF, which is a category of housing encouraged by the Boynton Beach zoning code for the purpose of providing a broader range of housing attainable at different income levels. The site plan for the Project was approved on April 18, 2023. The Project is providing many benefits to the City of Boynton Beach all of which are consistent with the Goals and Objectives of the CRA Plan as well as the CRA Downtown Vision and Master Plan. Together with this letter we are providing a report performed by economic consultant Hank Fishkind, an expert retained by municipalities across Florida in these matters. According to Mr. Fishkind’s report, the economic benefits include revenues to the City of Boynton Beach and the BBCRA of $81.0 million in direct property taxes and operating surplus (measured through the year 2061), plus indirect tax revenue of tens of millions of dollars. Job creation includes over 230 permanent jobs, and over 1,800 temporary direct and indirect jobs (over 1,400 directly related to the construction of the Project with over $111.0 million in earning potential). Mr. Fishkind’s analysis of Project benefits and capitalization gap concludes that it is necessary and appropriate for the Project to receive an award of $11.5 million from the CRA’s Tax Incentive Funding Program (“TIF”). BB1 has listened carefully to feedback from the public and city officials about the need for more public parking spaces in downtown Boynton Beach, and the expressed desire to incentivize BB1 to provide public parking. With this in mind, BB1 is proposing to provide 90 parking spaces within our garage for public parking, as outlined below. BB1 is also providing infrastructure investment above and beyond typical site requirements, to benefit the community. With these specific parking and infrastructure initiatives, BB1 is providing over $6.0 million in additional benefits directly responsive to the needs of the Boynton Beach community. 127 January 10, 2024 2 Parking Allocation Upon the Project’s site plan approval, the development team met with representatives from the INCA condo association, Mariner’s Village condo association, and the Casa Costa condo association to discuss the Project and the future of downtown Boynton Beach in general. It was clear that the public believes more public parking spaces are needed in order to accommodate current and future downtown amenities. While it is understood by Boynton Beach stakeholders that the Project is providing sufficient parking for its own needs and is not responsible beyond this, BB1 is willing to provide a parking solution which can add 90 public spaces by both creating new parking spaces and allocating current commercial-use only parking spaces to be used by the general public. The Project is currently approved for 653 parking spaces including both on -street and garage parking spaces. Of those parking spaces, 128 spaces are currently allocated for private commercial use by the future commercial tenants of the Project. After working with the architect of the Project, we are able to redesign the garage to add an additional 32 parking spaces in lieu of shrinking the garage for cost savings for a total of 160 spaces not designated towards residential units. Rather than realize the cost reduction, BB1 will provide these 32 parking spaces for use by the general public. In addition, BB1 will convert 58 previously commercial use-only spaces to public spaces (the total 90 spaces are the “New Public Parking Spaces”). The New Public Parking Spaces will be available for public use, and the remaining 70 parking spaces will continue to be dedicated to commercial tenants. BB1 will be responsible for managing and metering the New Public Parking Spaces and will retain such revenue. The New Public Parking Spaces are valued at $5.0 million. As summarized in the attached chart (Exhibit A), this valuation is derived from a baseline value from the TIF agreement with Affiliated Residential at 115 N Federal Highway in February 2023, in which 150 commercial parking spaces were converted to general public use in exchange for a $7.0 million TIF partnership. The Board may be aware that in 2017 the previous Project site owner received TIF for 75% of the full potential tax revenues over a period of 7 years and 50% of potential tax revenues for 1 year thereafter, equating to approximately $5.3 million in TIF value ($4.2 million in 2017 based on calculation from US Bureau of Labor Statistics) for developing half of the Project site with 231 units, approximately 8,500 SF of retail and the dedication of 50 public parking spaces (compared to BB1’s development of the entire site with 371 units, 25,000 square feet of commercial space, and almost double the public parking spaces in an environment of significantly higher construction costs and interest rates). Additional Public Benefits Infrastructure and Community Outreach BB1 has been working with the City of Boynton Beach as part of the Project site plan on several infrastructure items that benefit the surrounding properties that would typically not be included in a standard single development project. These include items such as a Sanitary Force Main Upgrade, Water Main Extension and Drainage Improvements. The total cost will be approximately $1.0 million. A detailed list of these items with their associated costs is provided by Kimley-Horn, the civil engineer on the Project, as Exhibit B. Prior to and during construction, BB1 will be partnering with a local community outreach partner in order to coordinate on issues pertaining to employment of City residents and jobs for Locally Owned Small Businesses. BB1 and the community outreach partner will host a job fair, when feasible give priority to qualified job applicants to participate in the construction of the Project and use good faith efforts to offer permanent job positions resulting from the Project to qualified City residents . Specifically, BB1 and the community outreach partner will 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. 128 January 10, 2024 3 Summary The TIF award is a critical component for the project to secure the construction financing it needs to begin construction. With a TIF in place and subject to lender and equity financing, BB1 anticipates filing for a building permit within the next 6 months. BB1 looks forward to delivering this transformative project to Boynton Beach and providing the needed public parking. BB1 is requesting the Project be provided with TIF equal to 95% of tax revenue, with a cap. Mr. Fishkind’s report notes the significant public benefits and recommends TIF assistance for gap capitalization of $11.5 million. When adding this amount to the $6.0 million of parking and infrastructure benefits being provided, the CRA can consider a cap at $17 million. In the interest of an expedient resolution so the project can secure construction financing and be ready to begin construction, BB1’s request is $11.5 million. This is essentially the amount Mr. Fishkind recommended the project requires for financing and would incorporate the millions in value being provided for 90 public parking spaces and infrastructure costs. In summary, our TIFRA request is broken down for the following Public Benefits: - Public Parking: $5,000,000 - Infrastructure: $1,000,000 - For Future BBCRA Tax Revenues From Project (Per Fishkind $11,5000,000) $5,500,000 - Total: $11,500,000 Thank you for your consideration. Sincerely, Robert Vecsler Principal and CEO, Hyperion CC: Daniel Dugger, City Manager Andrew Mack, Deputy City Manager Kathryn Matos, Assistant City Manager Adam Temple, Assistant City Manager Kathryn B. Rossmell, Esq., CRA Attorney Bonnie Miskel, Esq. 129 January 10, 2024 4 Exhibit A 130 January 10, 2024 5 Exhibit B 131 ` ECONOMIC AND FISCAL IMPACTS AND FINANCIAL GAP ANALYSIS FOR OCEAN ONE August 23, 2023 Prepared for Mr. Jordan Thaler, VP, Acquisitions BB1 Development LLC 888 Biscayne Boulevard, Suite 101 Miami, FL 33132 Prepared by Hank Fishkind, Ph.D. Fishkind Litigation Services, Inc. 3504 Lake Lynda Drive, Suite 107 Orlando, Florida 32817 Hankf@fishkindls.com Office: 407-382-3256 132 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 2 of 24 EXECUTIVE SUMMARY • BB1 Development LLC is planning the development of Ocean One, an eight-story, mixed-use development, of 371 units of market-rate, rental, apartments, 25,588 square feet of retail space, and 665 parking spaces. • The development of Ocean One will have a substantial impact on the economy of Boynton Beach and the surrounding county generating 1,835 construction jobs and supporting 238 permanent jobs in Boynton Beach. • Development of Ocean One will generate over $1.5 million per year in tax increment revenues for the Boynton Beach Community Redevelopment Agency. • BB1 Development LLC has agreed to provide (a) 90 public parking spaces at an estimated value of $5 million and (b) $1 million in extraordinary public infrastructure for the benefit of the City of Boynton Beach. • Development of Ocean One will also provide at current estimates over $2.2 million in non-ad valorem operating revenues to the City of Boynton Beach annually. In addition, the City will receive $1.1 million for Arts in Public Places, over $220,000 in park impact fees, and more than $220,000 in downtown capital contributions fees. • However, the capitalization and immediate development of Ocean One is currently significantly challenged due to sharp increases in construction costs and interest rates. • As a result, its projected rate of return now falls far below market levels. • The contribution of 75% of the incremental revenues generated by Ocean One to the BBCRA for ten years, totaling $11.5 million (present value of $8 million), closes the financial gap making the project financially viable. 133 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 3 of 24 1.0 Introduction 1.1 Assignment BB1 Development LLC commissioned Fishkind Litigation Services, Inc. (“FLS”) to: (a) measure the economic and fiscal impacts of its Ocean One project on Boynton Beach, and (b) quantify the tax increment financing (“TIF”) needed to make Ocean One financially feasible (“Gap Analysis”). 1.2 Overview of the Report Our report begins with an overview of the Ocean One project in Section 2. Section 3 presents the economic analysis measuring the jobs, earnings, and output supported by the construction and operation of Ocean One. Section 4 turns to the fiscal impacts of Ocean One on Boynton Beach’s CRA and City government. FLS calculates the revenues generated by Ocean One and the costs to provide public services to the project. Finally, Section 5 quantifies the financial gap for Ocean One and the amount of TIF needed to make the project financially feasible. 1.3 Limitations and Disclaimers Although our analysis is based on cost inputs from BB1 Development LLC that are consistent with our experience and from third party sources including Costar and Realtyrates.com, FLS is solely responsible for our findings, analysis, and conclusions. Our report uses the most current data available at the time of its publication, but we are not retained to provide updates as economic conditions may evolve in the future. 2.0 Overview of Ocean One 2.1 Location Ocean One is located at the southwest corner of Boynton Beach Boulevard and U.S. 1 North Federal Highway. The site is 3.71 acres bounded by East Ocean Avenue to the south and Northeast Sixth Court on the east. Figure 1 provides a location map. 134 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 4 of 24 Figure 1. Location Map for Ocean One 2.2 Development Plan Ocean One will be an eight-story, mixed-use development, with 371 units of market-rate, rental, apartments, 25,588 square feet of retail space, and 665 parking spaces. Table 1 summarizes the development program for Ocean One. 135 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 5 of 24 Table 1. Development Program Summary for Ocean One Uses Volumes Average Unit Size Estimated Monthly Rent Apartments Studio (1 bath) 42 592 $2,340 1BR (1 bath) 224 738 $2,492 1BR+D (1 bath) 14 815 $2,738 2BR (2 bath) 91 1,102 $3,691 ===== Total Apartments 371 814 Annual Retail square feet 25,588 $33.20 Parking Spaces 665 Source: Site Plan and Costar Underwriting Report for Avion Riverwalk. As discussed in more detail below, the estimated monthly rental rates are market determined. Based on our market analysis, the estimated rents in Table 1 are competitive with recently developed apartment projects in Boynton Beach. To be successful, Ocean One must be competitively priced and designed to promote a rapid rent up of the apartments and retail space. 3.0 Economic Impact Analysis 3.1 Overview Economic impact analysis calculates the economic effects of a change in economic activity on an area’s economy typically measured in terms of jobs, earnings, and value-added. In this application, the analysis focuses on the impacts on Boynton Beach’s economy from the construction and operations of Ocean One. Impacts from the construction phase and the ope rational phase of Ocean One are measured in terms of jobs, earnings, and value - added. FLS used the IMPLAN input-output modeling system as described below. The economic impacts are measured for Palm Beach County, because that is the smallest level of geog raphy for which reliable calculations can be developed. 136 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 6 of 24 3.2 Methodology To quantify the economic impact of Ocean One, FLS employed the IMPLAN input-output modeling system.1 IMPLAN is widely used by economists to calculate the economic impacts of developing commercial land uses or residential apartments. IMPLAN is routinely used by the State of Florida’s Department of Economic Opportunity.2 IMPLAN is a computer software package comprising procedures for estimating local input-output models using locally specific databases. IMPLAN was originally developed by the U.S. Forest Service in cooperation with the Federal Emergency Management Agency and the U.S. Department of the Interior's Bureau of Land Management to assist in land and resource management planning. Since 1993, the IMPLAN system has been developed under exclusive rights by the Minnesota Implan Group, Inc. which licenses and distributes the software to users. Currently, there are hundreds of licensed users in the United States including universities, government agencies, and private companies. The Department of Food and Resource Economics at the University of Florida is a licensed user of IMPLAN along with the State of Florida and many other governments and private companies. We have used IMPLAN widely in our work. Input-output modeling was developed in the 1930s by Nobel Prize winning economist Leontief.3 The methodology has been refined and used continuously since then.4 An input-output model is built around quantifying the interactions between industries (or sectors) within an economy. Each industrial or service activity within the economy (agriculture, mining, manufacturing, trade, services, etc.) is assigned to an economic sector with the number of sectors determined by the level of detail desired. Then, for a one-year production period, a transactions table reflects the value of goods and services exchanged between sectors of the economy. The transactions table contains three components of the local economy: producing industries, final demand, and value added, which capture all transactions within the economy. The transactions table shows how much each local industry purchased and/or sold to every other industry within the local economy. Values are expressed in dollars and track the movement of goods and services between industry sectors and between producing industries and final demand and value-added components of the economy. 1 www.IMPLAN.com 2 http://www.floridajobs.org/labor-market-information/products-and-services/economic-impact- analysis 3 Leontief, Wassily (1936), “Quantitative Input-Output Relations in the Economic System of the United States”, Review of Economics and Statistics, Volume 18, pages 105-125. 4 See Miller, Ronald E. and Peter D. Blair (2009), Input-Output Analysis, Cambridge University Press: NY, NY. 137 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 7 of 24 Impact analysis using an input-output model is conducted by estimating the changes in final demand. Producing industries then respond directly by selling to final consumers or indirectly by selling goods and services (intermediate inputs) to other industries. The IMPLAN software and database quantify both the estimation of the transactions table for specific local areas and the resulting tables to estimate multipliers that capture the direct and indirect effects of changes in final demand. IMPLAN calibrated for the Palm Beach County (the smallest geography available) was used in this analysis. In this application the change to final demand is calculated for each of the two land uses, retail and residential. The analysis is provided for the construction of each land use and for its operating impacts once constructed and occupied. 3.3 Construction Period Impacts BB1 Development LLC plans to begin the construction of the Project in 2024 with completion in June 2026. Construction costs are estimated at $110 million. Table 2 summarizes the economic impacts during the 31 -month construction period. During the construction period the project will support 1,835 jobs measured on a full-time equivalent basis. Of these, 1,456 will be directly supported by the construction with the balance being indirectly supported or induced by the flow of construction spending. More than $111 million in earnings will be generated with value-added more than $170 million. Table 2. Economic Impact Summary Construction Period of Ocean One Category Jobs Earnings $M Value Added $M Direct 1,456 $88 $130 Indirect 143 $9 $15 Induced 236 $14 $25 ======= ======= ======= Total 1,835 $111 $171 Source: IMPLAN and FLS 138 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 8 of 24 3.4 Permanent Economic Impacts Ocean One is projected to be fully occupied and operational by January, 2027. As Table 3 shows, the spending by the occupants of the 371 apartments and the sales at the 25,588 square feet of retail/commercial space will support 238 jobs with $12 million per year in earnings having a value added of $19 million. Table 3. Economic Impact Summary Stabilized Operations of Ocean One Category Jobs Earnings $M Value Added $M Direct 95 $3 $4 Indirect 12 $1 $1 Induced 131 $8 $14 ======= ======= ======= Total 238 $12 $19 Source: IMPLAN and FLS 4.0 Fiscal Impacts 4.1 Overview In this application, fiscal impacts measure the cost and revenue effects of Ocean One on the budgets of Boynton Beach and its CRA (“BBCRA”). Exhibit #1 contains a complete fiscal impact analysis and report. The results are summarized below. 4.2 Methodology FLS calculates fiscal impacts based on: (a) the latest adopted budgets for the government; (b) Florida laws governing CRAs and property taxation; and (c) demographic data on population, employment, and visitor volume. For a general-purpose government, like the City, the analysis includes all revenues and expenditures in for the following funds: (a) general, (b) special revenue, (c) permanent, (d) internal service, (e) pension, and (f) component units. The debt service fund is excluded, because it relates to prior capital projects and is funded from existing pledged revenues. The capital project fund is not included, because development projects like Ocean One are required to offset their capital impacts in the entitlements process. Finally, the enterprise fund comprised operations that are self-funding through their fees and charges. 139 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 9 of 24 To quantify the fiscal impacts of Ocean One on the City, FLS uses the modified per capita approach. Excluding ad valorem revenues, each revenue and expenditure account in the City’s budget is examined to determine if it is associated with population, employment, or visitor volume. For example, law enforcement (accounts 521.10, 521.30, and 521.60) is provided to all residents, visitors, and employees. Law enforcement cos t is divided by the full-time equivalent number of residents, visitor, and employees. This weighted expenditure is applied to Ocean One to measure its impacts on law enforcement cost. Other revenue and expenditure accounts are only related to residents. For instance, municipal revenue sharing (account 335125) is determined from a population formula. So, only residents are used to calculate the per capita revenue sharing figure to apply to Ocean One’s residents. The BBCRA was established by City Ordinances 82-KK and 83-41. BBCRA is an independent agency and component unit of the City. BBCRA is governed by a board comprised of elected officials. The BBCRA’s primary revenue source is tax increment revenues collected from the City and Palm Beach County within the legally defined redevelopment area of the BBCRA. BBCRA staff informs that for FY2022-23, the BBCRA will receive revenues based on the City millage rate of 7.85, and the County’s general fund millage rate of 4.715 for a combined millage of 12.5 65. The development of Ocean One will not necessitate any increase in BBCRA staff or operating costs. Additionally, Ocean One will not have a material impact on other non-ad valorem revenues for the BBCRA. Therefore, our analysis of the fiscal impact of Ocean One on BBCRA will focus in its impact on BBCRA ad valorem revenues. 140 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 10 of 24 4.3 Fiscal Impacts of Ocean One on the City’s Budget The fiscal impact of Ocean One on the City’s budget is summarized in Table 4. The analysis is presented in constant $2023 dollars without trending for inflation. Upon completion, Ocean One will have a taxable value of $177 million. Ninety-five percent of the ad valorem tax revenue from Ocean One will be transferred to the BBCRA because the project is within the BBCRA area. However, Ocean One will also generate almost $2.3 million per year of other revenues for the City. The City will incur significant annual expenses to provide governmental services to Ocean One totaling $1.5 million. On a net basis, Ocean One will contribute about $700,000 per year to the City’s budget. Table 4. Fiscal Impact of Ocean One on the City of Boynton Beach Constant $2023 Dollars Year Assessed Values Ad Valorem Ad Valorem Transferred to BBCRA Total Operating Revenue Total Operating Expenditure Net Fiscal Impact 2027 177,087,194 1,390,134 (1,335,666) 2,251,049 1,534,141 716,907 2031 184,418,709 1,447,687 (1,393,219) 2,251,049 1,534,141 716,907 2036 194,015,408 1,523,021 (1,468,553) 2,251,049 1,534,141 716,907 2046 214,748,175 1,685,773 (1,631,305) 2,251,049 1,534,141 716,907 2056 237,719,798 1,866,100 (1,811,632) 2,251,049 1,534,141 716,907 2061 250,120,839 1,963,449 (1,908,981) 2,251,049 1,534,141 716,907 4.4 Fiscal Impacts on the CRA’s Budget Table 5 shows the fiscal impacts of Ocean One on the BBCRA’s budget. The assessed value is estimated based on the cost for Ocean One’s development provided by BB1 Development LLC and discussed more fully below. In the initial years, the property appraiser assesses commercial properties based on the cost approach. Over time the appraiser shifts to the income approach. FLS projects that the residential property values will appreciate at a 1% real rate (1% more than inflation) and the retail component will escalate at a 1.5% real rate. The ad valorem values for the BBCRA revenues are calculated at the effective BBCRA millage rate totaling 9.55 in FY 2020 (the latest year for which full information is available). This effective rate includes consideration of the 95% share of ad valorem revenues the CRA receives as well as the assessment ratio applied by the property appraiser to just values of property to adjust from market value to assessed value. 141 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 11 of 24 Table 5. Fiscal Impact of Ocean One on the Boynton Beach Community Redevelopment Agency’s Budget Years Ocean One Assessed Value Ocean One Ad Valorem 2013 Ad Valorem Ad Valorem Increase County Increment Total Tax Increment Revenues 2027 177,087,194 1,390,134 54,468 1,335,666 289,253 1,624,919 1,543,673 2028 178,892,041 1,404,303 54,468 1,349,835 292,321 1,642,155 1,560,048 2029 180,715,447 1,418,616 54,468 1,364,148 295,421 1,659,569 1,576,590 2030 182,557,605 1,433,077 54,468 1,378,609 298,552 1,677,162 1,593,303 2031 184,418,709 1,447,687 54,468 1,393,219 301,716 1,694,935 1,610,188 2032 186,298,956 1,462,447 54,468 1,407,979 304,913 1,712,891 1,627,247 2033 188,198,548 1,477,359 54,468 1,422,891 308,142 1,731,033 1,644,481 2034 190,117,684 1,492,424 54,468 1,437,956 311,404 1,749,360 1,661,892 2035 192,056,569 1,507,644 54,468 1,453,176 314,701 1,767,877 1,679,483 2036 194,015,408 1,523,021 54,468 1,468,553 318,031 1,786,584 1,697,254 2037 195,994,410 1,538,556 54,468 1,484,088 321,395 1,805,483 1,715,209 2038 197,993,784 1,554,251 54,468 1,499,783 324,794 1,824,577 1,733,348 2039 200,013,744 1,570,108 54,468 1,515,640 328,228 1,843,868 1,751,674 2040 202,054,504 1,586,128 54,468 1,531,660 331,697 1,863,357 1,770,189 2041 204,116,280 1,602,313 54,468 1,547,845 335,202 1,883,047 1,788,895 2042 206,199,293 1,618,664 54,468 1,564,196 338,743 1,902,940 1,807,793 2043 212,577,977 1,635,185 54,468 1,580,717 342,321 1,923,037 1,826,885 2044 214,748,175 1,651,875 54,468 1,597,407 345,935 1,943,342 1,846,175 2045 216,940,741 1,668,737 54,468 1,614,269 349,587 1,963,856 1,865,663 2046 219,155,909 1,685,773 54,468 1,631,305 353,276 1,984,581 1,885,352 Total 30,668,302 1,089,360 29,578,942 6,405,631 35,984,572 34,185,344 At stabilization in 2027, Ocean One will contribute $1.5 million to the BBCRA. Over time this increases based on our assumptions concerning real property appreciation. 4.5 Value of Public Spaces and Amenities provided by Ocean One Not only will Ocean One generate a positive fiscal impact for the City’s budget and over $1.5 million to the BBCRA, the development plan for Ocean One includes nearly an acre of public greenspace with full hardscape and landscaping featuring a large public plaza fronting Ocean Avenue. These public greenspaces and hardscaping have an estimated cost in excess of $400,000 without consideration of land costs. 142 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 12 of 24 5.0 Financial Gap Analysis 5.1 Overview Financial gap analysis compares the financial performance of a development project with and without financial support. Financial support may be justified when a project requires financial support to allow it to achieve a rate of return commensurate with market rates for projects of similar characteristics and risk profiles. Financial performance for rental apartment projects is measured at the time the project achieves stabilized operations. At that time , projects are either sold to investors or refinanced. The value of the project is determined at that time via the income approach using the capitalization of income method (“Cap Rate”).5 The value of the project is calculated by dividing the project’s stabilized net operating income (“NOI”) by the Cap Rate. For example, if the stabilized NOI is $100 and the Cap Rate is 10%, the value of the project is $1,000. Cap Rates are market determined rates estimated from the data on the sales of apartment projects and their stabilized NOIs. These data are readily available from a variety of reliable sources. FLS uses Costar. The development of Ocean One is no longer financially feasible due to recent sharp increases in construction costs and interest rates. As a result, its projected rate of return now falls far below market levels. The contribution of 75% of the incremental revenues generated by Ocean One to the BBCRA for ten years, totaling $11.5 million (present value of $8. million), closes the financial gap enhancing the financial viability of the project. 5.2 Methodology Real estate development projects, like Ocean One, use detailed and highly proprietary cash flow pro forma models for planning, analysis, decision making, financing, and monitoring. BB1 Development LLC provided FLS with a copy of its financial model, and we used it as the foundation for our analysis. FLS then developed our own independent financial analysis. Cost Analysis Public records show that BB1 Development LLC acquired the land for Ocean One for $12 million. The project is planned for 668,643 total square 5 Fishman, Jay et al. (2012), Guide to Business Valuation, Thompson-Reuters, Section 503. 143 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 13 of 24 feet of space inclusive of the rental apartments, retail space, and parking area. Of this, 327,456 are projected to be rentable square feet. Development costs are estimated at $255 per gross square foot and $511 per rentable square foot. These estimates are consistent with other projects FLS is participating in and reasonable based on current cost estimates from RH Means. Total project cost for Ocean One is estimated at $170 million. Calculations for Stabilized NOI for Ocean One Apartment rental rates rose strongly in 2021 and 2022 across the U.S. and in the relevant marketplace for Ocean One in Boynton Beach , as shown in Figure 2. For comparative purposes, FLS chose Pacifica along with 17 other comparable apartment projects as shown in Table 6. Pacifica’s effective rent per square foot jumped from about $1.60 in 2020 to an average of $2.60 in 2022. Comparable rents in the marketplace rose f rom $1.45 per square foot in 2020 to $2.25 by 2022. Rents in other Boynton Beach projects and in similar projects in Palm Beach County followed similar trajectories. However, rental rate escalation stopped in 2022 as rents flattened out. Figure 2. Overall Effective Rents per Square Foot Source: Costar 144 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 14 of 24 Table 6. Comparable Apartment Projects Property Name/Address Yr. Built Units Avg Unit SF Rent/SF 500 OCEAN 101 S Federal Hwy 2018 341 934 $2.59 Avion Riverwalk 630 E Woolbright Rd 2023 319 1,019 $3.10 Pacifica 1100 Audace Ave 2019 324 973 $2.58 Santorini at Renaissance… 1645 Renaissance Comm… 2018 226 830 $2.54 Sea Lofts at Boynton Village 600 Sea Lofts Dr 2020 433 1,007 $2.52 One Boynton 1351 S Federal Hwy 2009 494 1,152 $2.47 Manor Lantana 900 Water Tower Way 2021 348 1,164 $2.40 High Ridge Landing 3609 High Ridge Way 2016 184 1,049 $2.26 Ashley Lake Park 5020 Ashley Lake Dr 1987 300 888 $2.23 Whalers Cove 2301 S Congress Ave 1991 136 1,144 $2.19 Cortland West Boynton 7933 Venture Center Way 2000 264 1,143 $2.12 Verona at Boynton Beach 1575 SW 8th St 2002 216 1,097 $2.09 Seabourn Cove 3501 S Federal Hwy 2012 456 1,302 $2.07 Manatee Bay Apartment… 1632 N Federal Hwy 2014 264 1,169 $2.05 Monteverde at Renaissance… 1625 Renaissance Comm… 2006 219 1,153 $2.00 Latitude Pointe 9873 Lawrence Rd 1989 280 1,061 $1.96 The Cove at Boynton Bea… 100 Newlake Dr 1996 548 1,202 $1.87 Gateway Club 3930 Max Pl 1999 319 1,228 $1.84 Quantum Lake Villas 2700 Quantum Lakes Dr 2002 863 1,195 $1.81 Source: Costar 145 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 15 of 24 Figure 3 highlights how apartment rents shot up starting in mid-2020 and then deescalated after peaking in mid-2021. Rents stopped rising by mid- 2022. As discussed below, rental rates are expected to remain flat over the next few years due to additional supplies of new units and affordability constraints. Figure 3. Growth in Effective Rents per Square Foot shwo Source: Costar The timing of new construction of apartments also affects rent levels. Figure 4 shows the volume of new construction of apartments in the relevant market area for Ocean One. Construction volume ramped up from 2015 - 2017 with annual volumes well above the 400-unit per year average. The delivery of these units kept rents rising very slowly thereafter as reflected in Figures 2 and 3. As new construction volume eased, the restraining influence of new unit deliveries was one of the factors allowing the sharp rise in rents from mid-2020 to mid-2022. Construction volume has rebounded in 2022 and 2023 with more than 600 new units per year expected. This new supply will restrain rental growth in the near term. 146 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 16 of 24 Figure 4. Past and Future Deliveries of Apartment Units Source: Costar Developers strive for rapid lease up of their projects when construction is completed. Pre-leasing efforts have resulted in strong initial occupancy levels as Figure 5 illustrates. Projects delivered last year were fully leased upon delivery. Figure 5. New Construction Occupied by Year Built Source: Costar 147 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 17 of 24 As discussed previously and shown in Table 1, FLS expects Ocean One to price its rents to be competitive in the marketplace and to foster rapid lease up. Full lease up at or soon after delivery is reasonable for a new project delivered to the market like Ocean One assuming competitive rental pricing. Ocean One projects stabilization within 7-months of delivery as of January 2027. Table 7 displays FLS’s projection for net operating income for Ocean One at stabilization in 2027. Cost and revenue figures are in 2023 dollars without adjustment for inflation or escalations. This provides the most reliable basis to estimate NOI, because the calculations are based on current known data along with contemporary estimates. At stabilization, Ocean One is projected to generate $14.9 million in potential rent from its apartment units, retail space, parking, and other ancillary sources. Vacancy is projected at 3% and bad debt at 1% of gross revenue. This results in estimated effective gross rent of $1 4.3 million at stabilization. 148 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 18 of 24 Table 7. Calculation of Net Operating Income for Ocean One Category $ Stabilization Potential Rent $14,876,976 Less Vacancy $446,309 Less Bad Debt $133,893 ========== Effective Gross Revenue Other Income Total Revenues $14,296,774 $571,871 $14,868,645 Operating Expenses $2,676,356 Real Estate Taxes $3,371,328 Management Fees $446,059 ========== Total Expenses $6,439,774 ========== NOI $8,428,902 Source: FLS Operating expenses of $2.7 million are based on an industry standard expense ratio of 18% of effective gross revenue. Real estate taxes of $3.4 million were estimated based on the $177 million taxable values of Ocean One, the assessment ratio in Palm Beach County for commercial properties as per Florida law (allowing for cost of sale and other constitutionally required allowances), and current millage rates. Management fees of 3% of effective gross income are standard in the industry. Total expenses of $6.4 million represent 45% of total revenues. This overall expense ratio is consistent with industry norms.6 Furthermore, it is also comparable to the recent sale of 500 Ocean, a nearby comparable community to Ocean One, which closed in June of 2021 as reported by Costar. On this basis, Ocean One is projected to achieve a stabilized NOI of $8 million. It is this amount that is used to estimate the market value of Ocean One at stabilization using the Cap Rate methodology from the income approach to value. 6 Camden Property Trust Form 10K for December 2020, page 25. 149 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 19 of 24 Determining the Cap Rate As discussed above, the Cap Rate is the ratio of NOI to sales price for income producing properties like Ocean One. Cap Rates are determined in the marketplace. There are many representative sales of apartment projects in the relevant market area. Figure 6 shows the Cap Rates for Palm Beach County and for the U.S. from 2003 through 2022 with projections to 2027. Since 2009 Cap Rates for apartment projects have declined precipitously and are running in the 5% range for the U.S. and at about 4.25% in Palm Beach County. Figure 6. Market Cap Rates Source: Costar Costar projects no material changes to the Cap Rates for apartments in the U.S. or in Palm Beach through 2027. These metrics are applicable to the relevant market in Boynton Beach. The recent sale of 500 Ocean in 2021 confirms this with its Cap Rate of 4.3% reported by Costar. Stabilized Value of Ocean One FLS estimated the value of Ocean One at stabilization using the income approach to value employing the Cap Rate method. FLS valued Ocean One on a fair market basis as a going concern. With a projected NOI at stabilization of $8.429 million and the Cap Rate of 4.50 %, Ocean One has a value at stabilization of $187.309 million. Since stabilization is projected in 2027, the present value of Ocean One is $174.258 million. 150 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 20 of 24 5.3 Financial Analysis and Quantification of the Financial Gap Table 8 shows the calculations for the financial gap analysis. As noted above, Ocean One has stabilized present value of $174.258 million. Without financial support, the profit from development is $4.209 million which is a rate of return of just 2.42%. A 2.42% rate of return is far below market rates and would not justify the development of Ocean One. The market rate of return can be readily determined from the Cap Rate. The profit margin, or more precisely the required market rate of return, is equal to the Cap Rate plus the long-term average expected growth rate in NOI.7 Over time, it is reasonable to project that Ocean One would achieve a long-term 3.0% compound rate of increase in NOI on average. Therefore, the market rate of return is 7.50% (4.50% Cap Rate + 3.0% expected growth rate of NOI). Table 8. Financial Gap Analysis Category Project without TIF Project with TIF Acquisition Costs $12,550,000 $12,550,000 Development Cost $157,499,589 $157,499,589 ============ ============ Total Cost $170,049,589 $170,049,589 Stabilized NOI $8,428,902 $8,428,902 Capitalization Rate 4.50% 4.50% ============ ============ Stabilized Value $187,308,924 $187,308,924 Present Value Stabilized $174,258,392 $174,258,392 Present Value of TIF $0 $7,966,289 ============ ============ Profit $4,208,803 $12,175091 Rate of Return 2.42% 6.99% Rate of Cost 2.48% 7.16% Annual TIF Amount $0 $1,150,000 TIF Term Years 0 10 Source: FLS 7 Fishman, Op. Cit. 151 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 21 of 24 To close this financial gap and to reach the market rate of return of 6.99%, Ocean One will need tax increment funding (“TIF”) of $1,150,000 per year for 10-years once it is stabilized and producing its full increment of tax revenue to the CRA as discussed previously in Section 4. TIF support at this level represents approximately 75% of the incremental ad valorem tax revenue generated by Ocean One for the BBCRA. 6.0 Conclusions and Request for TIF Support 6.1 Summary of Results The development of Ocean One will make substantial contributions to the economy of Boynton Beach, augment the supply of workforce housing, provide a positive fiscal impact on the City’s budget, and generate over $1.5 million per year in revenue to the BBCRA. 6.2 Request for TIF Support Sharply escalating development costs coupled with the recent jump in interest rates has compromised the financial feasibility of Ocean One. To close the financial gap, Ocean One requests that the BBCRA contribute about 75% of the incremental revenue generated by Ocean One totaling $1.5 million per year for ten years following project completion and stabilization. 152 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 22 of 24 Exhibit #1 Fiscal Impact Analysis Provided under separate cover. 153 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 23 of 24 Exhibit #2 Avion Riverwalk Apartments Market Survey by Costar Provided under separate. 154 Economic and Fiscal Impacts and Financial Gap Analysis for Ocean One Page 24 of 24 Exhibit #3 Boynton/Lantana Retail Submarket Market Survey by Costar Provided under separate. 155 FISCAL IMPACT ANALYSIS OCEAN ONE APARTMENT PROJECT BOYNTON BEACH, FL. EXHIBIT 1 August 23, 2023 Prepared for Mr. Jordan Thaler, Acquisitions BB1 Development LLC 888 Biscayne Boulevard, Suite 101 Miami, Florida 33132 2 Fishkind Litigation Services, Inc. 3504 Lake Lynda Drive, Suite 107 Orlando, Florida 32817 407-382-3256 WWW.Fishkindls.com 156 ` Page 2 of 15 ______________________________________________________________________ Fiscal Impact Analysis Ocean One Apartment Project ______________________________________________________________________ 1.0 Introduction and Summary of Results 1.1 Background BB1 Development LLC is planning the development of 371 units of market rate, rental apartments and 25,588 square feet of neighborhood retail space on property that is in City of Boynton Beach, FL, (the “Project”). 1.2 Assignment BB1 Development LLC retained Fishkind Litigation Services, Inc. (“FLS”) to analyze fiscal impact (the cost and revenue effects) of the proposed change on the City of Boynton Beach This report focuses on the fiscal impacts of the proposed change on the City. 1.3 Summary of Results The development of Ocean One Apartments will have very significant, positive, fiscal impacts on the City as shown in Table 1. This analysis is based on the projected development of planned for: 371 market rental apartments and 25,588 square feet of neighborhood retail space absorption over one phase and strong property values produces an annual fiscal surplus of $716,000 after transfers to Boynton Beach CRA. As Table 2 shows, on a cumulative basis the operating surplus is $3.584 million by 2031 growing to $25.091 million by 2061. By 2061 the present value at 5% interest of the net fiscal impact is estimated at $11.738 million. 157 ` Page 3 of 15 Table 1 Summary of Fiscal Impacts Ocean One Mixed Use Project Net Fiscal Impacts for Selected Years Year Assessed Values Ad Valorem Ad Valorem Transferred to BBCRA Total Operating Revenue Total Operating Expenditure Net Fiscal Impact 2027 177,087,194 1,390,134 (1,335,666) 2,251,049 1,534,141 716,907 2031 184,418,709 1,447,687 (1,393,219) 2,251,049 1,534,141 716,907 2036 194,015,408 1,523,021 (1,468,553) 2,251,049 1,534,141 716,907 2046 214,748,175 1,685,773 (1,631,305) 2,251,049 1,534,141 716,907 2056 237,719,798 1,866,100 (1,811,632) 2,251,049 1,534,141 716,907 2061 250,120,839 1,963,449 (1,908,981) 2,251,049 1,534,141 716,907 Table 2 Summary of Fiscal Impacts Ocean One Mixed Use Project Cumulative Net Fiscal Impacts Year Cumulative Impact Interest Rate Years Present Values 2031 $3,584,537 5.0%5 $3,103,834 2036 $7,169,075 5.0%10 $5,535,770 2046 $14,338,150 5.0%20 $8,934,252 2056 $21,507,225 5.0%30 $11,020,625 2061 $25,091,762 5.0%35 $11,738,783 158 ` Page 4 of 15 2.0 Methodology 2.1 Overview The client requested a submission of a fiscal impact report quantifying the costs and revenue impacts on the City’s budget from the proposal to construct the mixed- use project consisting of 371 apartments and 25,558 of retail space on the +/- 3.7 acres located at 114/222 N. Federal Highway. The fiscal impact study is a set of statistical data and information based on new development in a jurisdiction. Its purpose is to legally justify to the City of Boynton Beach the ability to provide capital improvement, mill levy increases, as well as impact fees. The Fiscal Impact Analysis encompasses multiple methods to demonstrate that a development will pay the full costs of all public facilities and services that are required to support the development. The client has requested a study as backing or support for any amendment or change to their subdivision regulations. Fiscal impact analysis seeks to connect planning and local economics by estimating the public costs and revenues that result from change in the land use. This type of analysis is required to meet the full costs of all public facilities and services that are required to support the development and that are required to meet the level of services standards adopted by the City of Boynton Beach. To accomplish consistency in the analysis FLS complies with the guide standards prepared for Sarasota County by AECOM in support of permitting for the Project. Our analysis is conducted according to the 2015 report by AECOM. AECOM outlines several methodologies to conduct the fiscal impact analysis including the per capita approach.1 AECOM notes that the per capita methodology the most used type of analysis. The per capita approach estimates the cost of providing services on a per unit basis. The unit varies depending upon how the services are used and can include: per person, per employee, and per visitor. Similarly, most City and City revenues are appropriately estimated on a per capita basis again depending upon the revenues generated. FLS uses all these factors depending upon the expenditure or revenue category involved. For example, law enforcement and public safety are provided to all residents, visitors, and employees. FLS measures residents, visitors, and employees on a full-time equivalent (“FTE”) basis. However, not all expenditures or all revenues are generated by residents, visitors, and employees. State revenue sharing funds are provided through a population-based formula, so for this revenue item FLS only uses population. FLS’s application of the per capita method for both revenues and expenditures is consistent with AECOM. 1 AECOM (2015), page 2. 159 ` Page 5 of 15 FLS uses all categories of revenue and expenditures included in the City of Boynton Beach budget (but not all fund types as discussed above). The FY2021 actual reported to the State includes 54 revenue line items and 62 expenditure categories. Not all revenues and expenditures relate to the fund types included in our analysis. As discussed above, except for ad valorem tax revenues, each category of revenue and expenditure is included and analyzed using the modified per capita approach. It is impractical to discuss each category. However, FLS has included our fiscal impact analysis model in excel with this report to provide a full and detailed submission of our calculations. Ad valorem revenues are calculated directly based on the development program, product valuation, and do not include any estimates for homestead exemptions. All other revenues are estimated via the per capita, unit, approach with the unit varying as required. Capital impacts are measured by the formulae for impact fees. The city of Boynton Beach does have city parks and recreation facilities impact fees. In addition, the Project pays impact fees to Palm Beach County. 2.2 Operating Revenues Except for ad valorem revenues, which are discussed in more detail below, operating revenues were calculated using the modified per capita method based on the City’s actual for FY2021 as reported to the State of Florida, Division of Banking. Consistent with the AECOM parameters, FLS included the following fund types: (a) general fund; (b) special revenue fund; (c) debt service fund; (d) permanent fund; (e) internal service; (f) pension; and (g) component. FLS excluded the following fund types: (a) debt service; (b) capital projects; and (c) enterprise. The debt service fund relates to prior commitments and is not directly impacted by future growth or the Project. While the Project will contribute to this fund, the impact is relatively small. The impact of the Project on capital funds is calculated separately, so this fund is excluded to avoid double counting. The e nterprise fund is also excluded because enterprise funds are designed to be self-funding. Ad valorem taxes generated by the Project are a function of: (a) the development program for the Project; (b) its projected valuation and absorption; and (c) the City’s adopted millage rates for general revenue totaling 7.85 mills Concerning timing, FLS takes a stricter and more conservative approach then AECOM. FLS recognizes that there is a 4-year lag between the time apartment units are permitted and consuming services, and the time that property is included in the tax roll and paying ad valorem taxes. 160 ` Page 6 of 15 2.3 Operating Expenses Operating expenses are correctly calculated by fund type using the m odified per capita approach. As noted above, the per capita units are carefully tailored to the type of expenditure. We have included impacts from residents and employees measured on an FTE basis and included FTE visitors who also consume these services. 2.5 Capital Revenues / Expenditures As noted previously, Boynton Beach has city parks and recreation facilities impact fee. Impact fees requirement for the Project. All other impact fees are paid to Palm Beach County. The Developer has agreed to provide (a) 90 public parking spaces at an estimated value of $55,500/space for a total of $4.995 million, and (b) $1 million in extraordinary public infrastructure. 3.0 Development Program The fiscal impact analysis is based exclusively on the projected development of Ocean One apartments and retail space. The development program, absorption, is provided in detail in Table.4. As per Table 3 the Project is absorbed in one phase having a property value of more than of $ 170 million . Table 3 Ocean One Mixed Use Project Property Valuation Category Building Type Target Audience Units Average Average Property Multi Family Apartment 8 Stories Market Rate Rental 371 439,718$ 163,135,458$ Category Building Type Target Audience Square Feet Average Property Value Per SF Average Property Value Per Category Commercial/Retail Neighborhood Retail Local Market 25,588 270$ 6,914,131.49 Total 170,049,589$ 161 ` Page 7 of 15 4.0 Fiscal Impact – Operating Revenues and Expenses – Tables 5,6,7,8, and 9 Using the methodology described in Section 2, the fiscal impacts of Ocean One on the City’s operating budget are summarized below in Table 5. The Project produces a fiscal surplus in the amount of $716,907 net of transfers to Boynton Beach CRA, when its value is included in the City’s taxable value base determined by the property appraiser. By 2036 at 10 years the net fiscal impact cumulative total of nearly $7,169,075 The strong growth in net fiscal surpluses is driven by the gains in total taxable values. Table 6 displays the growth in taxable value generated by the Project. Taxable value rises from almost $177 million in 2027 to more than $250 million by 2061. Table 4 Ocean One Development Scenario Real Estate on Tax Roll 2024 2025 2026 2027 2028 Total Multi Family-371 Unit - - - 371 - 371 Commercial/Retail-23,853 SF - - - 25,588 - 25,588 Permits for Construction 2024 2025 2026 2027 2028 Total Multi Family-371 Unit 371 - - - - 371 Commercial/Retail-23,853 SF 25,588 - - - - 25,588 Table 5 Ocean One Mixed Use Project Fiscal Impact - Operating Revenue and Expenditures Year Assessed Value Ad Valorem Ad Valorem Transferred to BBCRA Total Operating Revenue Total Operating Expenditure Net Fiscal Impact Cumulative Net Fiscal Impact 2027 177,087,194 1,390,134 (1,335,666) 2,251,049 1,534,141 716,907 716,907 2031 184,418,709 1,447,687 (1,393,219) 2,251,049 1,534,141 716,907 3,584,537 2036 194,015,408 1,523,021 (1,468,553) 2,251,049 1,534,141 716,907 7,169,075 2046 214,748,175 1,685,773 (1,631,305) 2,251,049 1,534,141 716,907 14,338,150 2056 237,719,798 1,866,100 (1,811,632) 2,251,049 1,534,141 716,907 21,507,225 2061 250,120,839 1,963,449 (1,908,981) 2,251,049 1,534,141 716,907 25,091,762 162 ` Page 8 of 15 Table 6 Ocean One Mixed Use Project Taxable Property Values 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 Residential Development Multi Family-371 Unit 170,292,010 171,994,930 173,714,880 175,452,028 177,206,549 178,978,614 180,768,400 182,576,084 184,401,845 186,245,864 Total Taxable Value -Residential 170,292,010 171,994,930 173,714,880 175,452,028 177,206,549 178,978,614 180,768,400 182,576,084 184,401,845 186,245,864 Commercial/Retail Neighborhood Retail 6,795,183 6,897,111 7,000,568 7,105,576 7,212,160 7,320,342 7,430,148 7,541,600 7,654,724 7,769,545 Total Taxable Value -Commercial /Retail 6,795,183 6,897,111 7,000,568 7,105,576 7,212,160 7,320,342 7,430,148 7,541,600 7,654,724 7,769,545 Total Taxable Value 177,087,194 178,892,041 180,715,447 182,557,605 184,418,709 186,298,956 188,198,548 190,117,684 192,056,569 194,015,408 Table 6 Ocean One Mixed Use Project Taxable Property Values 2037 2038 2039 2040 2041 2042 2043 2044 2045 2046 Residential Development Multi Family-371 Unit 188,108,322 189,989,405 191,889,299 193,808,192 195,746,274 197,703,737 199,680,774 201,677,582 203,694,358 205,731,302 Total Taxable Value -Residential 188,108,322 189,989,405 191,889,299 193,808,192 195,746,274 197,703,737 199,680,774 201,677,582 203,694,358 205,731,302 Commercial/Retail Neighborhood Retail 7,886,088 8,004,379 8,124,445 8,246,311 8,370,006 8,495,556 8,622,990 8,752,334 8,883,619 9,016,874 Total Taxable Value -Commercial /Retail 7,886,088 8,004,379 8,124,445 8,246,311 8,370,006 8,495,556 8,622,990 8,752,334 8,883,619 9,016,874 Total Taxable Value 195,994,410 197,993,784 200,013,744 202,054,504 204,116,280 206,199,293 208,303,764 210,429,917 212,577,977 214,748,175 Table 6 Ocean One Mixed Use Project Taxable Property Values 2047 2048 2049 2050 2051 2052 2053 2054 2055 2056 Residential Development Multi Family-371 Unit 207,788,615 209,866,501 211,965,166 214,084,817 216,225,666 218,387,922 220,571,802 222,777,520 225,005,295 227,255,348 Total Taxable Value -Residential 207,788,615 209,866,501 211,965,166 214,084,817 216,225,666 218,387,922 220,571,802 222,777,520 225,005,295 227,255,348 Commercial/Retail Neighborhood Retail 9,152,127 9,289,409 9,428,750 9,570,181 9,713,734 9,859,440 10,007,331 10,157,441 10,309,803 10,464,450 Total Taxable Value -Commercial /Retail 9,152,127 9,289,409 9,428,750 9,570,181 9,713,734 9,859,440 10,007,331 10,157,441 10,309,803 10,464,450 Total Taxable Value 216,940,741 219,155,909 221,393,916 223,654,999 225,939,399 228,247,362 230,579,133 232,934,961 235,315,098 237,719,798 163 ` Page 9 of 15 Table 7 shown below, presents the key assumptions employed in calculating the taxable values shown previously. Our assumptions related to the assessment ratio and percentage of homes expected to take advantage of the homestead exemption are more conservative than those of AECOM making our analysis more conservative than if we had adopted the AECOM assumptions for these parameters. Using data from Census On-the-Map we determined that there were 28,755 City residents who also work in the city. Since we also included all employees, FLS weighted resident-employees by 0.7626 to avoid double counting. Non-working residents are weighed at 1.0 FTE. Seasonal residents are at 0.34 62 reflecting seasonal demands on City services. Persons per household and total households are from Florida Population Studies. Table 7 Ocean One Mixed Use Project Fiscal Impact Assumptions Taxable Assessment Millage Gerneral Revenue 7.8500 Mills Total 7.8500 Mills Population Equivalent Full-Time Amount Factor Equivalent Population-Working Residents 28,755 76.26%21,927 Population-Non-Working Residents 52,993 100.00%52,993 Population- Seasonal 7,914 34.62%2,739 Total Population (peak season)89,662 77,660 Population (total)81,748 Employment (total)28,851 98.00%28,274 Persons per Household - Single Family 2.49 Persons per Household - Multifamily 2.23 Total Households 31,683 Total Housing Units 36,220 Employment Assumptions Project Neighborhood Retail 41 (1 employee per 588 SF of Retail) Annual growth rate of Residential Property Value 1.0% Annual growth rate of Non-Residential Property Value 1.5% Property Valuation Average Value Multi Family-371 Unit $441,098 Per Unit Commercial /Retail $268 Per Square Foot 164 ` Page 10 of 15 Table 8 summarizes the results of the fiscal analysis for the City’s operating budget. Table 8 Ocean One Mixed Use Project Development Impact Summary 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 Residential Units 371 371 371 371 371 371 371 371 371 371 Resident Households 198 198 198 198 198 198 198 198 198 198 Peak Population Resident Population 492 492 492 492 492 492 492 492 492 492 Seasonal Population 68 68 68 68 68 68 68 68 68 68 Employment Retail / Commercial 41 41 41 41 41 41 41 41 41 41 Total Employees 41 41 41 41 41 41 41 41 41 41 - - - - - - - - - - Full-Time Equivalent Visitors - - - - - - - - - - 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 Boynton Beach Total Operating Revenues 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 Total Operating Expenditures 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 Net Fiscal Impact 716,907 716,907 716,907 716,907 716,907 716,907 716,907 716,907 716,907 716,907 Years 1 2 3 4 5 6 7 8 9 10 5 Years 10 Years 20 Years 30 Years 35 Years Net Present Value of Operating Impact 3,103,834 5,535,770 8,934,252 11,020,625 11,738,783 165 Page 11 of 15 Detail analysis (Table 9) is presented through 2036 which is a 10-year projection. Table 9 Ocean One Mixed Use Project Fiscal Impact Detail Operating Revenue and Expenses 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 Revenues 311000 - Ad Valorem Taxes 1,390,134 1,404,303 1,418,616 1,433,077 1,447,687 1,462,447 1,477,359 1,492,424 1,507,644 1,523,021 Transfer to BBCRA (1,335,666) (1,349,835) (1,364,148) (1,378,609) (1,393,219) (1,407,979) (1,422,891) (1,437,956) (1,453,176) (1,468,553) 341200 - Internal Service Fund Fees and Charges 5,359 5,359 5,359 5,359 5,359 5,359 5,359 5,359 5,359 5,359 341900 - Other General Government Charges and Fees 6,645 6,645 6,645 6,645 6,645 6,645 6,645 6,645 6,645 6,645 342100 - Service Charge - Law Enforcement Services 29,496 29,496 29,496 29,496 29,496 29,496 29,496 29,496 29,496 29,496 342200 - Service Charge - Fire Protection 20,170 20,170 20,170 20,170 20,170 20,170 20,170 20,170 20,170 20,170 342400 - Service Charge - Emergency Management Service Fees/Charges 530 530 530 530 530 530 530 530 530 530 342500 - Service Charge - Protective Inspection Fees 685 685 685 685 685 685 685 685 685 685 343500 - Service Charge - Sewer/Wastewater Utility 1,415 1,415 1,415 1,415 1,415 1,415 1,415 1,415 1,415 1,415 343900 - Service Charge - Other Physical Environment Charges 23,820 23,820 23,820 23,820 23,820 23,820 23,820 23,820 23,820 23,820 347200 - Service Charge - Parks and Recreation 11,382 11,382 11,382 11,382 11,382 11,382 11,382 11,382 11,382 11,382 315100 - State Communications Services Taxes 13,396 13,396 13,396 13,396 13,396 13,396 13,396 13,396 13,396 13,396 316000 - Local Business Tax (Chapter 205) 969 969 969 969 969 969 969 969 969 969 331100 - Federal Grant - General Government 7,999 7,999 7,999 7,999 7,999 7,999 7,999 7,999 7,999 7,999 331200 - Federal Grant - Public Safety - - - - - - - - - - 331310 - Federal Grant - Water Supply System 8,201 8,201 8,201 8,201 8,201 8,201 8,201 8,201 8,201 8,201 331500 - Federal Grant - Economic Environment 483 483 483 483 483 483 483 483 483 483 331900 - Federal Grant - Other 22 22 22 22 22 22 22 22 22 22 334100 - State Grant - General Government 2,047 2,047 2,047 2,047 2,047 2,047 2,047 2,047 2,047 2,047 334500 - State Grant - Economic Environment 463 463 463 463 463 463 463 463 463 463 334700 - State Grant - Culture/Recreation 27,811 27,811 27,811 27,811 27,811 27,811 27,811 27,811 27,811 27,811 335125 - Municipal Revenue Sharing Program - Proceeds 506 506 506 506 506 506 506 506 506 506 335140 - State Revenue Sharing - Mobile Home Licenses 625 625 625 625 625 625 625 625 625 625 335150 - State Revenue Sharing - Alcoholic Beverage Licenses 60,422 60,422 60,422 60,422 60,422 60,422 60,422 60,422 60,422 60,422 335190 - State Revenue Sharing - Other General Government 617 617 617 617 617 617 617 617 617 617 337200 - Local Government Unit Grant - Public Safety 3,534 3,534 3,534 3,534 3,534 3,534 3,534 3,534 3,534 3,534 338000 - Shared Revenue From Other Local Units 1,555 1,555 1,555 1,555 1,555 1,555 1,555 1,555 1,555 1,555 339000 - Payments From Other Local Units In Lieu Of Taxes 5,445 5,445 5,445 5,445 5,445 5,445 5,445 5,445 5,445 5,445 354000 - Fines - Local Ordinance Violation 21,924 21,924 21,924 21,924 21,924 21,924 21,924 21,924 21,924 21,924 359000 - Other Judgments, Fines and Forfeits 63,222 63,222 63,222 63,222 63,222 63,222 63,222 63,222 63,222 63,222 361100 - Interest 714,572 714,572 714,572 714,572 714,572 714,572 714,572 714,572 714,572 714,572 361400 - Gain (Loss) on Sale of Investments 4,894 4,894 4,894 4,894 4,894 4,894 4,894 4,894 4,894 4,894 362000 - Rents and Royalties 3,661 3,661 3,661 3,661 3,661 3,661 3,661 3,661 3,661 3,661 364000 - Disposition of Fixed Assets 1,970 1,970 1,970 1,970 1,970 1,970 1,970 1,970 1,970 1,970 366000 - Contributions and Donations from Private Sources 226,276 226,276 226,276 226,276 226,276 226,276 226,276 226,276 226,276 226,276 368000 - Pension Fund Contributions 45,388 45,388 45,388 45,388 45,388 45,388 45,388 45,388 45,388 45,388 369900 - Other Miscellaneous Revenues 222,750 222,750 222,750 222,750 222,750 222,750 222,750 222,750 222,750 222,750 381000 - Inter-Fund Group Transfers In 496,943 496,943 496,943 496,943 496,943 496,943 496,943 496,943 496,943 496,943 322000 - Building Permits 34,494 34,494 34,494 34,494 34,494 34,494 34,494 34,494 34,494 34,494 323100 - Franchise Fee - Electricity 40,372 40,372 40,372 40,372 40,372 40,372 40,372 40,372 40,372 40,372 323400 - Franchise Fee - Gas 271 271 271 271 271 271 271 271 271 271 323900 - Franchise Fee - Other 1,077 1,077 1,077 1,077 1,077 1,077 1,077 1,077 1,077 1,077 325200 - Special Assessments - Charges for Public Services 62,585 62,585 62,585 62,585 62,585 62,585 62,585 62,585 62,585 62,585 329500 - Other Fees & Special Assessments 4,666 4,666 4,666 4,666 4,666 4,666 4,666 4,666 4,666 4,666 Total Revenues 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 2,251,049 166 Page 12 of 15 Table 9 Ocean One Mixed Use Project Fiscal Impact Detail Operating Revenue and Expenses 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 Expenditures 571.10 - Libraries - Personnel Services 19,496 19,496 19,496 19,496 19,496 19,496 19,496 19,496 19,496 19,496 571.30 - Libraries - Operating Expenses 5,099 5,099 5,099 5,099 5,099 5,099 5,099 5,099 5,099 5,099 571.60 - Libraries - Capital Outlay 1,160 1,160 1,160 1,160 1,160 1,160 1,160 1,160 1,160 1,160 572.10 - Parks/Recreation - Personnel Services 39,337 39,337 39,337 39,337 39,337 39,337 39,337 39,337 39,337 39,337 572.30 - Parks/Recreation - Operating Expenses 28,338 28,338 28,338 28,338 28,338 28,338 28,338 28,338 28,338 28,338 572.60 - Parks/Recreation - Capital Outlay 323 323 323 323 323 323 323 323 323 323 579.10 - Other Culture/Recreation - Personnel Services 1,104 1,104 1,104 1,104 1,104 1,104 1,104 1,104 1,104 1,104 579.30 - Other Culture/Recreation - Operating Expenses 1,135 1,135 1,135 1,135 1,135 1,135 1,135 1,135 1,135 1,135 579.60 - Other Culture/Recreation - Capital Outlay 574 574 574 574 574 574 574 574 574 574 554.10 - Housing and Urban Development - Personnel Services 2,376 2,376 2,376 2,376 2,376 2,376 2,376 2,376 2,376 2,376 554.30 - Housing and Urban Development - Operating Expenses 468 468 468 468 468 468 468 468 468 468 559.10 - Other Economic Development - Personnel Services 2,796 2,796 2,796 2,796 2,796 2,796 2,796 2,796 2,796 2,796 559.30 - Other Economic Development - Operating Expenses 11,514 11,514 11,514 11,514 11,514 11,514 11,514 11,514 11,514 11,514 511.10 - Legislative - Personnel Services 1,945.80 1,945.80 1,945.80 1,945.80 1,945.80 1,945.80 1,945.80 1,945.80 1,945.80 1,945.80 511.30 - Legislative - Operating Expenses 784 784 784 784 784 784 784 784 784 784 512.10 - Executive - Personnel Services 14,785 14,785 14,785 14,785 14,785 14,785 14,785 14,785 14,785 14,785 512.30 - Executive - Operating Expenses 30,477 30,477 30,477 30,477 30,477 30,477 30,477 30,477 30,477 30,477 512.60 - Executive - Capital Outlay 1,520 1,520 1,520 1,520 1,520 1,520 1,520 1,520 1,520 1,520 512.90 - Executive - Other Uses 36,979 36,979 36,979 36,979 36,979 36,979 36,979 36,979 36,979 36,979 513.10 - Financial and Administrative - Personnel Services 35,458 35,458 35,458 35,458 35,458 35,458 35,458 35,458 35,458 35,458 513.30 - Financial and Administrative - Operating Expenses 36,764 36,764 36,764 36,764 36,764 36,764 36,764 36,764 36,764 36,764 513.60 - Financial and Administrative - Capital Outlay 248 248 248 248 248 248 248 248 248 248 514.10 - Legal Counsel - Personnel Services 1,238 1,238 1,238 1,238 1,238 1,238 1,238 1,238 1,238 1,238 514.30 - Legal Counsel - Operating Expenses 4,520 4,520 4,520 4,520 4,520 4,520 4,520 4,520 4,520 4,520 515.10 - Comprehensive Planning - Personnel Services 6,495 6,495 6,495 6,495 6,495 6,495 6,495 6,495 6,495 6,495 515.30 - Comprehensive Planning - Operating Expenses 624 624 624 624 624 624 624 624 624 624 518.30 - Pension Benefits - Operating Expenses 236,245 236,245 236,245 236,245 236,245 236,245 236,245 236,245 236,245 236,245 519.10 - Other General Government - Personnel Services 27,214 27,214 27,214 27,214 27,214 27,214 27,214 27,214 27,214 27,214 539.10 - Other Physical Environment - Personnel Services 847 847 847 847 847 847 847 847 847 847 521.60 - Law Enforcement - Capital Outlay 1,579 1,579 1,579 1,579 1,579 1,579 1,579 1,579 1,579 1,579 522.10 - Fire Control - Personnel Services 225,458 225,458 225,458 225,458 225,458 225,458 225,458 225,458 225,458 225,458 522.30 - Fire Control - Operating Expenses 32,744 32,744 32,744 32,744 32,744 32,744 32,744 32,744 32,744 32,744 522.60 - Fire Control - Capital Outlay 5,228 5,228 5,228 5,228 5,228 5,228 5,228 5,228 5,228 5,228 522.90 - Fire Control - Other Uses 1,299 1,299 1,299 1,299 1,299 1,299 1,299 1,299 1,299 1,299 524.10 - Protective Inspections - Personnel Services 27,721 27,721 27,721 27,721 27,721 27,721 27,721 27,721 27,721 27,721 524.30 - Protective Inspections - Operating Expenses 7,683 7,683 7,683 7,683 7,683 7,683 7,683 7,683 7,683 7,683 541.60 - Road/Street Facilities - Capital Outlay 196 196 196 196 196 196 196 196 196 196 Total Expenditures 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 1,534,141 Net Fiscal Impact 716,907 716,907 716,907 716,907 716,907 716,907 716,907 716,907 716,907 716,907 Cumulative 716,907 1,433,815 2,150,722 2,867,630 3,584,537 4,301,445 5,018,352 5,735,260 6,452,167 7,169,075 167 Page 13 of 15 5.0 Fiscal Impact Capital Revenues and Capital Expenses – Tables 10,11 and 12 Boynton Beach does have a city parks and recreation facilities impact fee requirement for the Project. In addition, Developer has agreed to provide (a) 90 public parking spaces at an estimated value of $55,000/space for a total of $4.995 million (Table 11), and (b) $1 million in extraordinary public infrastructure (Table 12). Table 10 Ocean One Mixed Use Project Fiscal Impact - Capital Revenue 2024 2025 Total Capital Revenues City Parks and Recreation Facilities Impact fees 220,745 - 220,745 Total Capital Revenue 220,745$ -$ 220,745$ Parking Spaces Cost /Parking Space Total Public Parking Spaces 90 55,500$ 4,995,000$ Extraordinary Public Infrastructure 1,032,094 Total Developer's Contribution 6,027,094$ DEVELOPER'S CONTRIBUTION Table 11 Ocean One Developer's Contribution Mixed Use Project Parking Spaces Fiscal Impact - Capital Revenue and Expenditures Total Current Parking Garage Spaces 633.00 Additional Spaces Created 32.00 Total New Parking Garage Spaces 665.00 New Parking Spaces (Dedicated to Public)32.00 Private Retail Parking Spaces (Dedicated to Public)58.00 Total Public Parking Spaces 90.00 Total $$ Per Space Baseline Value $4,050,000 $45,000 Location Value (East of US1 near Marina)$540,000 $6,000 Loss of Value for Retail $405,000 $4,500 Total $4,995,000 $55,500 168 Page 14 of 15 Table 12 Ocean One Developer's Contribution Mixed Use Project Extraordindinary Public Infrastructure Fiscal Impact - Capital Revenue and Expenditures Category Qty Unit Unit Cost Total Final Lift of Asphalt Boynton Beach Boulevard 1,500.00 SY 15.00 $22,500 Subtotal $22,500 Sidewalk Construction Category Qty Unit Unit Cost Total 5 Ft. Concrete Sidewalk (4 in.)2,200.00 LF 15.00 $33,000 Subtotal $33,000 Drainage Construction Category Qty Unit Unit Cost Total Stormwater System Inspection with Diver 1.00 LS 6,500.00 $6,500 Increasing Stormwater Capacity (20% Additional Volume)1.00 LS 25,000.00 $25,000 Subtotal $31,500 Utility Relocation Category Qty Unit Unit Cost Total 12" Water Main Extension 1,200.00 LF 115.00 $138,000 6'' Fire line 350 LF 57 $19,950 20" Sanitary Force Main Upgrade 660.00 LS 485.00 $320,100 Fire Hydrant 5.00 LF 7,140.00 $35,700 4" Gas Main Relocation 1.00 LS 19,350.00 $19,350 Subtotal $533,100 Landscape Construction Category Qty Unit Unit Cost Total Landscape & Irrigation 3,000.00 SF $20 $60,000 Street Frontage - Lights 25 EA $5,805 $145,125 Subtotal $205,125 Mobilization (5%)$41,261 MOT (4%)$33,009 Clearing and Grubbing (2%)$16,505 Testing, Surveying and Miscellaneous (1.5%)$12,378 Pavement Marking and Signage (2.5% of Roadway)$563 Design Fees and Permitting (2.5% - Excluding FPL)$20,631 Contingency (10%)$82,523 Subtotal $206,869 Total Public Infrastructure $1,032,094 169 Page 15 of 15 IMPORTANT NOTICE CONCERNING “FISCAL IMPACT ANALYSIS REPORT” 1. Fiscal Impact Analysis Report (“FIAR”) Certain portions of the FIAR have various sections of the analysis that contain forecasted financial performance based upon several current and projected market conditions. These conditions are subject to numerous risks and uncertainties that cannot be determined at this time. Each section of the FIAR contains forecasted data. While presented with numerical specificity, projected information of the type furnished above is based on estimates and assumptions that are inherently subj ect to significant economic and competitive uncertainties and contingencies, all of which are difficult to predict and many of which are beyond the FLS's control. Accordingly, there can be no assurance that such estimates and assumptions will be accurate, and the actual results may be significantly higher or lower than those set forth. 2. Actual Results May Differ from FIAR Due to a variety of risks and uncertainties, actual results may be materially different from the results projected in the FIAR. Accordingly, the FIAR is meant only to serve as a guide and is not intended to be relied upon as to the reasonableness of the underlying facts or assumptions. This FIAR does not contain and is not to be construed as legal, business, investment, or tax advice. 3. The Fishkind Litigation Services Inc. (FLS) Has No Duty to Update FIAR The FIAR is current only as of August,2023. Following delivery of this report, FLS expectations of results may change. FLS may come to believe that the FIAR is no longer accurate. FLS shall not have any obligation to update any corrections or revisions to the FIAR contained herein, even if the FLS believes the forward-looking analysis is no longer accurate. FLS does not intend to update or otherwise revise the FIAR to reflect circumstances existing after the date when made or to reflect the occurrence of future events even if any or all the assumptions underlying the projections are shown to be in error. FLS assumes no responsibility for the accuracy or validity of the FIAR. 170 630 E Woolbright Rd PREPARED BY Hank Fishkind Underwriting Report Avion Riverwalk 319 Unit Apartment Building Boynton Beach, Florida - Outer Boynton Beach Neighborhood Exhibit 2 Exhibit 2 171 SUBJECT PROPERTY Property Details 1 RENT COMPS Map & List 5 Photo Comparison 7 Rent Comps Details 9 Unit Mix Summary 38 Ranking Chart By Bedroom 39 Changes in Rent Comps 43 Rent Trend Charts 47 RentTrend Data 53 CONSTRUCTION Overall Construction Map & Summary 55 Under Construction Map & List 56 Under Construction Details 58 Deliveries Past 12 Months Map & List 59 Delivered Property Details 61 Construction Summary 63 SALE COMPS Map & List 69 Sale Comp Details 71 Sales Volume 91 Sales Pricing 92 Cap Rates 94 Top Buyers & Sellers 95 DEMOGRAPHICS Overview 98 Age & Education 99 Ethnicity 100 MULTI-FAMILY SUBMARKET REPORT Submarket Key Statistics 102 Vacancy 104 Rent 107 Construction 109 630 E Woolbright Rd - Avion Riverwalk 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Exhibit 2 Exhibit 2 172 Sales 112 Sales Past 12 Months 114 Supply & Demand Trends 116 Vacancy & Rent 118 Sale Trends 120 Deliveries & Under Construction 122 MULTI-FAMILY MARKET REPORT Market Key Statistics 124 Vacancy 126 Rent 129 Construction 132 Under Construction Properties 133 Sales 135 Sales Past 12 Months 137 Economy 139 Market Submarkets 144 Supply & Demand Trends 146 Vacancy & Rent 148 Sale Trends 150 Deliveries & Under Construction 152 630 E Woolbright Rd - Avion Riverwalk 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Exhibit 2 Exhibit 2 173 Subject Property 630 E Woolbright Rd - Avion Riverwalk Boynton Beach, Florida - Outer Boynton Beach Neighborhood PROPERTY MANAGER American Land Ventures - Avion Riverwalk (561) 375-5500 PROPERTY - No. of Units:319 Stories:10 Avg. Unit Size:1,019 SF Year Built:May 2023 Parking:- Distance to Transit: Type:Apartments - All Rent Type:Market OWNER Isram Realty & Management Inc. 12 MONTH ABSORPTION Current:118 Units Competitor Total:146 Units Competitor Avg:9.8 Units Submarket Total:493 Units Submarket Avg:0.7 Units ASKING RENTS PER UNIT/SF $2.19 /SF $2.22 /SF $3.16 /SF Current:$3,167 $3.10 /SF Last Quarter:$3,156 $3.09 /SF Year Ago:$3,224 Competitors:$2,464 Submarket:$2,198 VACANCY 1,449 Units 285 Units - Current:63.0%201 Units Last Quarter:65.8%210 Units Year Ago:- Competitors:6.2% Submarket:7.3% UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN Studio 1 574 1 0.3%0 0.0%$2,490 $4.34 $2,340 $4.08 6.0% 1 1 537 8 2.5%0 0.0%$2,104 $3.92 $2,104 $3.92 0.0% 1 1 657 8 2.5%0 0.0%$2,590 $3.94 $2,590 $3.94 0.0% 1 1 768 87 27.3%56 64.4%$2,425 $3.16 $2,425 $3.16 0.0% 1 1 782 36 11.3%18 50.0%$2,450 $3.13 $2,450 $3.13 0.0% 1 1 850 1 0.3%0 0.0%$2,809 $3.30 $2,809 $3.30 0.0% 1 1 856 12 3.8%2 16.7%$3,265 $3.81 $3,265 $3.81 0.0% 2 2 1,050 6 1.9%6 100%$3,325 $3.17 $3,325 $3.17 0.0% 2 2 1,104 8 2.5%6 75.0%$3,345 $3.03 $3,345 $3.03 0.0% 2 2 1,151 16 5.0%15 93.8%$3,305 $2.87 $3,305 $2.87 0.0% 2 2 1,188 20 6.3%4 20.0%$3,730 $3.14 $3,730 $3.14 0.0% 2 2 1,223 36 11.3%33 91.7%$3,530 $2.89 $3,530 $2.89 0.0% 2 2 1,250 1 0.3%1 100%$3,730 $2.98 $3,730 $2.98 0.0% 2 2 1,263 9 2.8%7 77.8%$3,915 $3.10 $3,915 $3.10 0.0% 2 2 1,265 15 4.7%5 33.3%$3,910 $3.09 $3,910 $3.09 0.0% 2 2 1,288 15 4.7%10 66.7%$3,565 $2.77 $3,565 $2.77 0.0% 2 2 1,294 15 4.7%4 26.7%$4,240 $3.28 $4,240 $3.28 0.0% 2 2 1,400 1 0.3%0 0.0%$4,485 $3.20 $4,485 $3.20 0.0% 2 2 1,484 8 2.5%3 37.5%$4,145 $2.79 $4,145 $2.79 0.0% 3 3 1,513 16 5.0%2 12.5%$4,710 $3.11 $4,710 $3.11 0.0% 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 2 Exhibit 2 Exhibit 2 174 Subject Property Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All Studios 574 1 0.3%0 0.0%$2,490 $4.34 $2,340 $4.08 6.0% All 1 Beds 761 152 47.6%76 50.0%$2,492 $3.27 $2,492 $3.27 0.0% All 2 Beds 1,233 150 47.0%94 62.7%$3,691 $2.99 $3,691 $2.99 0.0% All 3 Beds 1,513 16 5.0%2 12.5%$4,710 $3.11 $4,710 $3.11 0.0% Totals 1,020 319 100%172 53.9%$3,167 $3.10 $3,166 $3.10 0.0% Updated July 31, 2023Estimate SITE AMENITIES Cabana Fitness Center Grill Lounge Package Service Pet Play Area Pet Washing Station Pool Roof Terrace Sauna Storage Space Sundeck UNIT AMENITIES Air Conditioning Ceiling Fans Granite Countertops Island Kitchen Oven Walk-In Closets Washer/Dryer Wi-Fi RECURRING EXPENSES Unassigned Garage Parking $0-100 Storage Fee $95 ONE TIME EXPENSES Dog Fee $350 Cat Fee $350 Admin Fee $250 Application Fee $75 PET POLICY Dog Allowed One-Time Fee: $350-350, 2 Maximum Restrictions: NON-Refundable Pet Fees - $ 350 for 1 pet and $ 450 for 2 pets. Breed Restrictions Apply. No Aggressive Breeds Allowed. Pit Bulls Are Not Permitted. Cat Allowed One-Time Fee: $350-350, 2 Maximum Restrictions: NON-Refundable Pet Fees - $ 350 for 1 pet and $ 450 for 2 pets. Breed Restrictions Apply. No Aggressive Breeds Allowed. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 3 Exhibit 2 Exhibit 2 175 Subject Property InteriorPrimary InteriorInterior 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 4 Exhibit 2 Exhibit 2 176 630 E Woolbright Rd PREPARED BY Hank Fishkind Rent Comparables Avion Riverwalk 319 Unit Apartment Building Boynton Beach, Florida - Outer Boynton Beach Neighborhood Exhibit 2 Exhibit 2 177 Rent Comparables Summary 630 E Woolbright Rd - Avion Riverwalk 17 $2,464 $2.22 6.2% No. Rent Comps Avg. Rent Per Unit Avg. Rent Per SF Avg. Vacancy Rate RENT COMP LOCATIONS RENT COMPS SUMMARY STATISTICS Unit Breakdown Low Average Median High Total Units Studio Units One Bedroom Units Two Bedroom Units Three Bedroom Units 124 0 36 0 0 294 3 106 135 50 280 0 85 118 48 548 26 200 296 112 Property Attributes Low Average Median High 1989Year Built Number of Floors Average Unit Size SF Vacancy Rate Star Rating 2 691 0.1% 2009 3 1,104 6.2% 2012 3 1,089 6.2% 2023 5 1,355 15.4% 3.8 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 6 Exhibit 2 Exhibit 2 178 Rent Comparables Summary 630 E Woolbright Rd - Avion Riverwalk Property Name/Address Rating Yr Built Units Avg Unit SF Studio 1 Bed 2 Bed 3 Bed Rent/SF Property Size Asking Rent Per Month Per Unit -Avion Riverwalk 319 1,020 $2,490 $2,492 $3,691 $4,710 $3.10630 E Woolbright Rd 2023 -Aura Delray Beach 292 964 $2,335 $2,560 $3,268 $3,565 $3.002095 W Atlantic Ave 1 2023 -Pacifica 324 973 -$2,181 $2,742 $3,041 $2.571100 Audace Ave 2 2019 -Congress Grove 369 936 $1,972 $2,092 $2,690 $3,344 $2.55250 Congress Park Dr 3 2013 -Seabourn Cove 456 1,302 -$2,587 $3,290 $3,831 $2.423501 S Federal Hwy 4 2012 -The Atlantic at East Delray 228 1,079 -$2,068 $2,719 $3,075 $2.41650 Lavers Cir 5 1996 -Windsor at Delray Beach 188 1,089 -$2,191 $2,810 $3,092 $2.392001 N Federal Hwy 6 2016 -Luma Delray 212 192 -$2,350 $3,033 $3,425 $2.397606 Atlantic Ave 7 2022 -Blu Atlantic 171 1,062 -$1,989 $2,376 $2,949 $2.275550 Nepsa Way 8 2013 -Oasis Delray Beach Apart…324 1,133 -$2,124 $2,546 $3,126 $2.255600 W Atlantic Ave 9 1998 -One Boynton 494 1,152 -$2,072 $2,775 $3,301 $2.241351 S Federal Hwy 10 2009 -High Ridge Landing 184 1,049 -$1,980 $2,252 $2,860 $2.153609 High Ridge Way 11 2016 -Verona at Boynton Beach 216 1,097 -$1,919 $2,396 $2,639 $2.081575 SW 8th St 12 2002 -Cortland West Boynton 264 1,143 -$1,922 $2,431 $2,651 $2.057933 Venture Center Way 13 2000 -Latitude Pointe 280 1,061 -$2,020 $2,064 $2,745 $1.989873 Lawrence Rd 14 1989 -The Cove at Boynton Bea…548 1,202 -$1,805 $2,129 $2,724 $1.80100 Newlake Dr 15 1996 -Gateway Club 319 1,228 -$1,780 $2,147 $2,546 $1.763930 Max Pl 16 1999 -The Heart of Boynton Bea…124 691 -$1,175 --$1.70117 NE 9th Ave 17 2023 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 7 Exhibit 2 Exhibit 2 179 Vacancy 6.2% 1100 Audace Ave 324 Units / 5 Stories Owner: Walton Street Capital, LLC Rent/SF $2.57, Pacifica2 Vacancy - 2095 W Atlantic Ave 292 Units / 5 Stories Owner: Trinsic Residential Group Rent/SF $3.00, Aura Delray Beach1 Vacancy 63.0% 630 E Woolbright Rd 319 Units / 10 Stories Owner: Isram Realty & Management… Rent/SF $3.10, Subject Property Avion Riverwalk Vacancy 8.8% 650 Lavers Cir 228 Units / 3 Stories Owner: Nuveen Rent/SF $2.41, The Atlantic at East Delray5 Vacancy 6.8% 3501 S Federal Hwy 456 Units / 3 Stories Owner: The Dermot Company Rent/SF $2.42, Seabourn Cove4 Vacancy 8.1% 250 Congress Park Dr 369 Units / 4 Stories Owner: Crow Holdings Rent/SF $2.55, Congress Grove3 Vacancy 0% 5550 Nepsa Way 171 Units / 3 Stories Owner: Brause Realty Inc.;Rohdie Gr… Rent/SF $2.27, Blu Atlantic8 Vacancy 6.1% 7606 Atlantic Ave 212 Units / 3 Stories Owner: Principal Development Group… Rent/SF $2.39, Luma Delray7 Vacancy 3.2% 2001 N Federal Hwy 188 Units / 5 Stories Owner: GID Investment Advisors LLC Rent/SF $2.39, Windsor at Delray Beach6 Rent Comparables Photo Comparison 630 E Woolbright Rd 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 8 Exhibit 2 Exhibit 2 180 Vacancy 15.2% 3609 High Ridge Way 184 Units / 3 Stories Owner: Yuksel, Inc. Rent/SF $2.15, High Ridge Landing11 Vacancy 3.0% 1351 S Federal Hwy 494 Units / 5 Stories Owner: Blackstone Inc. Rent/SF $2.24, One Boynton10 Vacancy 4.0% 5600 W Atlantic Ave 324 Units / 3 Stories Owner: Starwood Capital Group Rent/SF $2.25, Oasis Delray Beach Apartm…9 Vacancy 8.2% 9873 Lawrence Rd 280 Units / 3 Stories Owner: Klingbeil Capital Managemen… Rent/SF $1.98, Latitude Pointe14 Vacancy 1.9% 7933 Venture Center Way 264 Units / 3 Stories Owner: Blackstone Inc.;Cortland Rent/SF $2.05, Cortland West Boynton13 Vacancy 10.2% 1575 SW 8th St 216 Units / 3 Stories Owner: Waterton Rent/SF $2.08, Verona at Boynton Beach12 Vacancy - 117 NE 9th Ave 124 Units / 4 Stories Owner: - Rent/SF $1.70, The Heart of Boynton Beach17 Vacancy 4.7% 3930 Max Pl 319 Units / 2 Stories Owner: Northland Rent/SF $1.76, Gateway Club16 Vacancy 8.0% 100 Newlake Dr 548 Units / 3 Stories Owner: Starwood Capital Group Rent/SF $1.80, The Cove at Boynton Beach…15 Rent Comparables Photo Comparison 630 E Woolbright Rd 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 9 Exhibit 2 Exhibit 2 181 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 1 2095 W Atlantic Ave - Aura Delray Beach Delray Beach, Florida - Outer Delray Beach Neighborhood PROPERTY MANAGER Bozzuto - Aura Delray Beach (888) 310-2307 PROPERTY 4.23 Miles Property Size:292 Units, 5 Floors Avg. Unit Size:964 SF Year Built:Aug 2023 Type:Apartments - All Rent Type: Parking:- Distance to Subject: Distance to Transit:- Market OWNER - UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN Studio 1 651 26 8.9%--$2,335 $3.59 $2,335 $3.59 0.0% 1 1 782 62 21.2%--$2,490 $3.18 $2,490 $3.18 0.0% 1 1 822 66 22.6%--$2,625 $3.19 $2,625 $3.19 0.0% 2 2 1,111 62 21.2%--$3,240 $2.92 $3,240 $2.92 0.0% 2 2 1,168 56 19.2%--$3,300 $2.83 $3,300 $2.83 0.0% 3 2 1,374 20 6.8%--$3,565 $2.59 $3,565 $2.59 0.0% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All Studios 651 26 8.9%--$2,335 $3.59 $2,335 $3.59 0.0% All 1 Beds 803 128 43.8%--$2,560 $3.19 $2,560 $3.19 0.0% All 2 Beds 1,138 118 40.4%--$3,268 $2.87 $3,268 $2.87 0.0% All 3 Beds 1,374 20 6.8%--$3,565 $2.59 $3,565 $2.59 0.0% Totals 964 292 100%--$2,895 $3.00 $2,895 $3.00 0.0% Updated July 25, 2023Estimate SITE AMENITIES 24 Hour Access, Business Center, Cabana, Clubhouse, Fitness Center, Gameroom, Grill, Lounge, Maintenance on site, On-Site Retail, Pet Play Area, Pet Washing Station, Property Manager on Site, Tenant Controlled HVAC, Walking/Biking Trails UNIT AMENITIES Air Conditioning, Carpet, Dishwasher, Disposal, Freezer, Heating, Kitchen, Oven, Refrigerator, Stainless Steel Appliances, Tub/Shower RECURRING EXPENSES Dog Rent $25 Cat Rent $25 ONE TIME EXPENSES Dog Fee $500 Cat Fee $500 Admin Fee $350 Application Fee $125 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 10 Exhibit 2 Exhibit 2 182 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk PET POLICY Dog Allowed One-Time Fee: $500-500, $25/Mo, 2 Maximum Restrictions: Breed Restrictions apply. Management has sole discretion to determine whether an animal is a restricted breed and may base its decision on documentation, visual inspection, examination by a veterinarian, and other measures. Cat Allowed One-Time Fee: $500-500, $25/Mo, 2 Maximum 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 11 Exhibit 2 Exhibit 2 183 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 2 1100 Audace Ave - Pacifica Boynton Beach, Florida - Outer Boynton Beach Neighborhood PROPERTY MANAGER Bozzuto - Pacifica (561) 903-0261 PROPERTY 2.59 Miles Property Size:324 Units, 5 Floors Avg. Unit Size:972 SF Year Built:Nov 2019 Type:Apartments - All Rent Type: Parking:- Distance to Subject: Distance to Transit:- Market OWNER Purchased Jul 2021 $92,675,000 ($286,034/Unit) UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 750 76 23.5%8 10.5%$2,032 $2.71 $2,018 $2.69 0.7% 1 1 833 95 29.3%5 5.3%$2,300 $2.76 $2,284 $2.74 0.7% 2 2 1,088 24 7.4%3 12.5%$2,686 $2.47 $2,667 $2.45 0.7% 2 2 1,116 45 13.9%3 6.7%$2,731 $2.45 $2,712 $2.43 0.7% 2 2 1,162 24 7.4%1 4.2%$2,817 $2.42 $2,797 $2.41 0.7% 3 2 1,200 30 9.3%6 20.0%$2,907 $2.42 $2,886 $2.41 0.7% 3 2 1,293 30 9.3%1 3.3%$3,174 $2.45 $3,151 $2.44 0.7% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 796 171 52.8%13 7.6%$2,181 $2.74 $2,165 $2.72 0.7% All 2 Beds 1,121 93 28.7%7 7.5%$2,742 $2.45 $2,722 $2.43 0.7% All 3 Beds 1,247 60 18.5%7 11.7%$3,041 $2.44 $3,019 $2.42 0.7% Totals 973 324 100%27 8.3%$2,501 $2.57 $2,483 $2.55 0.7% Updated August 01, 2023Estimate SITE AMENITIES Conference Rooms, Fitness Center, Gameroom, Grill, Lounge, Pool, Spa UNIT AMENITIES Balcony, Patio, Stainless Steel Appliances, Walk-In Closets, Washer/Dryer RECURRING EXPENSES Dog Rent $15 Cat Rent $15 Other Rent $15 Unassigned Other Parking $50 Storage Fee $25 ONE TIME EXPENSES Dog Fee $500 Cat Fee $500 Other Fee $500 Admin Fee $250 Application Fee $105 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 12 Exhibit 2 Exhibit 2 184 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk PET POLICY Dog Allowed One-Time Fee: $500-500, $15/Mo, 2 Maximum Restrictions: Bozzuto Standard Aggressive Breed List Cat Allowed One-Time Fee: $500-500, $15/Mo, 2 Maximum Other Allowed One-Time Fee: $500-500, $15/Mo, 2 Maximum Restrictions: Standard Bozzuto restricted breed list. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 13 Exhibit 2 Exhibit 2 185 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 3 250 Congress Park Dr - Congress Grove Delray Beach, Florida - Outer Delray Beach Neighborhood PROPERTY MANAGER RangeWater - Congress Grove (561) 237-5956 PROPERTY 4.65 Miles Property Size:369 Units, 4 Floors Avg. Unit Size:936 SF Year Built:Jan 2013 Type:Apartments - All Rent Type: Parking:774 Spaces; 2.1 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Jun 2021 $111,750,000 ($302,846/Unit) UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN Studio 1 537 17 4.6%4 23.5%$1,975 $3.68 $1,958 $3.65 0.9% Studio 1 566 1 0.3%0 0.0%$1,875 $3.31 $1,858 $3.28 0.9% Studio 1 577 2 0.5%1 50.0%$1,999 $3.46 $1,982 $3.43 0.9% 1 1 723 105 28.5%7 6.7%$1,950 $2.70 $1,933 $2.67 0.9% 1 1 725 4 1.1%0 0.0%$2,182 $3.01 $2,164 $2.98 0.8% 1 1 743 2 0.5%0 0.0%$2,270 $3.06 $2,251 $3.03 0.9% 1 1 756 15 4.1%0 0.0%$2,225 $2.94 $2,206 $2.92 0.9% 1 1 760 11 3.0%0 0.0%$2,081 $2.74 $2,063 $2.71 0.9% 1 1 863 43 11.7%4 9.3%$2,380 $2.76 $2,360 $2.73 0.9% 2 2 1,110 110 29.8%7 6.4%$2,630 $2.37 $2,608 $2.35 0.9% 2 2 1,204 8 2.2%1 12.5%$2,990 $2.48 $2,965 $2.46 0.9% 2 2 1,216 18 4.9%2 11.1%$2,975 $2.45 $2,950 $2.43 0.9% 2 2 1,222 15 4.1%3 20.0%$2,575 $2.11 $2,553 $2.09 0.9% 2 2 1,308 4 1.1%1 25.0%$2,905 $2.22 $2,880 $2.20 0.9% 3 2 1,446 14 3.8%0 0.0%$3,344 $2.31 $3,316 $2.29 0.9% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All Studios 542 20 5.4%5 25.0%$1,972 $3.64 $1,955 $3.60 0.9% All 1 Beds 762 180 48.8%11 6.1%$2,092 $2.75 $2,075 $2.72 0.9% All 2 Beds 1,143 155 42.0%14 9.0%$2,690 $2.35 $2,668 $2.33 0.9% All 3 Beds 1,446 14 3.8%0 0.0%$3,344 $2.31 $3,316 $2.29 0.9% Totals 936 369 100%30 8.1%$2,385 $2.55 $2,364 $2.53 0.9% Updated August 01, 2023Estimate SITE AMENITIES 24 Hour Access, Business Center, Clubhouse, Courtyard, Fitness Center, Grill, Lounge, Property Manager on Site, Storage Space, Wi-Fi UNIT AMENITIES Air Conditioning, Balcony, Granite Countertops, Linen Closet, Pantry, Patio, Security System, Stainless Steel Appliances, Tile Floors, Views, Walk-In Closets, Washer/Dryer 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 14 Exhibit 2 Exhibit 2 186 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk RECURRING EXPENSES Dog Rent $20 Cat Rent $20 ONE TIME EXPENSES Dog Fee $500 Cat Fee $500 Admin Fee $350 Application Fee $135 PET POLICY Dog Allowed One-Time Fee: $500-500, $20/Mo, 2 Maximum, 100 lb. Maximum Restrictions: Tosa Inu/Ken, American Bandogge, Cane Corso, Rottweiler, Doberman, Pit Bull, Bull Terrier, Staffordshire Terrier, Dogo Argentino, Boer Boel, Gull Dong, Basenji, Mastiff, Perro de Presa Canario, Fila Brasiliero, Wolf Hybrid, Caucasian Oucharka, Alaskan Malamutes, Kangal, German Shepard, Shepard, Chow, Spitz, Akita, Reptiles, Rabbits and Pot Bellied Pigs. Mixed breeds containing these bloodlines are also prohibited. At Alta Congress, we welcome your pets with open arms! $500 non-refundable pet fee for one pet, required at move in. $750 non-refundable pet fee for two pets, required at move in. Breed Restrictions Apply. Cat Allowed One-Time Fee: $500-500, $20/Mo, 2 Maximum, 50 lb. Maximum At Alta Congress, we welcome your pets with open arms! $500 non-refundable pet fee for one pet, required at move in. $750 non-refundable pet fee for two pets, required at move in. Breed Restrictions Apply. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 15 Exhibit 2 Exhibit 2 187 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 4 3501 S Federal Hwy - Seabourn Cove Boynton Beach, Florida - Outer Boynton Beach Neighborhood PROPERTY MANAGER RKW - Seabourn Cove (561) 944-7781 PROPERTY 1.30 Miles Property Size:456 Units, 3 Floors Avg. Unit Size:1,302 SF Year Built:2012 Type:Apartments - All Rent Type: Parking:425 Spaces; 0.9 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Jan 2021 $143,000,000 ($313,596/Unit) UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 888 156 34.2%5 3.2%$2,587 $2.91 $2,587 $2.91 0.0% 2 2.5 1,403 70 15.4%3 4.3%$3,210 $2.29 $3,210 $2.29 0.0% 2 2.5 1,417 80 17.5%3 3.8%$3,260 $2.30 $3,260 $2.30 0.0% 2 2.5 1,501 66 14.5%6 9.1%$3,410 $2.27 $3,410 $2.27 0.0% 3 2.5 1,719 84 18.4%3 3.6%$3,831 $2.23 $3,831 $2.23 0.0% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 888 156 34.2%5 3.2%$2,587 $2.91 $2,587 $2.91 0.0% All 2 Beds 1,438 216 47.4%12 5.6%$3,290 $2.29 $3,290 $2.29 0.0% All 3 Beds 1,719 84 18.4%3 3.6%$3,831 $2.23 $3,831 $2.23 0.0% Totals 1,302 456 100%20 4.4%$3,149 $2.42 $3,149 $2.42 0.0% Updated August 01, 2023Estimate SITE AMENITIES Fitness Center, Grill, Sauna UNIT AMENITIES Air Conditioning, Ceiling Fans, Crown Molding, Granite Countertops, Heating, Kitchen, Microwave, Walk-In Closets, Washer/Dryer RECURRING EXPENSES Dog Rent $50 Cat Rent $50 Other Rent $50 Unassigned Surface Lot Parking $0-65 ONE TIME EXPENSES Dog Fee $500 Cat Fee $500 Other Fee $500 Admin Fee $350 Application Fee $150 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 16 Exhibit 2 Exhibit 2 188 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk PET POLICY Dog Allowed One-Time Fee: $500-500, $50/Mo, 2 Maximum, 85 lb. Maximum Restrictions: We are a pet-friendly community allowing 2 pets per unit with a combined weight limit of 85 pounds. Qualified service animals are always welcome without additional fees or rent. Veterinary documentation must be provided to include breed, weight once fully grown, and current vaccination records at the time of occupancy. Pet policies are subject to management's discretion. Please call for more information. Caged small animal Cat Allowed One-Time Fee: $500-500, $50/Mo, 2 Maximum, 85 lb. Maximum Restrictions: We are a pet-friendly community allowing 2 pets per unit with a combined weight limit of 85 pounds. Qualified service animals are always welcome without additional fees or rent. Veterinary documentation must be provided to include breed, weight once fully grown, and current vaccination records at the time of occupancy. Pet policies are subject to management's discretion. Please call for more information. Caged small animal Other Allowed One-Time Fee: $500-500, $50/Mo, 2 Maximum, 85 lb. Maximum Restrictions: We are a pet-friendly community allowing 2 pets per unit with a combined weight limit of 85 pounds. Qualified service animals are always welcome without additional fees or rent. Veterinary documentation must be provided to include breed, weight once fully grown, and current vaccination records at the time of occupancy. Pet policies are subject to management's discretion. Please call for more information. Caged small animal 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 17 Exhibit 2 Exhibit 2 189 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 5 650 Lavers Cir - The Atlantic at East Delray Delray Beach, Florida - Outer Delray Beach Neighborhood PROPERTY MANAGER ZRS - The Atlantic at East Delray (561) 220-7409 PROPERTY 5.49 Miles Property Size:228 Units, 3 Floors Avg. Unit Size:1,079 SF Year Built:1996 Type:Apartments - All Rent Type: Parking:528 Spaces; 2.3 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Aug 2017 $54,325,000 ($238,268/Unit) UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 785 24 10.5%2 8.3%$2,097 $2.67 $2,097 $2.67 0.0% 1 1 795 44 19.3%3 6.8%$2,052 $2.58 $2,052 $2.58 0.0% 2 2 1,166 112 49.1%5 4.5%$2,719 $2.33 $2,719 $2.33 0.0% 3 2 1,283 24 10.5%3 12.5%$3,065 $2.39 $3,065 $2.39 0.0% 3 2 1,285 24 10.5%2 8.3%$3,085 $2.40 $3,085 $2.40 0.0% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 791 68 29.8%5 7.4%$2,068 $2.61 $2,068 $2.61 0.0% All 2 Beds 1,166 112 49.1%5 4.5%$2,719 $2.33 $2,719 $2.33 0.0% All 3 Beds 1,284 48 21.1%5 10.4%$3,075 $2.39 $3,075 $2.39 0.0% Totals 1,079 228 100%15 6.6%$2,600 $2.41 $2,600 $2.41 0.0% Updated August 01, 2023Estimate SITE AMENITIES 24 Hour Access, Business Center, Clubhouse, Fitness Center, Laundry Facilities, Maintenance on site, Playground, Property Manager on Site, Sundeck, Waterfront UNIT AMENITIES Air Conditioning, Cable Ready, Dishwasher, Disposal, Kitchen, Microwave, Tub/Shower, Walk-In Closets, Washer/Dryer, Window Coverings RECURRING EXPENSES Dog Rent $25 Cat Rent $25 Free Unassigned Surface Lot Parking ONE TIME EXPENSES Dog Fee $400 Cat Fee $400 Admin Fee $350 Application Fee $100 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 18 Exhibit 2 Exhibit 2 190 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk PET POLICY Dog Allowed One-Time Fee: $400-400, $25/Mo, 2 Maximum, 35 lb. Maximum Non-refundable pet fee of $400 for the first pet plus $200 for an additional pet. Excluded dog breeds include Akita, Alaskan Malamute, American Bull Dog, American Pit Bull Terrier, American or Bull Staffordshire Terrier, Bull Terrier, Chinese Shar... Cat Allowed One-Time Fee: $400-400, $25/Mo, 2 Maximum, 35 lb. Maximum Non-refundable pet fee of $400 for the first pet plus $200 for an additional pet. Excluded dog breeds include Akita, Alaskan Malamute, American Bull Dog, American Pit Bull Terrier, American or Bull Staffordshire Terrier, Bull Terrier, Chinese Shar... 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 19 Exhibit 2 Exhibit 2 191 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 6 2001 N Federal Hwy - Windsor at Delray Beach Delray Beach, Florida - Outer Boynton Beach Neighborhood PROPERTY MANAGER Windsor - Windsor at Delray Beach (833) 200-1688 PROPERTY 2.05 Miles Property Size:188 Units, 5 Floors Avg. Unit Size:1,089 SF Year Built:Oct 2016 Type:Apartments - All Rent Type: Parking:225 Spaces; 1.2 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Dec 2017 $60,350,000 ($321,011/Unit) UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 665 19 10.1%1 5.3%$1,868 $2.81 $1,859 $2.80 0.5% 1 1 792 36 19.1%1 2.8%$2,257 $2.85 $2,246 $2.84 0.5% 1 1 915 30 16.0%5 16.7%$2,315 $2.53 $2,304 $2.52 0.5% 2 2 1,140 6 3.2%1 16.7%$2,622 $2.30 $2,609 $2.29 0.5% 2 2 1,216 47 25.0%5 10.6%$2,810 $2.31 $2,796 $2.30 0.5% 2 2 1,360 2 1.1%0 0.0%$3,380 $2.49 $3,363 $2.47 0.5% 3 2 1,440 44 23.4%4 9.1%$3,068 $2.13 $3,053 $2.12 0.5% 3 2 1,523 2 1.1%1 50.0%$3,585 $2.35 $3,567 $2.34 0.5% 3 2 1,548 2 1.1%0 0.0%$3,130 $2.02 $3,114 $2.01 0.5% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 807 85 45.2%7 8.2%$2,191 $2.71 $2,180 $2.70 0.5% All 2 Beds 1,213 55 29.3%6 10.9%$2,810 $2.32 $2,796 $2.31 0.5% All 3 Beds 1,448 48 25.5%5 10.4%$3,092 $2.14 $3,077 $2.12 0.5% Totals 1,089 188 100%18 9.6%$2,602 $2.39 $2,589 $2.38 0.5% Updated August 01, 2023Estimate SITE AMENITIES Business Center, Clubhouse, Elevator, Fitness Center, Gated, Grill, Pet Play Area, Pool, Storage Space UNIT AMENITIES Air Conditioning, Cable Ready, Carpet, Dishwasher, Disposal, Island Kitchen, Kitchen, Microwave, Patio, Refrigerator, Stainless Steel Appliances, Views, Washer/Dryer RECURRING EXPENSES Dog Rent $30 Cat Rent $30 ONE TIME EXPENSES Dog Deposit $500 Cat Deposit $500 Application Fee $60 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 20 Exhibit 2 Exhibit 2 192 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk PET POLICY Dog Allowed $500 Deposit, $30/Mo, 2 Maximum Restrictions: Windsor Communities does not accept Akitas, Alaskan Malamutes, Chows, Doberman Pinschers, German Shepherds, Mastiffs, Pit Bulls, Presa Canarios, Rottweilers, Shar Peis, Siberian Huskies, Staffordshire Terriers, Wolf Hybrids or any variation or mixes of these breeds. Pet Fee $500.00 per pet. Pet Rent $30.00 per pet. Breed Restrictions Apply. No Weight Limit. Cat Allowed $500 Deposit, $30/Mo, 2 Maximum Restrictions: Windsor Communities does not accept Akitas, Alaskan Malamutes, Chows, Doberman Pinschers, German Shepherds, Mastiffs, Pit Bulls, Presa Canarios, Rottweilers, Shar Peis, Siberian Huskies, Staffordshire Terriers, Wolf Hybrids or any variation or mixes of these breeds. Pet Fee $500.00 per pet. Pet Rent $30.00 per pet. Breed Restrictions Apply. No Weight Limit. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 21 Exhibit 2 Exhibit 2 193 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 7 7606 Atlantic Ave - Luma Delray Delray Beach, Florida - Outer Delray Beach Neighborhood PROPERTY MANAGER Asset Living - Luma Delray (561) 581-0611 PROPERTY 7.77 Miles Property Size:212 Units, 3 Floors Avg. Unit Size:1,355 SF Year Built:Apr 2022 Type:Apartments - All Rent Type: Parking:- Distance to Subject: Distance to Transit:- Market OWNER - UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 -82 38.7%1 1.2%$2,350 -$2,252 -4.2% 2 2 -73 34.4%1 1.4%$2,950 -$2,950 -0.0% 2 2 1,355 30 14.2%1 3.3%$3,235 $2.39 $3,235 $2.39 0.0% 3 2 -27 12.7%1 3.7%$3,425 -$3,425 -0.0% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds -82 38.7%1 1.2%$2,350 -$2,252 -4.2% All 2 Beds 1,355 103 48.6%2 1.9%$3,033 $2.39 $3,033 $2.39 0.0% All 3 Beds -27 12.7%1 3.7%$3,425 -$3,425 -0.0% Totals 1,355 212 100%4 1.9%$2,819 $2.39 $2,781 $2.39 1.3% Updated July 21, 2023Estimate SITE AMENITIES Car Charging Station, Fitness Center, Pet Play Area, Pool, Zen Garden UNIT AMENITIES Balcony, Hardwood Floors, Stainless Steel Appliances, Tub/Shower, Washer/Dryer ONE TIME EXPENSES Admin Fee $350 Application Fee $100 PET POLICY Dog Allowed 2 Maximum Restrictions: Breed restrictions apply Cat Allowed 2 Maximum 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 22 Exhibit 2 Exhibit 2 194 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 8 5550 Nepsa Way - Blu Atlantic Delray Beach, Florida - Outer Delray Beach Neighborhood PROPERTY MANAGER Rohdie - Blu Atlantic (561) 498-2600 PROPERTY 5.60 Miles Property Size:171 Units, 3 Floors Avg. Unit Size:1,062 SF Year Built:2013 Type:Apartments - All Rent Type: Parking:440 Spaces; 2.6 per Unit Distance to Subject: Distance to Transit:- Market OWNER - UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 768 36 21.1%3 8.3%$1,989 $2.59 $1,984 $2.58 0.3% 2 2 1,050 45 26.3%1 2.2%$2,349 $2.24 $2,343 $2.23 0.3% 2 2 1,106 22 12.9%2 9.1%$2,399 $2.17 $2,393 $2.16 0.3% 2 2 1,110 32 18.7%0 0.0%$2,399 $2.16 $2,393 $2.16 0.3% 3 2 1,303 36 21.1%0 0.0%$2,949 $2.26 $2,941 $2.26 0.3% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 768 36 21.1%3 8.3%$1,989 $2.59 $1,984 $2.58 0.3% All 2 Beds 1,082 99 57.9%3 3.0%$2,376 $2.20 $2,370 $2.19 0.3% All 3 Beds 1,303 36 21.1%0 0.0%$2,949 $2.26 $2,941 $2.26 0.3% Totals 1,062 171 100%6 3.5%$2,415 $2.27 $2,409 $2.27 0.3% Updated July 21, 2023Estimate SITE AMENITIES Business Center, Clubhouse, Fitness Center, Laundry Facilities, Lounge, Maintenance on site, Package Service, Playground, Pool, Property Manager on Site, Storage Space, Sundeck, Waterfront UNIT AMENITIES Air Conditioning, Cable Ready, Carpet, Ceiling Fans, Dining Room, Dishwasher, Disposal, Heating, High Speed Internet Access, Kitchen, Microwave, Range, Tub/Shower, Vinyl Flooring, Walk-In Closets, Washer/Dryer, Window Coverings RECURRING EXPENSES Dog Rent $30 Cat Rent $20 Unassigned Garage Parking $200 Free Unassigned Surface Lot Parking Storage Fee $40 ONE TIME EXPENSES Dog Fee $500 Cat Fee $500 Admin Fee $299 Application Fee $99 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 23 Exhibit 2 Exhibit 2 195 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk PET POLICY Dog Allowed One-Time Fee: $500-500, $30/Mo, 2 Maximum Restrictions: Breed restrictions apply. Non-refundable pet fee of $500 for 1 pet or $750 for 2 pets. No Weight Limit Cat Allowed One-Time Fee: $500-500, $20/Mo, 2 Maximum Restrictions: Breed restrictions apply. Non-refundable pet fee of $500 for 1 pet or $750 for 2 pets. No Weight Limit 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 24 Exhibit 2 Exhibit 2 196 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 9 5600 W Atlantic Ave - Oasis Delray Beach Apartments Delray Beach, Florida - Outer Delray Beach Neighborhood PROPERTY MANAGER Highmark - Oasis Delray Beach Apartments (561) 638-0920 PROPERTY 6.16 Miles Property Size:324 Units, 3 Floors Avg. Unit Size:1,133 SF Year Built:1998 Type:Apartments - All Rent Type: Parking:780 Spaces; 2.4 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Jan 2016 $71,548,591 ($222,201/Unit) - Part of Portfolio UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 751 30 9.3%3 10.0%$1,962 $2.61 $1,962 $2.61 0.0% 1 1 841 59 18.2%1 1.7%$2,156 $2.56 $2,156 $2.56 0.0% 1 1 862 29 9.0%0 0.0%$2,228 $2.58 $2,228 $2.58 0.0% 2 2 1,072 45 13.9%3 6.7%$2,403 $2.24 $2,403 $2.24 0.0% 2 2 1,327 75 23.1%0 0.0%$2,631 $1.98 $2,631 $1.98 0.0% 3 2 1,298 43 13.3%0 0.0%$2,700 $2.08 $2,700 $2.08 0.0% 3 3 1,543 43 13.3%0 0.0%$3,551 $2.30 $3,551 $2.30 0.0% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 823 118 36.4%4 3.4%$2,124 $2.58 $2,124 $2.58 0.0% All 2 Beds 1,231 120 37.0%3 2.5%$2,546 $2.07 $2,546 $2.07 0.0% All 3 Beds 1,421 86 26.5%0 0.0%$3,126 $2.20 $3,126 $2.20 0.0% Totals 1,133 324 100%7 2.2%$2,546 $2.25 $2,546 $2.25 0.0% Updated August 01, 2023Estimate SITE AMENITIES Breakfast/Coffee Concierge, Business Center, Car Wash Area, Clubhouse, Controlled Access, Fitness Center, Gameroom, Gated, Grill, Package Service, Pet Play Area, Picnic Area, Property Manager on Site, Renters Insurance Program, Sauna, Spa, Volleyball Court, Walking/Biking Trails, Waterfront UNIT AMENITIES Air Conditioning, Balcony, Cable Ready, Carpet, Ceiling Fans, Dishwasher, Disposal, Granite Countertops, Hardwood Floors, Heating, High Speed Internet Access, Kitchen, Linen Closet, Microwave, Refrigerator, Smoke Free, Sprinkler System, Stainless Steel Appliances, Storage Space, Tile Floors, Views, Walk-In Closets, Washer/Dryer, Wheelchair Accessible (Rooms) RECURRING EXPENSES Free Dog Rent Free Cat Rent ONE TIME EXPENSES Admin Fee $350 Application Fee $50 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 25 Exhibit 2 Exhibit 2 197 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk PET POLICY Dog Allowed 2 Maximum Restrictions: Aggressive dogs or any dog with a bite history will not be accepted. Add. $150 for 2nd pe Cat Allowed 2 Maximum Add. $150 for 2nd pet 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 26 Exhibit 2 Exhibit 2 198 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 10 1351 S Federal Hwy - One Boynton Boynton Beach, Florida - Outer Boynton Beach Neighborhood PROPERTY MANAGER RangeWater - One Boynton (844) 559-1017 PROPERTY 0.20 Miles Property Size:494 Units, 5 Floors Avg. Unit Size:1,152 SF Year Built:2009 Type:Apartments - All Rent Type: Parking:980 Spaces; 2.0 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Aug 2021 $171,000,000 ($346,154/Unit) UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 789 12 2.4%4 33.3%$1,931 $2.45 $1,921 $2.44 0.5% 1 1 890 163 33.0%3 1.8%$2,105 $2.37 $2,095 $2.35 0.5% 1 1 1,032 25 5.1%0 0.0%$1,924 $1.86 $1,915 $1.86 0.5% 2 2 1,103 26 5.3%1 3.9%$2,697 $2.45 $2,684 $2.43 0.5% 2 2 1,153 19 3.8%1 5.3%$2,617 $2.27 $2,605 $2.26 0.5% 2 2 1,222 11 2.2%1 9.1%$2,713 $2.22 $2,700 $2.21 0.5% 2 2 1,227 122 24.7%6 4.9%$2,790 $2.27 $2,777 $2.26 0.5% 2 2 1,262 4 0.8%0 0.0%$2,734 $2.17 $2,721 $2.16 0.5% 2 2 1,432 8 1.6%1 12.5%$3,027 $2.11 $3,012 $2.10 0.5% 2 2 1,437 18 3.6%2 11.1%$2,923 $2.03 $2,909 $2.02 0.5% 2 2 1,479 2 0.4%0 0.0%$2,449 $1.66 $2,437 $1.65 0.5% 3 2 1,249 24 4.9%2 8.3%$2,725 $2.18 $2,712 $2.17 0.5% 3 2 1,368 22 4.5%3 13.6%$2,867 $2.10 $2,853 $2.09 0.5% 3 2 1,580 14 2.8%2 14.3%$2,979 $1.89 $2,965 $1.88 0.5% 3 2 1,870 1 0.2%1 100%$2,962 $1.58 $2,948 $1.58 0.5% 3 2 2,000 2 0.4%1 50.0%$3,985 $1.99 $3,967 $1.98 0.5% 3 2.5 2,000 19 3.8%0 0.0%$4,704 $2.35 $4,682 $2.34 0.5% 3 3 1,870 2 0.4%0 0.0%$3,420 $1.83 $3,404 $1.82 0.5% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 902 200 40.5%7 3.5%$2,072 $2.30 $2,062 $2.29 0.5% All 2 Beds 1,234 210 42.5%12 5.7%$2,775 $2.25 $2,762 $2.24 0.5% All 3 Beds 1,545 84 17.0%9 10.7%$3,301 $2.14 $3,286 $2.13 0.5% Totals 1,152 494 100%28 5.7%$2,580 $2.24 $2,568 $2.23 0.5% Updated August 01, 2023Estimate SITE AMENITIES Basketball Court, Bicycle Storage, Breakfast/Coffee Concierge, Business Center, Clubhouse, Controlled Access, Courtyard, Elevator, Fitness Center, Gated, Grill, Guest Apartment, Laundry Facilities, Maintenance on site, Media Center/Movie Theatre, Package Service, Picnic Area, Property Manager on Site, Recycling, Spa, Wi-Fi 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 27 Exhibit 2 Exhibit 2 199 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk UNIT AMENITIES Air Conditioning, Balcony, Cable Ready, Ceiling Fans, Dishwasher, Disposal, Granite Countertops, Microwave, Oven, Patio, Refrigerator, Security System, Views, Walk-In Closets, Washer/Dryer, Window Coverings RECURRING EXPENSES Dog Rent $20 Cat Rent $20 ONE TIME EXPENSES Dog Fee $500 Cat Fee $500 PET POLICY Dog Allowed One-Time Fee: $500-500, $20/Mo, 2 Maximum, 100 lb. Maximum Restrictions: Tosa Inu/Ken, American Bandogge, Cane Corso, Rottweiler, Doberman, Pit Bull, Bull Terrier, Staffordshire Terrier, Dogo Argentino, Boer Boel, Gull Dong, Basenji, Mastiff, Perro de Presa Canario, Fila Brasiliero, Wolf Hybrid, Caucasian Oucharka, Alaskan Malamutes, Kangal, German Shepard, Shepard, Chow, Spitz, Akita, Reptiles, Rabbits and Pot Bellied Pigs. Mixed breeds containing these bloodlines are also prohibited. Cat Allowed One-Time Fee: $500-500, $20/Mo, 2 Maximum, 50 lb. Maximum 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 28 Exhibit 2 Exhibit 2 200 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 11 3609 High Ridge Way - High Ridge Landing Boynton Beach, Florida - Outer Boynton Beach Neighborhood PROPERTY MANAGER Yuksel Inc- High Ridge Landing (561) 899-4934 PROPERTY 3.32 Miles Property Size:184 Units, 3 Floors Avg. Unit Size:1,049 SF Year Built:Dec 2016 Type:Apartments - All Rent Type: Parking:320 Spaces; 1.7 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Sep 2022 $71,000,000 ($385,870/Unit) UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 833 48 26.1%4 8.3%$1,980 $2.38 $1,960 $2.35 1.0% 2 2 1,087 71 38.6%6 8.5%$2,234 $2.06 $2,212 $2.03 1.0% 2 2 1,138 41 22.3%1 2.4%$2,284 $2.01 $2,261 $1.99 1.0% 3 2 1,219 24 13.0%3 12.5%$2,860 $2.35 $2,831 $2.32 1.0% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 833 48 26.1%4 8.3%$1,980 $2.38 $1,960 $2.35 1.0% All 2 Beds 1,106 112 60.9%7 6.3%$2,252 $2.04 $2,230 $2.02 1.0% All 3 Beds 1,219 24 13.0%3 12.5%$2,860 $2.35 $2,831 $2.32 1.0% Totals 1,049 184 100%14 7.6%$2,261 $2.15 $2,238 $2.13 1.0% Updated July 27, 2023Estimate SITE AMENITIES 24 Hour Access, Business Center, Car Charging Station, Fenced Lot, Fitness Center, Gated, Pond, Pool, Waterfront UNIT AMENITIES Air Conditioning, Balcony, Carpet, Ceiling Fans, Granite Countertops, Heating, Microwave, Patio, Range, Tub/Shower, Washer/Dryer, Wheelchair Accessible (Rooms) ONE TIME EXPENSES Admin Fee $400 Application Fee $85 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 29 Exhibit 2 Exhibit 2 201 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 12 1575 SW 8th St - Verona at Boynton Beach Boynton Beach, Florida - Outer Boynton Beach Neighborhood PROPERTY MANAGER Waterton - Verona at Boynton Beach (561) 210-1700 PROPERTY 1.37 Miles Property Size:216 Units, 3 Floors Avg. Unit Size:1,097 SF Year Built:2002 Type:Apartments - All Rent Type: Parking:440 Spaces; 2.0 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Apr 2022 $80,000,000 ($370,370/Unit) UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 822 36 16.7%5 13.9%$1,920 $2.34 $1,901 $2.31 1.0% 1 1 924 36 16.7%0 0.0%$1,918 $2.08 $1,899 $2.06 1.0% 2 2 1,116 54 25.0%3 5.6%$2,407 $2.16 $2,383 $2.14 1.0% 2 2 1,220 54 25.0%0 0.0%$2,386 $1.96 $2,362 $1.94 1.0% 3 2 1,281 18 8.3%0 0.0%$2,615 $2.04 $2,589 $2.02 1.0% 3 2 1,387 18 8.3%1 5.6%$2,664 $1.92 $2,637 $1.90 1.0% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 873 72 33.3%5 6.9%$1,919 $2.20 $1,900 $2.18 1.0% All 2 Beds 1,168 108 50.0%3 2.8%$2,396 $2.05 $2,372 $2.03 1.0% All 3 Beds 1,334 36 16.7%1 2.8%$2,639 $1.98 $2,613 $1.96 1.0% Totals 1,097 216 100%9 4.2%$2,278 $2.08 $2,255 $2.05 1.0% Updated August 01, 2023Estimate SITE AMENITIES Business Center, Clubhouse, Controlled Access, Fitness Center, Grill, Laundry Facilities, Maintenance on site, Picnic Area, Playground, Property Manager on Site, Putting Greens, Sundeck, Volleyball Court UNIT AMENITIES Air Conditioning, Ceiling Fans, Dishwasher, Disposal, Microwave, Walk-In Closets, Washer/Dryer, Window Coverings ONE TIME EXPENSES Admin Fee $345 Application Fee $90 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 30 Exhibit 2 Exhibit 2 202 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 13 7933 Venture Center Way - Cortland West Boynton Boynton Beach, Florida - Outer Royal Palm Beach/Wellington Neighborhood PROPERTY MANAGER Cortland - Cortland West Boynton (561) 369-2841 PROPERTY 7.03 Miles Property Size:264 Units, 3 Floors Avg. Unit Size:1,143 SF Year Built:2000 Type:Apartments - All Rent Type: Parking:378 Spaces; 1.4 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Sep 2021 $89,900,000 ($340,530/Unit) - Part of Portfolio UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 867 72 27.3%7 9.7%$1,922 $2.22 $1,915 $2.21 0.4% 2 1 1,105 24 9.1%2 8.3%$2,411 $2.18 $2,402 $2.17 0.4% 2 2 1,200 104 39.4%5 4.8%$2,436 $2.03 $2,426 $2.02 0.4% 3 2 1,374 64 24.2%10 15.6%$2,651 $1.93 $2,641 $1.92 0.4% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 867 72 27.3%7 9.7%$1,922 $2.22 $1,915 $2.21 0.4% All 2 Beds 1,182 128 48.5%7 5.5%$2,431 $2.06 $2,422 $2.05 0.4% All 3 Beds 1,374 64 24.2%10 15.6%$2,651 $1.93 $2,641 $1.92 0.4% Totals 1,143 264 100%24 9.1%$2,346 $2.05 $2,337 $2.04 0.4% Updated August 02, 2023Estimate SITE AMENITIES Business Center, Cabana, Clubhouse, Fitness Center, Grill, Laundry Facilities, Package Service, Picnic Area, Pool, Racquetball Court, Smoke Free, Walking/Biking Trails, Wi-Fi UNIT AMENITIES Air Conditioning, Balcony, Ceiling Fans, Dishwasher, Granite Countertops, Microwave, Patio, Security System, Stainless Steel Appliances, Views, Walk-In Closets, Washer/Dryer RECURRING EXPENSES Dog Rent $25 Cat Rent $25 Unassigned Garage Parking $150 ONE TIME EXPENSES Dog Fee $400 Cat Fee $400 Admin Fee $250 Application Fee $99 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 31 Exhibit 2 Exhibit 2 203 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk PET POLICY Dog Allowed One-Time Fee: $400-400, $25/Mo, 2 Maximum Restrictions: Certain aggressive breeds, including mixed breeds, are restricted at all Cortland communities. We do not allow the following aggressive breeds/mixes at our communities, including, but not limited to: Rottweiler, Chow, Presa Carnario, Doberman, Akita, Pit Bulls (Also known as American Staffordshire Terrier, Staffordsire Bull Terrier, or Bull Terrier). We welcome two pets per apartment home. Certain aggressive breeds, including mixed breeds, are restricted at all Cortland communities. Please call our Leasing Office for complete pet policy. Cat Allowed One-Time Fee: $400-400, $25/Mo, 2 Maximum Restrictions: Certain aggressive breeds, including mixed breeds, are restricted at all Cortland communities. We do not allow the following aggressive breeds/mixes at our communities, including, but not limited to: Rottweiler, Chow, Presa Carnario, Doberman, Akita, Pit Bulls (Also known as American Staffordshire Terrier, Staffordsire Bull Terrier, or Bull Terrier). We welcome two pets per apartment home. Certain aggressive breeds, including mixed breeds, are restricted at all Cortland communities. Please call our Leasing Office for complete pet policy. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 32 Exhibit 2 Exhibit 2 204 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 14 9873 Lawrence Rd - Latitude Pointe Boynton Beach, Florida - Bent Tree/Boynton Beach Neighborhood PROPERTY MANAGER Klingbeil - Latitude Pointe (561) 738-4766 PROPERTY 3.30 Miles Property Size:280 Units, 3 Floors Avg. Unit Size:1,060 SF Year Built:1989 Renov 2020 Type:Apartments - All Rent Type: Parking:500 Spaces; 1.8 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Feb 2019 $51,800,000 ($185,000/Unit) UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 760 58 20.7%2 3.5%$2,020 $2.66 $2,020 $2.66 0.0% 2 1 900 58 20.7%4 6.9%$1,925 $2.14 $1,925 $2.14 0.0% 2 2 1,200 144 51.4%4 2.8%$2,120 $1.77 $2,120 $1.77 0.0% 3 2 1,400 20 7.1%4 20.0%$2,745 $1.96 $2,745 $1.96 0.0% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 760 58 20.7%2 3.5%$2,020 $2.66 $2,020 $2.66 0.0% All 2 Beds 1,114 202 72.1%8 4.0%$2,064 $1.85 $2,064 $1.85 0.0% All 3 Beds 1,400 20 7.1%4 20.0%$2,745 $1.96 $2,745 $1.96 0.0% Totals 1,061 280 100%14 5.0%$2,104 $1.98 $2,104 $1.98 0.0% Updated August 02, 2023Estimate SITE AMENITIES Basketball Court, Business Center, Car Wash Area, Clubhouse, Fitness Center, Grill, Picnic Area, Playground, Property Manager on Site, Spa, Tennis Court, Volleyball Court, Waterfront, Wi-Fi UNIT AMENITIES Air Conditioning, Balcony, Cable Ready, Carpet, Dishwasher, Disposal, Eat-in Kitchen, Heating, High Speed Internet Access, Ice Maker, Refrigerator, Smoke Free, Storage Space, Tile Floors, Vaulted Ceiling, Views, Washer/Dryer, Wheelchair Accessible (Rooms) RECURRING EXPENSES Dog Rent $25 Cat Rent $25 Unassigned Garage Parking $95-0 ONE TIME EXPENSES Dog Fee $350 Cat Fee $350 Admin Fee $300 Application Fee $75 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 33 Exhibit 2 Exhibit 2 205 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk PET POLICY Dog Allowed One-Time Fee: $350-350, $25/Mo, 2 Maximum Pet Fee $350 (1) Pet and $600 (2 Pets) along with $25 per month and per pet fee. Cat Allowed One-Time Fee: $350-350, $25/Mo, 2 Maximum Pet Fee $350 (1) Pet and $600 (2 Pets) along with $25 per month and per pet fee. Other Allowed Restrictions: Pets Welcome Upon Approval. Breed restrictions apply. Limit of 2 pets per home. Non-refundable pet fee is $300 for one pet and $600 for two pets. Monthly pet rent of $35 will be charged per pet. Domestic animals, indoor cats only, no exotic animals. Breed restrictions apply; no aggressive breeds, current vet records, and pet photo required prior to move-in. Pet Amenities: Bark Park Pet Waste Stations 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 34 Exhibit 2 Exhibit 2 206 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 15 100 Newlake Dr - The Cove at Boynton Beach Apartments Boynton Beach, Florida - Outer Boynton Beach Neighborhood PROPERTY MANAGER Highmark - The Cove at Boynton Beach Ap… (561) 735-4388 PROPERTY 1.24 Miles Property Size:548 Units, 3 Floors Avg. Unit Size:1,201 SF Year Built:1996 Type:Apartments - All Rent Type: Parking:1650 Spaces; 3.0 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Jan 2016 $94,936,533 ($173,242/Unit) - Part of Portfolio UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 833 32 5.8%0 0.0%$1,827 $2.19 $1,811 $2.17 0.9% 1 1 865 108 19.7%3 2.8%$1,799 $2.08 $1,784 $2.06 0.9% 2 2 1,198 128 23.4%3 2.3%$2,057 $1.72 $2,040 $1.70 0.9% 2 2 1,246 120 21.9%3 2.5%$1,981 $1.59 $1,964 $1.58 0.9% 2 2 1,503 48 8.8%2 4.2%$2,694 $1.79 $2,671 $1.78 0.9% 3 2 1,361 36 6.6%2 5.6%$2,622 $1.93 $2,600 $1.91 0.9% 3 2 1,385 16 2.9%0 0.0%$2,634 $1.90 $2,612 $1.89 0.8% 3 2 1,437 36 6.6%1 2.8%$2,784 $1.94 $2,760 $1.92 0.9% 3 2 1,690 24 4.4%1 4.2%$2,848 $1.69 $2,824 $1.67 0.9% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 858 140 25.5%3 2.1%$1,805 $2.10 $1,790 $2.09 0.9% All 2 Beds 1,267 296 54.0%8 2.7%$2,129 $1.68 $2,111 $1.67 0.9% All 3 Beds 1,459 112 20.4%4 3.6%$2,724 $1.87 $2,701 $1.85 0.9% Totals 1,202 548 100%15 2.7%$2,168 $1.80 $2,150 $1.79 0.9% Updated August 01, 2023Estimate SITE AMENITIES Car Wash Area, Controlled Access, Courtyard, Fitness Center, Gated, Laundry Facilities, Package Service, Playground, Renters Insurance Program, Storage Space, Tennis Court UNIT AMENITIES Air Conditioning, Cable Ready, Carpet, Ceiling Fans, Dishwasher, Kitchen, Satellite TV, Security System, Sprinkler System, Views, Walk-In Closets, Washer/Dryer RECURRING EXPENSES Free Dog Rent Free Cat Rent Storage Fee $75 ONE TIME EXPENSES Admin Fee $350 Application Fee $50 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 35 Exhibit 2 Exhibit 2 207 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk PET POLICY Dog Allowed 2 Maximum, 80 lb. Maximum Restrictions: A maximum of 2 animals are allowed per apartment. Aggressive dogs or any dog with a bite history will not be accepted Pet deposit $250 per pet. Non-Refundable pet fee $500 and $150 additional pet. Pet rent $25 per pet. Cat Allowed 2 Maximum, 80 lb. Maximum Pet deposit $250 per pet. Non-Refundable pet fee $500 and $150 additional pet. Pet rent $25 per pet. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 36 Exhibit 2 Exhibit 2 208 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 16 3930 Max Pl - Gateway Club Boynton Beach, Florida - Outer Boynton Beach Neighborhood PROPERTY MANAGER Northland - Gateway Club (561) 738-7777 PROPERTY 3.79 Miles Property Size:319 Units, 2 Floors Avg. Unit Size:1,228 SF Year Built:1999 Type:Apartments - All Rent Type: Parking:848 Spaces; 2.7 per Unit Distance to Subject: Distance to Transit:- Market OWNER Purchased Jun 2019 Not Disclosed UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 925 72 22.6%5 6.9%$1,780 $1.92 $1,780 $1.92 0.0% 2 2 1,220 100 31.3%1 1.0%$2,135 $1.75 $2,135 $1.75 0.0% 2 2 1,250 66 20.7%5 7.6%$2,165 $1.73 $2,165 $1.73 0.0% 3 2 1,450 48 15.0%4 8.3%$2,465 $1.70 $2,465 $1.70 0.0% 3 2 1,550 33 10.3%1 3.0%$2,665 $1.72 $2,665 $1.72 0.0% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 925 72 22.6%5 6.9%$1,780 $1.92 $1,780 $1.92 0.0% All 2 Beds 1,232 166 52.0%6 3.6%$2,147 $1.74 $2,147 $1.74 0.0% All 3 Beds 1,491 81 25.4%5 6.2%$2,546 $1.71 $2,546 $1.71 0.0% Totals 1,228 319 100%16 5.0%$2,166 $1.76 $2,166 $1.76 0.0% Updated August 01, 2023Estimate SITE AMENITIES Business Center, Clubhouse, Controlled Access, Fitness Center, Grill, Laundry Facilities, Maintenance on site, Package Service, Picnic Area, Playground, Property Manager on Site, Spa, Sundeck, Tennis Court, Waterfront UNIT AMENITIES Air Conditioning, Cable Ready, Carpet, Ceiling Fans, Dining Room, Dishwasher, Disposal, Heating, High Speed Internet Access, Kitchen, Microwave, Range, Security System, Tile Floors, Tub/Shower, Walk-In Closets, Washer/Dryer, Window Coverings RECURRING EXPENSES Dog Rent $25 Cat Rent $25 Unassigned Garage Parking $180-0 ONE TIME EXPENSES Dog Fee $475 Cat Fee $475 Admin Fee $360 Application Fee $100 PET POLICY Dog Allowed One-Time Fee: $475-475, $25/Mo, 3 Maximum Cat Allowed One-Time Fee: $475-475, $25/Mo, 3 Maximum Restrictions: Breed Restrictions apply 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 37 Exhibit 2 Exhibit 2 209 Rent Comparables 630 E Woolbright Rd - Avion Riverwalk 17 117 NE 9th Ave - The Heart of Boynton Beach Boynton Beach, Florida - Outer Boynton Beach Neighborhood PROPERTY MANAGER Centennial - Heart of Boynton Beach Villag… (305) 821-0330 PROPERTY 1.59 Miles Property Size:124 Units, 4 Floors Avg. Unit Size:696 SF Year Built:- Type:Apartments - All Rent Type: Parking:- Distance to Subject: Distance to Transit:- Market/Affordable OWNER - UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN 1 1 691 124 100%--$1,175 $1.70 $1,175 $1.70 0.0% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All 1 Beds 691 124 100%--$1,175 $1.70 $1,175 $1.70 0.0% Totals 691 124 100%--$1,175 $1.70 $1,175 $1.70 0.0% Updated July 05, 2023Estimate SITE AMENITIES 24 Hour Access UNIT AMENITIES Air Conditioning, Kitchen, Tub/Shower 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 38 Exhibit 2 Exhibit 2 210 Rent Comparables by Bedroom 630 E Woolbright Rd - Avion Riverwalk $2,177 $2,073 $2,568 $3,036 Studio Comps One Bed Comps Two Bed Comps Three Bed Comps Subject $2,490 Subject $2,492 Subject $3,691 Subject $4,710 1 Bedroom 2 Bedroom 3 BedroomCurrent Conditions in Rent Comps Studio Total Number of Units 46 1,810 2,293 844 Vacancy Rate 8.3%6.1%6.5%5.7% Asking Rent Per Unit $2,177 $2,073 $2,568 $3,036 Asking Rent Per SF $3.61 $2.50 $2.11 $2.10 Effective Rents Per Unit $2,170 $2,061 $2,559 $3,026 Effective Rents Per SF $3.59 $2.49 $2.11 $2.10 Concessions 0.3%0.6%0.4%0.3% Changes Past Year in Rent Comps Studio 1 Bedroom 2 Bedroom 3 Bedroom Year-Over-Year Effective Rent Growth 1.5%-0.7%0.7%0.0% Year-Over-Year Vacancy Rate Change 12 Month Absorption in Units 1.3% 0 -2.9% 59 66 -2.8%-2.9% 21 EXISTING UNITS VACANT UNITS ASKING RENT PER UNIT PER MONTH 12 MONTH ABSORPTION IN UNITS 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 39 Exhibit 2 Exhibit 2 211 Studio Rent Comparables 630 E Woolbright Rd - Avion Riverwalk Property Name/Address Rating Studio Rent Per Unit YearQuarterRent/SF Change in Rent 630 E Woolbright Rd Avion Riverwalk 14.0%0.0%$4.34 $2,490 2095 W Atlantic Ave Aura Delray Beach 2.0%0.0%$3.59 $2,335 250 Congress Park Dr Congress Grove 0.8%0.0%$3.64 $1,972 $1,875 $1,999 $1,000 $1,500 $2,000 $2,500 $3,000 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 40 Exhibit 2 Exhibit 2 212 One Bedroom Rent Comparables 630 E Woolbright Rd - Avion Riverwalk Property Name/Address Rating One Bedroom Rent Per Unit YearQuarterRent/SF Change in Rent 3501 S Federal Hwy Seabourn Cove 20.3%30.2%$2.91 $2,587 2095 W Atlantic Ave Aura Delray Beach 2.0%0.0%$3.19 $2,560 $2,490 $2,625 630 E Woolbright Rd Avion Riverwalk -2.0%0.7%$3.27 $2,492 $2,104 $3,265 7606 Atlantic Ave Luma Delray 0.0%0.0%- $2,350 2001 N Federal Hwy Windsor at Delray Beach -12.4%-8.0%$2.71 $2,191 $1,868 $2,315 1100 Audace Ave Pacifica -0.9%1.3%$2.74 $2,181 $2,032 $2,300 5600 W Atlantic Ave Oasis Delray Beach Apartments -7.7%-7.7%$2.58 $2,124 $1,962 $2,228 250 Congress Park Dr Congress Grove 1.3%-5.3%$2.75 $2,092 $1,950 $2,380 1351 S Federal Hwy One Boynton -7.1%-4.1%$2.30 $2,072 $1,924 $2,105 650 Lavers Cir The Atlantic at East Delray -10.3%-2.7%$2.61 $2,068 $2,052 $2,097 9873 Lawrence Rd Latitude Pointe 8.3%10.7%$2.66 $2,020 5550 Nepsa Way Blu Atlantic -0.8%-4.3%$2.59 $1,989 3609 High Ridge Way High Ridge Landing -3.4%0.0%$2.38 $1,980 7933 Venture Center Way Cortland West Boynton -4.8%-2.5%$2.22 $1,922 1575 SW 8th St Verona at Boynton Beach 1.7%0.1%$2.20 $1,919 $1,918 $1,920 100 Newlake Dr The Cove at Boynton Beach A…-3.5%-4.6%$2.11 $1,805 $1,799 $1,827 3930 Max Pl Gateway Club -0.8%0.0%$1.92 $1,780 117 NE 9th Ave The Heart of Boynton Beach 5.6%0.0%$1.70 $1,175 $500 $1,375 $2,250 $3,125 $4,000 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 41 Exhibit 2 Exhibit 2 213 Two Bedroom Rent Comparables 630 E Woolbright Rd - Avion Riverwalk Property Name/Address Rating Two Bedroom Rent Per Unit YearQuarterRent/SF Change in Rent 630 E Woolbright Rd Avion Riverwalk -2.1%0.2%$2.99 $3,691 $3,305 $4,485 3501 S Federal Hwy Seabourn Cove 10.9%12.8%$2.29 $3,290 $3,210 $3,410 2095 W Atlantic Ave Aura Delray Beach 2.1%0.1%$2.87 $3,268 $3,240 $3,300 7606 Atlantic Ave Luma Delray 4.4%0.0%$2.39 $3,033 $2,950 $3,235 2001 N Federal Hwy Windsor at Delray Beach -6.6%-0.1%$2.32 $2,810 $2,622 $3,380 1351 S Federal Hwy One Boynton -2.6%5.7%$2.25 $2,775 $2,449 $3,027 1100 Audace Ave Pacifica 2.5%2.2%$2.45 $2,742 $2,686 $2,817 650 Lavers Cir The Atlantic at East Delray 9.1%-6.0%$2.33 $2,719 250 Congress Park Dr Congress Grove 1.9%-0.5%$2.35 $2,690 $2,575 $2,990 5600 W Atlantic Ave Oasis Delray Beach Apartments -8.3%0.9%$2.07 $2,546 $2,403 $2,631 7933 Venture Center Way Cortland West Boynton -1.5%-1.6%$2.06 $2,431 $2,411 $2,436 1575 SW 8th St Verona at Boynton Beach 5.5%2.4%$2.05 $2,396 $2,386 $2,407 5550 Nepsa Way Blu Atlantic -1.0%1.0%$2.20 $2,376 $2,349 $2,399 3609 High Ridge Way High Ridge Landing -10.2%0.0%$2.04 $2,252 $2,234 $2,284 3930 Max Pl Gateway Club -0.6%3.6%$1.74 $2,147 $2,135 $2,165 100 Newlake Dr The Cove at Boynton Beach A…-0.7%-13.3%$1.68 $2,129 $1,981 $2,694 9873 Lawrence Rd Latitude Pointe -2.4%3.0%$1.85 $2,064 $1,925 $2,120 $1,000 $2,125 $3,250 $4,375 $5,500 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 42 Exhibit 2 Exhibit 2 214 Three Bedroom Rent Comparables 630 E Woolbright Rd - Avion Riverwalk Property Name/Address Rating Three Bedroom Rent Per Unit YearQuarterRent/SF Change in Rent 630 E Woolbright Rd Avion Riverwalk 0.9%0.0%$3.11 $4,710 3501 S Federal Hwy Seabourn Cove 17.4%15.9%$2.23 $3,831 2095 W Atlantic Ave Aura Delray Beach 2.0%0.0%$2.59 $3,565 7606 Atlantic Ave Luma Delray 3.8%0.0%- $3,425 250 Congress Park Dr Congress Grove 8.8%0.0%$2.31 $3,344 1351 S Federal Hwy One Boynton 5.1%-5.5%$2.14 $3,301 $2,725 $4,704 5600 W Atlantic Ave Oasis Delray Beach Apartments 5.7%0.6%$2.20 $3,126 $2,700 $3,551 2001 N Federal Hwy Windsor at Delray Beach -16.8%-8.2%$2.14 $3,092 $3,068 $3,585 650 Lavers Cir The Atlantic at East Delray -8.9%-5.0%$2.39 $3,075 $3,065 $3,085 1100 Audace Ave Pacifica 8.3%3.3%$2.44 $3,041 $2,907 $3,174 5550 Nepsa Way Blu Atlantic 9.6%12.2%$2.26 $2,949 3609 High Ridge Way High Ridge Landing -2.6%0.0%$2.35 $2,860 9873 Lawrence Rd Latitude Pointe -1.3%0.4%$1.96 $2,745 100 Newlake Dr The Cove at Boynton Beach A…-4.9%-1.1%$1.87 $2,724 $2,622 $2,848 7933 Venture Center Way Cortland West Boynton -17.3%-10.6%$1.93 $2,651 1575 SW 8th St Verona at Boynton Beach 0.2%-1.9%$1.98 $2,639 $2,615 $2,664 3930 Max Pl Gateway Club -6.0%0.1%$1.71 $2,546 $2,465 $2,665 $1,500 $2,500 $3,500 $4,500 $5,500 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 43 Exhibit 2 Exhibit 2 215 Changes in Rent Comparables 630 E Woolbright Rd - Avion Riverwalk VACANCY CHANGES PAST QUARTER & YEAR Past QtrLast YearLast QtrNow Vacancy Levels Change Property Name - Address Rating Units Past Year ----292 -Aura Delray Beach -2095 W Atlantic Ave ----126 -The Heart of Boynton Beach -117 NE 9th Ave 63.0%--2.8%-319 65.8%Avion Riverwalk -630 E Woolbright Rd 6.1%-33.5%-0.6%39.6%212 6.7%Luma Delray -7606 Atlantic Ave 4.0%-4.7%-0.3%8.7%324 4.4%Oasis Delray Beach Apartments -5600 W Atlanti… 6.8%1.0%-0.1%5.8%456 6.9%Seabourn Cove -3501 S Federal Hwy 0.1%-1.5%0%1.6%171 0.1%Blu Atlantic -5550 Nepsa Way 8.1%1.0%0%7.1%369 8.1%Congress Grove -250 Congress Park Dr 1.9%-4.2%0%6.1%264 1.9%Cortland West Boynton -7933 Venture Center Way 15.4%11.2%0%4.2%184 15.4%High Ridge Landing -3609 High Ridge Way 3.0%-3.4%0%6.4%494 3.0%One Boynton -1351 S Federal Hwy 6.2%-0.2%0%6.4%324 6.2%Pacifica -1100 Audace Ave 8.0%-10.1%0%18.1%548 8.0%The Cove at Boynton Beach Apartments -100… 10.4%3.1%0%7.3%216 10.4%Verona at Boynton Beach -1575 SW 8th St 3.2%-0.9%0%4.1%188 3.2%Windsor at Delray Beach -2001 N Federal Hwy 8.2%-1.2%0%9.4%280 8.2%Latitude Pointe -9873 Lawrence Rd 4.7%1.5%0.8%3.2%319 3.9%Gateway Club -3930 Max Pl 8.8%3.5%2.3%5.2%228 6.5%The Atlantic at East Delray -650 Lavers Cir ASKING RENT CHANGES PAST QUARTER & YEAR - STUDIO Past QtrLast YearLast QtrNow Rents Levels Change Property Name - Address Rating Units Past Year $2,335 2.0%0%$2,28926$2,335Aura Delray Beach -2095 W Atlantic Ave $2,490 14.0%0%$2,1851$2,490Avion Riverwalk -630 E Woolbright Rd $1,972 0.7%0%$1,95820$1,972Congress Grove -250 Congress Park Dr 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 44 Exhibit 2 Exhibit 2 216 Changes in Rent Comparables 630 E Woolbright Rd - Avion Riverwalk ASKING RENT CHANGES PAST QUARTER & YEAR - ONE BEDROOM Past QtrLast YearLast QtrNow Rents Levels Change Property Name - Address Rating Units Past Year $2,191 -12.4%-7.9%$2,50185$2,380Windsor at Delray Beach -2001 N Federal Hwy $2,124 -7.7%-7.7%$2,302118$2,301Oasis Delray Beach Apartments -5600 W Atlanti… $2,092 1.3%-5.2%$2,066180$2,208Congress Grove -250 Congress Park Dr $1,805 -3.5%-4.6%$1,871140$1,892The Cove at Boynton Beach Apartments -100… $1,989 -0.7%-4.3%$2,00436$2,079Blu Atlantic -5550 Nepsa Way $2,072 -7.1%-4.1%$2,230200$2,160One Boynton -1351 S Federal Hwy $2,068 -10.3%-2.7%$2,30468$2,125The Atlantic at East Delray -650 Lavers Cir $1,922 -4.8%-2.5%$2,01872$1,972Cortland West Boynton -7933 Venture Center Way $2,560 2.0%0%$2,509128$2,560Aura Delray Beach -2095 W Atlantic Ave $1,780 -0.8%0%$1,79572$1,780Gateway Club -3930 Max Pl $1,980 -3.4%0%$2,04948$1,980High Ridge Landing -3609 High Ridge Way $2,350 0%0%$2,35082$2,350Luma Delray -7606 Atlantic Ave $1,175 5.6%0%$1,113124$1,175The Heart of Boynton Beach -117 NE 9th Ave $1,919 1.7%0.1%$1,88872$1,917Verona at Boynton Beach -1575 SW 8th St $2,492 -2.0%0.7%$2,542152$2,474Avion Riverwalk -630 E Woolbright Rd $2,181 -0.9%1.3%$2,200171$2,153Pacifica -1100 Audace Ave $2,020 8.3%10.7%$1,86558$1,825Latitude Pointe -9873 Lawrence Rd $2,587 20.3%30.2%$2,150156$1,987Seabourn Cove -3501 S Federal Hwy 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 45 Exhibit 2 Exhibit 2 217 Changes in Rent Comparables 630 E Woolbright Rd - Avion Riverwalk ASKING RENT CHANGES PAST QUARTER & YEAR - TWO BEDROOM Past QtrLast YearLast QtrNow Rents Levels Change Property Name - Address Rating Units Past Year $2,129 -0.7%-13.3%$2,145296$2,457The Cove at Boynton Beach Apartments -100… $2,719 9.1%-6.0%$2,493112$2,892The Atlantic at East Delray -650 Lavers Cir $2,431 -1.5%-1.6%$2,468128$2,472Cortland West Boynton -7933 Venture Center Way $2,690 1.9%-0.4%$2,641155$2,702Congress Grove -250 Congress Park Dr $2,810 -6.6%-0.1%$3,00855$2,814Windsor at Delray Beach -2001 N Federal Hwy $2,252 -10.2%0%$2,507112$2,252High Ridge Landing -3609 High Ridge Way $3,033 2.7%0%$2,955103$3,033Luma Delray -7606 Atlantic Ave $1,401 4.9%0%$1,3351$1,401The Heart of Boynton Beach -117 NE 9th Ave $3,268 2.1%0.1%$3,201118$3,266Aura Delray Beach -2095 W Atlantic Ave $3,691 -2.1%0.2%$3,769150$3,685Avion Riverwalk -630 E Woolbright Rd $2,546 -8.3%0.9%$2,776120$2,523Oasis Delray Beach Apartments -5600 W Atlanti… $2,376 -1.0%1.0%$2,40099$2,354Blu Atlantic -5550 Nepsa Way $2,742 2.5%2.2%$2,67493$2,681Pacifica -1100 Audace Ave $2,396 5.5%2.4%$2,272108$2,340Verona at Boynton Beach -1575 SW 8th St $2,064 -2.4%3.0%$2,116202$2,003Latitude Pointe -9873 Lawrence Rd $2,147 -0.6%3.6%$2,159166$2,072Gateway Club -3930 Max Pl $2,775 -2.6%5.7%$2,848210$2,625One Boynton -1351 S Federal Hwy $3,290 10.9%12.8%$2,966216$2,917Seabourn Cove -3501 S Federal Hwy 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 46 Exhibit 2 Exhibit 2 218 Changes in Rent Comparables 630 E Woolbright Rd - Avion Riverwalk ASKING RENT CHANGES PAST QUARTER & YEAR - THREE BEDROOM Past QtrLast YearLast QtrNow Rents Levels Change Property Name - Address Rating Units Past Year $2,651 -17.3%-10.6%$3,20764$2,966Cortland West Boynton -7933 Venture Center Way $3,092 -16.8%-8.2%$3,71648$3,368Windsor at Delray Beach -2001 N Federal Hwy $3,301 5.1%-5.5%$3,14284$3,492One Boynton -1351 S Federal Hwy $3,075 -8.9%-5.0%$3,37548$3,238The Atlantic at East Delray -650 Lavers Cir $2,639 0.2%-1.9%$2,63436$2,691Verona at Boynton Beach -1575 SW 8th St $2,724 -4.9%-1.1%$2,866112$2,754The Cove at Boynton Beach Apartments -100… $3,565 2.0%0%$3,49420$3,565Aura Delray Beach -2095 W Atlantic Ave $4,710 0.9%0%$4,66716$4,710Avion Riverwalk -630 E Woolbright Rd $3,344 8.8%0%$3,07514$3,344Congress Grove -250 Congress Park Dr $2,860 -2.6%0%$2,93524$2,860High Ridge Landing -3609 High Ridge Way $3,425 3.8%0%$3,30027$3,425Luma Delray -7606 Atlantic Ave $1,597 4.3%0%$1,5311$1,597The Heart of Boynton Beach -117 NE 9th Ave $2,546 -6.0%0.1%$2,70881$2,545Gateway Club -3930 Max Pl $2,745 -1.3%0.4%$2,78020$2,735Latitude Pointe -9873 Lawrence Rd $3,126 5.7%0.6%$2,95786$3,107Oasis Delray Beach Apartments -5600 W Atlanti… $3,041 8.3%3.3%$2,80860$2,943Pacifica -1100 Audace Ave $2,949 9.6%12.2%$2,69136$2,629Blu Atlantic -5550 Nepsa Way $3,831 17.4%15.9%$3,26484$3,305Seabourn Cove -3501 S Federal Hwy 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 47 Exhibit 2 Exhibit 2 219 Rent Trends 630 E Woolbright Rd - Avion Riverwalk PROPERTY ATTRIBUTES Avion Riverwalk Rent Comps Boynton Beach 3-5 Star Palm Beach 3-5 Star Existing Units 27,186 166,316 Building Rating Under Construction as % of Inventory 9.1%1.9%5.8% 4,577319 - 3.23.13.9 UNIT MIX Avion Riverwalk Rent Comps Boynton Beach 3-5 Star Palm Beach 3-5 Star Studio - 1 Bath 0%0%1%2% 1 Bedroom - 1 Bath 48%34%32%27% 2 Bedroom - 2 Bath 47%41%43%38% 3 Bedroom - 3 Bath 5%1%1%2% ASKING RENTS PER SF Avion Riverwalk Rent Comps Boynton Beach 3-5 Star Palm Beach 3-5 Star Studio - 1 Bath $4.34 $3.61 $4.54 $3.47 1 Bedroom - 1 Bath $3.27 $2.50 $2.45 $2.59 2 Bedroom - 2 Bath $2.99 $2.09 $2.18 $2.21 3 Bedroom - 3 Bath $3.11 $2.28 $1.65 $2.41 Concessions 0.0%0.4%0.8%0.9% AVERAGE EFFECTIVE RENT GROWTH Avion Riverwalk Rent Comps Boynton Beach 3-5 Star Palm Beach 3-5 Star Current Quarter 0.4%0.5%-0.3%0.0% 1 Year Rent Growth -1.8%0.1%-0.7%-0.6% 3 Year Rent Growth -47.7%36.3%33.5% 5 Year Rent Growth -50.2%42.4%38.7% All-Time Average -4.7%3.5%3.5% VACANCY RATE Avion Riverwalk Rent Comps Boynton Beach 3-5 Star Palm Beach 3-5 Star Current Quarter 63.0%6.2%7.8%8.7% Last Quarter 65.8%6.1%8.0%8.8% 1 Year Ago -9.1%8.7%7.8% 3 Years Ago -9.9%9.2%8.3% 5 Years Ago -6.2%9.9%8.1% 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 48 Exhibit 2 Exhibit 2 220 Rent Trends 630 E Woolbright Rd - Avion Riverwalk STUDIO ASKING RENT PER SQUARE FOOT ONE BEDROOM ASKING RENT PER SQUARE FOOT 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 49 Exhibit 2 Exhibit 2 221 Rent Trends 630 E Woolbright Rd - Avion Riverwalk TWO BEDROOM ASKING RENT PER SQUARE FOOT THREE BEDROOM ASKING RENT PER SQUARE FOOT 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 50 Exhibit 2 Exhibit 2 222 Rent Trends 630 E Woolbright Rd - Avion Riverwalk OVERALL ASKING RENT PER SQUARE FOOT OVERALL EFFECTIVE RENT PER SQUARE FOOT 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 51 Exhibit 2 Exhibit 2 223 Rent Trends 630 E Woolbright Rd - Avion Riverwalk ANNUAL EFFECTIVE RENT GROWTH CONCESSIONS 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 52 Exhibit 2 Exhibit 2 224 Rent Trends 630 E Woolbright Rd - Avion Riverwalk VACANCY RATES OCCUPANCY RATES 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 53 Exhibit 2 Exhibit 2 225 Rent Trends 630 E Woolbright Rd - Avion Riverwalk RENT COMPARABLES HISTORICAL DATA BY YEAR RENT COMPARABLES HISTORICAL DATA BY QUARTER PAST 3 YEARS Rental Rates Per SF Vacancy Year Units EffectiveAsking Growth Concessions Units Percent Change Absorption 2023 4,577 $2.21 -0.9%0.4%285 6.2%-0.4%(5)$2.22 2022 4,577 $2.23 1.4%0.6%305 6.7%2.1%110$2.24 2021 4,365 $2.20 32.9%0.3%200 4.6%-3.7%(45)$2.21 2020 4,365 $1.66 3.4%1.6%361 8.3%-5.5%72$1.69 2019 4,365 $1.60 8.0%0.5%600 13.8%6.8%23$1.61 2018 4,041 $1.48 3.9%2.1%283 7.0%0.3%(32)$1.52 2017 4,041 $1.43 2.7%2.1%271 6.7%-5.8%16$1.46 2016 4,041 $1.39 -0.9%1.9%507 12.5%7.9%120$1.42 2015 3,669 $1.40 6.2%0.7%171 4.7%0.2%(13)$1.41 2014 3,669 $1.32 6.1%0.8%162 4.4%-4.5%30$1.33 Rental Rates Per SF Vacancy Quarter Units EffectiveAsking Growth Concessions Units Percent Change Absorption 2023 Q3 4,577 $2.21 0.5%0.4%285 6.2%0.1%(5)$2.22 2023 Q2 4,577 $2.20 -1.3%0.5%280 6.1%-0.3%13$2.21 2023 Q1 4,577 $2.23 -0.1%0.1%294 6.4%-0.2%12$2.24 2022 Q4 4,577 $2.23 1.0%0.6%305 6.7%-2.4%110$2.24 2022 Q3 4,577 $2.21 -0.2%0.5%415 9.1%-0.4%17$2.22 2022 Q2 4,577 $2.22 0.9%0.1%432 9.4%4.2%8$2.22 2022 Q1 4,365 $2.20 -0.2%0.2%228 5.2%0.6%(28)$2.20 2021 Q4 4,365 $2.20 3.2%0.3%200 4.6%1.0%(45)$2.21 2021 Q3 4,365 $2.14 11.5%0.2%155 3.6%-0.2%7$2.14 2021 Q2 4,365 $1.92 12.3%0.5%163 3.7%-2.1%91$1.93 2021 Q1 4,365 $1.71 2.9%1.7%253 5.8%-2.5%107$1.74 2020 Q4 4,365 $1.66 10.6%1.6%361 8.3%-1.7%72$1.69 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 54 Exhibit 2 Exhibit 2 226 630 E Woolbright Rd PREPARED BY Hank Fishkind Construction Survey Avion Riverwalk 319 Unit Apartment Building Boynton Beach, Florida - Outer Boynton Beach Neighborhood Exhibit 2 Exhibit 2 227 Overall Construction Summary 630 E Woolbright Rd - Avion Riverwalk 232 414 124 0 All-Time Annual Average Delivered Past 8 Quarters Deliveries Next 8 Quarters Proposed Next 8 Quarters MAP OF 24 MONTH DELIVERIES, UNDER CONSTRUCTION, PROPOSED PAST AND FUTURE DELIVERIES 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 56 Exhibit 2 Exhibit 2 228 Under Construction Properties 630 E Woolbright Rd - Avion Riverwalk 1 124 1.4%124 Properties Units Percent of Inventory Avg. No. Units UNDER CONSTRUCTION PROPERTIES UNDER CONSTRUCTION SUMMARY STATISTICS Low Average Median High Property Size in Units 124 124 124 124 Number of Stories 4 4 4 4 Average Unit Size SF 691 691 691 691 Star Rating 3.0 Estimated Delivery Date Sep 2023 Sep 2023 Sep 2023 Sep 2023 Months to Delivery 1 1 1 1 Construction Period in Months 20 20 20 20 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 57 Exhibit 2 Exhibit 2 229 Under Construction Properties 630 E Woolbright Rd - Avion Riverwalk COMPLETIONS WITHIN NEXT 3 MONTHS Property Name/Address Rating Units Stories Start Complete Developer/Owner Jan 2022117 NE 9th Ave The Heart of Boynton Be…124 4 Sep 2023 - -1 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 58 Exhibit 2 Exhibit 2 230 Under Construction Properties 630 E Woolbright Rd - Avion Riverwalk 1 117 NE 9th Ave - The Heart of Boynton Beach Boynton Beach, Florida - Outer Boynton Beach Neighborhood CONSTRUCTION INFO Start Date:Jan 2022 Completion Date:Sep 2023 Build Time:20 Months Time to Delivery:1 Month PROPERTY Property Size:124 Units Stories:4 Average Unit Size:696 SF Rent Type:Market/Affordable SITE AMENITIES 24 Hour Access UNIT AMENITIES Air Conditioning, Kitchen, Tub/Shower 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 59 Exhibit 2 Exhibit 2 231 Deliveries Past 12 Months Summary 630 E Woolbright Rd - Avion Riverwalk 1 319 62.4%$3,167 Properties Units Vacancy Rate Avg. Asking Rent/Unit DELIVERIES IN PAST 12 MONTHS DELIVERIES PAST 12 MONTHS SUMMARY STATISTICS Unit Mix Low Average Median High Property Size in Units 319 319 319 319 Studio Units 1 1 1 1 One Bedroom Units 152 152 152 152 Two Bedroom Units 150 150 150 150 Three Bedroom Units 16 16 16 16 Property Attributes Low Average Median High Number of Stories 10 10 10 10 Average Unit Size SF 1,019 1,019 1,019 1,019 Rating 4.0 Leasing Performance Low Average Median High Vacancy Rate 62.4%62.4%62.4%62.4% Asking Rent Per Unit $3,167 $3,167 $3,167 $3,167 Effective Rent Per Unit $3,166 $3,166 $3,166 $3,166 Asking Rent Per SF $3.11 $3.11 $3.11 $3.11 Effective Rent Per SF $3.10 $3.10 $3.10 $3.10 Concessions 0.3%0.3%0.3%0.3% 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 60 Exhibit 2 Exhibit 2 232 Deliveries Past 12 Months Summary 630 E Woolbright Rd - Avion Riverwalk Property Name/Address Rating Units Stories Start Complete Developer/Owner Jan 22630 E Woolbright Rd Avion Riverwalk 319 10 May 23 - Isram Realty & Management Inc. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 61 Exhibit 2 Exhibit 2 233 Deliveries Past 12 Months 630 E Woolbright Rd - Avion Riverwalk 630 E Woolbright Rd - Avion Riverwalk Boynton Beach, Florida - Outer Boynton Beach Neighborhood PROPERTY MANAGER American Land Ventures - Avion Riverwalk (561) 375-5500 PROPERTY 0.00 Miles Property Size:319 Units, 10 Floors Avg. Unit Size:1,019 SF Year Built:May 2023 Type:Apartments - All Rent Type: Parking:- Distance to Subject: Distance to Transit:- Market OWNER - UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Availability Avg Asking Rent Avg Effective Rent UNIT BREAKDOWN Studio 1 574 1 0.3%0 0.0%$2,490 $4.34 $2,340 $4.08 6.0% 1 1 537 8 2.5%0 0.0%$2,104 $3.92 $2,104 $3.92 0.0% 1 1 657 8 2.5%0 0.0%$2,590 $3.94 $2,590 $3.94 0.0% 1 1 768 87 27.3%56 64.4%$2,425 $3.16 $2,425 $3.16 0.0% 1 1 782 36 11.3%18 50.0%$2,450 $3.13 $2,450 $3.13 0.0% 1 1 850 1 0.3%0 0.0%$2,809 $3.30 $2,809 $3.30 0.0% 1 1 856 12 3.8%2 16.7%$3,265 $3.81 $3,265 $3.81 0.0% 2 2 1,050 6 1.9%6 100%$3,325 $3.17 $3,325 $3.17 0.0% 2 2 1,104 8 2.5%6 75.0%$3,345 $3.03 $3,345 $3.03 0.0% 2 2 1,151 16 5.0%15 93.8%$3,305 $2.87 $3,305 $2.87 0.0% 2 2 1,188 20 6.3%4 20.0%$3,730 $3.14 $3,730 $3.14 0.0% 2 2 1,223 36 11.3%33 91.7%$3,530 $2.89 $3,530 $2.89 0.0% 2 2 1,250 1 0.3%1 100%$3,730 $2.98 $3,730 $2.98 0.0% 2 2 1,263 9 2.8%7 77.8%$3,915 $3.10 $3,915 $3.10 0.0% 2 2 1,265 15 4.7%5 33.3%$3,910 $3.09 $3,910 $3.09 0.0% 2 2 1,288 15 4.7%10 66.7%$3,565 $2.77 $3,565 $2.77 0.0% 2 2 1,294 15 4.7%4 26.7%$4,240 $3.28 $4,240 $3.28 0.0% 2 2 1,400 1 0.3%0 0.0%$4,485 $3.20 $4,485 $3.20 0.0% 2 2 1,484 8 2.5%3 37.5%$4,145 $2.79 $4,145 $2.79 0.0% 3 3 1,513 16 5.0%2 12.5%$4,710 $3.11 $4,710 $3.11 0.0% Totals Avg SF Units Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions All Studios 574 1 0.3%0 0.0%$2,490 $4.34 $2,340 $4.08 6.0% All 1 Beds 761 152 47.6%76 50.0%$2,492 $3.27 $2,492 $3.27 0.0% All 2 Beds 1,233 150 47.0%94 62.7%$3,691 $2.99 $3,691 $2.99 0.0% All 3 Beds 1,513 16 5.0%2 12.5%$4,710 $3.11 $4,710 $3.11 0.0% Totals 1,020 319 100%172 53.9%$3,167 $3.10 $3,166 $3.10 0.0% Updated July 31, 2023Estimate SITE AMENITIES Cabana, Fitness Center, Grill, Lounge, Package Service, Pet Play Area, Pet Washing Station, Pool, Roof Terrace, Sauna, Storage Space, Sundeck 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 62 Exhibit 2 Exhibit 2 234 Deliveries Past 12 Months 630 E Woolbright Rd - Avion Riverwalk UNIT AMENITIES Air Conditioning, Ceiling Fans, Granite Countertops, Island Kitchen, Oven, Walk-In Closets, Washer/Dryer, Wi-Fi RECURRING EXPENSES Unassigned Garage Parking $0-100 Storage Fee $95 ONE TIME EXPENSES Dog Fee $350 Cat Fee $350 Admin Fee $250 Application Fee $75 PET POLICY Dog Allowed One-Time Fee: $350-350, 2 Maximum Restrictions: NON-Refundable Pet Fees - $ 350 for 1 pet and $ 450 for 2 pets. Breed Restrictions Apply. No Aggressive Breeds Allowed. Pit Bulls Are Not Permitted. Cat Allowed One-Time Fee: $350-350, 2 Maximum Restrictions: NON-Refundable Pet Fees - $ 350 for 1 pet and $ 450 for 2 pets. Breed Restrictions Apply. No Aggressive Breeds Allowed. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 63 Exhibit 2 Exhibit 2 235 Construction Summary 630 E Woolbright Rd - Avion Riverwalk UNITS UNDER CONSTRUCTION PROJECTED DELIVERY DATES OF UNITS UNDER CONSTRUCTION 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 64 Exhibit 2 Exhibit 2 236 Construction Summary 630 E Woolbright Rd - Avion Riverwalk CONSTRUCTION DELIVERIES IN UNITS CONSTRUCTION STARTS IN UNITS 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 65 Exhibit 2 Exhibit 2 237 Construction Summary 630 E Woolbright Rd - Avion Riverwalk PERCENT OCCUPIED AT DELIVERY UNITS OCCUPIED IN DELIVERIES OVER TIME 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 66 Exhibit 2 Exhibit 2 238 Construction Summary 630 E Woolbright Rd - Avion Riverwalk NEW CONSTRUCTION OCCUPANCY AFTER DELIVERY BY YEAR BUILT ABSORPTION IN UNITS 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 67 Exhibit 2 Exhibit 2 239 Construction Summary 630 E Woolbright Rd - Avion Riverwalk ASKING RENTAL RATES PER UNIT CONCESSIONS IN DELIVERIES PER YEAR 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 68 Exhibit 2 Exhibit 2 240 630 E Woolbright Rd PREPARED BY Hank Fishkind Sale Comparables Avion Riverwalk 319 Unit Apartment Building Boynton Beach, Florida - Outer Boynton Beach Neighborhood Exhibit 2 Exhibit 2 241 Sale Comparables Summary Avion Riverwalk - 630 E Woolbright Rd 15 $384 $105.4 7.0% Sale Comparables Avg. Price/Unit (thous.)Average Price (mil.)Average Vacancy at Sale SALE COMPARABLES LOCATIONS SALE COMPARABLES SUMMARY STATISTICS Sales Attributes Low Average Median High Sale Price $25,000,000 $105,426,216 $82,750,000 $230,000,000 Price Per Unit $137,362 $384,392 $370,370 $653,198 Cap Rate 3.7%3.7%3.7%3.7% Vacancy Rate at Sale 0%7.0%4.6%28.6% Time Since Sale in Months 1.6 16.5 15.9 23.9 Property Attributes Low Average Median High Property Size in Units 160 274 217 494 Number of Floors 2 4 4 15 Average Unit SF 385 1,008 1,049 1,523 Year Built 1970 2011 2016 2022 Star Rating 3.9 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 70 Exhibit 2 Exhibit 2 242 Sale Comparables Summary Avion Riverwalk - 630 E Woolbright Rd Property Information RatingProperty Name/Address Yr Built Units Vacancy Sale Date Price Price/Unit Price/SF Sale Information 900 Water Tower Way Manor Lantana -1 2021 348 16.4%6/15/2023 $138,000,000 $396,551 $575 3609 High Ridge Way High Ridge Landing -2 2016 184 4.4%9/12/2022 $71,000,000 $385,869 $332 5300-5400 NW Broken Sound… Amalta Broken Sound -3 2022 297 18.5%9/8/2022 $194,000,000 $653,198 $579 1625 Renaissance Commons… Monteverde at Renaissance -4 2007 219 0%7/15/2022 $49,643,240 $226,681 $197 12575 Green Cay Farm Blvd Palm Park Apartments -5 2007 160 0%5/12/2022 $40,250,000 $251,562 $230 1050 Blanche St The District Flats -6 2021 178 6.2%4/25/2022 $78,000,000 $438,202 $451 1575 SW 8th St Verona at Boynton Beach -7 2002 216 4.6%4/6/2022 $80,000,000 $370,370 $308 695 S Olive AKA West Palm -8 2020 217 28.6%4/6/2022 $84,000,000 $387,096 $840 1400 Pine Cir Chelsea Commons Apartments -9 1998 208 1.9%12/21/2021 $58,900,000 $283,173 $259 1000 Audace Ave The District Boynton -10 2017 350 5.7%12/21/2021 $125,850,000 $359,571 $321 600 SeaLofts Dr SeaLofts at Boynton Village -11 2020 433 5.1%12/1/2021 $153,000,000 $353,348 $353 151 SE 3rd Ave South of Atlantic -12 2015 172 2.9%10/29/2021 $82,750,000 $481,104 $481 208 Fern St St Andrews Residence Of Pal…-13 1970 182 0%8/25/2021 $25,000,000 $137,362 $196 1351 S Federal Hwy One Boynton -14 2009 494 5.1%8/25/2021 $171,000,000 $346,153 $533 20940 Uptown Ave Cortland Uptown Boca -15 2020 456 2.2%8/5/2021 $230,000,000 $504,385 $504 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 71 Exhibit 2 Exhibit 2 243 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 1 Manor Lantana - 900 Water Tower Way Lantana, FL 33462 - Outer Boynton Beach Neighborhood SALE Sale Date:6/15/2023 Sale Price:$138,000,000 Price Per Unit:$396,552 Price Per SF:$575 Cap Rate:- PROPERTY Property Size:348 Units, 3 Floors Average Unit Size:1,164 SF Year Built:Dec 2021 Vacancy At Sale:16.4% Parking Spaces:- CONTACTS Buyer:The Praedium Group Seller:Related Development, LLC, Rockpoint FINANCING $75,900,000 from Northwestern Mutual Life Insurance Company: due in 5 yrs UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE Studio 1 648 32 9.2%5 15.6%$2,083 $3.21 $1,923 $2.97 7.7% 1 1 767 56 16.1%9 16.1%$2,358 $3.07 $2,177 $2.84 7.7% 1 1 831 24 6.9%4 16.7%$2,305 $2.77 $2,128 $2.56 7.7% 1 1 979 18 5.2%3 16.7%$2,378 $2.43 $2,196 $2.24 7.7% 2 2 1,081 32 9.2%5 15.6%$2,715 $2.51 $2,507 $2.32 7.7% 2 2 1,111 16 4.6%3 18.8%$2,757 $2.48 $2,546 $2.29 7.7% 2 2 1,169 48 13.8%8 16.7%$2,900 $2.48 $2,678 $2.29 7.7% 2 2 1,361 18 5.2%3 16.7%$3,362 $2.47 $3,104 $2.28 7.7% 2 2 1,525 18 5.2%3 16.7%$3,765 $2.47 $3,476 $2.28 7.7% 2 2 1,704 18 5.2%3 16.7%$3,525 $2.07 $3,255 $1.91 7.7% 3 2 1,455 16 4.6%3 18.8%$3,219 $2.21 $2,972 $2.04 7.7% 3 2 1,583 16 4.6%3 18.8%$3,511 $2.22 $3,242 $2.05 7.7% 3 2 1,692 18 5.2%3 16.7%$3,777 $2.23 $3,487 $2.06 7.7% 3 2 1,873 18 5.2%3 16.7%$4,007 $2.14 $3,700 $1.98 7.7% Totals 1,164 348 100%57 16.4%$2,892 $2.48 $2,671 $2.29 7.7% SITE AMENITIES Clubhouse, Fitness Center, Media Center/Movie Theatre, Pool UNIT AMENITIES Washer/Dryer TRANSACTION NOTES This 348 Unit multi-family property located at 900 Water Tower Way Lantana, FL sold in an Investment sale for $138MM. The Manor Lantana apartments are located in Palm Beach County and sits on 16.12 acres of land. The Praedium Group acquired the property from a JV formed by Related Group and Rockpoint. The parties involved were not available for comment. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 72 Exhibit 2 Exhibit 2 244 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 2 High Ridge Landing - 3609 High Ridge Way Boynton Beach, FL 33426 - Outer Boynton Beach Neighborhood SALE Sale Date:9/12/2022 Sale Price:$71,000,000 Price Per Unit:$385,870 Price Per SF:$332 Cap Rate:3.7% PROPERTY Property Size:184 Units, 3 Floors Average Unit Size:1,049 SF Year Built:Dec 2016 Vacancy At Sale:4.4% Parking Spaces:320 Spaces; 1.7 per Unit CONTACTS Buyer:Yuksel, Inc. Seller:American Landmark Listing Broker:ARA Newmark - Avery Klann, Hampton Beebe, Jackson Huggett… FINANCING $37,500,000 from Western-Southern Life Assurance Company UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE 1 1 833 48 26.1%2 4.2%$2,049 $2.46 $2,049 $2.46 0.0% 2 2 1,087 71 38.6%3 4.2%$2,489 $2.29 $2,489 $2.29 0.0% 2 2 1,138 41 22.3%2 4.9%$2,539 $2.23 $2,539 $2.23 0.0% 3 2 1,219 24 13.0%1 4.2%$2,935 $2.41 $2,935 $2.41 0.0% Totals 1,049 184 100%8 4.4%$2,444 $2.33 $2,444 $2.33 0.0% SITE AMENITIES 24 Hour Access, Business Center, Car Charging Station, Fenced Lot, Fitness Center, Gated, Pond, Pool, Waterfront UNIT AMENITIES Air Conditioning, Balcony, Carpet, Ceiling Fans, Granite Countertops, Heating, Microwave, Patio, Range, Tub/Shower, Washer/Dryer, Wheelchair Accessible (Rooms) TRANSACTION NOTES This report has been verified with a listing broker and the buyer. On September 12, 2022 American Landmark sold the 184-unit apartment community located at 3609 High Ridge Way in Boynton Beach, FL to Yuksel, Inc. for $71 million, or approximately $385,870 per unit. At the time of sale the subject property was called High Ridge Landing. The property was 96% occupied at the time of sale. A 3.7% cap rate was reported. The seller sold the property because they reached the end of their hold period. The buyer is shifting their investment focus from the State of Washington to Florida. This was their up-leg in a 1031 exchange. See CoStar COMP ID# 6130583 and 6144109 for the down-leg transactions. The buyer financed this acquisition with a $37.5 million loan provided by Western-Southern Life Assurance Company. Attempts made to contact the seller were unsuccessful. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 73 Exhibit 2 Exhibit 2 245 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 3 Amalta Broken Sound - 5300-5400 NW Broken Sound Blvd Boca Raton, FL 33487 - Downtown Boca Raton Neighborhood SALE Sale Date:9/8/2022 Sale Price:$194,000,000 Price Per Unit:$653,199 Price Per SF:$579 Cap Rate:- PROPERTY Property Size:297 Units, 6 Floors Average Unit Size:1,119 SF Year Built:Feb 2022 Vacancy At Sale:18.5% Parking Spaces:- CONTACTS Buyer:Cadillac Fairview, Lincoln Property Company Seller:Related Development, LLC, Rockpoint Listing Broker:Cushman & Wakefield - Robert Given, Zachary Sackley UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE 1 1 799 56 18.9%10 17.9%$3,050 $3.82 $3,050 $3.82 0.0% 1 1 817 36 12.1%7 19.4%$2,941 $3.60 $2,941 $3.60 0.0% 1 1 914 2 0.7%0 0.0%$3,299 $3.61 $3,299 $3.61 0.0% 1 1 971 4 1.3%1 25.0%$3,401 $3.50 $3,401 $3.50 0.0% 1 1 1,004 6 2.0%1 16.7%$3,499 $3.49 $3,499 $3.49 0.0% 2 2 1,049 18 6.1%3 16.7%$4,297 $4.10 $4,297 $4.10 0.0% 2 2 1,138 65 21.9%12 18.5%$4,182 $3.67 $4,182 $3.67 0.0% 2 2 1,169 39 13.1%7 18.0%$4,475 $3.83 $4,475 $3.83 0.0% 2 2 1,182 4 1.3%1 25.0%$3,953 $3.34 $3,953 $3.34 0.0% 2 2 1,213 5 1.7%1 20.0%$4,822 $3.98 $4,822 $3.98 0.0% 2 2 1,348 6 2.0%1 16.7%$4,595 $3.41 $4,595 $3.41 0.0% 2 2 1,525 6 2.0%1 16.7%$5,905 $3.87 $5,905 $3.87 0.0% 2 2 1,704 6 2.0%1 16.7%$5,399 $3.17 $5,399 $3.17 0.0% 3 2 1,502 22 7.4%4 18.2%$6,055 $4.03 $6,055 $4.03 0.0% 3 2 1,566 6 2.0%1 16.7%$5,550 $3.54 $5,550 $3.54 0.0% 3 2 1,575 4 1.3%1 25.0%$6,119 $3.89 $6,119 $3.89 0.0% 3 2 1,683 6 2.0%1 16.7%$7,730 $4.59 $7,730 $4.59 0.0% 3 2 1,873 6 2.0%1 16.7%$7,805 $4.17 $7,805 $4.17 0.0% Totals 1,120 297 100%55 18.5%$4,246 $3.79 $4,246 $3.79 0.0% SITE AMENITIES Clubhouse, Courtyard, Fitness Center, Gameroom, Lounge, Pet Care, Pool, Spa 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 74 Exhibit 2 Exhibit 2 246 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk TRANSACTION NOTES Manor Broken Sound, a 297-unit multifamily property at 5300-5400 NW Broken Sound Boulevard in Boca Raton, was sold on September 8, 2022 for $194 million. The buyers have re-branded the community as Amalta. The property was completed in February 2022 and was still in lease-up at the time of sale. The occupancy just prior to the sale was reported as 74%. Financing was not found recorded in connection with this transaction. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 75 Exhibit 2 Exhibit 2 247 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 4 Monteverde at Renaissance - 1625 Renaissance Commons Blvd Boynton Beach, FL 33426 - Renaissance Commons Neighborhood SALE Sale Date:7/15/2022 Sale Price:$49,643,240 Price Per Unit:$226,681 Price Per SF:$197 Cap Rate:- PROPERTY Property Size:219 Units, 6 Floors Average Unit Size:1,240 SF Year Built:2007 Vacancy At Sale:0% Parking Spaces:430 Spaces; 2.0 per Unit CONTACTS Buyer:Angelo Gordon & Co., L.P., ESG Kullen, MRP Realty Seller:ESG Kullen FINANCING $49,240,000 from Mesa West Capital UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE 1 1 811 15 6.8%0 0.0%$1,613 $1.99 $1,609 $1.98 0.2% 2 2 1,122 51 23.3%0 0.0%$1,779 $1.59 $1,775 $1.58 0.3% 2 2 1,188 51 23.3%0 0.0%$1,842 $1.55 $1,838 $1.55 0.3% 2 2 1,289 51 23.3%0 0.0%$1,923 $1.49 $1,918 $1.49 0.2% 3 2 1,488 51 23.3%0 0.0%$2,164 $1.45 $2,158 $1.45 0.3% Totals 1,240 219 100%0 0.0%$1,905 $1.54 $1,901 $1.53 0.2% SITE AMENITIES Bicycle Storage, Elevator, Fitness Center, Gameroom, Gated, Grill, Pool, Property Manager on Site UNIT AMENITIES Air Conditioning, Kitchen, Microwave, Oven, Range, Refrigerator, Tub/Shower, Views, Wheelchair Accessible (Rooms) TRANSACTION NOTES Monteverde at Renaissance at 1625 Renaissance Commons Boulevard in Boynton Beach was sold on July 15, 2022 for $49,643,240. The lender issued a press release reporting that this was a recapitalization and the seller has retained an ownership interest in the property. The 219-unit multifamily building was constructed in 2006 as condominiums. The original developer sold 101 units and the remaining 118 units were sold to a buyer as rentals. The seller acquired the 118 rental units and has since acquired the remaining 101 units from the individual owners and has terminated the condominium association. The buyers obtained financing in the amount of $49.24 million through Mesa West Capital. The lender reported that the buyers will be making improvements to the community amenities but didn't describe the scope of the capital improvement plans. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 76 Exhibit 2 Exhibit 2 248 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 5 Palm Park Apartments - 12575 Green Cay Farm Blvd Boynton Beach, FL 33437 - Outer Royal Palm Beach/Wellington Neighborhood SALE Sale Date:5/12/2022 Sale Price:$40,250,000 Price Per Unit:$251,563 Price Per SF:$230 Cap Rate:- PROPERTY Property Size:160 Units, 3 Floors Average Unit Size:999 SF Year Built:2007 Vacancy At Sale:0% Parking Spaces:- CONTACTS Buyer:Blackstone Real Estate Income Trust, Inc. Seller:Housing Trust Group Listing Broker:Berkadia Commercial Mortgage LLC - Roberto Pesant UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE 1 1 700 16 10.0%0 0.0%$965 $1.38 $965 $1.38 0.0% 2 2 939 84 52.5%0 0.0%$1,166 $1.24 $1,166 $1.24 0.0% 3 2 1,163 60 37.5%0 0.0%$1,353 $1.16 $1,353 $1.16 0.0% Totals 999 160 100%0 0.0%$1,216 $1.22 $1,216 $1.22 0.0% SITE AMENITIES Clubhouse, Elevator, Fitness Center, Gated, Grill, Laundry Facilities, Lounge, Picnic Area, Playground, Walking/Biking Trails UNIT AMENITIES Air Conditioning, Breakfast Nook, Ceiling Fans, Heating, Kitchen, Security System, Walk-In Closets, Washer/Dryer, Wi-Fi TRANSACTION NOTES On May 12th, 2022, the 175,152 square foot /420-unit Palm Park Apartments multifamily community in Boynton Beach, Florida sold for $40,250,000 or $95,833 per unit. Located at 12575 Green Cay Farm Boulevard, this class B apartment complex, delivered in 2007, features a unit mix of one - to three - bedroom units ranging from 700 to 1,163 square feet. Rents range from $965 to $1,353 per unit. The community boasts amenities such as a clubhouse, fitness center and laundry facilities. They buyer, Blackstone Inc, a New York-based publicly traded Real Estate Investment Trust that owns investment properties globally. The details of this transaction were verified via sources deemed reliable. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 77 Exhibit 2 Exhibit 2 249 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 6 The District Flats - 1050 Blanche St West Palm Beach, FL 33401 - West Palm Beach Neighborhood SALE Sale Date:4/25/2022 Sale Price:$78,000,000 Price Per Unit:$438,202 Price Per SF:$451 Cap Rate:- PROPERTY Property Size:178 Units, 4 Floors Average Unit Size:762 SF Year Built:2021 Vacancy At Sale:6.2% Parking Spaces:- CONTACTS Buyer:Pantzer Properties Seller:Eastwind Development, LLC Buyer Broker:Walker & Dunlop LLC - Still Hunter Listing Broker:Walker & Dunlop LLC - Still Hunter FINANCING $50,700,000 from Truist Bank UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE Studio 1 551 25 14.0%2 8.0%$1,922 $3.49 $1,922 $3.49 0.0% 1 1 684 60 33.7%4 6.7%$2,170 $3.17 $2,170 $3.17 0.0% 1 1 716 26 14.6%2 7.7%$2,211 $3.09 $2,211 $3.09 0.0% 1 1 873 20 11.2%1 5.0%$2,340 $2.68 $2,340 $2.68 0.0% 2 2 930 27 15.2%2 7.4%$2,905 $3.12 $2,905 $3.12 0.0% 2 2 982 20 11.2%1 5.0%$2,915 $2.97 $2,915 $2.97 0.0% Totals 762 178 100%11 6.2%$2,356 $3.09 $2,356 $3.09 0.0% TRANSACTION NOTES On April 29, 2022 Pantzer Properties acquired the multifamily property located at 1701 Clare Ave. This 178 unit property sold for $78 million. At the time of the sale this property was 96% occupied. Walker & Dunlop represented both sides of this deal. This information was verified from the public record documents from Palm Beach County and the seller. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 78 Exhibit 2 Exhibit 2 250 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 7 AKA West Palm - 695 S Olive West Palm Beach, FL 33401 - Downtown West Palm Beach Neighborhood SALE Sale Date:4/6/2022 Sale Price:$84,000,000 Price Per Unit:$387,097 Price Per SF:$840 Cap Rate:- PROPERTY Property Size:217 Units, 4 Floors Average Unit Size:387 SF Year Built:Aug 2020 Vacancy At Sale:28.6% Parking Spaces:178 Spaces; 0.8 per Unit CONTACTS Buyer:Electra America, Korman Communities Seller:Transwestern Development Company Listing Broker:Gulfstream RE Advisors - Giovanni Fausone UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE Studio 1 348 15 6.9%4 26.7%$1,534 $4.41 $1,519 $4.36 1.0% Studio 1 351 30 13.8%9 30.0%$1,588 $4.52 $1,572 $4.48 1.0% Studio 1 352 16 7.4%5 31.3%$1,603 $4.55 $1,587 $4.51 1.0% Studio 1 354 15 6.9%4 26.7%$1,680 $4.75 $1,664 $4.70 1.0% Studio 1 359 15 6.9%4 26.7%$1,581 $4.40 $1,565 $4.36 1.0% Studio 1 367 15 6.9%4 26.7%$1,657 $4.52 $1,641 $4.47 1.0% Studio 1 376 15 6.9%4 26.7%$1,797 $4.78 $1,779 $4.73 1.0% Studio 1 377 15 6.9%4 26.7%$1,844 $4.89 $1,825 $4.84 1.0% Studio 1 382 15 6.9%4 26.7%$1,750 $4.58 $1,732 $4.54 1.0% Studio 1 394 30 13.8%9 30.0%$1,762 $4.47 $1,745 $4.43 1.0% Studio 1 396 15 6.9%4 26.7%$1,727 $4.36 $1,710 $4.32 1.0% Studio 1 413 4 1.8%1 25.0%$1,774 $4.29 $1,756 $4.25 1.0% 1 1 410 1 0.5%0 0.0%$2,234 $5.45 $2,212 $5.40 1.0% 1 1 412 1 0.5%0 0.0%$2,033 $4.93 $2,013 $4.89 1.0% 1 1 426 1 0.5%0 0.0%$2,159 $5.07 $2,137 $5.02 1.0% 1 1 433 1 0.5%0 0.0%$2,078 $4.80 $2,057 $4.75 1.0% 1 1 458 1 0.5%0 0.0%$2,123 $4.64 $2,101 $4.59 1.0% 1 1 464 1 0.5%0 0.0%$1,966 $4.24 $1,946 $4.19 1.0% 1 1 465 1 0.5%0 0.0%$2,190 $4.71 $2,168 $4.66 1.0% 1 1 480 1 0.5%0 0.0%$2,301 $4.79 $2,278 $4.75 1.0% 1 1 508 1 0.5%0 0.0%$2,368 $4.66 $2,345 $4.62 1.0% 1 1 509 1 0.5%0 0.0%$2,413 $4.74 $2,389 $4.69 1.0% 1 1 559 1 0.5%0 0.0%$2,569 $4.60 $2,544 $4.55 1.0% 1 1.5 826 1 0.5%0 0.0%$2,882 $3.49 $2,853 $3.45 1.0% 2 1 612 2 0.9%1 50.0%$4,379 $7.16 $4,336 $7.08 1.0% 2 2 812 1 0.5%0 0.0%$3,290 $4.05 $3,257 $4.01 1.0% 2 2 816 1 0.5%0 0.0%$3,081 $3.78 $3,050 $3.74 1.0% 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 79 Exhibit 2 Exhibit 2 251 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE CONTINUED 2 2 823 1 0.5%0 0.0%$3,313 $4.03 $3,280 $3.99 1.0% Totals 385 217 100%62 28.6%$1,763 $4.57 $1,745 $4.53 1.0% SITE AMENITIES Bicycle Storage, Controlled Access, Fitness Center, Lounge, Pool UNIT AMENITIES Views TRANSACTION NOTES This report has been verified with the listing broker and by the attached press release from the buyer. On April 6, 2022 Transwestern Development Company sold the 217-unit apartment community located at 695 South Olive Avenue in West Palm Beach, FL to a joint venture between Korman Communities and Electra America for $84 million, or approximately $387,097 per unit. At the time of sale the subject property was called Current. The property was vacant at the time of sale. The buyer plans to convert the property into a 217-room hotel that will be known as AKA West Palm (CoStar Property ID# 12642647). Attempts made to contact the seller and buyer were unsuccessful. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 80 Exhibit 2 Exhibit 2 252 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 8 Verona at Boynton Beach - 1575 SW 8th St Boynton Beach, FL 33426 - Outer Boynton Beach Neighborhood SALE Sale Date:4/6/2022 Sale Price:$80,000,000 Price Per Unit:$370,370 Price Per SF:$308 Cap Rate:- PROPERTY Property Size:216 Units, 3 Floors Average Unit Size:1,097 SF Year Built:2002 Vacancy At Sale:4.6% Parking Spaces:440 Spaces; 2.0 per Unit CONTACTS Buyer:Waterton Seller:LEM Capital, Robbins Property Associates LLC UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE 1 1 822 36 16.7%2 5.6%$2,015 $2.45 $2,015 $2.45 0.0% 1 1 924 36 16.7%2 5.6%$1,867 $2.02 $1,867 $2.02 0.0% 2 2 1,116 54 25.0%3 5.6%$2,490 $2.23 $2,490 $2.23 0.0% 2 2 1,220 54 25.0%3 5.6%$2,322 $1.90 $2,322 $1.90 0.0% 3 2 1,281 18 8.3%1 5.6%$2,545 $1.99 $2,545 $1.99 0.0% 3 2 1,387 18 8.3%1 5.6%$2,805 $2.02 $2,805 $2.02 0.0% Totals 1,097 216 100%10 4.6%$2,296 $2.09 $2,296 $2.09 0.0% SITE AMENITIES Business Center, Clubhouse, Controlled Access, Fitness Center, Grill, Laundry Facilities, Maintenance on site, Picnic Area, Playground, Property Manager on Site, Putting Greens, Sundeck, Volleyball Court UNIT AMENITIES Air Conditioning, Ceiling Fans, Dishwasher, Disposal, Microwave, Walk-In Closets, Washer/Dryer, Window Coverings TRANSACTION NOTES This report has been verified by information available to the public. On April 6, 2022 a joint venture between Robbins Property Associates LLC and LEM Capital sold the 216-unit apartment community located at 1575 SW 8th Street in Boynton Beach, FL to Waterton for $80 million, or approximately $370,370 per unit. At the time of sale the subject property was called Verona at Boynton Beach. Attempts made to contact the seller and buyer were unsuccessful. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 81 Exhibit 2 Exhibit 2 253 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 9 The District Boynton - 1000 Audace Ave Boynton Beach, FL 33426 - Outer Boynton Beach Neighborhood SALE Sale Date:12/21/2021 Sale Price:$125,850,000 Price Per Unit:$359,571 Price Per SF:$321 Cap Rate:- PROPERTY Property Size:350 Units, 4 Floors Average Unit Size:1,012 SF Year Built:Oct 2017 Vacancy At Sale:5.7% Parking Spaces:400 Spaces; 1.1 per Unit CONTACTS Buyer:Nuveen Seller:Ram Realty Listing Broker:ARA Newmark - Avery Klann, Hampton Beebe, Jackson Huggett,… UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE 1 1 800 140 40.0%8 5.7%$2,430 $3.04 $2,413 $3.02 0.7% 1 1 980 12 3.4%1 8.3%$2,275 $2.32 $2,260 $2.31 0.7% 2 2 1,051 70 20.0%4 5.7%$2,780 $2.65 $2,761 $2.63 0.7% 2 2 1,165 72 20.6%4 5.6%$2,707 $2.32 $2,689 $2.31 0.7% 3 2 1,303 56 16.0%3 5.4%$3,125 $2.40 $3,104 $2.38 0.7% Totals 1,012 350 100%20 5.7%$2,663 $2.63 $2,645 $2.61 0.7% SITE AMENITIES 24 Hour Access, Business Center, Car Charging Station, Clubhouse, Controlled Access, Fitness Center, Lounge, Online Services, Package Service, Pet Washing Station, Playground, Pool, Property Manager on Site, Public Transportation, Smoke Free, Spa, Sundeck UNIT AMENITIES Air Conditioning, Balcony, Ceiling Fans, Freezer, Granite Countertops, Hardwood Floors, Heating, Kitchen, Microwave, Oven, Patio, Range, Refrigerator, Stainless Steel Appliances, Tub/Shower, Walk-In Closets, Washer/Dryer TRANSACTION NOTES On December 21st, 2021 The District Boynton, a 350 unit apartment in Boynton Beach, FL sold for $125,850,000 or $359,571 per unit. The subject property sits on 13. 18 acres of SMU zoned land and was developed in 2017. The property has been stabilized above 90% occupancy since Mid 2019 according to apartments.com research, with 96% occupancy at the time of sale. The current unit mix consists of 152 single bed, 142 two bed, and 56 three bed units with monthly rents between $2,000 to $3,200. Amenities include a clubhouse, a private courtyard with heated saltwater pool and beach entry, a sundeck and 24-hour fitness center. The sellers and developers were Palm Beach Gardens based Ram Realty. NY based Nuveen acquired the property. A mortgage was unavailable at the time of this publication. The details of this transaction were confirmed with sources deemed reliable on both sides of the sale. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 82 Exhibit 2 Exhibit 2 254 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 10 Chelsea Commons Apartments - 1400 Pine Cir Lake Worth, FL 33463 - Outer Greenacres Neighborhood SALE Sale Date:12/21/2021 Sale Price:$58,900,000 Price Per Unit:$283,173 Price Per SF:$259 Cap Rate:- PROPERTY Property Size:208 Units, 2 Floors Average Unit Size:1,522 SF Year Built:1998 Vacancy At Sale:1.9% Parking Spaces:460 Spaces; 2.2 per Unit CONTACTS Buyer:Starwood Real Estate Income Trust, Inc. Seller:Southport Financial Services UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE 2 2 999 79 38.0%1 1.3%$1,539 $1.54 $1,539 $1.54 0.0% 3 2 1,192 30 14.4%1 3.3%$1,648 $1.38 $1,648 $1.38 0.0% 3 2 2,000 49 23.6%1 2.0%$2,350 $1.18 $2,350 $1.18 0.0% 4 2 1,460 25 12.0%0 0.0%$1,854 $1.27 $1,854 $1.27 0.0% 4 2 2,700 25 12.0%0 0.0%$2,350 $0.87 $2,350 $0.87 0.0% Totals 1,523 208 100%4 1.9%$1,881 $1.24 $1,881 $1.24 0.0% SITE AMENITIES Fitness Center, Playground UNIT AMENITIES Air Conditioning, Balcony, Cable Ready, Carpet, Kitchen, Oven, Pantry, Patio, Range, Refrigerator, Tub/Shower, Walk-In Closets, Washer/Dryer, Wheelchair Accessible (Rooms), Window Coverings TRANSACTION NOTES A portfolio of 9 affordable housing communities with a total of 1,534 units were sold on December 21, 2021 for an undisclosed sale price. Seven of the properties in the portfolio traded for a combined $254 million excluding the 2 Utah properties which are in a non-disclosure state. The parties were either unable to be reached or unwilling to discuss the transaction. The sold properties include: Venice Cove Apartments at 721 NW 19th St in Fort Lauderdale, FL; Colony Park at 8215 Belvedere Road in West Palm Beach, FL; Grande Court North Port at 5203 Greenwood Ave in North Port, FL; Hampton Ridge at 11501 Harts Road in Jacksonville, FL; Chelsea Commons at 1400 Pine Circle in Lake Worth, FL; San Marcos Villas at 800 Venetian Isles Drive in West Palm Beach, FL; Forest Glen at 100 Lynn Forest Drive in Durham, NC; Mayflower Harbor at 4125 N 3250 W Lehi, UT; and Rose Cove at 847 N Shepherd Parkway in Farmington, UT. The buyer issued a press release regarding their December acquisition of 17 affordable housing properties that included 3,264 units. The sales were completed in 3 transactions from separate sellers. Please see CoStar COMP ID: 5812083 for additional information regarding the sale of 4 properties in Texas for an undisclosed sale price and COMP ID: 5812086 for additional information regarding the sale of 4 properties in Florida for $134.4 million. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 83 Exhibit 2 Exhibit 2 255 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 11 SeaLofts at Boynton Village - 600 SeaLofts Dr Boynton Beach, FL 33426 - Outer Boynton Beach Neighborhood SALE Sale Date:12/1/2021 Sale Price:$153,000,000 Price Per Unit:$353,349 Price Per SF:$353 Cap Rate:- PROPERTY Property Size:433 Units, 4 Floors Average Unit Size:1,006 SF Year Built:Nov 2020 Vacancy At Sale:5.1% Parking Spaces:808 Spaces; 1.9 per Unit CONTACTS Buyer:The Shidler Group Seller:Rockpoint, The Morgan Group Listing Broker:ARA Newmark - Avery Klann, Hampton Beebe, Jackson Huggett,… FINANCING $79,000,000 from Harbor Group International, LLC: Acquisition & Development UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE 1 1 760 36 8.3%2 5.6%$1,975 $2.60 $1,954 $2.57 1.1% 1 1 792 72 16.6%4 5.6%$2,025 $2.56 $2,003 $2.53 1.1% 1 1 839 54 12.5%3 5.6%$2,075 $2.47 $2,053 $2.45 1.1% 1 1 882 63 14.5%3 4.8%$2,150 $2.44 $2,127 $2.41 1.1% 1 1 888 54 12.5%3 5.6%$2,085 $2.35 $2,063 $2.32 1.1% 2 2 1,066 63 14.5%3 4.8%$2,725 $2.56 $2,696 $2.53 1.1% 2 2 1,191 36 8.3%2 5.6%$2,875 $2.41 $2,844 $2.39 1.1% 3 2.5 1,674 33 7.6%2 6.1%$3,675 $2.20 $3,636 $2.17 1.1% 3 2.5 1,700 22 5.1%1 4.6%$3,800 $2.24 $3,759 $2.21 1.1% Totals 1,007 433 100%22 5.1%$2,441 $2.43 $2,415 $2.40 1.1% SITE AMENITIES Conference Rooms, Elevator, Fitness Center, Gameroom, Grill, Lounge, Pet Care, Playground, Pool, Recycling, Storage Space, Trash Pickup - Door to Door, Zen Garden UNIT AMENITIES Air Conditioning, Balcony, Dishwasher, Granite Countertops, Island Kitchen, Kitchen, Microwave, Oven, Patio, Refrigerator, Stainless Steel Appliances, Tub/Shower, Walk-In Closets TRANSACTION NOTES On 12/1/2021, Cortina III Owner LLC, a partnership between Dallas-based Rockpoint Group and Houston-based Morgan Group, sold the 433 units at 600 Sealofts Drive in Boynton Beach, FL, to The Shidler Group for $153,000,000. Harbor Group International LLC provided the buyer with a $79,000,000 loan towards the purchase. The down payment was $84,000,000. Known as the SeaLofts at Boynton Village, the property spreads across on 19.38-acres in the Outer Boynton Beach multifamily submarket. Amenities include, a pool, a fitness center, a zen garden, a game room, and additional storage space. Neither the seller or the buyer have commented on the transaction. When the information is available, this report will be updated. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 84 Exhibit 2 Exhibit 2 256 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 12 South of Atlantic - 151 SE 3rd Ave Delray Beach, FL 33483 - Downtown Delray Beach Neighborhood SALE Sale Date:10/29/2021 Sale Price:$82,750,000 Price Per Unit:$481,105 Price Per SF:$481 Cap Rate:- PROPERTY Property Size:172 Units, 4 Floors Average Unit Size:908 SF Year Built:Nov 2015 Vacancy At Sale:2.9% Parking Spaces:200 Spaces; 1.2 per Unit CONTACTS Buyer:TA Realty Seller:Mesirow Financial FINANCING $40,560,000 from Prudential Multifamily Mortgage LLC UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE Studio 1 477 3 1.7%0 0.0%$2,164 $4.54 $2,164 $4.54 0.0% Studio 1 553 4 2.3%0 0.0%$2,394 $4.33 $2,394 $4.33 0.0% Studio 1 586 6 3.5%0 0.0%$2,036 $3.47 $2,036 $3.47 0.0% Studio 1 593 6 3.5%0 0.0%$2,279 $3.84 $2,279 $3.84 0.0% Studio 1 642 6 3.5%0 0.0%$2,371 $3.69 $2,371 $3.69 0.0% Studio 1 671 3 1.7%0 0.0%$2,504 $3.73 $2,504 $3.73 0.0% 1 1 706 6 3.5%0 0.0%$2,435 $3.45 $2,435 $3.45 0.0% 1 1 751 4 2.3%0 0.0%$2,325 $3.10 $2,325 $3.10 0.0% 1 1 774 23 13.4%1 4.4%$2,732 $3.53 $2,732 $3.53 0.0% 1 1 775 24 14.0%1 4.2%$2,698 $3.48 $2,698 $3.48 0.0% 1 1 785 6 3.5%0 0.0%$2,681 $3.41 $2,681 $3.41 0.0% 1 1 787 8 4.7%0 0.0%$2,595 $3.30 $2,595 $3.30 0.0% 2 2 1,096 3 1.7%0 0.0%$3,278 $2.99 $3,278 $2.99 0.0% 2 2 1,112 6 3.5%0 0.0%$3,401 $3.06 $3,401 $3.06 0.0% 2 2 1,131 22 12.8%1 4.6%$3,219 $2.85 $3,219 $2.85 0.0% 2 2 1,140 4 2.3%0 0.0%$3,194 $2.80 $3,194 $2.80 0.0% 2 2 1,165 6 3.5%0 0.0%$3,535 $3.03 $3,535 $3.03 0.0% 2 2 1,174 3 1.7%0 0.0%$3,367 $2.87 $3,367 $2.87 0.0% 2 2 1,194 18 10.5%1 5.6%$3,535 $2.96 $3,535 $2.96 0.0% 2 2 1,210 6 3.5%0 0.0%$3,365 $2.78 $3,365 $2.78 0.0% 2 2 1,242 2 1.2%0 0.0%$3,237 $2.61 $3,237 $2.61 0.0% 2 2 1,286 3 1.7%0 0.0%$3,231 $2.51 $3,231 $2.51 0.0% Totals 908 172 100%5 2.9%$2,891 $3.18 $2,891 $3.18 0.0% 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 85 Exhibit 2 Exhibit 2 257 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk SITE AMENITIES Bicycle Storage, Cabana, Controlled Access, Fitness Center, Grill, Lounge, Pool, Spa UNIT AMENITIES Ceiling Fans, Deck, Hardwood Floors, Stainless Steel Appliances, Tub/Shower, Washer/Dryer TRANSACTION NOTES This report has been verified by information available to the public. On October 29, 2021 Mesirow Financial sold the 172-unit apartment community located at 151 SE 3rd Avenue in Delray Beach, FL to TA Realty for $82.75 million, or approximately $481,105 per unit. At the time of sale the subject property was called South of Atlantic. The buyer financed this acquisition with a $40.56 million loan provided by Prudential Multifamily Mortgage LLC. Attempts made to contact the seller and buyer were unsuccessful. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 86 Exhibit 2 Exhibit 2 258 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 13 One Boynton - 1351 S Federal Hwy Boynton Beach, FL 33435 - Outer Boynton Beach Neighborhood SALE Sale Date:8/25/2021 Sale Price:$171,000,000 Price Per Unit:$346,154 Price Per SF:$533 Cap Rate:- PROPERTY Property Size:494 Units, 5 Floors Average Unit Size:1,152 SF Year Built:2009 Vacancy At Sale:5.1% Parking Spaces:980 Spaces; 2.0 per Unit CONTACTS Buyer:Blackstone Real Estate Income Trust, Inc. Seller:RangeWater Real Estate Listing Broker:ARA Newmark - Avery Klann, Hampton Beebe, Jackson Huggett,… UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE 1 1 789 12 2.4%1 8.3%$1,781 $2.26 $1,781 $2.26 0.0% 1 1 890 163 33.0%8 4.9%$1,545 $1.74 $1,545 $1.74 0.0% 1 1 1,032 25 5.1%1 4.0%$2,486 $2.41 $2,486 $2.41 0.0% 2 2 1,103 26 5.3%1 3.9%$2,760 $2.50 $2,760 $2.50 0.0% 2 2 1,153 19 3.8%1 5.3%$2,861 $2.48 $2,861 $2.48 0.0% 2 2 1,222 11 2.2%1 9.1%$2,771 $2.27 $2,771 $2.27 0.0% 2 2 1,227 122 24.7%6 4.9%$2,270 $1.85 $2,270 $1.85 0.0% 2 2 1,262 4 0.8%0 0.0%$2,940 $2.33 $2,940 $2.33 0.0% 2 2 1,432 8 1.6%0 0.0%$2,543 $1.78 $2,543 $1.78 0.0% 2 2 1,437 18 3.6%1 5.6%$2,094 $1.46 $2,094 $1.46 0.0% 2 2 1,479 2 0.4%0 0.0%$2,575 $1.74 $2,575 $1.74 0.0% 3 2 1,249 24 4.9%1 4.2%$2,879 $2.31 $2,861 $2.29 0.6% 3 2 1,368 22 4.5%1 4.6%$2,710 $1.98 $2,693 $1.97 0.6% 3 2 1,580 14 2.8%1 7.1%$2,925 $1.85 $2,907 $1.84 0.6% 3 2 1,870 1 0.2%0 0.0%$2,752 $1.47 $2,735 $1.46 0.6% 3 2 2,000 2 0.4%0 0.0%$3,776 $1.89 $3,753 $1.88 0.6% 3 2.5 2,000 19 3.8%1 5.3%$3,728 $1.86 $3,704 $1.85 0.6% 3 3 1,870 2 0.4%0 0.0%$3,015 $1.61 $2,996 $1.60 0.6% Totals 1,152 494 100%25 5.1%$2,228 $1.93 $2,225 $1.93 0.1% SITE AMENITIES Basketball Court, Bicycle Storage, Breakfast/Coffee Concierge, Business Center, Clubhouse, Controlled Access, Courtyard, Elevator, Fitness Center, Gated, Grill, Guest Apartment, Laundry Facilities, Maintenance on site, Media Center/Movie Theatre, Package Service, Picnic Area, Property Manager on Site, Recycling, Spa, Wi-Fi UNIT AMENITIES Air Conditioning, Balcony, Cable Ready, Ceiling Fans, Dishwasher, Disposal, Granite Countertops, Microwave, Oven, Patio, Refrigerator, Security System, Views, Walk-In Closets, Washer/Dryer, Window Coverings 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 87 Exhibit 2 Exhibit 2 259 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk TRANSACTION NOTES This report has been verified by information available to the public. On August 25, 2021 RangeWater Real Estate sold the 494-unit apartment community located at 1351 South Federal Highway in Boynton Beach, FL to The Blackstone Group Inc. for $171 million, or approximately $346,153 per unit. At the time of sale the subject property was called One Boynton. Amenities include on site restaurant and retail, stainless steel appliances, quartz countertops, multiple swimming pools and a residents lounge. The property last sold for $109.35 million in 2016 (please see CoStar COMPS# 3779937). Attempts made to contact the seller, listing brokers and the buyer were unsuccessful. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 88 Exhibit 2 Exhibit 2 260 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 14 St Andrews Residence Of Palm Beach - 208 Fern St West Palm Beach, FL 33401 - Downtown West Palm Beach Neighborhood SALE Sale Date:8/25/2021 Sale Price:$25,000,000 Price Per Unit:$137,363 Price Per SF:$196 Cap Rate:- PROPERTY Property Size:182 Units, 15 Floors Average Unit Size:597 SF Year Built:1970 Vacancy At Sale:0% Parking Spaces:- CONTACTS Buyer:Rainbow Housing Assistance Corporation, The Related Companies Seller:Diocese of Southeast Florida Listing Broker:Marcus & Millichap - Matthew Kurzmann UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE Studio 0 -5 2.7%0 0.0%$728 -$726 -0.2% Studio 1 544 100 54.9%0 0.0%$711 $1.31 $709 $1.30 0.3% 1 1 644 47 25.8%0 0.0%$941 $1.46 $939 $1.46 0.3% 1 2 700 30 16.5%0 0.0%$1,124 $1.61 $1,121 $1.60 0.2% Totals 597 182 100%0 0.0%$839 $1.41 $837 $1.41 0.3% TRANSACTION NOTES The information for this report has been verified by information available to the public. On September 2, 2021 Diocese of Southeast Florida sold two apartment communities totaling 330 units located in West Palm Beach, FL to a joint venture between Rainbow Housing Assistance Corporation and The Related Companies for $65 million, or approximately $196,969 per unit. The properties are subject to affordability restrictions. Subject Properties: St. James Residence of the Palm Beaches - 148 units located at 400 South Olive Avenue sold for $40 million St. James Residence of the Palm Beaches - 182 units located at 208 Fern Street sold for $25 million Third-party news stories reported the new ownership group plans to renovate the properties and keep the affordability restrictions in place. Attempts made to contact the seller and buyer were unsuccessful. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 89 Exhibit 2 Exhibit 2 261 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk 15 Cortland Uptown Boca - 20940 Uptown Ave Boca Raton, FL 33428 - West Boca Raton Neighborhood SALE Sale Date:8/5/2021 Sale Price:$230,000,000 Price Per Unit:$504,386 Price Per SF:$504 Cap Rate:- PROPERTY Property Size:456 Units, 5 Floors Average Unit Size:1,120 SF Year Built:Nov 2020 Vacancy At Sale:2.2% Parking Spaces:290 Spaces; 0.6 per Unit CONTACTS Buyer:Cortland Seller:Giles Capital Group, Rosemurgy Properties, SPG Realty LLC, Wh… Listing Broker:Cushman & Wakefield - Neal Victor, Robert Given, Troy Ballard,… UnitsBedBathAvg SF Mix %Units Mix %Per Unit Per SF Per Unit Per SF Concessions Unit Mix Vacancy Avg Asking Rent Avg Effective Rent UNIT MIX AT SALE 1 1 718 56 12.3%1 1.8%$2,328 $3.24 $2,328 $3.24 0.0% 1 1 730 14 3.1%0 0.0%$2,186 $2.99 $2,186 $2.99 0.0% 1 1 739 10 2.2%0 0.0%$2,310 $3.13 $2,310 $3.13 0.0% 1 1 786 10 2.2%0 0.0%$2,402 $3.06 $2,402 $3.06 0.0% 1 1 798 4 0.9%0 0.0%$2,428 $3.04 $2,428 $3.04 0.0% 2 2 986 40 8.8%1 2.5%$2,583 $2.62 $2,583 $2.62 0.0% 2 2 1,048 70 15.4%1 1.4%$3,423 $3.27 $3,423 $3.27 0.0% 2 2 1,063 6 1.3%0 0.0%$3,377 $3.18 $3,377 $3.18 0.0% 2 2 1,124 116 25.4%2 1.7%$3,176 $2.83 $3,176 $2.83 0.0% 3 2 1,403 100 21.9%2 2.0%$5,222 $3.72 $5,222 $3.72 0.0% 4 3 1,737 30 6.6%1 3.3%$5,515 $3.18 $5,515 $3.18 0.0% Totals 1,120 456 100%10 2.2%$3,590 $3.20 $3,590 $3.20 0.0% SITE AMENITIES Controlled Access, Elevator, Fitness Center, Gameroom, Gated, Grill, Lounge, Package Service, Pet Play Area, Pet Washing Station, Pool UNIT AMENITIES Ceiling Fans, Dishwasher, Disposal, Granite Countertops, Heating, Kitchen, Microwave, Oven, Range, Refrigerator, Stainless Steel Appliances, Vaulted Ceiling, Views, Walk-In Closets, Washer/Dryer 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 90 Exhibit 2 Exhibit 2 262 Sale Comparables 630 E Woolbright Rd - Avion Riverwalk TRANSACTION NOTES This 456-unit multifamily property sold on August 5th, 2021 for a total of $230 million. The property, originally coined "The Residences At Uptown Boca", was 88% occupied at the time of the sale. Rebranded as "Cortland Uptown Boca", the community and its management team offer amenities including but not limited to communal pool and sundeck access, a movie theater, 24/7 fitness center facilities, and planned resident social events. The seller and original developer, Giles Capital Group, owned the property as part of a joint venture between Rosemurgy Properties, SPG, and Wheelock Street Capital. They were represented in the transaction by a Cushman & Wakefield team led by Robert Givens, Zachary Sackley, Troy Ballard, and Neal Victor. The property was purchased by Cortland at a rate of $504,386 per unit. Additional financial details, such as net income or acquisition financing on the property, could not be disclosed. Unfortunately, the parties involved were not available for comment at the time of publication. The details of this sale comparable report were originally compiled via public record documents from the county register and local news outlets, and further verified via sources deemed reliable. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 91 Exhibit 2 Exhibit 2 263 Sales Volume 630 E Woolbright Rd - Avion Riverwalk PALM BEACH METRO SALES VOLUME IN UNITS BOYNTON BEACH SUBMARKET SALES VOLUME IN UNITS OUTER BOYNTON BEACH NEIGHBORHOOD SALES VOLUME IN UNITS 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 92 Exhibit 2 Exhibit 2 264 Sales Pricing 630 E Woolbright Rd - Avion Riverwalk NATIONAL PRICE INDICES REGIONAL MULTI-FAMILY PRICE INDICES 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 93 Exhibit 2 Exhibit 2 265 Sales Pricing 630 E Woolbright Rd - Avion Riverwalk PRICE PER UNIT TRENDS UNITED STATES SALE PRICE PER UNIT DISTRIBUTION PAST 12 MONTHS PALM BEACH SALE PRICE PER UNIT DISTRIBUTION PAST 12 MONTHS PRICE PER UNIT SUMMARY FOR SALES IN PAST YEAR Geography HighTop 25%AverageMedianBottom 25%LowTransactions $16,047,297United States 14,250 $5,000 $61,540 $172,500 $209,996 $499,266 $2,556,563Palm Beach 77 $29,429 $100,788 $200,000 $335,701 $698,417 $1,318,182Boynton Beach 20 $127,874 $152,389 $182,970 $313,130 $537,621 $1,318,182Outer Boynton Beach 6 $170,213 $188,953 $341,685 $387,805 $857,367 $653,198Selected Sale Comps 15 $137,362 $224,695 $370,370 $384,392 $519,222 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 94 Exhibit 2 Exhibit 2 266 Cap Rates 630 E Woolbright Rd - Avion Riverwalk MARKET CAP RATE UNITED STATES CAP RATE DISTRIBUTION PAST 12 MONTHS PALM BEACH CAP RATE DISTRIBUTION PAST 12 MONTHS CAP RATE SUMMARY STATISTICS IN PAST YEAR Geography HighTop 25%AverageMedianBottom 25%LowTransactions 25.0%United States 5,134 1.0%3.6%5.3%5.7%8.4% 11.5%Palm Beach 36 2.4%3.8%5.1%5.4%7.3% 7.0%Boynton Beach 14 2.4%3.3%4.7%4.7%6.3% 4.2%Outer Boynton Beach 2 3.7%N/A 4.0%4.0%N/A 3.7%Selected Sale Comps 1 3.7%N/A 3.7%3.7%N/A 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 95 Exhibit 2 Exhibit 2 267 Buyers 630 E Woolbright Rd - Avion Riverwalk TOP PALM BEACH MULTIFAMILY BUYERS PAST TWO YEARS Purchased at least one asset in Boynton Beach Multi-Family submarket Properties Bought Company Name Bldgs VolumeUnits Properties Sold Units BldgsVolume Blackstone Inc.8 2,308 $586,071,718 0 0 - Cortland 4 1,814 $543,572,000 2 1,076 $201,572,000 Carroll 4 1,304 $512,476,247 3 1,104 $375,314,243 Starwood Capital Group 6 1,488 $475,558,243 3 551 $165,118,004 Berkshire 1 390 $202,500,000 0 0 - Lincoln Property Company 1 297 $194,000,000 0 0 - Ontario Teachers' Pension Plan 1 297 $194,000,000 0 0 - Prudential Financial, Inc.1 448 $165,118,004 3 1,104 $375,314,243 The Bainbridge Companies 1 304 $161,100,000 0 0 - TPG Global LLC 1 304 $161,100,000 0 0 - Deutsche Bank AG 2 538 $157,500,000 0 0 - The Shidler Group 1 433 $153,000,000 0 0 - The Related Companies 9 859 $149,814,271 3 969 $437,000,000 Pantzer Properties 2 314 $144,500,000 0 0 - Northland 1 352 $138,500,000 4 981 $259,500,000 The Praedium Group 1 348 $138,000,000 0 0 - Morgan Properties 3 622 $132,500,000 0 0 - S2 Capital. LLC 1 359 $127,000,000 0 0 - Teachers Insurance and Annuity Assoc of A…1 350 $125,850,000 0 0 - Harbor Group International, LLC 2 568 $106,000,000 0 0 - Olympus Properties 1 324 $105,000,000 0 0 - Fontainebleau Development 1 40 $102,262,500 0 0 - Greystar Real Estate Partners 1 448 $92,156,000 0 0 - Healthcare of Ontario Pension Plan 1 252 $84,439,605 0 0 - Elco Ltd.1 217 $84,000,000 2 384 $135,200,000 TYPES OF MULTIFAMILY PALM BEACH BUYERS PAST TWO YEARS Company Type Bldgs Billions Avg PricePrice/Unit Average Purchase Units Buying Volume Private 234 13,830 $278,073 $16,434,864$3.85 Institutional 25 5,877 $344,655 $81,021,683$2.03 Private Equity 14 3,593 $287,472 $73,777,854$1.03 REIT/Public 0 0 --- $0 $1 $2 $3 $4 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 96 Exhibit 2 Exhibit 2 268 Sellers 630 E Woolbright Rd - Avion Riverwalk TOP PALM BEACH MULTIFAMILY SELLERS PAST TWO YEARS Sold at least one asset in Boynton Beach Multi-Family submarket Properties Sold Company Name Bldgs VolumeUnits Properties Bought Units BldgsVolume Rockpoint 3 1,078 $485,000,000 0 0 - The Related Companies 3 969 $437,000,000 9 859 $149,814,271 Carroll 3 1,104 $375,314,243 4 1,304 $512,476,247 Prudential Financial, Inc.3 1,104 $375,314,243 1 448 $165,118,004 Northland 4 981 $259,500,000 1 352 $138,500,000 Giles Capital Group 1 456 $230,000,000 0 0 - Rosemurgy Properties 1 456 $230,000,000 0 0 - Schmier & Feurring Properties, Inc.1 456 $230,000,000 0 0 - Wheelock Street Capital 1 456 $230,000,000 0 0 - Heitman 1 390 $202,500,000 0 0 - Cortland 2 1,076 $201,572,000 4 1,814 $543,572,000 Cornerstone Group 4 1,066 $179,921,718 0 0 - Southport Financial Services 3 738 $176,400,000 0 0 - RangeWater Real Estate 1 494 $171,000,000 0 0 - Starwood Capital Group 3 551 $165,118,004 6 1,488 $475,558,243 Klingbeil Capital Management Ltd.1 304 $161,100,000 0 0 - Brookfield Corporation 2 538 $157,500,000 0 0 - The Morgan Group 1 433 $153,000,000 0 0 - Eastwind Development, LLC 2 314 $144,500,000 0 0 - Mann Realty Associates 1 352 $138,500,000 0 0 - Elco Ltd.2 384 $135,200,000 1 217 $84,000,000 Ram Realty 1 350 $125,850,000 0 0 - Brass Enterprises 1 282 $112,000,000 0 0 - Alliance Residential Company 1 280 $106,000,000 0 0 - The Carlyle Group 1 280 $106,000,000 0 0 - TYPES OF MULTIFAMILY PALM BEACH SELLERS PAST TWO YEARS Company Type Bldgs Billions Avg PricePrice/Unit Average Sale Units Selling Volume Private 259 17,263 $283,997 $18,929,125$4.90 Institutional 15 3,468 $328,635 $75,980,483$1.14 Private Equity 7 2,291 $402,506 $131,734,748$0.92 REIT/Public 0 0 --- $0 $1.30 $2.60 $3.90 $5.20 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 97 Exhibit 2 Exhibit 2 269 630 E Woolbright Rd - Avion Riverwalk PREPARED BY Hank Fishkind Demographics 326,000 SF Multi-Family Building Exhibit 2 Exhibit 2 270 Demographic Overview 630 E Woolbright Rd 16,496 1.9 47 $61,969 Population (1 mi)Avg. HH Size (1 mi)Avg. Age (1 mi)Med. HH Inc. (1 mi) DEMOGRAPHIC RADIUS RINGS DEMOGRAPHIC SUMMARY 5 Mile3 Mile1 MilePopulation 181,03571,95416,4962023 Population 182,81673,58217,1472028 Population 1.0%2.3%4.0%Pop Growth 2023-2028 4544472023 Average Age Households 77,86631,2048,1642023 Households 78,54031,8968,4872028 Households 0.9%2.2%4.0%Household Growth 2023-2028 $66,450$63,327$61,969Median Household Income 2.22.21.9Average Household Size 221Average HH Vehicles Housing $316,940$326,242$317,688Median Home Value 198319791976Median Year Built 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 99 Exhibit 2 Exhibit 2 271 Age & Education 630 E Woolbright Rd - Avion Riverwalk POPULATION BY AGE GROUP IN 1 MILE RADIUS POPULATION BY EDUCATION IN 1 MILE RADIUSPOPULATION BY AGE IN 1 MILE RADIUS 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 100 Exhibit 2 Exhibit 2 272 POPULATION BY RACE MILITARY POPULATION Ethnicity 630 E Woolbright Rd 5 Mile3 MileRace1 Mile 2023 Population 118,87472.98%White 45,262 62.90%65.66%12,039 53,94422.71%Black 23,601 32.80%29.80%3,747 4,1642.25%Asian 1,385 1.92%2.30%371 639< 1%American Indian & Alaskan 310 < 1%< 1%66 161< 1%Hawaiian & Pacific Islander 49 < 1%< 1%4 3,2521.63%Other 1,348 1.87%1.80%269 0 2,800 5,600 8,400 11,200 14,000 HISPANIC POPULATION IN 1 MILE RADIUSPOPULATION BY RACE IN 1 MILE RADIUS 5 Mile3 Mile1 Mile 2023 Population 55< 1%Military 14 < 1%< 1%7 88,31799.91%Non-Military Workforce 34,823 99.96%99.94%8,058 0 1,800 3,600 5,400 7,200 9,000 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 101 Exhibit 2 Exhibit 2 273 Boynton/Lantana PREPARED BY Hank Fishkind Retail Submarket Report Palm Beach - FL Exhibit 3 Exhibit 3 274 RETAIL SUBMARKET REPORT Submarket Key Statistics 1 Leasing 2 Rent 5 Construction 6 Sales 10 Sales Past 12 Months 12 Supply & Demand Trends 14 Rent & Vacancy 17 Sale Trends 20 Boynton/Lantana Retail 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Exhibit 3 Exhibit 3 275 Overview Boynton/Lantana Retail 73K 60.7K 3.2%9.0% 12 Mo Deliveries in SF 12 Mo Net Absorption in SF Vacancy Rate 12 Mo Rent Growth Vacancy in the Boynton/Lantana retail submarket is 3.2%, which is essentially the same level it was a year ago. Vacancy has only risen 0.1% during this time. During this period, 73,000 SF has delivered, and 61,000 SF has been absorbed. Total availability, which includes sublease space, is 3.9% of all inventory. Within this submarket, Neighborhood Centers are the largest subtype, with 4.2 million SF in this category. Rents are around $34.00/SF, which is a 9.0% increase from where they were a year ago. In the past three years, rents have increased a cumulative 22.7%. About 120,000 SF is under construction, representing a 1.1% expansion of inventory. In the past 12 months, 24 sales have taken place. Sales have averaged $340/SF, which is also the estimated value for the submarket as a whole. Over the past three years, there have been 116 sales, which have traded for approximately $372 million. The market cap rate for Boynton/Lantana is 5.6%, moderately below its trailing three-year average of 5.9%. KEY INDICATORS Market RentVacancy RateRBACurrent Quarter Availability Rate Net Absorption SF Deliveries SF Under Construction $35.570%1,924,369Malls 0%0 0 0 $38.502.5%989,666Power Center 2.8%(4,317)0 0 $32.615.5%4,239,124Neighborhood Center 6.6%9,078 5,636 4,000 $29.742.5%579,865Strip Center 7.9%(7,203)0 36,936 $33.202.5%3,221,676General Retail 2.4%4,020 0 77,400 --0Other -0 0 0 $33.673.2%10,954,700Submarket 3.9%1,578 5,636 118,336 Forecast Average Historical Average12 MonthAnnual Trends Peak When Trough When 3.6%5.7%0.1%Vacancy Change (YOY)10.1%2009 Q4 2.1%2019 Q1 47,874120,81960.7KNet Absorption SF 458,979 2007 Q1 (177,207)2020 Q4 79,139122,56873KDeliveries SF 625,989 2007 Q4 1,195 2021 Q1 3.7%2.5%9.0%Rent Growth 9.1%2023 Q2 -6.4%2009 Q3 N/A$73.5M$125MSales Volume $168.3M 2022 Q3 $3.6M 2009 Q4 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 2 Exhibit 3 Exhibit 3 276 Leasing Boynton/Lantana Retail NET ABSORPTION, NET DELIVERIES & VACANCY VACANCY RATE 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 3 Exhibit 3 Exhibit 3 277 Leasing Boynton/Lantana Retail AVAILABILITY RATE 4 & 5 STAR MOST ACTIVE BUILDINGS IN SUBMARKET - PAST 12 MONTHS Property Name/Address Rating GLA Deals Leased SF 12 Mo Vacancy 12 Mo Net Absorp SF 8,6544880 Woolbright Rd 8,654 1 0%8,654 10,1358210-8320 Jog Rd 32,972 5 15.4%7,436 1,9251000-1080 Gateway Blvd Publix 45,518 1 2.5%1,925 1,1201015 Gateway Blvd Quantum Village 12,272 1 6.8%(3,045) 4,1711540-1550 SW 8th St Shoppes of Woolbright 4,171 1 80.0%(4,171) 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 4 Exhibit 3 Exhibit 3 278 Leasing Boynton/Lantana Retail 3 STAR MOST ACTIVE BUILDINGS IN SUBMARKET - PAST 12 MONTHS Property Name/Address Rating GLA Deals Leased SF 12 Mo Vacancy 12 Mo Net Absorp SF 4,94211300 S Military Trl 72,282 3 3.6%7,709 5,0907410 Boynton Beach Blvd Hagens Ranch Commons 43,884 2 28.6%5,417 5,240111-155 N Congress Ave Boynton Plaza 108,694 4 2.5%4,500 3,8698831-8899 Hypoluxo Rd Publix at Town Commons 73,175 1 2.1%3,869 9,1638200 S State Road 7 38,203 4 25.4%3,838 5,472457-477 Greynolds Cir 11,669 3 7.5%3,767 3,5454956-4966 Le Chalet Blvd Aberdeen Square 26,176 1 10.0%3,684 1,4844793 N Congress Ave 10,260 1 30.4%1,484 1,0003501-3557 W Boynton Beach Bl… Boulevard Plaza 12,550 1 3.2%1,481 2,715540-570 SW 18th St Sunshine Square 34,975 2 3.0%1,225 6,3276169-6185 S Jog Rd 105,550 1 6.8%666 1,4201660 S Congress Ave 7,337 2 3.9%0 27,0001701-1797 N Congress Ave Catalina Centre 145,230 1 1.1%0 1,3907427-7451 S Military Trl Spectrum Square 27,936 1 0%0 1,2003301 W Boynton Beach Blvd Paz Plaza 14,400 1 1.7%0 2,250201-250 S Ocean Blvd 54,537 1 20.8%(433) 5,6001780 N Congress Ave Shoppes 10 10,500 2 54.1%(3,037) 2,800701 N Congress Ave Shopess at Boynton 42,490 1 14.4%(3,647) 9,2064895 Windward Passage Dr Gables End Plaza 18,311 4 25.1%(6,303) 3,130320-398 N Congress Ave Boynton Commons 168,617 1 6.9%(8,852) 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 5 Exhibit 3 Exhibit 3 279 Rent Boynton/Lantana Retail MARKET RENT GROWTH (YOY) MARKET RENT PER SQUARE FEET 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 6 Exhibit 3 Exhibit 3 280 Construction Boynton/Lantana Retail DELIVERIES & DEMOLITIONS 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 7 Exhibit 3 Exhibit 3 281 Construction Boynton/Lantana Retail 122,676 229,463 118,336 270,341 All-Time Annual Avg. Square Feet Delivered Square Feet Past 8 Qtrs Delivered Square Feet Next 8 Qtrs Proposed Square Feet Next 8 Qtrs PAST 8 QUARTERS DELIVERIES, UNDER CONSTRUCTION, & PROPOSED PAST & FUTURE DELIVERIES IN SQUARE FEET 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 8 Exhibit 3 Exhibit 3 282 Construction Boynton/Lantana Retail RECENT DELIVERIES Property Name/Address Rating Bldg SF Stories Start Complete Developer/Owner Jan 20229910 S Jog Rd Wawa 5,636 1 Jul 2023 - -1 Mar 20224530 Lantana Rd WaWa 5,636 1 Jun 2023 The Morgan Companies Julie Heberlein2 Dec 20204880 Woolbright Rd 8,654 1 Jun 2023 Stiles Retail Group Carlene Blunt3 Feb 202111600 S Trl Building J4 6,112 1 Mar 2023 - Mack Industrial Inc.4 Feb 20222505 W Woolbright Rd Wawa 3,694 1 Feb 2023 - -5 Sep 202211500 S Military Trl 5,769 1 Jan 2023 - -6 Apr 20224400 Hypoluxo Rd Chipotle 3,000 1 Dec 2022 - L & E International Services, Inc.7 Jun 202211266 S Military Trl 6,000 1 Nov 2022 - Yevgeniy Yermakov8 Apr 20206403 W Boynton Blvd A 7,700 1 Oct 2022 - Carlyle Management Company9 Jan 20228755 Hypoluxo Rd Shoppes at Town Comm…8,013 1 Oct 2022 - -10 Mar 202211800 S Military Trl 20,000 1 Sep 2022 - -11 Jan 20228200 S State Road 7 38,203 1 Apr 2022 - Melrose Center Boynton, LLC12 Dec 20216405 W Boynton Blvd 6,200 1 Apr 2022 - Wawa, Inc.13 Apr 20206405 W Boynton Blvd E 3,500 1 Mar 2022 - Carlyle Management Company14 Apr 20206405 W Boynton Blvd Sprouts 44,448 1 Feb 2022 Mason Construction & Developm… Carlyle Management Company15 Apr 20206405 W Boynton Blvd C 3,500 1 Jan 2022 - -16 Sep 2021S Military 3,445 1 Jan 2022 - Yevgeniy Yermakov17 Sep 2021650 E Woolbright Rd Josie's Ristorante 5,905 1 Jan 2022 - -18 Sep 202110160 Lyons Rd The Learning Experience 6,000 1 Jan 2022 - -19 Jun 20219602 87th Pl S 1,548 1 Oct 2021 - Jobson S Chaves20 UNDER CONSTRUCTION Property Name/Address Rating Bldg SF Stories Start Complete Developer/Owner Jan 20234966 Le Chalet Blvd 40,000 1 Mar 2024 - -1 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 9 Exhibit 3 Exhibit 3 283 Construction Boynton/Lantana Retail UNDER CONSTRUCTION Property Name/Address Rating Bldg SF Stories Start Complete Developer/Owner Dec 20228764 Lantana Rd Merchants Walk Building A 17,364 1 Dec 2023 - Ward Real Estate LLC2 Dec 20228764 Lantana Rd Merchants Walk Building B 15,072 1 Jan 2024 - -3 Oct 20228601 Boynton Beach Blvd 15,000 2 Nov 2023 Gary Smigiel ABC Fine Wine & Spirits4 Jul 20231400 Dixie Hwy 10,000 2 Dec 2023 - -5 Apr 20238543 Boynton Beach Blvd 9,400 1 Dec 2023 - -6 Dec 20228764 Lantana Rd Merchants Walk Building C 4,500 1 Jan 2024 - -7 Oct 20181080 Gateway Blvd A'lu Mexican Cuisine 4,000 1 Sep 2023 - Olen Properties8 Jan 20224066 Lantana Rd 3,000 1 Sep 2023 - Marie Kettlene Placide9 PROPOSED Property Name/Address Rating Bldg SF Stories Start Complete Developer/Owner Aug 20230 Hypoluxo Rd 160,000 1 Aug 2024 - -1 Aug 20234361 Hypoluxo Rd Building G 45,000 1 Feb 2024 - Paul Z. Okean2 Dec 20237395-7555 Boynton Beach… Bld A 19,054 1 Dec 2024 Edgewood Properties SJC Ventures3 Dec 20237395-7555 Boynton Beach… Building E 11,142 1 Dec 2024 Edgewood Properties SJC Ventures4 Nov 20237395-7555 Boynton Beach… Building C 9,375 1 Nov 2024 Edgewood Properties SJC Ventures5 Dec 20237395-7555 Boynton Beach… Building D 9,375 1 Dec 2024 Edgewood Properties SJC Ventures6 Jul 20246455 S Jog Rd The Falls Retail Shops 5,550 1 Dec 2024 - Joel Horowitz7 Aug 20234790 N Congress Ave 4,000 1 Feb 2024 Katz & Associates MMG Equity Partners8 Dec 20237395-7555 Boynton Beach… Building B 2,845 1 Dec 2024 Edgewood Properties SJC Ventures9 Jan 20244361 Hypoluxo Rd Building F 2,500 1 Jan 2025 - -10 Dec 20234361 Hypoluxo Rd 1,500 1 Dec 2024 - -11 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 10 Exhibit 3 Exhibit 3 284 Sales Boynton/Lantana Retail Investors have been especially active in the capital markets in Boynton/Lantana, making it one of the most heavily traded submarkets in the region over the past several years. Annual sales volume has averaged $96.5 million over the past five years, including a 12-month high of $168 million over that stretch. The recorded transaction volume here reached $120 million in the past year. The general retail sector drove that volume. Market pricing, based on the estimated price movement of all properties in the submarket, sat at $343/SF during the third quarter of 2023. That market price is up compared to the third quarter from last year, but the level still falls far short of the average for the region. The market cap rate has shrunk since last year to 5.6%. That is the lowest cap rate in the past five years, which is the same as the metro's average. SALES VOLUME & MARKET SALE PRICE PER SF 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 11 Exhibit 3 Exhibit 3 285 Sales Boynton/Lantana Retail MARKET CAP RATE 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 12 Exhibit 3 Exhibit 3 286 Sales Past 12 Months Boynton/Lantana Retail 25 5.5%$345 24.6% Sale Comparables Avg. Cap Rate Avg. Price/SF Avg. Vacancy At Sale SALE COMPARABLE LOCATIONS SALE COMPARABLES SUMMARY STATISTICS Sales Attributes Low Average Median High Sale Price $400,000 $5,679,827 $2,635,000 $38,867,400 Price/SF $88 $345 $542 $1,887 Cap Rate 4.1%5.5%4.1%8.3% Time Since Sale in Months 0.2 5.4 5.2 11.7 Property Attributes Low Average Median High Building SF 640 14,947 4,299 84,180 Stories 1 1 1 2 Typical Floor SF 640 14,736 3,872 84,180 Vacancy Rate At Sale 0%24.6%0%100% Year Built 1929 1988 1979 2022 Star Rating 2.7 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 13 Exhibit 3 Exhibit 3 287 Sales Past 12 Months Boynton/Lantana Retail Property Name - Address Rating Yr Built Bldg SF Vacancy Price Price/SF Property Sale Date Sale Cap Rate RECENT SIGNIFICANT SALES -1 11300 S Military Trl 2021 72,282 2.8%$38,867,400 $5382/26/2023 - -2 Sprouts 2022 44,448 0%$27,098,650 $6106405 W Boynton Blvd 9/8/2022 - -3 Sears 1976 84,180 100%$7,666,335 $911201 S Dixie Hwy 7/26/2023 - -4 S Military 2022 3,445 0%$6,500,000 $1,8872/21/2023 4.1% -5 Lantana Village Square 1976 69,131 5.2%$6,075,673 $881301-1499 S Dixie Hwy 7/26/2023 - -6 Truist Bank 1964 12,018 0%$6,000,000 $499315 S Federal Hwy 1/3/2023 - -7 A 2022 7,700 0%$5,901,350 $7666403 W Boynton Blvd 9/8/2022 - -8 Chipotle 2022 3,000 0%$3,121,200 $1,0404400 Hypoluxo Rd 3/20/2023 - -9 8880 Lantana Rd 1986 1,620 0%$3,000,000 $1,8527/11/2023 - -10 2250 W Woolbright Rd 1980 4,299 0%$3,000,000 $6982/13/2023 - -11 Family Dollar 2013 9,200 0%$2,720,000 $2961199 Hypoluxo Rd 6/27/2023 - -12 1300 Lantana Rd 1964 15,990 0%$2,550,000 $15912/12/2022 - -13 11266 S Military Trl 2022 6,000 0%$2,132,600 $3552/26/2023 - -14 7-Eleven 1979 2,496 0%$2,100,000 $84111190 S Military Trl 4/18/2023 - -15 101 N Federal Hwy 1929 1,792 0%$2,000,000 $1,1169/16/2022 - -16 1290 Lantana Rd 1973 2,195 0%$1,200,000 $54711/30/2022 - -17 400 Building 1973 4,752 0%$1,140,000 $240400 S Federal Hwy 10/14/2022 - -18 457-477 Greynolds Cir 1982 11,669 0%$1,057,992 $917/26/2023 - -19 Dunkin'1981 3,000 0%$975,000 $3251101 S Dixie Hwy 2/14/2023 - -20 9602 87th Pl S 2021 1,548 0%$900,000 $5813/23/2023 - 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 14 Exhibit 3 Exhibit 3 288 Supply & Demand Trends Boynton/Lantana Retail OVERALL SUPPLY & DEMAND Net AbsorptionInventory % of Inv Construction RatioSFSF Growth % Growth SFYear 2027 57,664 0.5%0.4%41,701 1.411,243,321 2026 55,127 0.5%0.4%40,297 1.411,185,657 2025 48,987 0.4%0.5%54,571 0.911,130,530 2024 108,452 1.0%0.7%81,769 1.311,081,543 2023 53,892 0.5%-0.1%(11,945)-10,973,091 YTD 35,501 0.3%-0.1%(10,318)-10,954,700 2022 155,914 1.4%3.2%345,978 0.510,919,199 2021 106,326 1.0%0.6%59,235 1.810,763,285 2020 1,195 0%-1.7%(177,207)-10,656,959 2019 153,656 1.5%2.7%289,925 0.510,655,764 2018 15,011 0.1%0.1%11,097 1.410,502,108 2017 3,491 0%1.1%119,111 010,487,097 2016 20,342 0.2%1.2%124,588 0.210,483,606 2015 26,874 0.3%1.1%110,011 0.210,463,264 2014 2,198 0%-0.3%(35,658)-10,436,390 2013 33,023 0.3%0.4%41,957 0.810,434,192 2012 67,265 0.7%2.1%222,011 0.310,401,169 2011 7,356 0.1%0.7%77,450 0.110,333,904 MALLS SUPPLY & DEMAND Net AbsorptionInventory % of Inv Construction RatioSFSF Growth % Growth SFYear 2027 9,677 0.5%0.4%8,719 1.11,953,000 2026 9,263 0.5%0.4%8,393 1.11,943,323 2025 8,243 0.4%0.4%6,845 1.21,934,060 2024 2,098 0.1%0.1%1,336 1.61,925,817 2023 (650)0%-0.2%(3,306)-1,923,719 YTD 0 0%---1,924,369 2022 0 0%0.6%11,638 01,924,369 2021 0 0%-0.2%(4,461)-1,924,369 2020 0 0%0.2%3,323 01,924,369 2019 0 0%-0.5%(9,350)-1,924,369 2018 0 0%0.1%1,117 01,924,369 2017 0 0%-0.1%(2,267)-1,924,369 2016 0 0%0.5%10,372 01,924,369 2015 0 0%1.1%20,545 01,924,369 2014 0 0%-0.8%(14,983)-1,924,369 2013 0 0%0.1%1,655 01,924,369 2012 0 0%0.4%8,525 01,924,369 2011 0 0%0.7%12,642 01,924,369 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 15 Exhibit 3 Exhibit 3 289 Supply & Demand Trends Boynton/Lantana Retail POWER CENTER SUPPLY & DEMAND Net AbsorptionInventory % of Inv Construction RatioSFSF Growth % Growth SFYear 2027 (1,374)-0.1%-0.2%(1,918)-983,883 2026 (1,371)-0.1%-0.2%(1,882)-985,257 2025 (1,360)-0.1%-0.1%(964)-986,628 2024 (1,357)-0.1%-0.1%(1,076)-987,988 2023 (321)0%-1.5%(15,314)-989,345 YTD 0 0%-1.3%(13,270)-989,666 2022 0 0%2.7%26,462 0989,666 2021 0 0%1.1%11,363 0989,666 2020 0 0%-2.0%(19,401)-989,666 2019 0 0%9.5%94,324 0989,666 2018 0 0%0%(96)-989,666 2017 0 0%4.3%42,944 0989,666 2016 0 0%-3.9%(38,564)-989,666 2015 0 0%0.8%7,682 0989,666 2014 0 0%-2.0%(19,753)-989,666 2013 0 0%-0.2%(1,815)-989,666 2012 0 0%1.0%10,160 0989,666 2011 0 0%0.3%2,732 0989,666 NEIGHBORHOOD CENTER SUPPLY & DEMAND Net AbsorptionInventory % of Inv Construction RatioSFSF Growth % Growth SFYear 2027 10,691 0.3%0%2,005 5.34,271,730 2026 10,137 0.2%0%1,250 8.14,261,039 2025 8,632 0.2%0.1%4,855 1.84,250,902 2024 546 0%-0.1%(4,634)-4,242,270 2023 14,348 0.3%-0.4%(17,593)-4,241,724 YTD 11,748 0.3%-0.3%(12,927)-4,239,124 2022 59,148 1.4%4.2%176,915 0.34,227,376 2021 48,100 1.2%-0.4%(16,393)-4,168,228 2020 0 0%-2.3%(96,639)-4,120,128 2019 100,661 2.5%2.4%97,103 1.04,120,128 2018 0 0%0.1%3,234 04,019,467 2017 0 0%1.6%64,726 04,019,467 2016 14,979 0.4%2.6%103,789 0.14,019,467 2015 0 0%3.0%120,681 04,004,488 2014 0 0%-0.2%(8,806)-4,004,488 2013 4,127 0.1%0.5%18,221 0.24,004,488 2012 17,265 0.4%3.6%144,190 0.14,000,361 2011 8,814 0.2%0.9%35,425 0.23,983,096 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 16 Exhibit 3 Exhibit 3 290 Supply & Demand Trends Boynton/Lantana Retail STRIP CENTER SUPPLY & DEMAND Net AbsorptionInventory % of Inv Construction RatioSFSF Growth % Growth SFYear 2027 6,137 1.0%0.8%5,100 1.2635,706 2026 5,889 0.9%0.8%4,957 1.2629,569 2025 5,313 0.9%1.5%9,296 0.6623,680 2024 38,697 6.7%4.9%30,413 1.3618,367 2023 (195)0%-0.8%(4,621)-579,670 YTD 0 0%-1.6%(9,345)-579,865 2022 8,013 1.4%3.0%17,657 0.5579,865 2021 9,929 1.8%5.3%30,479 0.3571,852 2020 0 0%-1.1%(6,249)-561,923 2019 11,996 2.2%2.2%12,582 1.0561,923 2018 0 0%0.2%1,370 0549,927 2017 0 0%0.5%2,986 0549,927 2016 0 0%5.6%30,839 0549,927 2015 0 0%-4.9%(27,171)-549,927 2014 0 0%0.5%2,897 0549,927 2013 11,381 2.1%0.5%2,942 3.9549,927 2012 0 0%1.1%5,943 0538,546 2011 0 0%3.9%20,804 0538,546 GENERAL RETAIL SUPPLY & DEMAND Net AbsorptionInventory % of Inv Construction RatioSFSF Growth % Growth SFYear 2027 32,533 1.0%0.8%27,795 1.23,399,002 2026 31,209 0.9%0.8%27,579 1.13,366,469 2025 28,159 0.9%1.0%34,539 0.83,335,260 2024 68,468 2.1%1.7%55,730 1.23,307,101 2023 40,710 1.3%0.9%28,889 1.43,238,633 YTD 23,753 0.7%0.8%25,224 0.93,221,676 2022 88,753 2.9%3.5%113,306 0.83,197,923 2021 48,297 1.6%1.2%38,247 1.33,109,170 2020 1,195 0%-1.9%(58,241)-3,060,873 2019 40,999 1.4%3.1%95,266 0.43,059,678 2018 15,011 0.5%0.2%5,472 2.73,018,679 2017 3,491 0.1%0.4%10,722 0.33,003,668 2016 5,363 0.2%0.6%18,152 0.33,000,177 2015 26,874 0.9%-0.4%(11,726)-2,994,814 2014 2,198 0.1%0.2%4,987 0.42,967,940 2013 17,515 0.6%0.7%20,954 0.82,965,742 2012 50,000 1.7%1.8%53,193 0.92,948,227 2011 (1,458)-0.1%0.2%5,847 -2,898,227 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 17 Exhibit 3 Exhibit 3 291 Rent & Vacancy Boynton/Lantana Retail OVERALL RENT & VACANCY Market Rent Per SF Index % Growth Vs Hist PeakYear Vacancy SF Percent Ppts Chg 2027 175 1.8%21.6%$38.54 420,186 3.7%0.1% 2026 172 2.3%19.5%$37.85 405,412 3.6%0.1% 2025 168 3.0%16.8%$37 391,670 3.5%-0.1% 2024 163 3.7%13.3%$35.90 398,323 3.6%0.2% 2023 157 9.2%9.2%$34.61 371,402 3.4%0.6% YTD 153 9.0%6.3%$33.67 351,303 3.2%0.4% 2022 144 7.2%0%$31.68 305,484 2.8%-1.8% 2021 134 5.9%-6.8%$29.54 495,548 4.6%0.4% 2020 127 4.3%-11.9%$27.91 448,457 4.2%1.7% 2019 121 3.8%-15.6%$26.75 270,055 2.5%-1.3% 2018 117 4.6%-18.7%$25.76 406,324 3.9%0% 2017 112 4.5%-22.3%$24.63 402,410 3.8%-1.1% 2016 107 5.7%-25.6%$23.57 518,030 4.9%-1.0% 2015 101 5.6%-29.6%$22.30 622,276 5.9%-0.8% 2014 96 3.2%-33.4%$21.11 705,413 6.8%0.4% 2013 93 3.2%-35.4%$20.46 667,557 6.4%-0.1% 2012 90 1.1%-37.4%$19.83 676,491 6.5%-1.5% 2011 89 -1.6%-38.1%$19.62 831,237 8.0%-0.7% MALLS RENT & VACANCY Market Rent Per SF Index % Growth Vs Hist PeakYear Vacancy SF Percent Ppts Chg 2027 155 2.0%22.9%$41.08 6,570 0.3%0% 2026 152 2.5%20.4%$40.27 5,639 0.3%0% 2025 148 3.3%17.5%$39.29 4,798 0.2%0.1% 2024 143 3.9%13.8%$38.05 3,428 0.2%0% 2023 138 9.5%9.5%$36.61 2,659 0.1%0.1% YTD 134 8.6%6.4%$35.57 0 0%0% 2022 126 4.6%0%$33.44 0 0%-0.6% 2021 120 4.6%-4.4%$31.96 11,638 0.6%0.2% 2020 115 4.2%-8.6%$30.55 7,177 0.4%-0.2% 2019 110 2.8%-12.3%$29.31 10,500 0.5%0.5% 2018 107 2.8%-14.8%$28.50 1,150 0.1%-0.1% 2017 104 4.6%-17.1%$27.73 2,267 0.1%0.1% 2016 100 5.4%-20.7%$26.51 0 0%-0.5% 2015 95 4.8%-24.8%$25.15 10,372 0.5%-1.1% 2014 90 1.6%-28.2%$24 30,917 1.6%0.8% 2013 89 1.9%-29.4%$23.61 15,934 0.8%-0.1% 2012 87 -0.6%-30.7%$23.17 17,589 0.9%-0.4% 2011 88 -2.3%-30.3%$23.30 26,114 1.4%-0.7% 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 18 Exhibit 3 Exhibit 3 292 Rent & Vacancy Boynton/Lantana Retail POWER CENTER RENT & VACANCY Market Rent Per SF Index % Growth Vs Hist PeakYear Vacancy SF Percent Ppts Chg 2027 176 1.9%22.5%$44.20 26,910 2.7%0.1% 2026 173 2.4%20.2%$43.38 26,303 2.7%0.1% 2025 169 3.1%17.5%$42.37 25,706 2.6%0% 2024 164 3.8%13.9%$41.09 26,072 2.6%0% 2023 158 9.8%9.8%$39.60 26,282 2.7%1.5% YTD 153 9.3%6.7%$38.50 24,551 2.5%1.3% 2022 144 7.2%0%$36.08 11,281 1.1%-2.7% 2021 134 5.5%-6.7%$33.66 37,743 3.8%-1.1% 2020 127 3.8%-11.5%$31.91 49,106 5.0%2.0% 2019 122 3.6%-14.8%$30.74 29,705 3.0%-9.5% 2018 118 4.9%-17.7%$29.68 124,029 12.5%0% 2017 113 4.2%-21.6%$28.30 123,933 12.5%-4.3% 2016 108 5.4%-24.7%$27.16 166,877 16.9%3.9% 2015 103 5.7%-28.6%$25.77 128,313 13.0%-0.8% 2014 97 3.1%-32.4%$24.39 135,995 13.7%2.0% 2013 94 3.9%-34.5%$23.64 116,242 11.7%0.2% 2012 91 2.1%-36.9%$22.75 114,427 11.6%-1.0% 2011 89 -1.0%-38.3%$22.27 124,587 12.6%-0.3% NEIGHBORHOOD CENTER RENT & VACANCY Market Rent Per SF Index % Growth Vs Hist PeakYear Vacancy SF Percent Ppts Chg 2027 177 1.7%21.4%$37.12 266,056 6.2%0.2% 2026 174 2.2%19.4%$36.50 257,675 6.0%0.2% 2025 171 2.9%16.8%$35.72 249,077 5.9%0.1% 2024 166 3.6%13.5%$34.71 245,445 5.8%0.1% 2023 160 9.6%9.6%$33.51 240,239 5.7%0.7% YTD 156 9.2%6.7%$32.61 232,932 5.5%0.6% 2022 146 7.3%0%$30.57 208,257 4.9%-2.9% 2021 136 5.9%-6.8%$28.49 326,024 7.8%1.5% 2020 128 4.2%-12.0%$26.90 261,531 6.3%2.3% 2019 123 3.9%-15.6%$25.80 164,892 4.0%0% 2018 119 5.5%-18.8%$24.83 161,334 4.0%-0.1% 2017 112 4.5%-23.0%$23.54 164,568 4.1%-1.6% 2016 108 5.6%-26.3%$22.52 229,294 5.7%-2.2% 2015 102 6.1%-30.2%$21.33 318,104 7.9%-3.0% 2014 96 3.0%-34.3%$20.09 438,785 11.0%0.2% 2013 93 3.3%-36.2%$19.51 429,979 10.7%-0.4% 2012 90 1.6%-38.2%$18.88 444,073 11.1%-3.2% 2011 89 -1.6%-39.2%$18.59 570,998 14.3%-0.7% 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 19 Exhibit 3 Exhibit 3 293 Rent & Vacancy Boynton/Lantana Retail STRIP CENTER RENT & VACANCY Market Rent Per SF Index % Growth Vs Hist PeakYear Vacancy SF Percent Ppts Chg 2027 184 1.9%21.3%$34.11 15,796 2.5%0.1% 2026 181 2.3%19.1%$33.49 14,868 2.4%0.1% 2025 177 3.1%16.3%$32.72 14,028 2.2%-0.7% 2024 171 3.8%12.8%$31.73 18,128 2.9%1.2% 2023 165 8.7%8.7%$30.57 9,818 1.7%0.8% YTD 161 8.9%5.8%$29.74 14,730 2.5%1.6% 2022 152 8.1%0%$28.12 5,385 0.9%-1.7% 2021 140 6.1%-7.5%$26.02 15,029 2.6%-3.7% 2020 132 5.1%-12.8%$24.53 35,579 6.3%1.1% 2019 126 5.4%-17.0%$23.35 29,330 5.2%-0.2% 2018 120 4.5%-21.2%$22.15 29,916 5.4%-0.2% 2017 114 3.7%-24.6%$21.20 31,286 5.7%-0.5% 2016 110 5.7%-27.3%$20.45 34,272 6.2%-5.6% 2015 104 6.2%-31.2%$19.35 65,111 11.8%4.9% 2014 98 5.5%-35.2%$18.21 37,940 6.9%-0.5% 2013 93 2.2%-38.6%$17.27 40,837 7.4%1.4% 2012 91 0.8%-39.9%$16.90 32,398 6.0%-1.1% 2011 91 -1.9%-40.4%$16.77 38,341 7.1%-3.9% GENERAL RETAIL RENT & VACANCY Market Rent Per SF Index % Growth Vs Hist PeakYear Vacancy SF Percent Ppts Chg 2027 185 1.8%20.9%$38.01 104,854 3.1%0.1% 2026 182 2.3%18.7%$37.33 100,927 3.0%0.1% 2025 178 3.1%16.1%$36.49 98,061 2.9%-0.2% 2024 172 3.7%12.6%$35.41 105,250 3.2%0.3% 2023 166 8.6%8.6%$34.13 92,404 2.9%0.3% YTD 162 9.0%5.6%$33.20 79,090 2.5%-0.1% 2022 153 8.7%0%$31.44 80,561 2.5%-0.9% 2021 141 6.7%-8.0%$28.92 105,114 3.4%0.3% 2020 132 4.6%-13.8%$27.10 95,064 3.1%1.9% 2019 126 4.3%-17.6%$25.91 35,628 1.2%-1.8% 2018 121 4.5%-21.0%$24.84 89,895 3.0%0.3% 2017 116 4.6%-24.4%$23.77 80,356 2.7%-0.2% 2016 111 6.1%-27.7%$22.72 87,587 2.9%-0.4% 2015 104 5.5%-31.9%$21.41 100,376 3.4%1.3% 2014 99 4.2%-35.4%$20.30 61,776 2.1%-0.1% 2013 95 3.7%-38.0%$19.48 64,565 2.2%-0.1% 2012 91 1.3%-40.3%$18.78 68,004 2.3%-0.1% 2011 90 -1.1%-41.0%$18.54 71,197 2.5%-0.3% 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 20 Exhibit 3 Exhibit 3 294 Sale Trends Boynton/Lantana Retail OVERALL SALES Completed Transactions (1) Turnover Avg Price/SFDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/SF Cap Rate 2027 -----196-$354.51 6.3% 2026 -----181-$326.53 6.7% 2025 -----173-$312 6.8% 2024 -----166-$300.27 6.9% 2023 -----188-$340.15 5.8% YTD $85.1M17 2.6%$297.72$5,316,638 1905.5%$342.73 5.6% 2022 $151.3M29 4.2%$477.12$6,576,739 1805.4%$324.30 5.7% 2021 $124.9M52 7.3%$282.24$3,047,530 1616.3%$290.04 5.9% 2020 $39.4M39 1.1%$449.76$1,515,494 1525.0%$273.80 6.1% 2019 $96.1M29 5.0%$183.30$3,845,220 1425.6%$255.82 6.3% 2018 $38.7M30 4.7%$120.79$1,933,473 1405.9%$253.02 6.3% 2017 $63.2M49 7.9%$159.05$2,431,858 1356.6%$242.97 6.3% 2016 $75.6M29 2.6%$293.03$3,598,823 1306.5%$235.36 6.3% 2015 $75M32 3.6%$201.60$2,420,415 1246.7%$224.52 6.4% 2014 $37.7M24 3.2%$147.61$1,887,445 1127.6%$202.21 6.7% 2013 $38.6M43 3.7%$141.63$1,483,655 996.7%$179.32 7.1% 2012 $104.9M27 5.7%$178.64$4,197,126 967.2%$173.62 7.2% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. MALLS SALES Completed Transactions (1) Turnover Avg Price/SFDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/SF Cap Rate 2027 -----186-$332.60 6.1% 2026 -----171-$305.89 6.5% 2025 -----163-$291.77 6.6% 2024 -----157-$280.28 6.7% 2023 -----177-$316.65 5.6% YTD -----178-$318.60 5.4% 2022 $01 5.1%--169-$302.13 5.5% 2021 -----152-$271.91 5.7% 2020 -----144-$257.10 5.9% 2019 $4.5M1 5.2%$45.19$4,500,000 135-$241.25 6.1% 2018 -----135-$240.35 6.0% 2017 -----130-$231.38 6.1% 2016 -----126-$224.36 6.1% 2015 -----120-$214.63 6.1% 2014 -----109-$194.19 6.5% 2013 -----97-$173.68 6.8% 2012 -----95-$169.91 6.9% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 21 Exhibit 3 Exhibit 3 295 Sale Trends Boynton/Lantana Retail POWER CENTER SALES Completed Transactions (1) Turnover Avg Price/SFDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/SF Cap Rate 2027 -----188-$352.23 6.1% 2026 -----173-$324.53 6.5% 2025 -----165-$310.04 6.6% 2024 -----159-$298.34 6.7% 2023 -----180-$337.53 5.6% YTD -----181-$339.79 5.4% 2022 -----172-$322.30 5.5% 2021 $01 0.7%--153-$286.74 5.8% 2020 -----145-$271.89 5.9% 2019 $58.8M7 30.2%$196.99$8,400,000 135-$253.91 6.2% 2018 $7.8M2 19.5%$40.76$3,923,421 135-$252.81 6.1% 2017 -----129-$242.58 6.2% 2016 -----126-$236.54 6.2% 2015 $150K1 2.8%$5.36$150,000 120-$224.81 6.2% 2014 $01 0.7%--108-$202.45 6.6% 2013 -----96-$180.99 7.0% 2012 $5.4M2 9.3%$58.72$2,707,000 93-$175.20 7.1% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. NEIGHBORHOOD CENTER SALES Completed Transactions (1) Turnover Avg Price/SFDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/SF Cap Rate 2027 -----181-$309.62 6.5% 2026 -----167-$286.46 6.9% 2025 -----160-$274.29 7.1% 2024 -----154-$264.43 7.1% 2023 -----174-$297.26 6.1% YTD $15.8M4 4.0%$93.91$3,943,750 175-$298.91 5.9% 2022 $109.6M8 5.4%$482.16$13,700,000 1666.4%$283.57 6.0% 2021 $88.5M19 11.2%$303.83$6,805,532 1497.2%$255.04 6.2% 2020 $14.7M4 0.4%$997.02$3,672,527 1444.8%$247.20 6.3% 2019 $5.3M4 0.4%$332.91$1,316,250 1355.0%$231.34 6.5% 2018 $9.9M4 4.4%$378.21$9,900,000 1366.1%$233.10 6.4% 2017 $50.2M26 18.8%$139.87$3,584,879 1317.1%$224.97 6.4% 2016 $37.7M4 3.2%$297.99$12,580,245 1286.7%$219.23 6.4% 2015 $12.8M2 1.5%$215.45$6,399,000 122-$209 6.5% 2014 $17.9M6 5.1%$123.68$3,571,631 111-$189.82 6.8% 2013 $11.2M19 6.5%$71.76$1,592,857 994.3%$168.90 7.2% 2012 $85M8 9.4%$226.90$10,622,172 966.8%$164.23 7.3% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 22 Exhibit 3 Exhibit 3 296 Sale Trends Boynton/Lantana Retail STRIP CENTER SALES Completed Transactions (1) Turnover Avg Price/SFDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/SF Cap Rate 2027 -----218-$370.54 6.1% 2026 -----200-$340.40 6.5% 2025 -----191-$324.92 6.6% 2024 -----184-$312.46 6.7% 2023 -----209-$356.17 5.7% YTD -----211-$359.73 5.4% 2022 $3.7M1 2.5%$256.94$3,700,000 198-$337.07 5.5% 2021 -----173-$294.62 5.8% 2020 $933.3K2 2.4%$70.51$466,667 159-$270.43 6.0% 2019 $3.1M1 1.8%$305.15$3,051,500 1476.8%$250.22 6.3% 2018 $9.6M4 11.8%$148.72$2,404,275 139-$237.10 6.4% 2017 $02 0.7%--133-$226.95 6.5% 2016 $5.1M1 3.5%$266.96$5,105,000 129-$219.56 6.5% 2015 $15M4 13.0%$210.24$3,750,000 1237.6%$208.98 6.5% 2014 $12.1M4 9.0%$245.26$3,034,375 1095.7%$186.29 6.8% 2013 $8M4 8.6%$168.76$1,999,500 977.0%$164.30 7.2% 2012 $5.4M4 13.9%$71.61$1,338,375 94-$159.45 7.3% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. GENERAL RETAIL SALES Completed Transactions (1) Turnover Avg Price/SFDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/SF Cap Rate 2027 -----219-$422.69 6.1% 2026 -----201-$388.13 6.5% 2025 -----192-$370.46 6.7% 2024 -----184-$356.31 6.7% 2023 -----210-$406.82 5.7% YTD $69.3M13 3.7%$588.46$5,774,267 2125.5%$410.86 5.5% 2022 $38M19 3.6%$504.01$2,711,786 2005.2%$387.81 5.6% 2021 $36.5M32 10.0%$240.75$1,302,743 1795.8%$345.78 5.8% 2020 $23.8M33 3.0%$398.73$1,188,970 1655.6%$318.97 6.0% 2019 $24.5M16 3.7%$243.77$2,042,833 1545.3%$297.41 6.2% 2018 $11.3M20 2.1%$307.25$869,655 1495.8%$289.06 6.2% 2017 $13M21 2.2%$336.65$1,086,667 1435.7%$276 6.3% 2016 $32.7M24 4.2%$291.87$1,925,267 1376.3%$265.11 6.3% 2015 $47.1M25 7.2%$220.60$1,961,870 1316.3%$253.06 6.4% 2014 $7.8M13 2.5%$125.33$704,840 1178.8%$225.72 6.8% 2013 $19.4M20 2.7%$279.13$1,295,135 1037.8%$198.32 7.2% 2012 $9.2M13 1.7%$199.98$834,842 987.7%$190.04 7.3% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. 8/2/2023© 2023 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 23 Exhibit 3 Exhibit 3 297 TIRFA Term Sheet January 10, 2024 Following are terms pursuant to which a Tax Increment Revenue Financing Agreement (“TIRFA”) will be drafted and executed between BB1 Development LLC (“Developer”) and the Boynton Beach Community Redevelopment Agency (“BBCRA”). Project: Developer is developing the Project, a mixed-use development including 371 residential units as well as approximately 25,000 SF of retail/commercial space. The Project will add thousands of permanent and temporary jobs as well as millions of dollars in benefits to the City of Boynton Beach as outlined in the report by Fishkind Litigation Services. Open Space: The Project has approximately 21,000 SF of green space and 36,000 SF of sidewalks and paved areas including a public plaza with outdoor seating connecting to the commercial space, accounting for over 35% of the total site area. Residential Units: Of the 371 total units, over 200 are housing units below 750 SF, which is a category of housing encouraged by the Boynton Beach zoning code for the purpose of providing a broader range of housing attainable at different income levels. Energy Efficiency: The Project is incorporating green elements into the design such as energy efficient air conditioners, cool roof pavers, energy efficient LED lighting fixtures and 100% Energy Star rated appliances. Community Outreach: Developer will be partner with a local community outreach partner in order to coordinate on issues pertaining to employment of City residents and jobs. BB1 and the community outreach partner will host a job fair, when feasible give priority to qualified job applicants to participate in the construction of the Project and use good faith efforts to offer permanent job positions resulting from the Project to qualified City residents. Public Parking: BB1 received feedback from members of the public and local neighborhood groups/associations to help accommodate additional parking in downtown Boynton Beach. BB1 worked with its consultants to identify an additional 32 parking spaces above the approved number of spaces. Rather than reduce the garage size by this number of spaces and achieve cost savings, BB1 will provide these spaces for public use, together with an additional 58 of its existing commercial spaces which it will convert to public spaces, 298 for a total of 90 public parking spaces (the “New Public Parking Spaces”). After this dedication, BB1 will continue to have 70 parking spaces available for dedicated commercial use, in addition to residential/visitor only parking spaces. BB1 will be responsible for installing, managing and metering the New Public Parking Spaces and will retain such parking revenue. Infrastructure: Developer shall complete the public infrastructure items as shown in Exhibit A. Construction Start: Developer agrees to commence construction of the Project with two (2) years of the effective date of the TIRFA. Annual Report: Developer shall provide an annual performance report for the Project to the BBCRA from commencement of construction through TCO. Tax Increment Financing: Commencing upon the temporary certificate of complete (“TCO”), Developer will receive an annual refund equal to 95% of the total tax revenue generated by the project for a fifteen (15) year term, not to exceed a total of $11.5 million (the “TIRFA Amount”). Assignability: 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. After substantial completion of the Project, this Agreement may be transferred by the Developer; provided, however, that any assignee thereto shall specifically assume all of the obligations of the Developer under this Agreement. Termination: The TIRFA shall automatically terminate upon the cap of $11.5 million being reached or within two (2) years of the effective date of the TIRFA if Developer has failed to commence construction. Waiver/Indemnification: The BBCRA will not be responsible for any property damages or personal injury sustained by Developer from 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. 299 1 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, Boynton Beach, Florida 33435, and BB1 DEVELOPMENT, LLC, a Delaware limited liability company, with a business address of 888 Biscayne Boulevard, Suite 101, Miami, Florida 33132 (hereinafter referred to as the “Developer”). RECITALS WHEREAS, Developer owns the property located at 114 and 222 North Federal Highway, Boynton Beach, Florida (“Property”) and intends to construct within the Property a new mixed-use development comprised of 371 multi-family units with related amenities and approximately 25,000 square feet of commercial space 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 CRA Downtown Masterplan; and WHEREAS, in an effort to provide the many public benefits to the public, Developer has submitted that certain proposal dated January 10, 2024, related to the Project, attached as Exhibit “B” (hereafter referred to as the “Proposal”); and WHEREAS, the CRA has determined that the Project 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 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: 300 2 Section 1. Incorporation. 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: 2.1. “Base Year” means the base year for determining Tax Increment Revenue from the Project. 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 any of the construction activities contained herein and beginning to actually demolish, excavate or prepare the site for development of the Project in accordance with the City Code and continuing until completion of construction of the P roject 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. “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. 2.7. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.8. “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. 2.9. “Grey Shell” means an unfinished interior, lacking heating, ventilating, air conditioning, lighting, plumbing, ceilings, elevators, interior walls, etc. and ready for tenant improvements. 2.10. “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 301 3 partnership or limited liability company, then at least 20% of its partners or members must reside in the City. 2.11 “Parking Improvements” means ninety (90) public parking spaces restricted for the use by the public in accordance with Paragraph 3.1.1(c) below. 2.12. “Pledged Project Increment Revenue” means an amount calculated by multiplying Tax Increment Revenue from the Project by agreed upon percentage factor as provided for in this Agreement. 2.13. “Property” means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit “C,” hereto. 2.14. "Site Plan" shall mean the approved Site Plan attached hereto as Exhibit “A,” approved by the City of Boynton Beach, file # MSPM 23-003. 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. Developer shall construct 371 multi-family residential units with related amenities. b. Developer shall construct approximately 25,000 square feet of commercial/retail space; c. Developer shall construct Parking Improvements, conceptually depicted on Exhibit “D,” hereto ("Public Parking") that shall be restricted for public use and that shall not be available to the residential units. The Parking Improvements may consist of structured parking, surface parking, valet parking, mechanical parking, shared parking or any other means as allowed under local city ordinance. Upon completion of the Public Parking, Developer and the CRA shall enter into a Parking Management Agreement to establish the maintenance responsibilities of the CRA for the Public Parking. If a Parking Management Agreement is not negotiated and executed by the Parties within one year of the completion of construction of the Public Parking, either party may request binding arbitration to complete the terms of the Agreement. Notwithstanding the foregoing, Developer will be responsible for managing and metering the Public Parking and all revenue derived from such metering shall be retained as revenue by Developer. 302 4 d. Construction of the multi-family residential units for the Project shall be in compliance with the following green building construction items: • All the air conditioners will be Energy Star qualified with a minimum of SEER 16; • Provide roofing materials with a SRI 75 for our low-sloped roofs for a minimum of 75% of the roof above the parking and the residential parts; • Provide energy efficient LED lighting fixtures for the building and all the interior spaces; and • Provide 100% Energy Star appliances within the building. e. Prior to and during the construction of the Project, the Developer shall: • Hire a job placement consultant during the construction period of this Agreement; • Host a job fair; • When qualified and competitive, Locally Owned Small Businesses shall be given priority, provided such businesses are available and responsive; • 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; • 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; • Use Good Faith Efforts to offer permanent job positions resulting from the Project to qualified City residents; and • 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. Section 4. Annual Performance Report. Developer shall annually provide the CRA with an Annual Performance Report for the Project indicating the status of Developer’s compliance with the requirements of this Agreement as set forth in Sections 3 and 5 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 a 303 5 form substantially as more fully discussed below. Section 5. Certification Requirements. 5.1 As a condition precedent to its receipt of any Pledged Project Increment Revenue pursuant to this Agreement: 5.1.1 Annual Performance Report. Commencing upon the Effective Date, Developer shall annually provide the CRA with an Annual Performance Report certifying Developer’s compliance with this Agreement and evidencing that Developer has paid all property taxes for the Property for the preceding year in a form substantially in accordance with the form attached as Exhibit “E”; 5.1.2 Upon receipt of the Annual Performance Report, the CRA shall review and approve the Annual Performance Report at the next available CRA meeting as meeting the requirements in Section 4 above and certifying Developer’s compliance with all conditions precedent for receiving Pledged Increment Revenue for the Project, which approval shall not be unreasonably withheld; 5.1.3 The CRA has received Tax Increment Revenues from the completed Improvements subsequent to the Base Year; and 5.1.4 Developer shall not be entitled to any Pledged Project Increment Revenue payments if the Developer has failed to meet its obligations under this Agreement or is otherwise in default 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 Direct Incentive Funding during any cure period or in the event the Developer is in default of this Agreement so long as, once a default is cured, Developer shall continue to receive their Direct Incentive Funding for the Project up to the Pledged Project Increment Revenue and any time periods for performance hereunder shall be extended for the same period of time needed to cure the default. 5.2 Certification. 5.2.1 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.1a. and 3.1.1.b. of this Agreement by providing a Certificate of Occupancy for all residential components of the Improvements and Certificate of Completion 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 3.1.1.c of this Agreement by demonstrating that it has constructed the Public Parking and by documenting signage and other means by which these Public Parking spaces 304 6 are clearly reserved for use by the public and excluded from use by multifamily and commercial units that are part of the Project. 5.2.3 Developer shall confirm in its Annual Performance Report that it has met its obligation under Section 3.1.1.d of this Agreement by providing proof of receipt of Florida Green Building Certification. 5.2.4 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.1.e 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; and c. Requiring all Contractors covered by the terms of this Agreement to provide, if applicable, annual copies of its records, reports or any other information necessary to monitor compliance with the provisions of Section 3.1.1.e 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 Developer pursuant to this Agreement is capped at ____________________________ ($____________) Dollars (“TIR Cap”) 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 fifteen (15) year term, not to exceed a total of ____________________________________ ($_____________________) Dollars 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. 305 7 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 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 Boynton Beach, Florida 33435 With a copy to: Kathryn B. Rossmell, Esq. Lewis, Longman & Walker, P.A. 360 South Rosemary Avenue Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: Mr. Robert Vecsler BB1 Development, LLC 888 Biscayne Boulevard, Suite 101 Miami, Florida 33132 With a copy to: 306 8 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. If Developer fails to cure the default within thirty (30) days of notice from the CRA, 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 last disbursement of Pledged Project Increment Revenue to Developer for the Project, or within two (2) years of the Effective Date if the Developer has failed to commence construction of the Improvements subject to force majeure. 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; 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 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. 307 9 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. After substantial completion of the Project, this Agreement may be transferred by the Developer; provided, however, that any assignee thereto shall specifically assume all of the obligations of the Developer under this Agreement. 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. 10.7 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 308 10 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; 710 North Federal Highway, Boynton Beach, Florida 33435; or BoyntonBeachCRA@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 agr eements. 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. 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. 309 11 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 Minor Modifications. The CRA Executive Director shall administratively amend this Agreement (without requirement of CRA board approval) as may be reasonably required by the Lender, provided that such amendment does not pertain to or impact any material term of this Agreement and is or the purpose of complying with Lender requirements in order to effectuate Financial Closing. If any required amendment by the Lender would have a material effect on the terms and conditions set forth in this Agreement, then such amendment shall require CRA board approval, not to be unreasonably withheld, conditioned or delayed. For purposes of this paragraph, the term “material term” shall include all terms and provisions in Sections 3, 5, 6, 8, 9, 10.1, 10.2, 10.3, 10.4, 10.7, 10.16, 10.17, and 10.18 and any other term reasonably deemed material by the CRA Attorney at the time such request for amendment is made. 10.17 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. 10.18 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 failur e 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. 10.19 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 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. 10.20 Effective Date. This Agreement will become effective upon the date and time the last party executes this Agreement. 310 12 IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first above written. WITNESSES: BB1 DEVELOPMENT, LLC, a Delaware limited liability company (signature of witness) By: (printed name of witness) Print Name: Title: (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF __________________ COUNTY OF ________________ BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by ⃝ physical presence or ⃝ online notarization this ___ day of __________________, 2024, by ___________________________________________, as ____________________________________ of BB1 DEVELOPMENT, LLC, a Delaware limited liability company, who is ⃝ personally known to me or ⃝ produced __________________ as identification. (SEAL) Notary Public, State of _____________________ __________________________________________ My Commission Expires: Name of Notary Typed, Printed or Stamped 311 13 WITNESSES: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (signature of witness) By: (printed name of witness) Print Name: Title: (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF FLORIDA COUNTY OF PALM BEACH BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by ⃝ physical presence or ⃝ online notarization this ____ day of ________________, 2024, by ___________________________, as __________________ of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, who is ⃝ personally known to me or ⃝ produced __________________ as identification. (SEAL) Notary Public, State of Florida __________________________________________ My Commission Expires: Name of Notary Typed, Printed or Stamped 312 14 EXHIBIT “A” PROJECT 313 15 EXHIBIT “B” PROPOSAL 314 16 EXHIBIT “C” PROPERTY 315 17 EXHIBIT "D” PUBLIC PARKING 316 18 EXHIBIT "E” ANNUAL PERFORMANCE REPORT FORM 317 1 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, Boynton Beach, Florida 33435, and BB1 DEVELOPMENT, LLC, a Delaware limited liability company, with a business address of 888 Biscayne Boulevard, Suite 101, Miami, Florida 33132 (hereinafter referred to as the “Developer”). RECITALS WHEREAS, Developer owns the property located at 114 and 222 North Federal Highway, Boynton Beach, Florida (“Property”) and intends to construct within the Property a new mixed-use development comprised of a approximately 371 multi-family units with related amenities and approximately 25,000 square feet of commercial space 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 CRA Downtown Masterplan; and WHEREAS, in an effort to provide the many public benefits to the public, Developer has submitted that certain proposal dated __________ related to the Project, attached as Exhibit “B” (hereafter referred to as the “Proposal”); and WHEREAS, the CRA has determined that the Project 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 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: 318 2 Section 1. Incorporation. 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: 2.1. “Base Year” means the base year for determining Tax Increment Revenue from the Project. 2.3. “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. 2.4. “City” means the City of Boynton Beach, Florida. 2.5. “Commencement of Construction” or “Commence Construction” means obtaining an official permit in hand for any of the construction activities contained herein and beginning to actually demolish, excavate or prepare the site for development of the Project in accordance with the City Code and continuing until completion of construction of the Project as applicable in accordance with the Florida Building Code. 2.6. “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. 2.7. “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. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.9. “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. 2.10. “Grey Shell” means an unfinished interior, lacking heating, ventilating, air conditioning, lighting, plumbing, ceilings, elevators, interior walls, etc. and ready for tenant improvements. 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 319 3 partnership or limited liability company, then at least 20% of its partners or members must reside in the City. 2.13 “Parking Improvements” means ninety (90) public parking spaces restricted for the use by the public in accordance with Paragraph 3.1.1(c) below. 2.14. “Pledged Project Increment Revenue” means an amount calculated by multiplying Tax Increment Revenue from the Project by agreed upon percentage factor as provided for in this Agreement. 2.15. “Property” means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit “C,” hereto. 2.16. "Site Plan" shall mean the approved Site Plan attached hereto as Exhibit “A,” approved by the City of Boynton Beach, file # MSPM 23-003. 2.17. “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. Developer shall construct approximately of 371 multi-family residential units with related amenities. b. Developer shall construct approximately 25,000 square feet of commercial/retail space; c. Developer shall construct Parking Improvements, conceptually depicted on Exhibit “D,” hereto ("Public Parking") that shall be restricted for public use and that shall not be available to the residential units. The Parking Improvements may consist of structured parking, surface parking, valet parking, mechanical parking, shared parking or any other means as allowed under local city ordinance. Upon completion of the Public Parking, Developer and the CRA shall enter into a Parking Management Agreement to establish the maintenance responsibilities of the CRA for the Public Parking. If a Parking Management Agreement is not negotiated and executed by the Parties within one year of the completion of construction of the Public Parking, either Formatted: Font: Bold Formatted: Font: Not Bold 320 4 party may request binding arbitration to complete the terms of the Agreement. Notwithstanding the foregoing, Developer will be responsible for managing and metering the Public Parking and all revenue derived from such metering shall be retained as revenue by Developer. d. Construction of the multi-family residential units for the Project shall be in compliance with the following green building construction items:.  All the air conditioners will be Energy Star qualified with a minimum of SEER 16.  Provide roofing materials with a SRI 75 for our low-sloped roofs for a minimum of 75% of the roof above the parking and the residential parts.  Provide energy efficient LED lighting fixtures for the building and all the interior spaces.  Provide 100% Energy Star appliances within the building. e. Prior to and during the construction of the Project, the Developer shall :  Hire a job placement consultant during the construction period of this Agreement;  Host a job fair;  When feasible, give priority to Contractors that are Locally Owned Small Businesses to participate in the construction of the Project;  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;  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;  Use Good Faith Efforts to offer permanent job positions resulting from the Project to qualified City residents;  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; and 321 5 Provide 4 EV charging stations more than the minimum required. We provide a total of 13 EV level 2 charging stations. Section 4. Annual Performance Report. Developer shall annually provide the CRA with an Annual Performance Report for the Project indicating the status of Developer’s compliance with the requirements of this Agreement as set forth in Sections 3 and 5 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 a form substantially as more fully discussed below. Section 5. Certification Requirements. 5.1 As a condition precedent to its receipt of any Pledged Project Increment Revenue pursuant to this Agreement: 5.1.1 Annual Performance Report. Commencing upon the Effective Date, Developer shall annually provide the CRA with an Annual Performance Report certifying Developer’s compliance with this Agreement and evidencing that Developer has paid all property taxes for the Property for the preceding year in a form substantially in accordance with the form attached as Exhibit “E”; 5.1.2 Upon receipt of the Annual Performance Report, the CRA shall review and approve the Annual Performance Report at the next available CRA meeting as meeting the requirements in Section 4 above and certifying Developer’s compliance with all conditions precedent for receiving Pledged Increment Revenue for the Project, which approval shall not be unreasonably withheld; 5.1.3 The CRA has received Tax Increment Revenues from the completed Improvements subsequent to the Base Year; 5.1.4 Developer shall not be entitled to any Pledged Project Increment Revenue payments if the Developer has failed to meet its obligations under this Agreement or is otherwise in default 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 Direct Incentive Funding during any cure period or in the event the Developer is in default of this Agreement so long as, once a default is cured, Developer shall continue to receive their Direct Incentive Funding for the Project up to the Pledged Project Increment Revenue and any time periods for performance hereunder shall be extended for the same period of time needed to cure the default; and 5.1.5 5.2 Certification. 5.2.1 Developer shall certify in its Annual Performance Report that it has met its 322 6 obligation under Section 3.1.1a. and 3.1.1.b. of this Agreement by providing a Certificate of Occupancy for all residential components of the Improvements and Certificate of Completion 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 3.1.1.c of this Agreement by demonstrating that it has constructed the Public Parking and by documenting signage and other means by which these Public Parking spaces are clearly reserved for use by the public and excluded from use by multifamily and commercial units that are part of the Project. 5.2.3 Developer shall confirm in its Annual Performance Report that it has met its obligation under Section 3.1.1.d of this Agreement by providing proof of receipt of Florida Green Building Certification. 5.2.4 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.1.e 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; 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 3.1.1e 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. 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 Developer pursuant to this Agreement is capped at Eleven Million Five Hundred Thousand ($XX) Dollars (“TIR Cap”) 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 323 7 (95%) of the Tax Increment Revenue, for a fifteen (15) year term, not to exceed a total of Eleven Million Five Hundred Thousand ($XX) Dollars 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 Pledged Project Increment Revenues. The CRA warrants and represents that the Pledged Project Increment Revenues are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by term of this Agreement. 6.3 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 Boynton Beach, Florida 33435 With a copy to: Kathryn B. Rossmell, Esq. 324 8 Lewis, Longman & Walker, P.A. 360 South Rosemary Avenue Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: Mr. Robert Vecsler BB1 Development, LLC 888 Biscayne Boulevard, Suite 101 Miami, Florida 33132 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. If Developer fails to cure the default within thirty (30) days of notice from the CRA, 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 last disbursement of Pledged Project Increment Revenue to Developer for the Project, or within two (2) years of the Effective Date if the Developer has failed to commence construction of the Improvements subject to force majeure. 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; 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 325 9 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 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 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 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. 10.7 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 326 10 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; 710 North Federal Highway, Boynton Beach, Florida 33435; or BoyntonBeachCRA@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. 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 327 11 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 Minor Modifications. The CRA Executive Director shall administratively amend this Agreement (without requirement of CRA board approval) as may be reasonably required by the Lender, provided that such amendment does not pertain to or impact any material term of this Agreement and is or the purpose of complying with Lender requirements in order to effectuate Financial Closing. If any required amendment by the Lender would have a material effect on the terms and conditions set forth in this Agreement, then such amendment shall require CRA board approval, not to be unreasonably withheld, conditioned or delayed. For purposes of this paragraph, the term “material term” shall include all terms and provisions in Sections 3, 5, 6, 8, 9, 10.1, 10.2, 10.3, 10.4, 10.7, 10.16, 10.17, and 10.18 and any other term reasonably deemed material by the CRA Attorney at the time such request for amendment is made. 10.17 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. 10.18 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, 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 328 12 shall be subject to Force Majeure. 10.19 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 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. 10.20 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: BB1 DEVELOPMENT, LLC, a Delaware limited liability company (signature of witness) By: (printed name of witness) Print Name: Title: (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF __________________ COUNTY OF ________________ BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by ⃝ physical presence or ⃝ online notarization this ___ day of __________________, 2024, by ___________________________________________, as ____________________________________ of BB1 DEVELOPMENT, LLC, a Delaware limited liability company, who is ⃝ personally known to me or ⃝ produced __________________ as identification. (SEAL) 329 13 Notary Public, State of _____________________ __________________________________________ My Commission Expires: Name of Notary Typed, Printed or Stamped WITNESSES: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (signature of witness) By: (printed name of witness) Print Name: Title: (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF FLORIDA COUNTY OF PALM BEACH BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by ⃝ physical presence or ⃝ online notarization this ____ day of ________________, 2024, by ___________________________, as __________________ of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, who is ⃝ personally known to me or ⃝ produced __________________ as identification. (SEAL) Notary Public, State of Florida __________________________________________ My Commission Expires: Name of Notary Typed, Printed or Stamped 330 14 EXHIBIT “A” PROJECT 331 15 EXHIBIT “B” PROPOSAL 332 16 EXHIBIT “C” PROPERTY 333 17 EXHIBIT "D” PUBLIC PARKING 334 18 EXHIBIT "E” ANNUAL PERFORMANCE REPORT FORM 335 TIRFA Term Sheet January 10, 2024 Following are terms pursuant to which a Tax Increment Revenue Financing Agreement (“TIRFA”) will be drafted and executed between BB1 Development LLC (“Developer”) and the Boynton Beach Community Redevelopment Agency (“BBCRA”). Project: Developer is developing the Project, a mixed-use development including 371 residential units as well as approximately 25,000 SF of retail/commercial space. The Project will add thousands of permanent and temporary jobs as well as millions of dollars in benefits to the City of Boynton Beach as outlined in the report by Fishkind Litigation Services. Open Space: The Project has approximately 21,000 SF of green space and 36,000 SF of sidewalks and paved areas including a public plaza with outdoor seating connecting to the commercial space, accounting for over 35% of the total site area. Residential Units: Of the 371 total units, over 200 are housing units below 750 SF, which is a category of housing encouraged by the Boynton Beach zoning code for the purpose of providing a broader range of housing attainable at different income levels. Energy Efficiency: The Project is incorporating green elements into the design such as energy efficient air conditioners, cool roof pavers, energy efficient LED lighting fixtures and 100% Energy Star rated appliances. Community Outreach: Developer will be partner with a local community outreach partner in order to coordinate on issues pertaining to employment of City residents and jobs. BB1 and the community outreach partner will host a job fair, when feasible give priority to qualified job applicants to participate in the construction of the Project and use good faith efforts to offer permanent job positions resulting from the Project to qualified City residents. Public Parking: BB1 received feedback from members of the public and local neighborhood groups/associations to help accommodate additional parking in downtown Boynton Beach. BB1 worked with its consultants to identify an additional 32 parking spaces above the approved number of spaces. Rather than reduce the garage size by this number of spaces and achieve cost savings, BB1 will provide these spaces for public use, together with an additional 58 of its existing commercial spaces which it will convert to public spaces, 336 for a total of 90 public parking spaces (the “New Public Parking Spaces”). After this dedication, BB1 will continue to have 70 parking spaces available for dedicated commercial use, in addition to residential/visitor only parking spaces. BB1 will be responsible for installing, managing and metering the New Public Parking Spaces and will retain such parking revenue. Infrastructure: Developer shall complete the public infrastructure items as shown in Exhibit A. Construction Start: Developer agrees to commence construction of the Project with two (2) years of the effective date of the TIRFA. Annual Report: Developer shall provide an annual performance report for the Project to the BBCRA from commencement of construction through TCO. Tax Increment Financing: Commencing upon the temporary certificate of complete (“TCO”), Developer will receive an annual amount which refund equals to 95% of the total tax revenue generated by the project for a fifteen (15) year term, not to exceed a total of $11.5 million (the “TIRFA Amount”). Assignability: 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 After substantial completion of the Project, this Agreement may be transferred by the Developer; provided, however, that any assignee thereto shall specifically assume all of the obligations of the Developer under this Agreement. Termination: The TIRFA shall automatically terminate upon the cap of $11.5 million being reached or within two (2) years of the effective date of the TIRFA if Developer has failed to commence construction. Waiver/Indemnification: The BBCRA will not be responsible for any property damages or personal injury sustained by Developer from 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. 337 ABRAMSON & ASSOCIATES, Inc. Real Estate and Public-Private Development Advisory Services 113 Chestnut Street / Newton, MA 02465 / tel: (617) 965-4545 / fax: (617) 965-5431 /www.abramsonassoc.com MEMORANDUM TO: Timothy Tack, P.E., Assistant Director Boynton Beach Community Redevelopment Agency FROM: Barry Abramson SUBJECT: Evaluation of TIRFA Request for Ocean One Project DATE: March 28, 2024 _______________________________________________________________________ EXECUTIVE SUMMARY This memorandum summarizes our evaluation of a request for TIRFA by BB1 Development LLC (“BB1”) for a proposed project – Ocean One, a mixed-use development located at 114/222 N. Federal Highway. The project is to include 371 rental apartments, 24,742 net square feet of retail space and a parking garage to meet the needs of the project with 90 spaces proposed to be operated as “public spaces” available to the public at large with parking revenues to be retained by the project. 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 $11.5 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 to be generally in a range of reasonableness and that, in the current development market, the project has a feasibility gap requiring the requested TIF subsidy. Notwithstanding this conclusion, 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. Total CRA incremental revenues from the project are estimated at approximately $14,000,000. With the vast majority of this revenue following the estimated ten years of operation it would take to reach the $11,500,000 total award, the present value at the start of 2025 is estimated at approximately $7,600,000. 338 2 The City is estimated to receive total incremental tax revenues from the project of approximately $67,000,000 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 $1,500,000. The CRA may wish to explore structuring opportunities with the developer that might result in a lessening of the TIF award should it prove not to be fully required for feasibility. COMMENTS ON PUBLIC BENEFITS Public Parking The proposed 90 public spaces are comprised of 58 of the retail spaces which would otherwise be dedicated to retail tenants (which , if dedicated, would enhance the marketability of such retail space) plus 32 spaces above and beyond the number required by zoning which the developer could otherwise eliminate from the garage to save cost. The public spaces would be operated by the project owner who would retain parking revenues. The developer contends the 90 public spaces have a value to the CRA/City of $5,000,000 ($55,556 per space) based on the developer’s estimate of the cost (including land, soft and financing, as well as hard costs) that the CRA or City would incur to build parking in a new garage. At least with regard to the 58 spaces switched from dedicated to publicly available, we would anticipate at least some of these spaces would be used by visitors to the project’s retail component, as they would if they were dedicated to those tenants. A qualified parking consultant would need to validate cost/value, estimate the extent to which parking revenues would exceed operating costs in a public garage and in the proposed privately-operated garage, and the net effect on area parking supply and demand of the project and the switch of the 58 spaces from dedicated to public and the additional 32 spaces beyond zoning requirement. Other Benefits The developer contends it is providing an estimated $1,000,000 of public infrastructure and will make efforts in the area of local hiring. The CRA and City are best positioned to determine whether these matters are standard or above and beyond the normal requirements and customary contributions of a project of this nature. A consultant report commissioned by the developer claimed various benefits in terms of fiscal and economic impact for the project. These impacts are generally felt on a regional basis. The impact on a relatively small local community such as Boynton Beach would be hard to quantify with any reliability but would be expected to be relatively small. 339 3 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 temporary certificate of occupancy (“TCO”), Developer will receive an annual payment equal to 95% of the total tax increment revenue received by the BBCRA generated by the project for a fifteen (15) year term, not to exceed a total of $11.5 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 contends that a subsidy equivalent to a present value of approximately $9,500,000 at the time of substantive completion of construction is necessary 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 (2024) dollars. The developer estimates the $11,500,000 of TIF revenues awarded to the project over time, discounted at an annual rate of4.0%, 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, the developer’s advisors, 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. Based upon this evaluation, we consider the developer’s assumptions to be generally in a range of reasonableness, though we note that relatively small variations within the range of reasonableness can have a dramatic impact on the amount of subsidy required. Notably, estimated hard construction and related costs are based on a construction company’s estimates based on 50% drawings plus an owner-held hard cost contingency and may tighten if value engineering and bidding enable a tightening of early-stage cost cushioning, especially in a construction market in which project starts have been stalled. Permit fees and other upfront exactions are another cost item that could be reviewed. The developer’s estimates were provided by an experienced consultant specializing in this field but have not as yet been reviewed by the City. 340 4 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 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 general ized 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). Based on our research, 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. Based on the developer’s assumptions, the project has a feasibility gap requiring subsidy of approximately $9,500,000 which the developer estimated would yield a 5.97% ROC. Our TIF cash flow analysis estimates the proposed TIRFA award, totaling $11,500,000 over time, would yield a present value at the completion of substantial construction, at a 4.0% discount rate, of approximately $9,300,000, yielding a 5.96% ROC. The small differences in present value and ROC are not considered material. Financial Feasibility/Gap Analysis Development Cost Acquisition Cost $12,000,000 Total Hard Costs $111,241,836 $44,629,558 Total Development Cost $167,871,394 Stabilized Operating Income ($2024) Effective Gross Income $14,257,355 General Oper Exps & Property Management $2,730,692 Taxes & Assessments RE Tax after 4% early payment discount @ AV/unit =$275,688 $1,988,483 City Fire Assessment $46,394 City Solid Waste Authority Assessment $41,086 Total Tax & Operating Expenses $4,806,655 Net Operating Income $9,450,700 Required Subsidy Analysis Without Subsidy With Subsidy Net Operating Income $9,450,700 $9,450,700 Development Cost $167,871,394 $167,871,394 Less Subsidy $0 ($9,300,000) Development Cost After Subsidy $167,871,394 $158,571,394 Return on Cost 5.63%5.96% Soft & Other Costs (Incl Predev, Dev OH&Fee, Owner Hard Contingency, TI, Financing Costs, Lease-Up) 341 5 EVALUATION OF THE FINANCIAL EFFECT OF THE TIRFA ON THE CRA AND CITY The estimated assessed/taxable valuations for the project are based on estimates provided by a consultant specializing in this field engaged by the developer, which were consistent with our research of assessments for comparable properties in Boynton Beach and discussion with the county property appraiser’s office. Our analysis (presented on following pages) indicates that the proposed TIRFA would absorb nearly all the CRA tax increment for the first ten years of the project’s operations (i.e. through 2036). Thereafter, the CRA would enjoy the full increment (estimated at approximately $1,500,000 in 2037) through the CRA sunset in 2044. Total CRA incremental revenues from the project are estimated at approximately $14,000,000. Present value to the CRA has been estimated at a discount rate of 4.0%, slightly higher than the AA municipal bond yield which is currently 3.5% for a 20 year-term. Present value to the CRA at the start of 2025 is estimated at approximately $7,600,000. The City is estimated to receive total incremental tax revenues from the project of approximately $67,000,000 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 $1,500,000. 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. 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 – which has lain fallow for many years and 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 342 6 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 , 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 up to 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 of achieving a reasonable rate of return. 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 contract 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 that clearly would be impacted by reduction in construction and permit costs. • Reduce TIRFA award in the form of a CRA participation in net public parking revenues if above developer’s current estimates. • 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. 343 OCEAN ONE PROPOSED TIF INCENTIVE CASH FLOW Year of operation:1 2 3 4 5 6 7 8 Calendar Year:2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 Annual Ecalation Rate:0.0%0.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0% Taxable Value Prior to Redevelopment 114 N Federal 9,006,248 $9,006,248 $9,276,435 $9,554,729 $9,841,370 $10,136,611 $10,440,710 $10,753,931 $11,076,549 $11,408,846 $11,751,111 222 N Federal 1,410,649 $1,410,649 $1,452,968 $1,496,558 $1,541,454 $1,587,698 $1,635,329 $1,684,389 $1,734,920 $1,786,968 $1,840,577 Total 10,416,897 $10,416,897 $10,729,404 $11,051,286 $11,382,825 $11,724,309 $12,076,039 $12,438,320 $12,811,469 $13,195,813 $13,591,688 Ad Valorem Taxes Prior to Development 114 N Federal 185,579 $185,579 $191,146 $196,881 $202,787 $208,871 $215,137 $221,591 $228,239 $235,086 $242,139 222 N Federal 29,075 $29,075 $29,947 $30,846 $31,771 $32,724 $33,706 $34,717 $35,759 $36,831 $37,936 Total 214,654 $214,654 $221,094 $227,726 $234,558 $241,595 $248,843 $256,308 $263,997 $271,917 $280,075 Estimated Assessed/Taxable Value of Completed Project $102,280,157 $102,280,157 $105,348,562 $108,509,019 $111,764,290 $115,117,218 $118,570,735 $122,127,857 $125,791,693 $129,565,443 $133,452,407 pre-construction construction construction % Valuation of Completed Stabilized Project (if 0%, Prior AV)0%0%0%100%100%100%100%100%100%100%100% Taxable Value of Project $10,416,897 $10,416,897 $10,729,404 $108,509,019 $111,764,290 $115,117,218 $118,570,735 $122,127,857 $125,791,693 $129,565,443 $133,452,407 Project Incremental Value $0 $0 $0 $97,457,733 $100,381,465 $103,392,909 $106,494,696 $109,689,537 $112,980,223 $116,369,630 $119,860,719 City TIF Contribution @ Millage Rate =7.85 $0 $0 $0 $697,719 $718,651 $740,211 $762,417 $785,289 $808,848 $833,113 $858,107 County Contribution @ Millage Rate =4.50 $0 $0 $0 $399,967 $411,966 $424,324 $437,054 $450,166 $463,671 $477,581 $491,908 TIF Revenue Created by Project 12.35 $0 $0 $0 $1,097,686 $1,130,617 $1,164,535 $1,199,471 $1,235,455 $1,272,519 $1,310,694 $1,350,015 TIF Award @ Award Factor =95%$0 $0 $0 $1,042,802 $1,074,086 $1,106,308 $1,139,498 $1,173,682 $1,208,893 $1,245,160 $1,282,514 Cummulative of Above $0 $0 $1,042,802 $2,116,887 $3,223,196 $4,362,693 $5,536,376 $6,745,268 $7,990,428 $9,272,943 @ Award Factor % up to Total $ Amount 95%$11,500,000 $1,042,802 $1,074,086 $1,106,308 $1,139,498 $1,173,682 $1,208,893 $1,245,160 $1,282,514 NPV to TCO - 1/1/27 @ 4.0%$9,297,000 Total Remaining with CRA $14,202,000 $54,884 $56,531 $58,227 $59,974 $61,773 $63,626 $65,535 $67,501 NPV to TCO - 1/1/27 @ 4.0%$8,226,000 NPV to 1/1/25 @ 4.0%$7,605,000 5% of City Operating Millage Retained by City *$1,285,000 $54,884 $56,531 $58,227 $59,974 $61,773 $63,626 $65,535 $67,501 NPV to TCO - 1/1/27 @ 4.0%$876,000 NPV to 1/1/25 @ 4.0%$810,000 City Tax After CRA Sunset @ City Millage *7.85 $65,646,000 $0 $0 $0 $0 $0 $0 $0 $0 NPV to TCO - 1/1/27 @ 6.0%$738,000 NPV to 1/1/25 @ 6.0%$657,000 Total City Before & After CRA Sunset $66,931,000 NPV to TCO - 1/1/27 @ $1,614,000 NPV to 1/1/25 @ $1,467,000 * Not including City Operating Millage on base (pre-project) value Proposed Incentive Award = Award Factor x TIF Revenue created by Project TIF Revenue = 95% of Project Increment x (City + County Millage) less 4% early payment discount 344 8 OCEAN ONE PROPOSED TIF INCENTIVE CASH FLOW Year of operation:9 10 11 12 13 14 15 16 17 18 19 Calendar Year:2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 Annual Ecalation Rate:3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0% Taxable Value Prior to Redevelopment 114 N Federal $12,103,644 $12,466,754 $12,840,756 $13,225,979 $13,622,758 $14,031,441 $14,452,384 $14,885,956 $15,332,534 $15,792,510 $16,266,286 222 N Federal $1,895,794 $1,952,668 $2,011,248 $2,071,586 $2,133,733 $2,197,745 $2,263,678 $2,331,588 $2,401,535 $2,473,582 $2,547,789 Total $13,999,439 $14,419,422 $14,852,004 $15,297,564 $15,756,491 $16,229,186 $16,716,062 $17,217,544 $17,734,070 $18,266,092 $18,814,075 Ad Valorem Taxes Prior to Development 114 N Federal $249,403 $256,885 $264,591 $272,529 $280,705 $289,126 $297,800 $306,734 $315,936 $325,414 $335,176 222 N Federal $39,074 $40,247 $41,454 $42,698 $43,979 $45,298 $46,657 $48,057 $49,498 $50,983 $52,513 Total $288,477 $297,131 $306,045 $315,227 $324,683 $334,424 $344,457 $354,790 $365,434 $376,397 $387,689 Estimated Assessed/Taxable Value of Completed Project $137,455,979 $141,579,658 $145,827,048 $150,201,859 $154,707,915 $159,349,153 $164,129,627 $169,053,516 $174,125,122 $179,348,875 $184,729,341 % Valuation of Completed Stabilized Project (if 0%, Prior AV)100%100%100%100%100%100%100%100%100%100%100% Taxable Value of Project $137,455,979 $141,579,658 $145,827,048 $150,201,859 $154,707,915 $159,349,153 $164,129,627 $169,053,516 $174,125,122 $179,348,875 $184,729,341 Project Incremental Value $123,456,540 $127,160,237 $130,975,044 $134,904,295 $138,951,424 $143,119,967 $147,413,566 $151,835,973 $156,391,052 $161,082,783 $165,915,267 $1 City TIF Contribution @ Millage Rate =7.85 $883,850 $910,366 $937,677 $965,807 $994,781 $1,024,624 $1,055,363 $1,087,024 $1,119,635 $1,153,224 $1,250,337 County Contribution @ Millage Rate =4.50 $506,666 $521,866 $537,522 $553,647 $570,257 $587,364 $604,985 $623,135 $641,829 $661,084 TIF Revenue Created by Project 12.35 $1,390,516 $1,432,231 $1,475,198 $1,519,454 $1,565,038 $1,611,989 $1,660,348 $1,710,159 $1,761,464 $1,814,308 $1,250,337 TIF Award @ Award Factor =95%$1,320,990 $1,360,620 $1,401,438 $1,443,481 $1,486,786 $1,531,389 $1,577,331 $1,624,651 $1,673,391 $1,723,592 $1,187,821 Cummulative of Above $10,593,933 $11,954,552 $13,355,990 $14,799,472 $16,286,258 $17,817,647 $19,394,978 $21,019,629 $22,693,019 $24,416,612 $25,604,432 @ Award Factor % up to Total $ Amount 95%$11,500,000 $1,320,990 $906,067 NPV to TCO - 1/1/27 @ 4.0%$9,297,000 Total Remaining with CRA $14,202,000 $69,526 $526,164 $1,475,198 $1,519,454 $1,565,038 $1,611,989 $1,660,348 $1,710,159 $1,761,464 $1,814,308 NPV to TCO - 1/1/27 @ 4.0%$8,226,000 NPV to 1/1/25 @ 4.0%$7,605,000 5% of City Operating Millage Retained by City *$1,285,000 $69,526 $71,612 $73,760 $75,973 $78,252 $80,599 $83,017 $85,508 $88,073 $90,715 NPV to TCO - 1/1/27 @ 4.0%$876,000 NPV to 1/1/25 @ 4.0%$810,000 City Tax After CRA Sunset @ City Millage *7.85 $65,646,000 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $1,250,337 NPV to TCO - 1/1/27 @ 6.0%$738,000 NPV to 1/1/25 @ 6.0%$657,000 Total City Before & After CRA Sunset $66,931,000 NPV to TCO - 1/1/27 @ $1,614,000 NPV to 1/1/25 @ $1,467,000 * Not including City Operating Millage on base (pre-project) value Proposed Incentive Award = Award Factor x TIF Revenue created by Project TIF Revenue = 95% of Project Increment x (City + County Millage) less 4% early payment discount 345 9 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. 346 April 12, 2024 @ 1:30-3:00 pm 100 E. Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 RE: 114/222 N Federal Highway - TIF Incentive Negotiation Meeting BB1 Development, LLC (Hyperion Development Group) MEETING NOTES • Overall goal of meeting – get the most agreeable terms to take back to the Board • Tie TIRFA back to a specific site plan and provide minimum numbers of commercial space, units, parking, etc. allowing for diminutive changes (what is the base density/intensity?) • Under Attachment 15, section 3 all terms were agreed upon with the exception of adding “within the CRA” to hosting a job fair and also define the job placement consultant more • Green Building Items – all agreed as drafted • Dedicated workforce housing – none (non-negotiable) • Final terms agreed upon: o TIRFA TERM – 12 years o TIRFA AMOUNT - $9.9 million o PERCENTAGE – 95% o TIMELINE – 1 yr. from September 2024 to commence construction with one 6-month extension by the Board to not be unreasonably withheld o PARKING AMOUNT – 90 public parking spaces on the second floor of parking garage, plus 20 on-street parking with the contingency that up to 10 spaces are dependent on FDOT approval o PARKING MAINTENANCE – developers’ responsibility o PARKING REVENUE – developers 100% revenue until the TIRFA amount is reimbursed in full at which point the parking revenue will be shared in perpetuity. 20% of all public parking revenue will be shared with CRA in perpetuity • Other notes: o A minor site plan modification may be needed for the parking change o Add cure period regarding compliance section 6,8, & 9 347 April 24, 2024 @ 1:30-2:30 pm 100 E. Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 RE: 114/222 N Federal Highway - TIF Incentive Negotiation Meeting BB1 Development, LLC (Hyperion Development Group) In Attendance: Bonnie Miskel Tara Duhy Tim Tack Theresa Utterback Bonnie Nicklien MEETING NOTES • The agreement will not have a cap on rates regarding the public parking metered spaces – delete the paragraph referencing control of price • 20% Revenue share from the beginning vs. starting revenue sharing at the end of the TIRFA term. This is easier to manage and removes the need for a separate parking agreement • Bonnie Miskel to expand the section regarding the annual audit which will be the backup to support the revenue sharing • Added a “Confirmation of Contract” section by which the Developer will provide an affidavit by Jan 31, 2025 confirming a contract is in place for the overall project site • The affidavit will be attached as an Exhibit. Bonnie Miskel to draft for Tara’s review. Bonnie Miskel felt the deadline was fair and reasonable. They hope to be in permitting 6 months with the lending/loan commitment in place during the permit application review process • Bonnie Miskel to provide all other exhibits to make sure they are the latest and greats of each version (site plan, etc.) • One Exhibit will be added as a summary of all of the development timelines so it is an easier reference in the Agmt • The TIRFA Agmt will be placed on the May 14th agenda as an “update” item in case it is needed based on the Board’s discussion at the May 7th meeting. • Tara to add the notes based on our conversation today and provide the revised draft to Bonnie Miskel for her review tomorrow with plans to submit their final version to Tara by Friday, April 26th. 348 1 4883-0767-0203, v. 1 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 BB1 DEVELOPMENT, LLC, a Delaware limited liability company, with a business address of 888 Biscayne Boulevard, Suite 101, Miami, Florida 33132 (hereinafter referred to as the “Developer”). RECITALS WHEREAS, Developer owns the property located at 114 and 222 North Federal Highway, Boynton Beach, Florida (“Property”) and intends to construct within the Property a new mixed-use development comprised of approximately 371 multi-family units with related amenities and approximately 25,000 square feet of commercial space 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 January 10, 2024, related to the Project, which was later amended, a copy of which amended proposal is attached as Exhibit “B; and WHEREAS, Developer is required to submit a complete building permit application by September 13, 2024, pursuant to the Purchase and Development Agreement dated January 16, 2018, as amended by the First Amendment dated January 15, 2020, a copy of which is attached hereto as Exhibit “C;” and WHEREAS, Developer will revise the Site Plan (defined below) to provide an additional 31 parking spaces in addition to the amount approved in the Site Plan as of the Effective Date; 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 349 2 4883-0767-0203, v. 1 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 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. Incorporation. 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: 2.1. “Base Year” for determining Tax Increment Revenue from the Project shall be the year prior to Commencement of Construction. 2.3. “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. 2.4. “City” means the City of Boynton Beach, Florida. 2.5. “Commencement of Construction” or “Commence Construction” means obtaining an official permit in hand for any of the construction activities contained herein 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. 2.6. “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. 2.7. “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. 2.8 “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. 2.9. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 350 3 4883-0767-0203, v. 1 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 “Parking Improvements” means ninety (90) public parking spaces located on the second floor of the parking garage and twenty (20) on street parking spaces, ten (10) of which are contingent upon FDOT approval, restricted for use by the public in perpetuity. 2.13. “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. .2.14. “Property” means the property subject to this Agreement upon which the Project shall be developed as more particularly described in "Exhibit D” hereto. 2.15. "Site Plan" shall mean the approved Site Plan attached hereto as Exhibit “A,” approved by the City of Boynton Beach, file # MSPM 23-003. 2.16. “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. Developer shall construct a minimum of 365 multi-family residential units with related amenities. b. Developer shall construct a minimum of 22,000 square feet of commercial/retail space; c. Developer shall construct the Parking Improvements, which shall include 90 parking spaces located within the second floor of the parking structure, plus at least 351 4 4883-0767-0203, v. 1 10 on street surface parking spaces and an additional 10 on street parking spaces if allowed by FDOT, which all shall be designated clearly by signage as set aside for public use. Developer will be responsible for managing, maintaining, repairing and metering the Parking Improvements and all revenue derived from such metering shall be retained as revenue by Developer except that, an amount equal to 20% of all collected revenues for the Parking Improvements shall be provided to the CRA in perpetuity and in accordance with this section. Distribution of the 20% of the collected revenue for the Public Parking to the CRA (“CRA Share”) shall be made by January 10th of each year following the Completion of Construction. Along with the distribution of the CRA Share, Developer shall also provide to CRA, each year following Completion of Construction, a report detailing Public Parking usage and fees collected which shall be included in the Annual Performance Report required by Section 4 herein. d. Prior to Completion of Construction, CRA and Developer shall execute a parking easement (or, at the CRA’s option, a 99 year lease) for the benefit of the City and CRA which easement (or lease) shall ensure that the Parking Improvements shall be for reserved for use by the public in perpetuity. Such easement (or lease) shall run with the land and be recorded in the Official Record Books of Palm Beach County. e. Construction of the multi-family residential units for the Project shall be in compliance with the following green building standards:  Developer shall provide all air conditioners, all of which shall be Energy Star qualified with a minimum of SEER 16.  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.  Developer shall provide energy efficient LED lighting fixtures for the Project and all the interior spaces.  Developer shall provide 100% Energy Star appliances within the Project.  Developer shall provide 4 EV level-2 charging stations over the minimum required by City Building and Zoning Code. f. Prior to and during the construction of the Project, the Developer shall:  Hire a job placement consultant during the construction period of this Agreement; 352 5 4883-0767-0203, v. 1  Host a job fair within the CRA;  When feasible, give priority to Contractors that are Locally Owned Small Businesses to participate in the construction of the Project;  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;  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;  Use Good Faith Efforts to offer permanent job positions resulting from the Project to qualified City residents;  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; and 3.1.2 The Site Plan may undergo minor modifications without requiring amendment to this Agreement so long as there is no alteration to the 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. Section 4. Annual Performance Report. 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. Certification 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 353 6 4883-0767-0203, v. 1 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 beyond any applicable notice and cure period 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 beyond 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 bene given. There is no obligation by the CRA to disburse the Pledged Increment Revenue during any period of default by the Developer, provided that, once a default is cured, Developer shall receive its Pledged Increment Revenue payments for the remainder of the TIR Term, 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 3.1.1a. and 3.1.1.b. of this Agreement by providing a Certificate of Occupancy for all residential components of the Improvements and Certificate of Completion 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 3.1.1.c of this Agreement by demonstrating that it has constructed the Parking Improvements and 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. 5.2.3 Developer shall confirm in its Annual Performance Report that it has met its obligation under Section 3.1.1.d of this Agreement. 5.2.4 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.1.e 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 354 7 4883-0767-0203, v. 1 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 3.1.1e 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. 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 is capped at Nine Million Nine Hundred Thousand ($9,900,000.000) Dollars (“TIR Cap”) 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) Dollars commencing on the last day of the year, provided 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 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 355 8 4883-0767-0203, v. 1 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. 360 South Rosemary Avenue Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: Mr. Robert Vecsler BB1 Development, LLC 888 Biscayne Boulevard, Suite 101 Miami, Florida 33132 With a copy to: Bonnie Miskel, Esq. Dunay, Miskel and Backman, LLP 14 SE 4th Street, Suite 36 Boca Raton, FL 33432 356 9 4883-0767-0203, v. 1 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) on September 30, 2025, if the Developer has failed to commence construction of the Project subject to force majeure, 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; 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 357 10 4883-0767-0203, v. 1 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. 10.7 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 358 11 4883-0767-0203, v. 1 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, 4th Floor, Boynton Beach, Florida 33435; or TackT@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. 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. 359 12 4883-0767-0203, v. 1 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 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: BB1 DEVELOPMENT, LLC, a Delaware limited liability company (signature of witness) 360 13 4883-0767-0203, v. 1 By: (printed name of witness) Print Name: Title: (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF __________________ COUNTY OF ________________ BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by ⃝ physical presence or ⃝ online notarization this ___ day of __________________, 2024, by ___________________________________________, as ____________________________________ of BB1 DEVELOPMENT, LLC, a Delaware limited liability company, who is ⃝ personally known to me or ⃝ produced __________________ as identification. (SEAL) Notary Public, State of _____________________ __________________________________________ My Commission Expires: Name of Notary Typed, Printed or Stamped WITNESSES: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (signature of witness) By: (printed name of witness) Print Name: Title: (address of witness) (signature of witness) 361 14 4883-0767-0203, v. 1 (printed name of witness) (address of witness) STATE OF FLORIDA COUNTY OF PALM BEACH BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by ⃝ physical presence or ⃝ online notarization this ____ day of ________________, 2024, by ___________________________, as __________________ of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, who is ⃝ personally known to me or ⃝ produced __________________ as identification. (SEAL) Notary Public, State of Florida __________________________________________ My Commission Expires: Name of Notary Typed, Printed or Stamped 362 363 364 OCEAN ONE 114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FL OWNER:ARCHITECT:CIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:LANDSCAPE ARCHITECT: ARQUITECTONICA 2900 OAK AVENUE, MIAMI, FLORIDA 33133 305.372.1812 HYPERION GROUP 1690 S CONGRESS AVE #100. DELRAY BEACH, FL 33445 KIMLEY HORN 561.330.2345 2900 OAK AVENUE, MIAMI, FLORIDA 3313305.372.1812 TEL GEO ARQUITECTONICA 305.372.1175 FAX888 Biscane Blvd, Suite 101Miami, FL 33132 SITE PLAN APPROVAL FEBRUARY 2023 SITE PLAN APPROVAL 24 FEBRUARY 2023 365 366 A0-01LOCATION / ZONING MAP©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXLOCATION / ZONING MAP367 PUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ARTRETAILLOADINGCOMMERCIAL5319 SFAMENITYSPACETRASHRETAILFITNESS3827 SFSPA1091 SFLOBBYCOMMERCIAL9254 SFCOMMERCIAL2295 SFCOMMERCIAL6423 SFCOMMERCIAL2316 SFFFE 7'-0"NAVDFFE 7'-6" NAVDFFE 7'-6" NAVDFFE 7'-0" NAVDFFE 7'-0" NAVDFFE 7'-0" NAVD43' @ 8.1%0102030405060708091011121314151617181920FFE 7'-0"NAVDFFE 7'-6" NAVDFFE 7'-6" NAVDFFE 7'-6" NAVD"STOP" SIGN"STOP" SIGNR 5 'R5'62'-8"62'-8"92'-11"10'8'2'-6"8'10'10'8'10'8'2'-6"2'-6"10'2'-6"7'-6"10'-6"2'-6"2'-6"10'10'8'2'-6"8'-8"20'-5"WALL ANDFENCES HEIGHT:8'FTSEE A1-40137'-4"28'-9" 2'5" 10'24'18'-6" @ 9.5%RESILOADINGTR.24'56 PARKINGSPACESRAMP UP 15'-0"116' @ 12.9%MEP31' @ 10.4%FFE 6'-3" NAVDFFE 7'-0"NAVDR 5 'R5'R 5 'R5'R5'PACKAGE ROOM 543 SFRR51'-7"22'R15'26'-8"MANAGEMENTOFFICEMAIL 543 SFMEPRRRRRR22'22' 35' 35'158'-3"107'-11"64'143'-1"93'-4"170'-4"367'-7"64'64'108'-5" 11' 33'-2"8'10'2'-6"32'-7"8'8'10'2'-6"8' 24'28'25'17'-10"107'-11"134'-4"131'-4"78'-5"75'-6"64'134'-4"10'2'6"FTTREE AREA8'10FTSIDEWALK2'6"FTTREE AREA10'10'10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10'5FTTREE AREA10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10FTSIDEWALK5FTTREE AREA8'10'2'-6"10'2'-6" 5'8'10'2'-6"5' 5'2'6"FTTREE AREA10FTSIDEWALK8FTACTIVE AREA5FTSTEP BACKSTEPBACKSTEPBACK64'CANOPY ATDROP-OFF78'-7"108'-5"LOBBYFFE 7'-0" NAVD2 TRASH CHUTES:1 REGULAR1 RECYCLINGRESIDENTIAL BIKESTORAGE (54 SPACES)25'CANOPYCANOPYCANOPYCANOPYCANOPYCANOPYCANOPY16 BIKES16 BIKESPLANTERPLANTERPLANTERPLANTERPLANTERPLANTERNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE BUS STOPSLAB & SHELTER549'-3"38'-7"216'-7"30'-7"534'-1"38'-9"16'234'-4"PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINE R30'R30'R10'R20'R15'R15'R15'R20'CLCLCLCLVEHICULAR RATEDPRECAST CONCRETEUNIT PAVERS / DARKCOBBLESMASTER PLAN / SITE PLAN1/25" = 1'-0''©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXA0-02MASTER PLAN / SITE PLANLEGENDPROPERTY LINESETBACK LINE SIDEWALKTREE PLANS - INDICATED IN LANDSCAPE PLANSSERVICE AREA - CIRCULATIONSPOOL SEATINGRETAILRESIDENTIAL - AMENITIES0'30'60'10'5'15'FPL EASEMENTSTEP BACK LINEF&B SEATINGBICYCLES - REFER TO LANDSCAPE PLANFOR SPECIFICATIONSSTREET LIGHTING POLE - REFER TO CIVIL PLANFOR LOCATIONS AND PHOTOMETRICS368 24'NORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE 549'-3"38'-7"216'-7"30'-7"534'-1"38'-9"16'234'-4"PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINE R30'R30'R10'R20'R15'R15'R15'R20'CLCLCLCLSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRM STRMSTRMSTRMSTRM STRM STRM STRM STRM STRM STRM STRM STRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRM STRM STRM STRMSTRMSTRMSTRMSTRMSTRM STRM STRM STRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRM STRM STRM STRM STRM STRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRM STRM STRMSTRMSTRMSTRMSTRMSTRM STRM STRMSTRMSTRMSTRM STRM STRM STRM STRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRMSTRM STRMSTRMSTRMSTRMSTRMSTRMSS SS SS SS SS SS SS SS SS SS SS SS SSSSSSSSSSSSSSSSSS SS SS SSSSSSSSSSGASGASGASGASGASGASGAS GASGASGASGASGASGASGASGASGAS GASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGASGAS FFFFFFFFFFFFFFFFFFFFF F FFWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWWW W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W 15'15'15'15'15'15'25'25' 30'-5"295'15'15'15'15'25'25'EASEMENT AND UTILITY LINES1/25" = 1'-0''©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXA0-03EASEMENT AND UTILITY LINESLEGENDSEWER PIPE0'30'60'10'5'15'SIDEWALK EASEMENTFP&L EASEMENTGASSTRMFWSSGAS LINESEWER DRAINFIRE LINEWATER LINESIGHT LINE TRIANGLESROAD MARKINGSPROPERTY LINECENTERLINE ROWCL369 A0-04SITE DATASITE DATA©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAX370 ©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXA0-05MASSING STUDYNE VIEWBOYNTON BEACH BLVD / NORTH FEDERAL HIGHWAYRETAILAMENITIESRESIDENTIAL UNITSMECHANICAL ROOFLEGEND371 PUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ART24'CANOPY ATDROP-OFFNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINECL CLCLCLPUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ART24'CANOPY ATDROP-OFFNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINECL CLCLCLPUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ART24'CANOPY ATDROP-OFFNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINECL CLCLCLPUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ART24'CANOPY ATDROP-OFFNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINECL CLCLCLOPEN SPACE63,497.5 SQ. FT.39.25 %VEHICULAR USE AREA6,267.9 SQ. FT.3.87 %BUILDING COVERAGE AREA - RESIDENTIAL AND RETAIL59,228.8 SQ. FT.36.61 %BUILDING COVERAGE AREA - GARAGE27,154.6 SQ. FT.16.78 %SIDEWALKS & PAVED AREA36,408.0 SQ. FT.22.5 %GREEN AREA12.7 %20,582.5 SQ. FT.A0-06VEHICULAR USE AREA & GREENAREA CALCULATIONS60'15'5'30'100'©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXSITE PROPERTY SIZE: 161,789 SQFT1/50" = 1'-0''1/50" = 1'-0''1/50" = 1'-0''1/50" = 1'-0''372 24'PUBLICPLAZAARTTERRACETERRACEPUBLICPLAZACOURTYARDLAP POOLBBQLAP POOLPICKLEBALL ARTRETAILLOADINGCOMMERCIAL5319 SFAMENITYSPACETRASHRETAILFITNESS3827 SFSPA1091 SFLOBBYCOMMERCIAL9254 SFCOMMERCIAL2295 SFCOMMERCIAL6423 SFCOMMERCIAL2316 SFFFE 7'-0"NAVDFFE 7'-6" NAVDFFE 7'-6" NAVDFFE 7'-0" NAVDFFE 7'-0" NAVDFFE 7'-0" NAVD43' @ 8.1%0102030405060708091011121314151617181920FFE 7'-0"NAVDFFE 7'-6" NAVDFFE 7'-6" NAVDFFE 7'-6" NAVD"STOP" SIGN"STOP" SIGNR5'R5'62'-8"62'-8"92'-11"10'8'-8"20'-5"WALL ANDFENCES HEIGHT:8'FTSEE A1-40137'-4"28'-9"2'5"10'24'18'-6" @ 9.5%RESILOADINGTR.24'56 PARKINGSPACESRAMP UP 15'-0"116' @ 12.9%MEP31' @ 10.4%FFE 6'-3" NAVDFFE 7'-0"NAVDR 5 'R5'R5'R5'R5'PACKAGE ROOM 543 SFRR51'-7"22'R15'26'-8"MANAGEMENTOFFICEMAIL 543 SFMEPRRRRRR22'22'35' 35'158'-3"107'-11"64'143'-1"93'-4"170'-4"367'-7"64'64'108'-5"11' 33'-2"8'10'2'-6"32'-7"8'8'10'2'-6"8'24'28'25'17'-10"107'-11"134'-4"131'-4"78'-5"75'-6"64'134'-4"10'2'6"FTTREE AREA8'10FTSIDEWALK2'6"FTTREE AREA10'10'10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10'5FTTREE AREA10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10FTSIDEWALK5FTTREE AREA8'10'2'-6"10'2'-6" 5'8'10'2'-6"5' 5'2'6"FTTREE AREA10FTSIDEWALK8FTACTIVE AREA5FTSTEP BACKSTEPBACKSTEPBACK64'CANOPY ATDROP-OFF78'-7"108'-5"LOBBYFFE 7'-0" NAVD2 TRASH CHUTES:1 REGULAR1 RECYCLINGRESIDENTIAL BIKESTORAGE (54 SPACES)25'CANOPYCANOPYCANOPYCANOPYCANOPYCANOPYCANOPY16 BIKES16 BIKESPLANTERPLANTERPLANTERPLANTERPLANTERPLANTERNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE BUS STOPSLAB & SHELTER549'-3"38'-7"216'-7"30'-7"534'-1"38'-9"16'234'-4"PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINE R30'R30'R10'R20'R15'R15'R15'R20'CLCLCLCLVEHICULAR RATEDPRECAST CONCRETEUNIT PAVERS / DARKCOBBLESNORTH FEDERAL HIGHWAYBOYNTON BEACH BLVD.N.E.6TH COURTOCEAN AVENUE BUS STOPSLAB & SHELTER549'-3"38'-7"216'-7"30'-7"534'-1"38'-9"16'234'-4"PROPERTY LINEPROPERTY LINEPROPERTY LINE PROPERTY LINE R30'R30'R10'R20'R15'R15'R15'R20'CLCLCLCL343234343434 3428283234 34342828322828 343434343434282834 3434343434 34343434342834 3434 3434 28 3432 343424'24' RAMP UP 8'-6"116' @ 12.9%RAMP DN 15'-0"9'18' 18'12'145' @ 5.8%24'TR64'108'-5"64'UNIT A(1BR 1BTH)725 SQ. 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FT.STG12'-2"21'-2"64'34'-3"160'-11"18'-1"30'-5"12'-1"10'2'6"FTTREE AREA8'10FTSIDEWALK2'6"FTTREE AREA10'10'10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10'5FTTREE AREA10FTSIDEWALK8FTACTIVE AREA10FTSTEP BACK10FTSIDEWALK5FTTREE AREA8'10'2'-6"10'2'-6" 5'8'10'2'-6"5' 5'2'6"FTTREE AREA10FTSIDEWALK8FTACTIVE AREA5FTSTEP BACKSTEPBACKSTEPBACKPARKING99 SPACESLEVEL 20'120'30'10'60'1/25" = 1'-0''200'©2020 ARQUITECTONICA INTERNATIONAL, IncPROJECT NUMBER:SEAL/SIGNATURE/DATE:OFFICE REGISTRATION:LANDSCAPE ARCHITECT:2900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXWWW.ARQUITECTONICA.COMCIVIL ENGINEER:STRUCTURAL ENGINEER:MEP ENGINEER:OWNER:OCEAN ONEBOYNTON BEACH - FLORIDAPROJECT ADDRESS:114 / 222 N. FEDERAL HIGHWAY, BOYNTON BEACH, FLORIDAISSUE # DESCRIPTION DATETO THE BEST OF MY KNOWLEDGE AND BELIEF, THESE PLANS ANDSPECIFICATIONS COMPLY WITH THE MINIMUM BUILDING CODESAND THE APPLICABLE FIRE-SAFETY STANDARDS AS DETERMINEDBY THE CITY OF MIAMI IN ACCORDANCE WITH SECTION 110,FLORIDA BUILDING CODE AND CHAPTER 633, FLORIDA STATUTES.ALL DESIGNS INDICATED IN THESE DRAWINGS ARE THE PROPERTY OFARQUITECTONICA INTERNATIONAL CORP. ALL COPYRIGHTS RESERVED.NO COPIES, TRANSMISSIONS, REPRODUCTIONS OR ELECTRONICMANIPULATION OF ANY PORTION OF THESE DRAWINGS IN WHOLE OR INPART ARE TO BE MADE WITHOUT THE EXPRESS WRITTEN PERMISSION OFARQUITECTONICA INTERNATIONAL CORPSHEET ISSUE DATE: FEBRUARY, 20231690 S CONGRESS AVE #100DELRAY BEACH, FLORIDA 33445KIMLEY HORNGEO ARQUITECTONICASITE PLAN APPROVALHYPERION GROUP888 BISCAYNE BLVD, SUITE 101, MIAMI, FL 331322900 OAK AVENUE; MIAMI, FLORIDA 33133305.372.1812 TEL305.372.1175 FAXA0-10PUBLIC PEDESTRIANCIRCULATION DIAGRAMLEGENDPUBLIC PEDESTRIAN CIRCULATION DIAGRAMGROUND FLOOR1/25" = 1'-0''0'120'30'10'60'200'LEGENDPUBLIC PEDESTRIAN CIRCULATION DIAGRAMTHE RETAIL USERS HAVE ACCESS TO THE GARAGE ON LEVELS 01 AND 02.THE LEVELS ARE CONNECTED WITH 1 DEDICATED ELEVATOR, SERVING ONLY THESE 2 LEVELS.THE REGULAR CONNECTION BY THE STAIR WILL BE PROVIDED BY THE SOUTH-EAST STAIR,WITH A DIRECT ACCESS TO NE 6TH COURT.373 374 375 376 377 378 379 380 381 382 383 384 385 386 387 388 389 390 391 392 393 394 395 396 397 398 399 400 401 402 403 404 405 406 407 408 409 410 411 412 413 414 415 416 417 418 419 420 421 422 423 424 425 426 427 428 429 430 431 432 433 434 435 436 437 438 439 440 441 442 443 444 445 446 447 448 449 450 451 452 453 454 455 456 457 458 459 460 461 462 463 464 465 466 467 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: May 7, 2024 OLD BUSINESS AGENDA ITEM 9.B SUBJECT: Update on Status of Contract Negotiations with Candidate for New Executive Director SUMMARY: On November 13, 2023, the CRA Board directed staff to advertise the Executive Director position (Attachment I). The position was advertised on LinkedIn, FRA, IEDC and Indeed. 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 II): 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. Resumes were made available to the CRA Board on January 3, 2024. On February 13, 2024, the CRA Board chose four (4) candidates to interview: Lisa Nicholas, Lauren Pruss, Joan Oliva and Jessica Del Vecchio. Jessica Del Vecchio withdrew her name and the other three (3) candidates were interviewed. On March 21, 2024, the CRA Board chose to move forward with Joan Oliva. The CRA Board Attorney and Board Chair will meet to negotiate the terms of an employment agreement. Upon completion of the negotiations, staff will bring an employment agreement for approval at the next available CRA board meeting. On April 25, 2024, Joan Oliva sent an email withdrawing her name from the Executive Director position (Attachment IV). FISCAL IMPACT: 468 •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 FY 2023-2024 General Fund Budget, Executive Department; Line Item #01-51230-100 CRA BOARD OPTIONS: 1. Direct Staff to contact Candidate #2, Lisa Nicholas. 2. Re-advertise the position. 3. Alternative direction as provided by the CRA Board. ATTACHMENTS: Description 469 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. 470 • 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. 471 • 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 educa tion 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. 472 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 objec ts 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 hillv@bbfl.us 473 474 475 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 476 1 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 477