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07/13/2010COMMUNITY REDEVELOPMENT AGENCY MEETING MINUTES CITY OF CLEARWATER July 13, 2010 Present: Trustee/Chair Frank Hibbard, Trustee George N. Cretekos, Trustee John Doran, Trustee Paul Gibson, and Trustee Bill Jonson. Also William B. Horne II - City Manager, Jill S. Silverboard - Assistant City present: Manager, Rod Irwin - CRA Executive Director/Assistant City Manager, Pamela K. Akin - City Attorney, Cynthia E. Goudeau - City Clerk, and Rosemarie Call - Management Analyst. To provide continuity for research, items are in agenda order although not necessarily discussed in that order. 1. Call to Order - Trustee/Chair Frank Hibbard The meeting was called to order at 9:08 a.m. at City Hall. 2. Approval of Minutes 2.1 Approve the minutes of the June 14, 2010 CRA Meeting as submitted in written summation by the City Clerk. Trustee Bill Jonson moved to approve the minutes of the June 14, 2010 CRA Meeting as submitted in written summation by the City Clerk. The motion was duly seconded and carried unanimously. 3. CRA Items 3.1 Approve the Assignment and Assumption of Development Agreement from Water's Edge Clearwater, LLC to Water's Edge Real Estate Acquisition, L.P. and authorize the appropriate officials to execute the Consent to Assignment. OPUS SOUTH DEVELOPMENT, L.L.C., a Delaware limited liability company (the "Developer") was the Developer of a certain project known as "Waters Edge" (the "Project"), located in Pinellas County, Florida as defined in that certain Development Agreement, by and between Developer and Community Redevelopment Agency of The City Of Clearwater, Florida, a public body corporate and politic of the State of Florida, dated December 19, 2006, as evidenced by that certain "Memorandum of Development Agreement," dated December 22, 2006, and recorded December 29, 2006 in Official Records Book CRA 2010-07-13 15557, Page 1062 of the Public Records of Pinellas County, Florida (the "Records") (collectively, the "Development Agreement"). On October 16, 2009, Waters Edge One, L.L.C., a Delaware limited liability company ("Prior Owner") conveyed all of its right, title and interest in the Project, including all remaining unsold condominium units in the Project, to Assignee by that certain Special Warranty Deed (the "Deed") recorded in Official Records Book 16729, Page 2018 of the Records. The Prior Owner assigned its rights under the Development Agreement to Assignor, by Assignment and Assumption of Development Agreement recorded March 29, 2010 in Official Records Book 16869, Page 1459 of the Records. In connection with that certain Contract of Purchase and Sale, bearing an effective date of March 12, 2010 between Assignor and Assignee, Assignor is conveying rights under the Development Agreement to Assignee. Consent to the assignment by the Community Redevelopment Agency is required. Community Redevelopment Agency staff recommends the Board consent to the assignment. Trustee John Doran moved to approve the Assignment and Assumption of Development Agreement from Water's Edge Clearwater, LLC to Water's Edge Real Estate Acquisition, L.P. and authorize the appropriate officials to execute the Consent to Assignment. The motion was duly seconded and carried unanimously. 3.2 Contingent on receipt of the proper documentation showing Clearwater Downtown Events. Inc. as a Not-for-Profit oraanization. aaarove a Memorandum of Agreement between the CRA and Clearwater Downtown Events, Inc., for the provision of an Expanded and Enhanced schedule of 4th Friday events in the Cleveland Street District, approve a $75,000 seed money grant to Clearwater Downtown Events, Inc. to underwrite a portion of the expanded 4th Friday Program, and authorize the appropriate official to execute the Agreement. CRA staff and the 4th Friday volunteer group have had discussions concerning a mutual desire to expand and improve the 4th Friday event so that each event provides a "draw" approaching the highly successful Miracle on Cleveland Street in December. The CRA staff objectives are to 1) support existing retail business viability in a period of economic downturn by creating larger crowds to create dining and retail demand for businesses in the Cleveland Street District; and, 2) provide our retail recruitment efforts with a better customer base to encourage new retailers/restaurateurs with the confidence to locate in the Cleveland Street District during the current economic downturn; 3) "expose" additional potential restaurant/retail customers and investors to the Cleveland Street District through CRA 2010-07-13 2 attendance at District events. With the state of the economy and the status of the new residential buildings in downtown, the two major "attractors" to accomplish the CRA objectives delineated above are: 1) the Capitol Theatre and 2) the 4th Friday events. The Capitol Theatre is expanding program offerings and, the CRA staff and the 4th Friday volunteer group wish to see an increased frequency and quality of the 4th Friday events to create 10 "signature" events (similar in "draw" to the Miracle on Cleveland Street at Christmas). 4th Friday has proposed a business concept to "ramp up " their program operations, with a companion financing plan based upon, in part, CRA "seed money" during the first 1 or 2 years of the process, while private funding sources are identified and developed. The intent is that the private contributions replace CRA "seed" money. CRA funds would allow the group to enhance the program for the 2010-2011 fiscal year, while fund raising and partnerships are pursued. The 4th Friday volunteer group has agreed to create a Not-for-Profit organization, to be known as Downtown Events, Inc., to receive and manage the funds and the program. The proper documentation showing the formation of a Not-for-Profit has not been received from the State and approval of this item is contingent upon receiving that documentation. The Memorandum of Agreement memorializes the discussions and provides for a $75,000 "seed money" appropriation from the CRA Redevelopment Fund to partially fund the $250,000 business plan. The DDB will be asked to provide $50,000 and the remaining $100,000 will be provided from private fund raising efforts. In response to questions, CRA Executive Director Rod Irwin said the principals in the group are those involved in the volunteer effort. The group does not have enough time for fundraising and launch first event in September. The number of outdoor events will evolve as weather permits. It was stated that the $75,000 is from Tax Increment Funds dedicated to Downtown, not the General Fund. In response to a concern, Economic Development and Housing Director Geri Campos Lopez said the Downtown Development Board (DDB) has budgeted $50,000 for the 4th Friday events. It was suggested that the $75,000 seed money be contingent on receiving the DDB funds. CRA 2010-07-13 3 Trustee Bill Jonson moved to approve a Memorandum of Agreement between the CRA and Clearwater Downtown Events, Inc., for the provision of an Expanded and Enhanced schedule of 4th Friday events in the Cleveland Street District, contingent on receiving $50,000 from the Downtown Development Board, approve a $75,000 seed money grant to Clearwater Downtown Events, Inc. to underwrite a portion of the expanded 4th Friday Program, and authorize the appropriate official to execute the Agreement. The motion was duly seconded and carried unanimously. 3.3 Approve contract between the CRA and Blenderbox, Inc., Brooklyn, New York, in the amount of $75,000, plus 10% contingency, for a total project approval of $82,500 for design, content development, copy writing and staff training services in conjunction with the development of a Cleveland Street District Marketing and Informational Website, and authorize the appropriate officials to execute the contract for same. The Request for Proposals (RFP 10-10) for development of the web site for the Cleveland Street District in downtown Clearwater was formally released by the Clearwater Community Redevelopment Agency (CRA) on March 12, 2010, with a submittal deadline of April 12, 2010. The new website will support the overall strategy for downtown revitalization, which is to create a destination. The objectives for developing a website focused on the Cleveland Street District include: 1) to continue to build brand identity, awareness and interest in the Cleveland Street District; 2) provide a user-friendly tool for persons to access information on retail, commercial, restaurant, event and parking in the District. The website marketing strategy will be fully developed during the discovery phase of this engagement, but will inevitably feature heavy marketing to local and regional markets through multiple media sources; "cross pollination" of the web address on partner media vehicles(i.e. REH web site, Jazz holiday promotions); and, perhaps most importantly, inclusion of the website connectivity in tourist marketing efforts to expose the District and the resources/events to visitors to the County and our beaches. The tracking/analytics feature of the site will allow for continuous monitoring and adjustment of site marketing. Specifically, the RFP calls for the development of a stand-alone site that is dynamic, extremely easy to navigate, visually pleasing, safe and secure, quick to load and operate, interactive and informational for the citizens of and visitors to the Cleveland Street District in downtown Clearwater, as well as property and business (current and potential) owners. In addition, the "stand alone" nature of the website is intended to allow the CRA maximum entrepreneurial opportunity for marketing and event promotion, joint ventures with District businesses and stakeholder groups (i.e. video promotion of 4th Friday events); marketing promotion of joint-venture projects in the District(i.e.Water's Edge), as well as e-commerce opportunities in the future . CRA 2010-07-13 4 Enhanced capabilities and features will include: 1) Multimedia content accommodation (i.e. MP3 or Flash) with imbedded capability to upload audio/video for display; 2) E-mail newsletter functionality to accommodate tools such as Constant Contact for group messaging and marketing; 3) Site optimization for mobile phone compatibility; 4) Easy to use calendar feature for events posting; 5) Tracking/analytics feature for marketing and quality control: 6) Interactive maps for directions and business, parking and event location; 7) Intuitive, easy-to-use content management system(CMS) to allow CRA non- technical staff to manage, edit and update site; 8) Easily retrievable Cleveland Street District Business Directory. Future site enhancements anticipate a "self update" capability whereby businesses, restaurants and community calendar users will be able to input and modify their site information directly, subject only to "gatekeeper" review by the Downtown Manager or other appropriate CRA staff. The RFP was advertised on the City's website, in local newspapers and through electronic mailing to select marketing and public relation firms. Twenty-one (21) firms from across the nation submitted proposals in response to the RFP. On May 4, 2010, the selection committee met to evaluate the written proposals and identify finalists who most closely met the objectives of the CRA for Website Development for the Cleveland Street District as delineated in the RFP. The Interview/Selection Committee consisted of: Rod Irwin, CRA Executive Director; Dan Mayer, Information Technology Director; Courtney Orr, Downtown Manager; Stu Sjouwerman, President, Sunbelt Software. The Selection Committee identified six proposals that appeared to best meet the selection criteria based upon a rating formula in the RFP. The selection criteria used was as follows: Expertise in website design (30%) CRA 2010-07-13 Qualifications of firm and key personnel (20%) Previous performance and experience with similar projects/references (20%) Technical approach to project (20%) Cost quoted (10%) The top six firms were invited to make formal, detailed, in-person presentations to the selection committee on May 18 and 19. The six short-listed firms were: Artemis Solutions Group; East Lansing, MI Bayshore Solutions; Tampa, FL Blenderbox , Brooklyn, NY Chappel Roberts; Tampa, FL FSC Marketing Communications; Pittsburgh, PA Neiger Design Inc.; Evanston, IL Subsequent to the interviews, and after further due diligence and clarification, the selection committee recommended t the web site development team of Blender box, Inc., of Brooklyn, New York as the preferred firm for developing a website for the Cleveland Street District, subject to successful negotiation of contract terms. The major determinants of the decision were: 1) Expertise in website design, particularly experience with sites created for downtown retail and entertainment districts; 2) Qualifications of the firm and key personnel assigned to the Cleveland Street District website development project; 3) Technical approach to project most compatible with CRA objectives for the project; 4) Effective marketing approach for the new website; and 5) Thorough understanding of the scope of work and needs for the Cleveland Street District in downtown Clearwater. Funds for this contract are provided in the Retail Attraction/Assistance Project Account 94852, which includes a $100,000 item for this project. In response to questions, CRA Executive Director Rod Irwin said the project was not integrated with the RFP for tourism because it was underway before the RFP was released. Economic Development and Housing Director Geri Campos Lopez said the RFP for tourism is for citywide marketing, while this project is for the CRA and will focus on Downtown. Finance Director Margie Simmons said there is a limited exception for CRA 2010-07-13 6 not going out to bid. Since the RFP for this project was released, staff must pursue a separate RFP for the citywide tourism. Information Technology Director Dan Mayer said the user-friendly website will not be large. The city does not intend to maintain the website. The platform and programs running are not a beta site. Trustee John Doran moved to approve contract between the CRA and Blenderbox, Inc., Brooklyn, New York, in the amount of $75,000, plus 10% contingency, for a total project approval of $82,500 for design, content development, copy writing and staff training services in conjunction with the development of a Cleveland Street District Marketing and Informational Website, and authorize the appropriate officials to execute the contract for same. The motion was duly seconded and carried unanimously. 3.4 Approve a Development Agreement between the CRA and Mainstreet Clearwater Development LLC of Clearwater, Florida concerning the Tony's Pizza Restaurant project, 426 to 428 Cleveland Street, delineating the terms and conditions for the provision of certain economic assistance by the CRA. Mainstreet Clearwater Development LLC is developing the "Tony's Pizza Restaurant" full-service restaurant project located at 426 to 428 Cleveland Street. The project is a build- out of the existing structure, with outdoor dining, to create a full-service, 3,750 square foot pizzeria and fine dining restaurant. The purpose of this Development Agreement is to secure economic assistance through the Community Redevelopment Agency (CRA) to increase the economic feasibility of a project which supports the implementation of the City of Clearwater's "District Vision" for the revitalization of the CRA area, and to further the implementation of the Downtown Redevelopment Plan by the development and construction and operation of the project to enhance the quality of life, increase employment and improve the aesthetic and useful enjoyment of the downtown. This agreement provides CRA funding of a $50,000 restaurant build-out, loan-to- grant generally "mirroring" the DDB Restaurant Relocation Program, which provides for incentive reimbursement funding of $1 for every $1 expended on eligible restaurant build-out expenses up to a maximum of $50,000. Since the project involves the relocation and expansion of an existing restaurant within the Cleveland Street District, rather than a new restaurant coming to the District, the DDB Restaurant Relocation grant is not available. Staff supports CRA participation in this project for four reasons. First, Tony's is an established, successful restaurant in the District that indicates the likelihood of continued successful operation at the new location. Second, Tony's seeks to significantly expand their restaurant and develop a full-service component CRA 2010-07-13 7 compatible with the CRA restaurant recruitment strategy. Third, the cost of the tenant improvements necessary to install a kitchen and associated facilities are significant and unlikely to be affordable without incentive financing. Finally, the ability/willingness of the owner to fund and move forward with the project at this time of economic downturn, with the assistance delineated above, is very helpful in maintaining our redevelopment momentum. We believe facilitation of this project will keep a proven business in the District and further our objective of expanding quality restaurant space on Cleveland Street. The incentives is to be structured as a five-year "forgivable" loan, secured with a performance mortgage, with 20 % "forgiven" annually as long as the property continues to be used as a full-service restaurant. If it ceases to be so operated during the five-year period, the owner will have to reimburse the CRA for the outstanding balance. Similarly, if the property is sold during the five-year period, the outstanding balance will become due and payable to the CRA, unless the CRA agreed to the assumption of the development agreement by the new owner. The source of funds will be the CRA Retail Attraction /Assistance Project Account 94852.A concept rendering and interior site plan is provided. The design is to be an exhibit to the Agreement. The Development Agreement requires that any substantive change to the design or interior site plan is to be subject to CRA approval. Concern was expressed regarding the use of sandwich board signs on Cleveland Street. Planning and Development Director Michael Delk said staff has not been aggressively enforcing the issue due to Council's direction to work with the Chamber in drafting an ordinance to allow sandwich board signs. Trustee George N. Cretekos moved to approve a Development Agreement between the CRA and Mainstreet Clearwater Development LLC of Clearwater, Florida concerning the Tony's Pizza Restaurant project, 426 to 428 Cleveland Street, delineating the terms and conditions for the provision of certain economic assistance by the CRA. The motion was duly seconded and carried unanimously. CRA 2010-07-13 4. Adjourn The meeting was adjourned at 9:53 a.m. Attest 010?2?6-- C(L "CA-. _ Cit Jerk Chair Community Redevelopment Agency N? ANT C,VORATE S ????Hn FLO A\9 CRA 2010-07-13 9