PROMISSORY NOTE�' �
CITY OF CLEARWATER COMMUNITY REDEVELOPMENT AGENCY
PROMISSORY NOTE
THIS AGREEMENT, entered into this � day of ` , 2013, by and
between the Community Redevelopment Agency of the ity of Clearwater, Florida
(hereafter "CRA"), whose address is P.O. Box 4748, Clearwater, Florida 33758-4748, a
public body corporate and politic of the State of Florida and GreatCircle Studios, LLC
whose address is 33 N. Garden Ave., Suite 120, Clearwater, FL 33755 (hereinafter
"Borrower").
WITNESSETH
WHEREAS, the CRA has committed CRA funds to be applied for recruitment and
relocation to the Community Redevelopment Area (CRA Redevelopment Incentive
Funding); and
WHEREAS, the types of incentives contemplated by this program include other
financial incentives to retain and attract businesses Downtown; and
WHEREAS, In order to achieve the concentration and/or location of the desired
business in the Downtown, the Plan contemplates that it may be necessary to negotiate
with existing tenants in regard to existing leases or terms for relocation; and
WHEREAS, the Borrower has requested rent assistance for the office space at 600
Cleveland St., Suite 202, Clearwater, FL 33756;
NOW THEREFORE, in consideration of the premises, the mutual covenants, and
promises contained herein, and other good and valuable consideration, the Borrower
and the CRA agree and covenant each with the other as follows:
A. GENERALLY
The foregoing recitals are true and correct and are incorporated in and form a part of
this Promissory Note.
B. BORROWER'S PROMISE TO PAY
For value received, the undersigned ("Borrower") promises to pay the sum of
� Ro�oo�o'.° in U.S. dollars to the order of the lender. The lender is the Community
Re�development Agency of the City of Clearwater, organized and existing under the laws
of the State of Florida and located at 112 S. Osceola Avenue, Clearwater, Florida
33756.
G. INTEREST/FOREGIVENESS
[GM13-9216D-018/123072/1]
Funds shall be provided in the form of ze
Borrower, which, barring a default by the
twenty percent (20%) per year over the
remains a tenant at 600 Cleveland St., Su
his business there.
D. PAYMENT
o percent (0%) interest loan-to-grant to the
Borrower, the City will forgive at a rate of
five-year lease term so long as Borrower
e 202, Clearwater, FL 33756 and operates
The Borrower agrees to repay the City the loan balance if he/she fails to perform any of
the covenants or agreements contained in the Rental Assistance Agreement or this
Promissory Note.
E. DEFAULT BY BORROWER
This loan may be terminated in its entirety or disbursement of loan funds may be
withheld for the following, which shall constitute a default under this Promissory Note
and Rental Assistance Agreement: (a) failure to operate the business, (b) eviction; or (c)
vacation of the premises by the Borrower.
F. MISCELLANEOUS PROVISIONS
Execution of this Promissory Note by the Borrower is a representation that the Borrower
is competent, familiar with the terms of the Rental Assistance Agreement, and fully
intends to honor the agreement.
This Note shall be governed by the laws of the State of Florida, and venue shall be in
Pinellas County.
Should any section or part of any section of this Promissory Note be rendered void,
invalid, or unenforceable by any court of law, for any reason, such a determination shall
not render void, invalid, or unenforceable any other section or any part of any section in
this Note.
This Note is non-assignable by the Borrower.
F. COPY RECEIVED
1. Borrower hereby acknowledges receipt of a copy of this instrument.
IN WITNESS WHEREOF, the Borrower and the CRA have executed or caused
these presents to be executed by its respective authorized representatives to be
effective as of the day and year first above written.
In the presence of:
[GM13-9216D-018/123072/1]
Bor�q6(rer Sigriature
� �
itness
STATE OF FLORIDA
COUNTY OF PINELLAS
d` 1� l
Date
�
Date
The foregoing instrument was acknowledged before me this l j,C� day of
�c� 2013 , by Jason L. Stanard, who is personally known to me or
produced ��P t,c� as identification.
Print/Type Name: l�� S ��• �ri �r�,�.�._
Notary Public
[GM13-9216D-018/123072/1]
`�o`Pa'v'P�.��' CAROL J. COE-NORRIGAN
, Notary Public - State of Florida
� f � �
3' � .•; My Comm. Expires Aug 10, 2014
iY'� 4 oQ;
�i��OFFt�P��` Commission # EE 16320
'������` Bonded Through National Notary Assn.
PERSONAL GUARANTY OF AGREEMENT
In consideration of the execution by CRA of the foregoing Rental Assistance
Agreement, the undersigned ("Guarantor", whether one or more) hereby guarantees to
CRA, its successors and assigns, the full performance and observance by Tenant of all
the covenants, conditions and agreements in the Agreement on Tenant's part to be
performed including, without limitation, the payment of Base Rent, Additional Rent
and all other charges payable by Tenant under the Lease for the full five-year term.
Guarantor hereby expressly waives any notice of nonpayment, nonperformance or
nonobservance, or proof, notice or demand to charge Guarantor therefore. Guarantor
further agrees that the validity of this Guaranty and the obligation of the Guarantor
hereunder shall not be terminated, affected or impaired by reason of the assertion or
lack of assertion by CRA against Tenant of any of the rights or remedies reserved to
CRA under the Agreement.
Guarantor further covenants and agrees that this Guaranty shall remain and continue in
full force and effect as to any modification of the Agreement and during any extension
of the term of the Agreement.
Guarantor waives any right to require CRA: (a) to proceed against Tenants; (b) to
proceed against or exhaust any security held from Tenants; or (c) to pursue any other
remedy in CRA's power whatsoever.
Guarantor agrees that its guaranty of the Agreement shall fully inure to the benefit of
any assignees of CRA's interest therein.
Guarantor agrees to pay all costs incurred by CRA in enforcing this Guaranty, including
reasonable attorney's fees.
Dated: Apri116, 2013.
GU.
jason L. Stanard
Spousal Consent
[G M 13-9216 D-018/122865/1j
2045 Woodward Ave.
Dunedin, Fl. 34698
229 -17 - 0994
Social Security Number
Spousal Consent
The undersigned spouse of Guarantor, hereby acknowledges that he/she has read and
understands the foregoing Guaranty, and expressly agrees that recourse may be had under that
Guaranty to any property owned jointly (as tenants by entireties, or tenants in common, or any
other form of joint ownership) of the undersigned and Guarantor, if and to the extent such
jointly owned property is included in assets referred to in any financial statement heretofore or
hereafter submitted by Guarantor to CRA.
John D. Stanard, III
Spousal Consent
(signature of spouse)
(print name of spouse)
181019� St. NW, Apt. 2
Washington, D.C. 20009
038-38-7653
Social Security Number
The undersigned spouse of Guarantor, hereby acknowledges that he/she has read and
understands the foregoing Guaranty, and expressly agrees that recourse may be had under that
Guaranty to any property owned jointly (as tenants by entireties, or tenants in common, or any
other form of joint ownership) of the undersigned and Guarantor, if and to the extent such
jointly owned property is included in assets referred to in any financial statement heretofore or
hereafter submitted by Guarantor to CRA.
�'� �� �-.
�
(sigh ture of spouse)
Svlvia Y. Stanard
�
(print name of spouse)
[GM 13-9216D-018/122865/1] 2
RENTAL ASSISTANCE AGREEMENT
600 CLEVEUIND ST., SUITE 202, CLEARWATER, Fl. 33756
GREAT CIRCLE STUDIOS
THIS AGREEMENT, entered into this � day of ��_, 2013, by and
between the Community Redevelopment Agency of the Ciry of Clearwater, Florida
(hereafter "CRA"), whose address Is P.O. Box 4748, Clearwater, Florida 33758-4748, a
public body corporate and politic af the State of Florida, GreatCircle Studios� LLC whose
address is 33 IV. Garden Ave., Suite 120, Clearwater, FL 33755 (hereinafter "TenanY')
and BRE-1, tnc., d!b/a Florida BRE-1, Inc. �hereinafter "L�ndlord").
WiTNESSETH
WHERE/kS, the CRA has committed CRA funds to be applied to the rscruitment
and relocation of businesses to the Community Redevelopment Area {CRA
Redevelapment Incentive Funding); and
WHEREAS, the types of incentives contemplated by this program include financial
incentives to retain and attract busi�esses Downtown; and
WHEREAS, the Tenant has requested assistance for payment of commercial rent
for the period of two years;
NOW THEREFORE, in consideratian of the premises, the mutual covenants, and
promises cantained herein, and other gaod and valuable consideration, the Tenant and
the CRA agree and covenant each with the other as fotlows:
A. GENERAI.LY
1. Re�itals. The foregoing recitals are true and correct and are incorporated in and
form a part of this Agreement,
2. The Te a t hereby certifies that he is the tenant under a 5 year Lease Agreement
dated � 1 t3 of 600 Cleveland St., Suite 202, Clearwater, FL 33756, which is
attached hereta as Exhibit A.
B. RENT AND AMQUNTS PAYABLE BY TENANT AND CRA
1. lniffal Rent. The initial total monthly rent pavabie to th d ord for the first
twelve months of this Contract is $�r 3��0 ��
2. Rent Adjustmants. As pravided in Exhibit A hereto.
3. CRA Share of the Rent. For the first 24 months of the lease term, the CRA's
share of the rent shall be $833.33. The CRA does not assume any obligation for
the Tenant's rent, or for payment of any ciaim by the Owner against the Tenant.
The CRA's obligation is limited ta making rental payments an behalf of the
Tenant ln accordance with this Contract. If the Tenant is evicted or vacates the
(GMt3-8216D-018/122758/1J Revision Date: 04/09/13
Page 1 of 5
premises within the first 24 months of the lease term, the CRA shall have no
further obligation under this agreement.
4. Payment Conditfons. The right of the Landlord to receive payments under this
Contract shall be subject to campliance with all of the provisions of the Contract.
The Landlord shall be paid under this Contract on or about the first day of the
month for which the payment is due. The Landlord agrees that the endorsement
- an the check shail be conclusive evidence that the Landlord received the full
amount due for the month, and shali be a certification that,
�-0-1��►e b�st o� the Landlorcl's �howitd
1. t e prope J n ecent, sa e a san ry oondition, and that the Landiord is
� urve h-t��/—�—�---prav�dhig''ti�e servit�s, maintenance and utilities agreed to in the Lease.
2. the Contract property is leased to and occupied by the Tenant named above
in this Contract. •
C. PROGRAM FUNDING
i. The rentai assistance amount to be paid to the Landlard on behalf of the Tenant
shall be in the amount of $833.33 per month for the first 24 months of the lease
term.
2. The funds shall be provided in the form of zera percent (0°k) interest loan-to-grant
to the Tenant, which, barring a defauft by the Tenant, the CRA will forgive at a rate
of twenty percent (20°�) per year over the five-year loan term.
3. The Tenant agrees to repay the CRA the loan balance if he/she fails to pertorm any
of the covenants or agreements contained in this Agreement (incorporated
documents inaluded), CRA may terminate this contract immediately if Tenant fails to
cure a default after written demand of CRA within a period of fifteen (15) days.
D. SCHEDULE
1. The date of commencement, from which the contract time is measured, is the date
of the occupancy of the premises under the isase. The executed Agreement
represents the CRA's approval of the loan to grant to the Tenant.
G. DEFAULT BY TENANT
This loan may be terminated in its entirety or disbursement of loan funds may be
withheld for the foliowing, which shall constitute a default under this Agreement:
1. Failu�e by the tenant to operate and maintain GreatCircle Studios in the
Isased premises for any reason;
2. Vacation of property by Tenant;
3. Eviction of Tenant by the Landlord.
H. TERMINATION OF TENANCY
(GM13-9216�-01$I122758/1J Revisian Date: 04/09/13
Page 2 of 5
The Landlord may evict the Tenant following applicable state and lacal laws. 'iMe
Landlord must give the Tenant at least 30 days' written notice of the termination and
natrfy the CRA Executive Director in writing when eviction proceedings are begun.
This may be done by providing the CRA with a copy of the required notice to the
tenant.
H. MISCELLANEOUS PROVISIONS
1. To the extent permissible by law, the Tenant hereby expressly waives any cause of
actian they may have arising from or pertaining to the provisions of Flprida Statute
520.60, et seq., with respect to the City or the CRA.
2. This Agreement shall be governed by�the laws of the State of Florida, and venue
shall be in Pinellas County.
3. Should any sectfon or part of any section of this Agreement be rendered void,
invalid, or unenforceable by any court of law, for any reasan, such a determination
shaU not render void, invalid, or unenforceable any other section or any part of any
section in this Cantract.
4. This Agreement is non-assignabie by either party and constitutes the entire
Agreement between the Tenant and CRA and ali prior or contemporaneous oral
and w�itten agreements or representations of any nature with reference to the
subject of the agreement are canceled and superseded by the provisions of this
agreement.
iN WITNESS WHEREOF, the Tenant and CRA have executed or caused these
presents to be executed by its respective authorized representatives to be effective as
of the day and year first above written. This Agreement is executed in two original
copies of which one is to be delivered to the Tenant and one to the CRA.
Approved as to form:
Pamela K. Akin
City Attorney
(G M 13-9216D- 0 i 8/ 122758/1 j
COMMUNITY REDEVELQPMENT AGENCY OF
THE CITY OF CLEARWATER, FLORIDA
By.
'� ��i�i��� ������f
George N. Cretekas
Chairperson
Attest:
.�c��a.� u� � �
Rosemarie Call
City Clerk
Revision Date: 04/09/13
Page 3 of 5
`D�QORATE " ��
;��' :s
CJ �
� � �OR�OP���`
c
�
�
STATE OF FLOFtIDA
COUNTY OF PINELLAS ]
l
�.� 3
DatB
� �
Date
�
The foregoing instrument wes acknowledged before me this��day of�l',(�3by Jason L
Stanard, personalfy known to me or have produced a drivers license as
identiflcation. � �i'Q,. �., , , _
,,,pa.y CAROL J. COE-HORRIQAN
Nohry Public - Stue ot FlodOa
My Commission expires: • •• Mr co�. Expires Aup 10. 2014
ComnM��lon �► EE 16320
eoaded 11raMpb NNlo�t NoUry Assn.
LANDLORD:
(C3M13-9216D-018/122768J1J Revision Dete: 04/09l13
Page 4 of 5
Notary Public
i/, 21�13
Date
�/3
Date
�
���
STATE OF�ft�RtD�k'
COUNTY OF�R4�JE11.�_ j
'(�-�,�.�-�.y
The foregoing�str �en acknowledged befo�e me this I% day of ����� ` by
a « »,0��'t�'� ��'�;�"`
personally known to me •
My Commission expires: �%D ��� �b�� Notary Public
C� C;'L�'.e..�
�•��",� EUTABETH B. FRANCIS
#���;'•f ��� NotsrY Public. State of res��
' _� MY �ommissio� �xP 4
`• er 08, 201
: •
�N��`�,. Novemb
n�
[GM13-92160-018/122758/1] Revision Date: 04/p9/13
Page 5 of 8