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12/03/2018Monday, December 3, 2018 9:00 AM City of Clearwater City Hall 112 S. Osceola Avenue Clearwater, FL 33756 Council Chambers Community Redevelopment Agency Meeting Agenda December 3, 2018Community Redevelopment Agency Meeting Agenda 1. Call To Order 2. Approval of Minutes 2.1 Approve the October 29, 2018 CRA Meeting Minutes as submitted in written summation by the City Clerk 3. Citizens to be Heard Regarding Items Not on the Agenda 4. New Business Items 4.1 Approve the 2019 Community Redevelopment Agency meeting schedule and adopt Resolution 18-03. 4.2 Approve a Grant to Loan Agreement in the amount of $100,000 with ClearSkyz Cafe III, LLC for interior building improvements at 418 Cleveland Street and authorize the appropriate officials to execute same. 4.3 Approve the extension of a lease agreement between the Community Redevelopment Agency (CRA) and Water’s Edge Commercial Group, LLC, a Florida Limited Liability Company, for the premises located at 331 Cleveland Street No. 2502 and authorize the appropriate officials to execute same. 4.4 CRA 18-month Strategy Update 5. Director's Report 6. Adjourn Page 2 City of Clearwater Printed on 11/28/2018 Cover Memo City of Clearwater City Hall 112 S. Osceola Avenue Clearwater, FL 33756 File Number: ID#18-5399 Agenda Date: 12/3/2018 Status: Agenda ReadyVersion: 1 File Type: MinutesIn Control: Community Redevelopment Agency Agenda Number: 2.1 SUBJECT/RECOMMENDATION: Approve the October 29, 2018 CRA Meeting Minutes as submitted in written summation by the City Clerk SUMMARY: APPROPRIATION CODE AND AMOUNT: USE OF RESERVE FUNDS: Page 1 City of Clearwater Printed on 11/28/2018 Community Redevelopment Agency Meeting Minutes October 29, 2018 Page 1 City of Clearwater City of Clearwater City Hall 112 S. Osceola Avenue Clearwater, FL 33756 Meeting Minutes Monday, October 29, 2018 9:00 AM Council Chambers Community Redevelopment Agency Draft Community Redevelopment Agency Meeting Minutes October 29, 2018 Page 2 City of Clearwater Roll Call Present 5 - Chair George N. Cretekos, Trustee Doreen Caudell, Trustee Bob Cundiff, Trustee Hoyt Hamilton, and Trustee David Allbritton Also Present – William B. Horne II – City Manager, Jill Silverboard – Deputy City Manager, Micah Maxwell – Assistant City Manager, Pamela K. Akin – City Attorney, Rosemarie Call – City Clerk, Nicole Sprague – Official Records and Legislative Services Coordinator, and Amanda Thompson – CRA Executive Director. To provide continuity for research, items are listed in agenda order although not necessarily discussed in that order. Unapproved 1. Call to Order – Chair Cretekos The meeting was called to order at 9:18 a.m. at City Hall. 2. Approval of Minutes 2.1 Approve the minutes of the October 1, 2018 CRA Meeting as submitted in written summation by the City Clerk. Trustee Caudell moved to approve the minutes of the October 1, 2018 CRA Meeting as submitted in written summation by the City Clerk. The motion was duly seconded and carried unanimously. 3. Citizens to be Heard Regarding Items Not on the Agenda – None. 4. New Business Items 4.1 Downtown Parking Study Presentation - Kimley Horn Consultants Kimley Horn Representative David Taxman provided a PowerPoint presentation. In response to questions, Mr. Taxman said progressive development standards do not require parking as they can be cost restrictive for Draft Community Redevelopment Agency Meeting Minutes October 29, 2018 Page 3 City of Clearwater some projects. This market driven model allows the private sector to determine the number of parking spaces needed. CRA Executive Director Amanda Thompson said the City is assuming the developer will construct the number of parking spaces needed to meet their use and attract tenants. Mr. Taxman said the lender may require a minimum number of parking spaces. Another option to consider is for the City to build a parking garage and provide parking to support development. The county public parking spaces are not advertised or strictly enforced. He said the County is experiencing issues with overnight parking and they do not want to tow the vehicles. Mr. Taxman said the County should provide signage when the parking is available to the public and advising vehicles will be towed outside of the time period. He said the City has wayfinding signage for public parking through the Downtown core but signage at the parking garage is not easily identifiable. He suggested making on-street parking more expensive. Deputy City Manager Jill Silverboard said staff is looking at smart parking solutions that will allow individuals to find available parking spaces on their mobile devices. In response to questions, Mr. Taxman said shared mobility is the future in transit and will eventually reduce demand for parking and require garages be built for adaptive reuse. Currently, there is a surplus of parking spaces in Downtown; the future demand analysis may show some deficit but it will identify when planning should begin to build a parking garage. He recommended that the City's parking policy keep up with technology. He said the stakeholders meeting held last week identified that daytime parking is becoming an issue. the 3 vehicles per 1000 sq. ft. standard is insufficient; the stakeholders identified they need 8 vehicles per 1000 sq. ft. There is adequate public parking throughout Downtown to serve the typical user. Ms. Thompson said there enough surplus parking that can be managed as shared parking; staff will have to work with the property owners to provide some relief. Mr. Taxman said valet parking along Cleveland Street is a good idea as it provides the most convenient form of parking. Discussion ensued with comments made that shared parking and parking convenience for retail and office must be defined. 4.2 Approve the extension of a lease agreement between the Community Redevelopment Agency (CRA) and Water’s Edge Commercial Group, LLC, a Florida Limited Liability Draft Community Redevelopment Agency Meeting Minutes October 29, 2018 Page 4 City of Clearwater Company, for the premises located at 331 Cleveland Street No. 2502, and authorize the appropriate officials to execute same. The CRA began a lease with Water’s Edge Commercial Group, LLC on June 1, 2017 to use approximately 2,000 square feet of first-floor retail space located in the ground floor of Water’s Edge Condominiums as an Artist Workshop/Exhibit Space and public education space for Imagine Clearwater. The retail space, branded as Second Century Studios, has assisted in implementation of downtown redevelopment goals by providing increased cultural programming to generate foot traffic in downtown and engaging the public in the Imagine Clearwater plan. To date, the space has hosted Bazaar Art Collective, an arts installation, Plasti-Plast, by national artist Amy Landesburg, two Clearwater employee arts shows and most recently the Florida Center for Creative Photography. Second Century Studios will continue to play a key role in the CRA’s 18-month strategy by providing a space for public art programming, hosting targeted networking events for private investors and supporting “pop-up retail” businesses to increase opportunities for shopping in downtown. These activities support building a positive brand, attracting housing and encouraging private investment. Also, the studio fills a space on highly visible downtown corner that is difficult to lease due to the lack of guaranteed parking. Future activities in Second Century Studios include: • Temporary installations by Seahorse Gallery, located on Clearwater Beach, featuring the art of Jim Warren and Dick Zimmerman as well as daily programs (October 13-November 16, 2018) • Holiday Vendor Market (November 17 - December 31, 2018) • “Dreams of Dali”, a virtual reality exhibit, by The Dali Museum (January - June 2019) • Pop up retail and art exhibitions (July-November 2019) • Holiday Vendor Market (November - December 2019) The original lease agreement had a term of six months, with two six-month extensions, which is set to expire on November 1, 2018. The agreement had a monthly rental rate of $1,425.24 and the CRA was responsible for all utility and build out costs. The CRA wishes to extend the lease to a new end date of January 31, 2020 at the same rental rate and other terms of the agreement. After January 31, 2020, staff anticipates this retail space will return to use by the private market. APPROPRIATION CODE AND AMOUNT: Funding for this agreement is available in CRA project 94885, ULI Implementation. Draft Community Redevelopment Agency Meeting Minutes October 29, 2018 Page 5 City of Clearwater Trustee Cundiff moved to approve the extension of a lease agreement between the Community Redevelopment Agency (CRA) and Water’s Edge Commercial Group, LLC, a Florida Limited Liability Company, for the premises located at 331 Cleveland Street No. 2502, and authorize the appropriate officials to execute the same. The motion was duly seconded and carried unanimously. 4.3 Adopt the Community Redevelopment Agency (CRA) 18-month strategy that outlines the CRA’s work program from November 2018 through March 2020. In early 2018, the CRA Trustees adopted a new Clearwater Downtown Redevelopment Plan which outlined a vision and goals to increase the attractiveness of downtown as a place to live, work and play. Within the Plan, Chapter 4: Plan Implementation contains four sections. The CRA section outlines the specific role of the CRA in downtown revitalization. The Funding Sources section contains all the identified and potential sources of revenue for implementation as well as tax increment projections for the CRA districts. The Incentives section provides information on available incentive programs for the downtown area as well as a framework for establishing new incentive programs. The Capital Improvement Program and Policy Implementation Projects section lists planned improvements and their costs for the entire downtown plan area as well as each character district. With the adoption of the 2018 Clearwater Downtown Redevelopment Plan, the CRA trustees established an operational framework and a capital improvements budget for the next 5-10 years. A recommended next step is to adopt a more detailed implementation strategy for the next 18 months to leverage existing city leadership that will be in place until March 2020 and focus on activities that will support sustainable economic development in downtown. The proposed 18-month strategy focuses on four objectives: • Creating and sharing authentic, positive stories about Downtown Clearwater • Beginning construction on Imagine Clearwater • Permitting 600 housing units • Attracting $100 million dollars of private investment Each objective includes a list of activities that will support meeting the objective and are aligned with the 2018 Downtown Plan. CRA staff will report on these Draft Community Redevelopment Agency Meeting Minutes October 29, 2018 Page 6 City of Clearwater objectives to the CRA Trustees monthly beginning in December 2018. APPROPRIATION CODE AND AMOUNT: Future CRA expenditures are identified and approved as part of the annual budgeting process. Trustee Allbritton moved to adopt the Community Redevelopment Agency (CRA) 18-month strategy that outlines the CRA’s work program from November 2018 through March 2020. The motion was duly seconded and carried unanimously. 4.4 Approve a time limited, grant program for tenants in the Community Redevelopment Agency (CRA) area that have permitted or opened food/drink businesses operating on nights and weekends, that received a Certificate of Occupancy or were under active construction after January 1, 2018 and authorize the appropriate officials to execute same. The Community Redevelopment Agency (CRA) is recommending approval of a time-limited Food and Drink Tenant grant program as part of the CRA’s 18-month strategy to share positive stories about downtown, attract new housing and encourage private investment into downtown. The CRA’s goal is to enhance downtown’s ability to serve as a restaurant destination and to serve existing employees/residents in downtown by providing more food and drink options that are open on nights and weekends. In August 2018, the CRA Trustees ended the Anchor Tenant Incentive program and directed CRA staff to work with tenants to develop solutions to that would support existing food and drink businesses that opened or began construction while the Anchor Tenant program existed, but due to a variety of factors were not eligible to participate in the Anchor Tenant program. From July to September 2018, CRA staff has held numerous individual meetings, two focus groups and conducted an online survey with existing food and drink tenants in downtown and potential tenants who have indicated they would consider establishing a business in downtown. Based on the feedback received, the proposed grant program is designed for current food and drink tenants, who are open on nights and weekends, that received a Certificate of Occupancy or were under active construction after January 1, 2018. Key elements of the grant program include: • This is a one-time, limited grant opportunity for tenants. The application Draft Community Redevelopment Agency Meeting Minutes October 29, 2018 Page 7 City of Clearwater period will open from November 1- December 15. The CRA trustees will be asked to award grants in February 2019. • The food and drink business must be open at a minimum from Wednesday - Saturday from 5:00pm to 10:00pm to be eligible for the grant. • The business must be located within the CRA area. • There is a distinction between full service restaurants and bars. • Full service restaurants are eligible to be reimbursed for improvements made to the building for 35% of their costs up to $100,000. They must provide a legal and financial performance guarantee that they will remain in operations for 5 years. • Bars are eligible to be reimbursed for improvements made to the building, fixtures and furnishings. All eligible expenses will be 100% reimbursed up to a $30,000 maximum. They must provide a legal guarantee that they will remain in operation for 2 years. The proposed grant program balances the legal requirements for the use of CRA funds, meets the goals of the downtown redevelopment plan and addresses the tenants’ primary concerns. It provides support to those businesses that have already invested in downtown this year and support for the completion of investment that are underway. APPROPRIATION CODE AND AMOUNT: Funding is available in the Opportunity Fund 388-94893. In response to questions, CRA Executive Director Amanda Thompson said the timeframe begins when the grant is awarded. There is currently $1.3 million available in the opportunity grant. There is $100,000 available in the facade improvement program. Trustee Hamilton moved to approve a time limited, grant program for tenants in the Community Redevelopment Agency (CRA) area that have permitted or opened food/drink businesses operating on nights and weekends, that received a Certificate of Occupancy or were under active construction after January 1, 2018 and authorize the appropriate officials to execute same. The motion was duly seconded and carried unanimously. 4.5 Approve a time-limited grant program for property owners to support the establishment of new food and drink businesses that are open on nights and weekends in the Downtown Core and Prospect Lake districts and authorize the appropriate officials to execute same. Draft Community Redevelopment Agency Meeting Minutes October 29, 2018 Page 8 City of Clearwater The Community Redevelopment Agency (CRA) is recommending approval of a Food and Drink Property Owner grant program as part of the CRA’s 18-month strategy to share positive stories about downtown, attract new housing and encourage private investment into downtown. The CRA’s goal is to enhance downtown’s ability to serve as a restaurant destination and to serve existing employees/residents in downtown by providing more food and drink options that are open on nights and weekends. There is a total grant budget of $1 million for all the food and drink grant programs combined. In August 2018, the CRA Trustees ended the Anchor Tenant Incentive program and directed CRA staff to work with property owners and tenants to develop solutions that would support the establishment of new food and drink businesses in downtown. From July to September 2018, CRA staff has held numerous individual meetings, focus groups and conducted an online survey with existing commercial property owners in downtown and potential tenants who have indicated they would consider establishing a business in downtown. Based on the feedback received, the proposed grant program sets up a partnership between the CRA and the commercial property owner to identify building improvements that will make their space “restaurant ready.” Key elements of the grant program include: • There is a pre-qualification period from November 1 to December 1, 2018. During this time, the property owner submits a list of building improvements and the total cost of those improvements to the CRA for preliminary grant approval. • The CRA will establish a preliminary grant approval amount that will provide for reimbursement of the owner’s building improvement expenses by 50% up to a maximum grant of $250,000. Rental subsidy is not an eligible grant expense. • Once pre-qualified, property owners will have 90 days to find an eligible tenant and submit a full grant application. The tenant must be open, at a minimum, Wednesday - Saturday from 5pm-10pm. • Pre-qualification will begin November 1, 2018, preliminary grant amounts will be established in December 2018 and property owners will have until March 1, 2019 to secure a tenant and submit a full application. Grants must be approved by the CRA Trustees and will be awarded on a first come, first served basis. The proposed grant program balances the legal requirements for the use of CRA funds, meets the goals of the downtown redevelopment plan and provides a partnership opportunity for property owners who wish to invest in their buildings to attract restaurants and bars. APPROPRIATION CODE AND AMOUNT: Funding is available in Opportunity Fund 388-94893 Draft Community Redevelopment Agency Meeting Minutes October 29, 2018 Page 9 City of Clearwater In response to a question, CRA Executive Director Amanda Thompson said four landlords have expressed an interest in the proposed program. Applicants would have 30 days to express interest and identify investment amount and 90 days to find a tenant One individual supported a program that incentivizes the tenant. Discussion ensued with concerns expressed that the proposed plan does not offer much flexibility and that the proposed plan was not shared with all of Council. Ms. Thompson said the only parameters included are 1) food and drink establishments, opened nights and weekends and 2) a $250,000 maximum grant. The property owner sets how much will be invested in their building. If the owner does not see value in improving their building, this program will not work for them. She said the program is designed for property owners who want to make improvements to their building to attract these types of uses. If by December 1 no property owners pre-qualify, the program goes away and staff starts all over with another tactic. Staff's priority is to improve the perception of the CRA's market. A concern was expressed that the proposed program does not help big restaurants that want to come into the area. Support was expressed to pursue a tiered program that allows many businesses to apply. Trustee Cundiff moved to table Item 4.5 (until after Item 4.6). Motion failed for lack of a second. Trustee Caudell moved to approve a time-limited grant program for property owners to support the establishment of new food and drink businesses that are open on nights and weekends in the Downtown Core and Prospect Lake districts and authorize the appropriate officials to execute same. The motion was duly seconded and carried by the following vote: Ayes:4 - Chair Cretekos, Trustee Caudell, Trustee Hamilton and Trustee Allbritton Nays:1 - Trustee Cundiff Draft Community Redevelopment Agency Meeting Minutes October 29, 2018 Page 10 City of Clearwater 4.6 Tiered Incentive Idea Discussion The Trustees recessed from 10:48 a.m. to 10:54 am. Joseph Corvino presented a PowerPoint presentation. In response to a question, CRA Executive Director Amanda Thompson said staff was provided a copy of the information two weeks ago. 5. Director's Report 5.1 Update on Holiday Extravaganza - Madai Gutierrez Recreation Specialist Madai Gutierrez reviewed the featured events scheduled from November through December as part of the Holiday Extravaganza. Featured events will include family themed movie nights, a holiday concert, merchant events and carnival. In response to questions, Ms. Gutierrez said staff is finalizing the main event flyer and will share the flyer and event calendar with local partners. The flyer should be finalized within ten days. The movies will be held at Station Square Park. 6. Adjourn The meeting adjourned at 11:13 a.m. Chair Community Redevelopment Agency Attest City Clerk Draft Cover Memo City of Clearwater City Hall 112 S. Osceola Avenue Clearwater, FL 33756 File Number: ID#18-5404 Agenda Date: 12/3/2018 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Community Redevelopment Agency Agenda Number: 4.1 SUBJECT/RECOMMENDATION: Approve the 2019 Community Redevelopment Agency meeting schedule and adopt Resolution 18-03. SUMMARY: Community Redevelopment Agency staff has prepared the proposed meeting schedule for the City of Clearwater Community Redevelopment Agency (CRA) Board for the calendar year 2019. CRA Board meeting will be held monthly in the City Council Chambers at the Clearwater Main Library, 100 North Osceola Avenue. The meeting schedule will be posted on the CRA’s website, with separate meeting notices provided by the City Clerk’s Office and noted on the City’s website prior to each meeting. If there is no action for the board to consider at a scheduled meeting, staff will recommend the meeting be cancelled. Changes to the dates may be required to accommodate needs of the Board members and/or CRA staff. If there is a need for a special meeting CRA staff will notify the board and the meeting will be noticed by the City Clerk’s Office as well as the City’s website. Page 1 City of Clearwater Printed on 11/28/2018 Resolution No. 18-03 RESOLUTION NO 18-03 A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF CLEARWATER, FLORIDA, ADOPTING THE CRA 2019 MEETING SCHEDULE; PROVIDING AN EFFECTIVE DATE. WHEREAS, the Community Redevelopment Agency (CRA) annual meeting schedule requirements have been clarified and Section 189.015 and Chapter 286, of the Florida Statues require that CRA’s adopt their annual meeting schedule by resolution, now, therefore, BE IT RESOLVED BY THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF CLEARWATER, FLORIDA: Section 1. Adopt the CRA 2019 Regular Meeting Schedule as outlined on Exhibit A. Section 2. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this 3rd day of December 2018. ____________________________ George N. Cretekos Chairman Approved as to form: Attest: _______________________________________________________ Pamela K. Akin Rosemarie Call City Attorney City Clerk Exhibit A City of Clearwater Community Redevelopment Agency Board 2019 Meeting Schedule 1. Monday, January 14th, 2019- 9:00 a.m. 2. Tuesday, February 19 th, 2019- 9:00 a.m. 3. Monday, March 18 th, 2019- 9:00 a.m. 4. Monday, April 15 th, 2019- 9:00 a.m. 5. Monday, May 13 th, 2019- 9:00 a.m. 6. Monday, June 3 rd, 2019- 9:00 a.m. 7. Monday, July 15 th, 2019- 9:00 a.m. 8. Monday, August 12 th, 2019- 9:00 a.m. 9. Monday, September 16 th, 2019- 9:00 a.m. 10. Monday, October 14 th, 2019- 9:00 a.m. 11. Monday, November 18 th, 2019- 9:00 a.m. 12. Monday, December 16 th, 2019- 9:00 a.m. This is the regular City of Clearwater Community Redevelopment Agency (CRA) Board meeting schedule. If possible, meeting announcements, to include cancellations, will be made at least one week in advance of each meeting. Changes to the regular schedule may be required to meet quorum requirements: special meetings may also be required. Unless otherwise noted, meeting will be held in the City Council Chambers at the Clearwater Main Library, 100 North Osceola Avenue. Please note that anyone wanting to appeal an official decision made by the CRA Board on any subject at a meeting must have a verbatim record of the meeting that includes the testimony and evidence on which the appeal is based. If you have any questions, please contact Rosemarie Call at 727-562-4090 or rosemarie.call@myclearwater.com Cover Memo City of Clearwater City Hall 112 S. Osceola Avenue Clearwater, FL 33756 File Number: ID#18-5425 Agenda Date: 12/3/2018 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Community Redevelopment Agency Agenda Number: 4.2 SUBJECT/RECOMMENDATION: Approve a Grant to Loan Agreement in the amount of $100,000 with ClearSkyz Cafe III, LLC for interior building improvements at 418 Cleveland Street and authorize the appropriate officials to execute same. SUMMARY: At the July 16, 2018 CRA meeting, the Trustees directed staff to invite a grant application for from the restaurant tenant, ClearSky on Cleveland, for the Anchor Tenant Program. The trustees stated they would consider a grant request of $100,000 for building improvements. ClearSky on Cleveland has submitted a grant application, supporting invoices and the financial documentation necessary for a complete grant request. As outlined in their application, the tenant has made $112,312.09 in building improvements to upgrade the electrical infrastructure, provide ADA compliant ramps and doors as well as installed hurricane windows. These improvements were necessary to open the restaurant and will stay with the building beyond the 10-year lease that is currently in place. The tenant spent more than $1 million dollars to construct the entire restaurant space, including a new dining area in the rear of the building. The Anchor Tenant program allows for the loan to be forgiven over a 5-year period. The tenant has agreed to stay in business and maintain the existing improvements for a minimum of 5 years. The proposed grant application meets the goals of the Anchor Tenant program and the CRA’s redevelopment plan to attract more foot traffic to downtown and improve the appearance of buildings. ClearSky on Cleveland is a full-service restaurant that has proven to be a dining destination for local residents and tourists to Clearwater Beach. The interior renovations, quality food and service have set a new standard for restaurants in downtown. APPROPRIATION CODE AND AMOUNT: Funds are available in 3887552-94893 Opportunity Fund Page 1 City of Clearwater Printed on 11/28/2018 [GM18-9311-035/225630/1]1 PERSONAL GUARANTY OF AGREEMENT In consideration of the execution by CRA of the foregoing Anchor Tenant Incentive 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 maintenance of the space under the Lease as a full-service restaurant for a period of five years as provided in the agreement. 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: __________________, 2018. GUARANTORS: ________________________ Daniel Shouvlin 419 East Shore Drive Clearwater, FL 33767 _______________________ Social Security Number [GM18-9311-035/227126/1]Revision Date: 11/7/18 Page 1 of 3 ANCHOR TENANT INCENTIVE PROGRAM LOAN TO GRANT AGREEMENT 418 CLEVELAND STREET, CLEARWATER, FL 33756 CLEARSKYZ CAFÉ III, LLC D/B/A CLEARSKY ON CLEVELAND THIS AGREEMENT, entered into this _____ day of __________, 2018, by and between the Community Redevelopment Agency of the City 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 Clearskyz Café III, LLC whose address is 418 Cleveland St., Clearwater, FL 33756 (hereinafter “Borrower”). WITNESSETH WHEREAS, the CRA has committed CRA funds to be applied to the recruitment and relocation of businesses to the Community Redevelopment Area (CRA Redevelopment Incentive Funding); and WHEREAS, the CRA adopted the Anchor Tenant Incentive Program to attract businesses downtown by providing loan-to-grant funding to commercial tenants to assist with interior building improvements; and WHEREAS, the ClearSky on Cleveland is an anchor restaurant full service food and drink establishment requesting assistance with the costs of reconstruction of the space, specifically interior renovation cost for ADA requirements, kitchen hood, grease trap, electrical service and other necessary improvements; NOW THEREFORE, in consideration of the premises, the mutual covenants, and promises contained herein, and other good and valuable consideration, the Grantee and the CRA agree and covenant each with the other as follows: A. GENERALLY 1.Recitals. The foregoing recitals are true and correct and are incorporated in and form a part of this Agreement. 2.The Borrower hereby certifies that he is the tenant under a 10 year Lease Agreement dated May 1, 2016, of 418 Cleveland Street, Clearwater, FL 33756, a copy of which is attached hereto as Exhibit A. 3.In order for the property to be usable for the proposed restaurant use, certain improvements described in Exhibit B attached hereto, were required to be made. The Landlord was unwilling to make said improvements. B. PROGRAM FUNDING 1. The loan amount to the Borrower is $100,000. [GM18-9311-035/227126/1]Revision Date: 11/7/18 Page 2 of 3 2. The funds shall be provided in the form of zero percent (0%) interest loan-to-grant to the Borrower, which, barring a default by the Borrower, the CRA will forgive at a rate of twenty percent (20%) per year over the five-year loan term. 3.Loan funds shall be paid for satisfactorily completed Work. Loan funds will be for reimbursed upon evidence of payment submitted to CRA. The Borrower shall submit Contractor invoices to the CRA, in a format acceptable to the CRA, along with evidence of payment for processing and reimbursement. 4. The Project may not be altered, modified, removed or demolished without prior written approval of the CRA. In addition, the business may not be demolished, sold, or otherwise transferred without prior CRA approval. Any of these actions may result in a repayment/reimbursement of the subject funds to the CRA by the Borrower. 5. The Borrower agrees to repay the CRA the loan balance if he/she fails to perform any of the covenants or agreements contained in the approved Application, or this Agreement (incorporated documents included). CRA may terminate this contract immediately if Borrower fails to cure a default after written demand of CRA within a period of fifteen (15) days. C.TERM OF AGREEMENT 1. The term of the agreement shall be five years from execution of the agreement., The executed Agreement represents the CRA’s approval of the loan to grant to the Grantee. D. DEFAULT BY GRANTEE 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 Agreement: Failure to maintain the improvements, as determined by the CRA in its sole discretion, for a period equal to the term of the loan. E. MISCELLANEOUS PROVISIONS 1. This Agreement provides neither a representation nor assurance that the Project can be developed and carried through to completion by the Borrower at the property herein described. The intent of the Agreement is to provide a mutually agreed upon framework by which the CRA will provide loan-to-grant funds to the Borrower, provided that all requirements have been and remain satisfied. 2. To the extent permissible by law, the Borrower hereby expressly waives any cause of action they may have arising from or pertaining to the provisions of Florida Statute 520.60, et seq., with respect to the City or the CRA. 3. No member, officer or employee of the City, CRA or its designees or agents, and no other public official of such locality who exercises any functions or responsibilities with respect to this agreement during his tenure or for one year thereafter shall have any interest, direct or indirect, in any contract or subcontract, or the proceeds thereof, for work to be performed in connection with this contract. [GM18-9311-035/227126/1]Revision Date: 11/7/18 Page 3 of 3 4. This Agreement shall be governed by the laws of the State of Florida, and venue shall be in Pinellas County. 5. Should any section or part of any section of this Agreement 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 Contract. 6. This Agreement is non-assignable by either party and constitutes the entire Agreement between the Borrower and CRA and all prior or contemporaneous oral and written 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 Grantee 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 Grantee and one to the CRA. COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF CLEARWATER, FLORIDA By:__________________________ George N. Cretekos Chairperson Approved as to form: Attest: ______________________________________________________ Pamela K. Akin Rosemarie Call City Attorney City Clerk GRANTEE: Clear Skyz Café III, LLC d/b/a ClearSky on Cleveland By:______________________________Daniel Shouvlin STATE OF FLORIDA ] COUNTY OF PINELLAS ] The foregoing instrument was acknowledged before me this day of by Daniel Shouvlin,who is personally known to me or who has produced a drivers license as identification. My Commission expires: Notary Public [GM18-9311-035/226894/1] CITY OF CLEARWATER COMMUNITY REDEVELOPMENT AGENCY PROMISSORY NOTE THIS AGREEMENT, entered into this _____ day of _____________, 2018, by and between the Community Redevelopment Agency of the City 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 Clear Skyz Café III, LLC whose address is 418 Cleveland St., Clearwater, FL 33756 (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 buildout assistance for the interior renovation and equipping of space at 418 Cleveland Street, 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 _______in U.S. dollars to the order of the lender. The lender is the Community Redevelopment 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. C. INTEREST/FOREGIVENESS Funds shall be provided in the form of zero percent (0%) interest loan-to-grant to the Borrower, which, barring a default by the Borrower, the City will forgive at a rate of twenty [GM18-9311-035/226894/1] percent (20%) per year over the five-year lease term so long as Borrower remains a tenant at 418 Cleveland St., Clearwater, FL 33756 and operates his business there. D. PAYMENT 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 Buildout 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 Buildout 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: BORROWER: [GM18-9311-035/226894/1] Borrower Signature Date Witness Date STATE OF FLORIDA ) COUNTY OF PINELLAS ) The foregoing instrument was acknowledged before me this _________ day of ____________, 20___, by Daniel Shouvlin, who is personally known to me or produced ________________________________ as identification. _______________________________ Print/Type Name:_________________ Notary Public Cover Memo City of Clearwater City Hall 112 S. Osceola Avenue Clearwater, FL 33756 File Number: ID#18-5427 Agenda Date: 12/3/2018 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Community Redevelopment Agency Agenda Number: 4.3 SUBJECT/RECOMMENDATION: Approve the extension of a lease agreement between the Community Redevelopment Agency (CRA) and Water’s Edge Commercial Group, LLC, a Florida Limited Liability Company, for the premises located at 331 Cleveland Street No. 2502 and authorize the appropriate officials to execute same. SUMMARY: The CRA Trustees approved a new lease amendment for this site on October 29, 2018. Due to a misunderstanding between CRA staff and the property owner, that lease did not contain the correct lease rate. The property owner wishes to increase the rent from $8.00 to $14.21 per square foot. Current lease rates in downtown range from $10 to $25 per square foot. This increased rate is reasonable given the current market and the original build out investment of $65,000 from the property owner. No other terms of the lease have changed include the end date of January 31, 2020. Background Information from the October 29, 2018 hearing: The CRA began a lease with Water’s Edge Commercial Group, LLC on June 1, 2017 to use approximately 2,000 square feet of first-floor retail space located in the ground floor of Water’s Edge Condominiums as an Artist Workshop/Exhibit Space and public education space for Imagine Clearwater. The retail space, branded as Second Century Studios, has assisted in implementation of downtown redevelopment goals by providing increased cultural programming to generate foot traffic in downtown and engaging the public in the Imagine Clearwater plan. To date, the space has hosted Bazaar Art Collective, an arts installation, Plasti-Plast, by national artist Amy Landesburg, two Clearwater employee arts shows and most recently the Florida Center for Creative Photography. Second Century Studios will continue to play a key role in the CRA’s 18-month strategy by providing a space for public art programming, hosting targeted networking events for private investors and supporting pop-up retail businesses to increase opportunities for shopping in downtown. These activities support building a positive brand, attracting housing and encouraging private investment. Also, the studio fills a space on highly visible downtown corner that is difficult to lease due to the lack of guaranteed parking. Future activities in Second Century Studios include: ·Holiday Vendor Market (November 17 - December 31, 2018) ·“Dreams of Dali”, a virtual reality exhibit, by The Dali Museum (January - June 2019) ·Pop up retail and art exhibitions (July-November 2019) ·Holiday Vendor Market (November - December 2019) Page 1 City of Clearwater Printed on 11/28/2018 File Number: ID#18-5427 After January 31, 2020, staff anticipates this retail space will return to use by the private market. APPROPRIATION CODE AND AMOUNT: Funding for this agreement is available in CRA project 94885, ULI Implementation. Page 2 City of Clearwater Printed on 11/28/2018 Cover Memo City of Clearwater City Hall 112 S. Osceola Avenue Clearwater, FL 33756 File Number: ID#18-5428 Agenda Date: 12/3/2018 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Community Redevelopment Agency Agenda Number: 4.4 SUBJECT/RECOMMENDATION: CRA 18-month Strategy Update SUMMARY: N/A Page 1 City of Clearwater Printed on 11/28/2018