INTERLOCAL AGREEMENT Chase, Susan
From: Lopez, Anne
Sent: Monday, March 11, 2024 7:56 AM
To: Chase, Susan
Subject: RE: Unsigned Document
Hello!
This items did not go through for signature and was paused.
Please t that my office number has changed.
Anne M. Lopez, FRA-RP
Senior CRA Division Manager
Community Redevelopment Agency
Office: 727.444.7124
Cell: 727.200.0154
From: Chase, Susan <Susan.Chase@myClearwater.com>
Sent:Tuesday, March 5, 2024 3:49 PM
To: Lopez, Anne<anne.lopez@myclearwater.com>
Subject: Unsigned Document
Anne,
This document was returned to Matt Jackson to get the other party's signature. Do you
have a fully signed copy of this document? Please let me know.
Thanks
Susan Chase
Documents and Records Specialist
Please Note: Florida has a very broad Public Records Law. Most written communications to or from City Officials and employees regarding
City business are public records available to the public and media upon request. Your email communications, including your email
address,may therefore be subject to public disclosure,unless otherwise exempt by the Public Records Law.
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Under Florida law, e-mail addresses are public records. If you do not want your e-mail address released in response to a public records
request, do not send electronic mail to this entity. Instead, contact this office by phone or in writing.
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INTERLOCAL AGREEMENT
This Interlocal Agreement ("Agreement") is made as of ("the
Effective Date"), by and between PINELLAS COUNTY, a political subdivision of the State
of Florida ("County"), the CITY OF CLEARWATER, a municipal corporation ("City"), the
COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF CLEARWATER,
FLORIDA, a public body corporate and politic of the State of Florida created pursuant to
Part III, Chapter 163, Florida Statutes ("Agency"), and the CLEARWATER HOUSING
AUTHORITY, a quasi -municipal corporation created pursuant to Chapter 421, Florida
Statutes ("CHA").
WITNESSETH:
WHEREAS, the Agency was created to implement the community redevelopment
activities in the Florida Community Redevelopment Act of 1969 codified at Chapter 163, Part
III, Florida Statutes; and
WHEREAS, § 163.380(1), Florida Statutes provides that a community
redevelopment agency may sell, lease, dispose of, or otherwise transfer real property or any
interest acquired in the real property for community development in a community
redevelopment area to any private person; and
WHEREAS, § 163.380(2), Florida Statutes provides that such real property shall be
sold, leased, or otherwise transferred at a value determined to be in the public interest and
that if the value of such real property is disposed for less than fair value, such disposition
shall require the approval of the governing body at a duly noticed public hearing; and
WHEREAS, § 163.380(3)(a), Florida Statutes provides that prior to disposition of
such real property the community redevelopment agency must give notice of disposition by
publication in a newspaper having a general circulation in the community and invite
proposals from private redevelopers or any persons interested in undertaking to redevelop
or rehabilitate a community redevelopment area or any part thereof; and
WHEREAS, on April 17, 2020 the Agency released Request for Proposals #53-20
by publication in a newspaper having a general circulation in Clearwater, Florida requesting
proposals to redevelop the real property commonly referred to as 306 South Washington
Avenue, Clearwater, FL 33756 ("the Land") for a mixed-use or apartment development with
a focus on workforce and market rate housing, the opportunity for shared parking to serve
surrounding restaurant/retail businesses, construction to begin in 2021 and ample outdoor
amenity space; and
WHEREAS, SP CLEARWATER WFH, LLC, a Florida limited liability company ("the
Developer") submitted a proposal for redevelopment of the real property as an apartment
development with a focus on workforce and market rate housing on September 10, 2020
("the Project"); and
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WHEREAS, representatives of the Agency and the City of Clearwater met on
September 18, 2020 to evaluate the Project and to make a recommendation to the Agency
of whether to accept or reject the Project; and
WHEREAS, representatives of the Agency and the City of Clearwater recommended
approval the Developer's proposal; and
WHEREAS, on August 28, 2020 the Developer applied for Penny IV Pinellas funds
to assist with the construction and development of the Project; and
WHEREAS, on the County accepted the Developer's Penny IV
Pinellas funds application and awarded the Developer $ to assist with the
construction and development of the Project; and
WHEREAS, it has become apparent that for the approved plan for the development
of the Project will not provide result in long-term financial stability for the operations of the
Project; and
WHEREAS, the City, the CRA and the County agree that the Project is needed to
alleviate the significant shortage of affordable housing in the City; and
WHERAS, the CHA has agreed to take over the development of the Project and
operate and manage the Project for the benefit of the CHA, the City, the Agency and the
County; and
WHEREAS, the development of the Project and the operation and management of
the Project by the CHA is in the best interests of the City, the Agency and the County and
will serve a paramount public purpose through the development of sustainable affordable
housing in the City; and
WHEREAS, all parties to this Agreement agree that there is a need for the Project
and that the parties further desire for the CHA to become the owner and manager of the
Project; and
NOW, THEREFORE, in consideration of the mutual promises and covenants
contained herein, the parties hereby agree as follows:
1. Public Need and Purpose. The parties acknowledge and agree that this Agreement
satisfies, fulfills, and is pursuant to and for a paramount public purpose and municipal
purpose and that the Project is in the public interest, and is a proper exercise of the County's,
the City's, the Agency's, and CHA's power and authority under Chapters 125, 166, 163, and
421, Florida Statutes, respectively.
2. Transfer of the Land; Restrictions. The Agency agrees to transfer the Land to a land
trust created by the County for the purchase price of $3,460,000.00. The County agrees to
enter into a ground lease with the CHA (or its affiliated entity) pursuant to a ground lease
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agreement between the parties that is acceptable to the County, the City, the CHA and the
Agency and containing terms consistent with the County land trust program as applied to
ground leases to public entities, including public housing authorities and their affiliates.
3. County. Agency and City Contributions to the Project. The County agrees to
contribute the Penny IV Pinellas funds toward the construction and development of the
Project. The City agrees to contribute a $880,000.00 HOME loan toward construction and
development of the Project. The Agency agrees to contribute the proceeds from the sale of
the Land to the land trust toward the construction and development of the Project.
4. Development Agreement; Assignment. It is anticipated that the Agency and the
CHA will enter into a development agreement with the Developer for construction and
development of the Project.
5. Ad Valorem Exemption; Net Surplus Revenue Sharing. Pursuant to Chapter 423,
Florida Statutes, the Project will be exempt from ad valorem taxation for so long as the
CHA owns the Project. The parties further agree that the Net Surplus Revenues of the
Project (defined below) will be shared among the CHA, the City, the Agency and the
County as follows:
a. 50% of the Net Surplus Revenues of the Project, up to but not exceeding an
amount equal to $400 per unit shall be paid to the City ($100 per unit), the
Agency ($100 per unit) and the County ($200 per unit); provided that in the
event Net Surplus Revenues of the Project are insufficient in any year to make
full payment, the respective amounts payable to the City, the Agency and the
County shall be reduced proportionately. If, during the term of this Agreement,
the Agency ceases to exist, the City's portion of the annual payment shall be
increased to include what would have been the Agency's share.
b. 50% of the Net Surplus Revenues of the Project shall be retained by the CHA
and used for any purpose consistent with Chapter 421, Florida Statutes
For purposes hereof, the term "Net Surplus Revenues of the Project" shall mean the
net cash income of the Project after the payment of all operating expenses (including
management fee of not in excess of 6%), funding or replenishment of operating, debt
service and replacement reserves for the Project, required payment of debt service
(including redemption of bonds issued for the construction of the Project).
Notwithstanding the foregoing, payments under this Section shall be further limited
to the extent necessary to comply with any covenants required in connection with the
financing of the Project, including minimum debt service coverage and liquidity
requirements.
Payments to be made under this Section shall be due and payable within [60] days
of the completion of the annual financial statements for the Project (which may be
part of the CHA's annual financial statements) with payments commencing after
completion of the first full year following stabilization of the Project (meaning attaining
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a debt service coverage ratio of at least 1.15 and occupancy levels of 95% for a
period of [six months]). The CHA shall provide annually to the City, the Agency and
the County a copy of the annual financial statements of the Project and the
calculation of the payments to be made at the time of each payment.
6. Public Use of Certain Parking Spaces. The Project will consist of a minimum of 40
parking spaces open to the public during business hours. The parties therefore agree that
for the term of this agreement, a minimum of 40 parking spaces on the Land will be open to
the public between the hours of 8:00 a.m. and 8:00 p.m. Monday through Sunday.
7. Declaration of Restrictive Use as Affordable Housing. The parties agree that for the
term of this agreement, the Land will be used as an affordable housing project which the
parties agree means a [171 -unit] apartment complex with restricted as follows: 18
apartment units available for lease to tenants having incomes at 80% Area Median
Income ("AMI") or less; 49 apartment units available for lease to tenants having incomes
at 100% AMI or less; 104 apartment units available for lease to tenants having incomes
at 120% AMI or less, in each case adjusted for family size. AMI shall be established by
income statistics reported from time to time by the U. S. Department of Housing and Urban
Development or such other entity which may succeed to perform the duties of the U.S.
Department of Housing and Urban Development. Notwithstanding the foregoing, it shall not
be a violation of this provision if at any given point in time the unit mix does not meet these
requirements due to vacancies and no unit shall be required to remain vacant in order to
satisfy the foregoing requirements, it being the intention of the parties that the Project
maintain a 95% occupancy rate. The CHA agrees to use its best efforts to manage
occupancy at or in excess of the desired income level restrictions.
8. Term; Recordation. The term of this Agreement shall be perpetual unless sooner
terminated by mutual agreement of the parties; provided, however, that the provisions of
Section 5, 6 and 7 shall expire and be I no longer be of any force or effect, on the 30th
anniversary of the Effective Date. The parties agree that after this Agreement has been
fully executed, the Agency may record it in the Official Records of Pinellas County,
Florida.
9. Successors and Assigns. The terms of this Agreement shall bind and inure to the
benefit of the County, and its successor and assigns; the City, and its successors and
assigns; the Agency, and its successors and assigns; and the CHA, and its successors and
assigns.
10. Severability. If any term, provision, or condition contained this Agreement shall, to
any extent, be held invalid or unenforceable, the remainder of this Agreement, or the
application of such term, provision, or condition to persons or circumstances other than
those in respect of which it is invalid or unenforceable, shall not be affected thereby, and
each term, provision and condition of this Agreement shall be valid and enforceable to the
fullest extent permitted by law.
11. Notices. All notices, demands, requests for approvals, or other communications
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given by either party to another shall be in writing, and shall be sent by registered or certified
mail, postage prepaid, return receipt requested or by overnight courier service, or by hand
delivery to the office for each party indicated below and addressed as follows:
To the County:
315 Court Street, #501
Clearwater, Florida 33756
Attention: County Manager, County Attorney
To the City:
P.O. Box 4748
Clearwater, Florida 33758
Attention: City Manager, City Attorney
To the City:
P.O. Box 4748
Clearwater, Florida 33758
Attention: Executive Director, CRA Attorney
To the CHA:
28050 US Hwy 19 N, #103
Clearwater, Florida 33761
Attention: Chief Executive Officer, General Counsel
12. Notice of Default and Opportunity to Cure. Upon occurrence of an alleged default
by any party, the other party shall deliver written notice to the party allegedly in default
that identifies the specific nature of the alleged default. The party receiving such notice
shall have 30 days within which to cure the alleged default; provided, however, that if the
alleged default is of such nature that it cannot be reasonably cured within 30 days, the
party allegedly in default shall have such additional time as may be reasonably necessary
to cure the alleged default, so long as within said period, the alleged defaulting party
commences the cure and diligently prosecutes such cure until completion.
13. Applicable Law; Construction. The laws of the State of Florida shall govern the
validity, performance, and enforcement of this Agreement. This Agreement has been
negotiated by the County, the City, the Agency, and the CHA, and the Agreement shall not
be deemed to have been prepared by any one party, but by all equally.
14. Venue; Submission to Jurisdiction. For purposes of any suit, action, or other
proceeding arising out of or relating to this Agreement, the parties hereto do acknowledge,
consent, and agree that venue thereof is Pinellas County, Florida. Each party to this
Agreement hereby submits to the jurisdiction of the State of Florida, Pinellas County and the
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courts thereof and to the jurisdiction of the United States District Court for the Middle District
of Florida, for the purposes of any suit, action, or other proceeding arising out of or relating
to this Agreement and hereby agrees not to assert by way of a motion as a defense or
otherwise that such action is brought in an inconvenient forum or that the venue of such
action is improper or that the subject matter thereof may not be enforced in or by such courts.
15. Complete Agreement; Amendments. This Agreement, and all the terms and
provisions contained herein constitute the full and complete agreement between the parties
hereto to the date hereof and supersedes and controls over any and all prior agreements,
understandings, representations, correspondence, and statements, whether written or oral.
Any provisions of this Agreement shall be read and applied in para materia with all other
provisions hereof. This Agreement cannot be changed or revised except by written
amendment signed by all parties hereto.
16. Assignability. Neither this Agreement nor any right, remedy, obligation, or liability
arising hereunder or by reason hereof shall be assignable by any party without the prior
written consent of all other parties to the Agreement.
17. Captions. The captions of this Agreement are for convenience and reference only
and in no way define, limit, describe the scope or intent of this Agreement or any part thereof,
or in any way affect this Agreement or construe any article, section, subsection, paragraph,
or provision hereof.
IN WITNESS WHEREOF, the parties hereto have set their hands and their
respective seals affixed as of the day of , 2022.
COUNTY
PINELLAS COUNTY, FLORIDA
By:
Approved as to form:
Dave Eggers
Chairperson
Attest:
Anne Morris Ken Burke
Assistant County Attomey Clerk of the Circuit Court
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Approved as to form:
Michael P. Fuino
Senior Assistant City Attorney
Approved as to form:
Michael P. Fuino
Attorney for
Community Redevelopment Agency
CITY
THE CITY OF CLEARWATER, FLORIDA
Bv:
rank V. Hibbard
Mayor
Attest:
Rosemarie Call
City Clerk
AGENCY
COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF CLEARWATER, FLORIDA
'.�,
By: v ;c��
rank V. Hibbard
Chairperson
Attest:
LLioric
Rosemarie CaII
City Clerk
CHA
CLEARWATER HOUSING AUTHORITY
By:
Caitlein Jammo
Chairperson
Approved as to form:
Sandy MacLennan
General Counsel
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